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Fair Value Measurements | 3 Months Ended | 12 Months Ended
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Mar. 31, 2026 | Dec. 31, 2025
Fair Value Measurements [Abstract] |  |
FAIR VALUE MEASUREMENTS | NOTE 13 — FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:
|  | Level 1 |  | — |  | quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
|  | Level 2 |  | — |  | observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.
|  | Level 3 |  | — |  | unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.
The following table presents information about the Company’s liabilities that are measured at fair value as of March 31, 2026 and December 31, 2025 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
Description: |  | Level |  | March 31, 2026 |  | December 31, 2025
Derivative Liabilities: |  |  |  |  |  |  |  |
Forward Purchase Agreement |  | 3 |  | $ | 1,214,100 |  | $ | 1,388,700
Warrants – Series A |  | 3 |  | $ | 2,997,150 |  | $ | 3,383,900
Forward Purchase Agreement The Company used a Monte Carlo analysis to determine the fair value of the FPA, assuming 191,007 FPA Shares. The fair value measurement of the FPA at March 31, 2026 and December 31, 2025 was calculated using the following range of weighted average assumptions:
|  | March 31, 2026 |  | December 31, 2025
Risk-free interest rate |  | $ | 3.69 | % |  |  | 3.48 | %
Stock price |  | $ | 6.31 |  |  | $ | 7.09 |
Expected life |  |  | 0.8 years |  |  |  | 1.1 years |
Expected volatility of underlying stock |  |  | 167.5 | % |  |  | 175.0 | %
Dividends |  |  | 0 | % |  |  | 0 | %
The model measured the total present value of the Company’s proceeds at approximately $4,182 and the total present value of the Company’s liability at approximately $1,218,251, resulting in a net liability of approximately $1,214,100 as of March 31, 2026. This resulted in a non-cash gain from the change in fair value of derivatives of approximately $174,600 for the three months ended March 31, 2026. Warrants — Series A and B The Company utilized a Monte Carlo simulation analysis to determine the fair value of the Series A Warrants at March 31, 2026, which included the following assumptions:
|  | Series A Warrants
Expected term |  |  | 3.7 years |
Stock price |  | $ | 6.31 |
Risk free rate |  |  | 3.8 | %
Expected volatility |  |  | 170.0 | %
Expected dividend rate |  | $ | 0.00 |
Exercise Price |  | $ | 3.10 |
The fair value of the Series A and Series B Warrants as of March 31, 2026, was $2,997,150 and $0, respectively. The $0 fair value for the Series B Warrants reflects that all Series B Warrants had been exercised by this date. This resulted in a non-cash gain from the change in fair value of derivatives of $386,750 for the three months ended March 31, 2026, respectively. As of March 31, 2026, investors had exercised 591,145 Series A Warrants and 114,992 Series B Warrants, resulting in the issuance of 670,137 common shares. As of March 31, 2026, 508,857 Series A Warrants and no Series B Warrants remained outstanding. Warrants — Series C and D The Company’s Series C Warrants and Series D Warrants were classified as derivative liabilities and carried at fair value through the date of exercise. As of December 31, 2025, all Series C and Series D Warrants had been exercised and no warrants remained outstanding. Accordingly, no fair value measurement was required for these instruments as of March 31, 2026, and no gain or loss from change in fair value was recognized for the three months ended March 31, 2026. The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three months ended March 31, 2026.
Forward Purchase Agreement |  | Fair Value Measurement Using Level 3 Inputs Total
Balance, December 31, 2025 |  | $ | 1,388,700 |
Change in fair value |  |  | (174,600 | )
Balance, March 31, 2026 |  |  | 1,214,100 |
Warrants – Series A |  | Fair Value Measurement Using Level 3 Inputs Total
Balance, December 31, 2025 |  | $ | 3,383,900 |
Change in fair value |  |  | (386,750 | )
Balance, March 31, 2026 |  |  | 2,997,150 |
Stock-based compensation — Awards with Market-Based Conditions The Company utilized a Monte Carlo simulation analysis to determine the fair value of the awards with market-based conditions at the date of the Merger, which included the following assumptions: stock price of $226.50, risk free rate of 3.9%, volatility of 72.5%, dividends yield of 0% and duration of 6 years. | NOTE 13 — FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:
|  | Level 1 |  | — |  | quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
|  | Level 2 |  | — |  | observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.
|  | Level 3 |  | — |  | unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.
The following table presents information about the Company’s liabilities that are measured at fair value as of December 31, 2025 and 2024 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The Company did not have derivative liabilities as of December 31, 2023.
Description: |  | Level |  | December 31, 2025 |  | December 31, 2024
Derivative Liabilities: |  |  |  |  |  |  |
Forward Purchase Agreement |  | 3 |  | $ | 1,388,700 |  | $ | 6,404,100
Warrants – Series A |  | 3 |  | $ | 3,383,900 |  | $ | 4,955,300
Warrants – Series C and D |  | 3 |  | $ | — |  | $ | 13,913,250
Forward Purchase Agreement The Company used a Monte Carlo analysis to determine the fair value of the FPA, assuming 191,007 FPA Shares. The fair value measurement of the FPA at December 31, 2025 and 2024 was calculated using the following range of weighted average assumptions:
|  | December 31, 2025 |  | December 31, 2024
Risk-free interest rate |  |  | 3.48 | % |  |  | 4.25 | %
Stock price |  | $ | 7.09 |  |  | $ | 35.00 |
Expected life |  |  | 1.1 years |  |  |  | 2.1 years |
Expected volatility of underlying stock |  |  | 175.0 | % |  |  | 105.0 | %
Dividends |  |  | 0 | % |  |  | 0 | %
The model measured the total present value of the Company’s proceeds at approximately $7,227 and the total present value of the Company’s liability at approximately $1,395,938, resulting in a net liability of approximately $1,388,700 as of December 31, 2025. This resulted in a non-cash gain from the change in fair value of derivatives of $5,015,400 for the year ended December 31, 2025. The model measured the total present value of the Company’s proceeds at approximately $259,254 and the total present value of the Company’s liability at approximately $6,663,316, resulting in a net liability of approximately $6,404,100 as of December 31, 2024. This resulted in a non-cash gain from the change in fair value of derivatives of $14,485,850 for the year ended December 31, 2024. Warrants — Series A and B Certain prior-period amounts presented in this section related to the Change in fair value of derivative liabilities have been restated to reflect the correction of an error related to the accounting for the Series A and Series B warrant exercises. See Note 2 — Restatement and Correction of Errors in Previously Reported Consolidated Financial Statements for additional information. The Company utilized a Monte Carlo simulation analysis to determine the fair value of the Series A Warrants and Series B Warrants at the date of issuance on March 15, 2024, which included the following assumptions:
|  | Series A Warrants |  | Series B Warrants
Expected term (in years) |  |  | 5.7 years |  |  |  | 5.7 years |
Stock price |  | $ | 87.00 |  |  | $ | 87.00 |
Risk free rate |  |  | 4.2 | % |  |  | 4.2 | %
Expected volatility |  |  | 82.5 | % |  |  | 82.5 | %
Expected dividend rate |  | $ | 0.00 |  |  | $ | 0.00 |
Exercise Price |  | $ | 37.50 |  |  | $ | 0.01 |
The total fair value of the Series A Warrants and Series B Warrants measured at issuance was $12,656,550 and $82,450, respectively. The Company utilized a Black-Scholes model to determine the fair value of the Series A Warrants at December 31, 2025, which included the following assumptions:
|  | Series A Warrants
Expected term |  |  | 3.9 years |
Stock price |  | $ | 7.09 |
Risk free rate |  |  | 3.6 | %
Expected volatility |  |  | 165.0 | %
Expected dividend rate |  | $ | 0.00 |
Exercise Price |  | $ | 3.10 |
The fair value of the Series A and Series B Warrants as of December 31, 2025, was $3,383,900 and $0, respectively. The $0 fair value for the Series B Warrants reflects that all Series B Warrants had been exercised by this date. The Company recorded non-cash loss from changes in the fair value of derivative liabilities related to the Series A and Series B Warrants of $2,232,886 and $0 for the year ended December 31, 2025, respectively. As of December 31, 2025, investors had exercised 591,145 Series A Warrants and 114,992 Series B Warrants, resulting in the issuance of 670,137 common shares. As of December 31, 2025, 508,857 Series A Warrants and no Series B Warrants remained outstanding. The Company utilized a Black-Scholes model to determine the fair value of the Series A Warrants at December 31, 2024, which included the following assumptions:
|  | Series A Warrants
Expected term |  |  | 4.9 years |
Stock price |  | $ | 35.00 |
Risk free rate |  |  | 4.4 | %
Expected volatility |  |  | 102.5 | %
Expected dividend rate |  | $ | 0.00 |
Exercise Price |  | $ | 16.37 |
The fair value of the Series A and Series B Warrants as of December 31, 2024, was $4,955,300 and $0, respectively. The $0 fair value for the Series B Warrants reflects that all Series B Warrants had been exercised by this date. This resulted in a non-cash gain from the change in fair value of derivatives of $2,047,817 and a loss from the issuance of warrants of $17,820,998 for the year ended December 31, 2024, respectively. As of December 31, 2024, investors received 274,858 and 114,992 common shares from exercise of Series A and Series B warrants, respectively. As of December 31, 2024, 167,976 Series A Warrants and no Series B Warrants remained outstanding. Warrants — Series C and D The Company utilized a Monte Carlo simulation analysis to determine the fair value of the Series C Warrants and Series D Warrants at the date of issuance on August 30, 2024, which included the following assumptions:
|  | Series C Warrants |  | Series D Warrants
Expected term |  |  | 5.6 years |  |  |  | 5.6 years |
Stock price |  | $ | 16.00 |  |  | $ | 16.00 |
Risk free rate |  |  | 3.7 | % |  |  | 3.7 | %
Expected volatility |  |  | 105.0 | % |  |  | 105.0 | %
Expected dividend rate |  | $ | 0.00 |  |  | $ | 0.00 |
Exercise Price |  | $ | 16.37 |  |  | $ | 0.0050 |
The total fair value of the Series C Warrants and Series D Warrants measured at issuance was $8,114,650 and $1,540,150, respectively. The Company utilized a Monte Carlo simulation analysis to determine the fair value of the Series C Warrants and Series D Warrants at December 31, 2024, which included the following assumptions:
|  | Series C Warrants |  | Series D Warrants
Expected term (in years) |  |  | 5.6 years |  |  |  | 5.6 years |
Stock price |  | $ | 35.00 |  |  | $ | 35.00 |
Risk free rate |  |  | 4.4 | % |  |  | 4.4 | %
Expected volatility |  |  | 102.5 | % |  |  | 102.5 | %
Expected dividend rate |  | $ | 0.00 |  |  | $ | 0.00 |
Exercise Price |  | $ | 16.37 |  |  | $ | 0.0050 |
The fair value of the Series C and Series D Warrants as of December 31, 2025, was $0. The $0 fair value for the Series C and D Warrants reflects that all Series C and D Warrants had been exercised by this date. The Company recorded non-cash loss from changes in the fair value of derivative liabilities related to the Series C and Series D Warrants of $31,033,241 for the year ended December 31, 2025. As of December 31, 2025, investors had exercised 3,688,357 Series C Warrants and Series D Warrants, resulting in the issuance of 3,447,957 common shares and pending issuance of 240,400 common shares. As of December 31, 2025, no Series C Warrants and Series D Warrants remained outstanding. The fair value of the Series C Warrants and Series D Warrants as of December 31, 2024, was $13,703,250 and $210,000, respectively. This resulted in a non-cash loss from the change in fair value of derivatives and issuance of warrants of $4,258,450 and $9,654,799 for the year ended December 31, 2024, respectively. As of December 31, 2024, investors have not exercised any Series C and Series D warrants. The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the year ended December 31, 2025 and 2024.
Forward Purchase Agreement |  | Fair Value Measurement Using Level 3 Inputs Total
Balance, December 31, 2023 |  | $ | — |
Initial measurement, February 2, 2024 |  |  | 20,889,950 |
Change in fair value |  |  | (14,485,850 | )
Balance, December 31, 2024 |  |  | 6,404,100 |
Change in fair value |  |  | (5,015,400 | )
Balance, December 31, 2025 |  |  | 1,388,700 |
Warrants – Series A and B |  | Fair Value Measurement Using Level 3 Inputs Total
Balance, December 31, 2023 |  | $ | — |
Initial measurement, March 15, 2024 |  |  | 12,739,000 |
Change in fair value |  |  | (7,783,700 | )
Balance, December 31, 2024 |  |  | 4,955,300 |
Change in fair value |  |  | (1,571,400 | )
Balance, December 31, 2025 |  |  | 3,383,900 |
Warrants – Series C and D |  | Fair Value Measurement Using Level 3 Inputs Total
Balance, December 31, 2023 |  | $ | — |
Initial measurement, August 30, 2024 |  |  | 9,654,800 |
Change in fair value |  |  | 4,258,450 |
Balance, December 31, 2024 |  |  | 13,913,250 |
Change in fair value |  |  | (13,913,250 | )
Balance, December 31, 2025 |  |  | — |
HBC earnout shares The Company utilized a Monte Carlo simulation analysis to determine the fair value of the Earnout Shares at the date of the Merger, which included the following assumptions: stock price of $226.50, risk free rate of 3.98%, volatility of 85%, dividends yield of 0% and duration of 4 years. Stock-based compensation — Awards with Market-Based Conditions The Company utilized a Monte Carlo simulation analysis to determine the fair value of the awards with market-based conditions at the date of the Merger, which included the following assumptions: stock price of $226.50, risk free rate of 3.9%, volatility of 72.5%, dividends yield of 0% and duration of 6 years.

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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (bbb)(1) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 107 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-107 Reference 3: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 100 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-100 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(3) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2E -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 940 -SubTopic 820 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478119/940-820-50-1 + Details
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