0001213900-25-111616 | 10-Q | XBRL Viewer

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.

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RELATED PARTY TRANSACTIONS

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Current Assets:
Cash	$ 9,595,577	$ 29,228
Other Receivable	35,490	34,667
Prepaid Expenses	95,563
Other Current Assets	15,000	18,332
Total Current Assets	9,741,630	82,227
Other Assets:
Deferred Offering Costs		1,219,176
Prepaid Expenses - Long-Term		125
Capitalized Implementation Costs	389,171
Investment in Equity Securities	8,080,000
Total Other Assets	8,469,171	1,219,301
Total Assets	18,210,801	1,301,528
Current Liabilities:
Accounts Payable	1,177,330	1,929,469
Accrued Interest		1,189,345
Accrued Payroll		251,043
Accrued Liabilities	107,678	193,785
Share Payable	221,434	32,500
Other Current Liabilities	102,611	95,238
Notes Payable (Note 6)		297,900
Convertible Debt - December 2024, net of discount		21,719
Convertible Debt, net of discount and issuance costs		5,722,511
Total Current Liabilities	1,609,053	9,757,813
Total Liabilities	1,609,053	9,757,813
Commitments and Contingencies (Note 4)
Stockholders’ Equity (Deficit)
Preferred stock value		420
Common Stock, $0.0001 Par Value - 250,000,000 Shares Authorized, 10,972,588 and 7,033,330 Issued and Outstanding as of September 30, 2025 and December 31, 2024, respectively	1,097	14,554
Stock Subscription Receivable		(3,700)
Additional Paid In Capital	31,495,785	6,195,322
Accumulated Deficit	(14,879,956)	(14,647,702)
Accumulated Other Comprehensive Loss	(15,179)	(15,179)
Total Stockholders’ Equity (Deficit)	16,601,748	(8,456,285)
Total Liabilities and Stockholders’ Equity (Deficit)	18,210,801	1,301,528
Series B Preferred Stock
Stockholders’ Equity (Deficit)
Preferred stock value	1
Series A Preferred Stock
Stockholders’ Equity (Deficit)
Preferred stock value
Related Party
Current Liabilities:
Due to Officer - Related Party (Note 3)		$ 24,303

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2025	Dec. 31, 2024
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	24,785,000	24,785,000
Preferred stock, shares issued	0	82,096
Preferred stock, shares outstanding	0	82,096
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	10,972,588	7,033,330
Common stock, shares outstanding	10,972,588	7,033,330
Series B Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	15,000	15,000
Preferred stock, shares issued	15,000	0
Preferred stock, shares outstanding	15,000	0
Series A Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	200,000	200,000
Preferred stock, shares issued
Preferred stock, shares outstanding

Summary of Significant Accounting Policies (Details)			3 Months Ended			9 Months Ended		12 Months Ended
Summary of Significant Accounting Policies (Details)	May 12, 2025 USD ($)	Dec. 31, 2021	Sep. 30, 2025 USD ($)	Mar. 31, 2025 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2025 USD ($) Segment shares	Sep. 30, 2024 USD ($)	Dec. 31, 2024 USD ($)
Summary of Significant Accounting Policies [Line Items]
Reportable segment (in Segment) \| Segment						1
Cash			$ 9,575,000			$ 9,575,000
Proceeds from initial public offering						6,785,000
Additional offering costs			1,252,780			1,252,780
Offering costs			1,964,705	$ 1,176,800
Paid amount to IPO proceeds						115,000
Subscriptions receivable			713			713
Subscription write off			2,987			2,987
Employee retention credit		70.00%
Other receivable			17,408			17,408		$ 34,667
Other income			30,800		$ 0	73,450	0
FDIC insurance amount			250,000			250,000
Exceeded the insurance coverage			9,345,577			9,345,577
Advertising and marketing expenses			182,216		$ 160,270	475,972	160,478
Cash paid for the settlement of the stock-based compensation liability	$ (250,000)					(250,000)
Additional stock-based compensation liability	116,669			$ 44,392
Total liability			116,669			116,669
Other expense						133,331
Prepaid expense non-current								125
Capitalized implementation costs			389,171			389,171		0
Prepaid expense non current								62
Shares payable			221,434			221,434		32,500
Note payable			424			424
Foreign currency totaling						13
Foreign currency gain						$ 437
Percentage of recognized income tax						50.00%
Selling, general and administrative expenses						$ 95,000
Gross federal net operating loss carry-forwards			14,854,359			14,854,359
Gross state net operating loss carry-forwards			16,514,918			$ 16,514,918
Taxable income percent						80.00%
Valuation allowance			$ 1,044,912			$ 1,044,912
Effective tax rate			0.00%		0.00%	0.00%	0.00%
Share Based Liability [Member]
Summary of Significant Accounting Policies [Line Items]
Gain (Loss) on Sale of Derivatives						$ 76,671
Common Stock [Member] \| Warrants [Member]
Summary of Significant Accounting Policies [Line Items]
Convertible into additional shares (in Shares) \| shares						17,517,203
Meta [Member]
Summary of Significant Accounting Policies [Line Items]
Stock-based compensation liability	$ 72,277
Prepaid expense non-current								62
Software expense			$ 159,091			$ 159,091
Technology Purchase Agreements [Member]
Summary of Significant Accounting Policies [Line Items]
Prepaid expense non-current								63
Stock Options [Member]
Summary of Significant Accounting Policies [Line Items]
Issued shares of stock options (in Shares) \| shares						1,950,000
Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Reclassification of non current prepaid expenses								389,171
Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Reclassification of non current prepaid expenses								$ 312,500
IPO [Member]
Summary of Significant Accounting Policies [Line Items]
Proceeds from initial public offering						$ 1,351,098
Additional costs			$ 3,549,294			3,549,294
Other expense						$ 1,100,000
Convertible into additional shares (in Shares) \| shares						44,250
Over-Allotment Option [Member]
Summary of Significant Accounting Policies [Line Items]
Offering costs						$ 190,980
Paid amount to IPO proceeds						1,061,800
Other expense						$ 95,800

Stockholders' Equity - Schedule of Analysis of BHI and BHHI Shares of Common Stock Issued as Compensation Subsequent to the US Reorganization (Details) - $ / shares	3 Months Ended			9 Months Ended
	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2025
Stock Options [Member]
Schedule of Analysis of BHI and BHHI Shares of Common Stock Issued as Compensation Subsequent to the US Reorganization [Line Items]
Nonvested Shares, Begining balance	616,055
Weighted Average Fair Value, Begining balance	$ 0.68
Nonvested Shares, Granted	897,112	1,052,888
Weighted Average Fair Value, Granted	$ 1	$ 0.65
Nonvested Shares, Vested	(975,954)	(436,833)
Weighted Average Fair Value, Vested	$ 0.98	$ 0.62
Nonvested Shares, Forfeited
Weighted Average Fair Value, Forfeited
Nonvested Shares, Ending balance	537,213	616,055		537,213
Weighted Average Fair Value, Ending balance	$ 0.68	$ 0.68		$ 0.68
Restricted Stock Agreements [Member]
Schedule of Analysis of BHI and BHHI Shares of Common Stock Issued as Compensation Subsequent to the US Reorganization [Line Items]
Nonvested Shares, Begining balance	34,890	52,336	69,782	69,782
Weighted Average Fair Value, Begining balance	$ 2.44	$ 2.44	$ 2.44	$ 2.44
Nonvested Shares, Granted	450,000
Weighted Average Fair Value, Granted	$ 1.06
Nonvested Shares, Vested	(467,446)	(17,446)	(17,446)
Weighted Average Fair Value, Vested	$ 1.04	$ 2.44	$ 2.44
Nonvested Shares, Forfeited
Weighted Average Fair Value, Forfeited
Nonvested Shares, Ending balance	17,444	34,890	52,336	17,444
Weighted Average Fair Value, Ending balance	$ 2.44	$ 2.44	$ 2.44	$ 2.44

Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) [Line Items]
Investment in Equity Securities	$ 8,080,000
Level 1 [Member]
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) [Line Items]
Investment in Equity Securities	8,080,000
Level 2 [Member]
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) [Line Items]
Investment in Equity Securities
Level 3 [Member]
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) [Line Items]
Investment in Equity Securities

Related Party Transactions

9 Months Ended

Sep. 30, 2025

NOTE 3 — RELATED PARTY TRANSACTIONS

The Company follows ASC 850, “Related Party Disclosures,” for the identification of related parties and disclosure of related party transactions.

As of September 30, 2025, and December 31, 2024, the Company had payables to the Company’s co-founder and Chief Executive Officer and the Company’s co-founder and Chief Operating Officer for reimbursable expenses totaling $0 and $24,303, respectively.

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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Commitments and Contingencies - Schedule of Non-Employee Stock-Based Compensation Costs (Details) - USD ($)		3 Months Ended		9 Months Ended
	May 12, 2025	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Stock Consideration [Member]
Schedule of Non-Employee Stock-Based Compensation Costs [Line Items]
Total Expensed				$ 199,089
Total Capitalized				389,171
Equity [Member]
Schedule of Non-Employee Stock-Based Compensation Costs [Line Items]
Total Expensed				159,091
Total Capitalized				312,500
Liability-Classified Awards [Member]
Schedule of Non-Employee Stock-Based Compensation Costs [Line Items]
Total Expensed	$ 116,669			39,998
Total Capitalized				$ 76,671

Pay vs Performance Disclosure - USD ($)	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($)	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2025	Sep. 30, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ 2,540,636	$ (1,705,217)	$ (1,067,673)	$ (1,010,058)	$ (956,963)	$ (1,034,161)	$ (232,254)	$ (3,001,182)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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-Subparagraph (g)(3)
-Publisher FASB
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Reference 35: http://www.xbrl.org/2003/role/disclosureRef
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Reference 38: http://www.xbrl.org/2003/role/disclosureRef
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Reference 39: http://www.xbrl.org/2003/role/disclosureRef
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Reference 41: http://www.xbrl.org/2003/role/disclosureRef
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Reference 44: http://www.xbrl.org/2003/role/disclosureRef
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Reference 46: http://www.xbrl.org/2003/role/disclosureRef
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Reference 48: http://www.xbrl.org/2003/role/disclosureRef
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Reference 49: http://fasb.org/us-gaap/role/ref/legacyRef
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-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
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-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

Nature of the Organization and Business [Abstract]

Investments

9 Months Ended

Sep. 30, 2025

Investments [Abstract]

INVESTMENTS

NOTE 10 — INVESTMENTS

In September 2025, the Company entered into a Securities Purchase Agreement with CleanCore Solutions, Inc. (“CleanCore”), a Nevada corporation, to invest in Pre-Funded Warrants representing the right to acquire shares of CleanCore’s Class B Common Stock at a nominal exercise price of $0.0001 per share. The Company purchased 4,000,000 warrant shares at a price of $1.00 for a total investment of $4,000,000 in cash.

The Pre-Funded Warrants were fully funded upon issuance and exercised on November 10, 2025 at a nominal exercise price for CleanCore’s Class B Common Stock, following the completion of all required corporate approvals, including an amendment to CleanCore’s articles of incorporation authorizing additional shares. The Warrants are non-redeemable and economically equivalent to shares of common stock, with a beneficial ownership limitation of 4.99% (or 9.99% upon election). Please refer to Note 11.

The investment is accounted for as an equity security under ASC 321, Investments – Equity Securities, and is measured at the fair value of the consideration that was transferred, with changes in fair value recognized in earnings. As of September 30, 2025, the investment had a carrying value of $8,080,000, based on the quoted market price of CleanCore’s Class B Common Stock on the NYSE American Exchange, a Level 1 measurement. A net unrealized gain on equity securities was recognized for $4,080,000 during the nine and three months ended September 30, 2025.

Segment Reporting (Details)	9 Months Ended
Segment Reporting (Details)	Sep. 30, 2025 Integer
Segment Reporting [Abstract]
Operating segment	1

Investments (Details) - USD ($)	3 Months Ended	9 Months Ended
Investments (Details) - USD ($)	Sep. 30, 2025	Sep. 30, 2025	Sep. 02, 2025	Dec. 31, 2024	Sep. 30, 2024
Investments [Line Items]
Exercise price (in Dollars per share)	$ 2.96	$ 2.96
Purchased warrants (in Shares)	4,000,000	4,000,000
Share price (in Dollars per share)	$ 1	$ 1			$ 0.73
Investments and cash	$ 4,000,000	$ 4,000,000
Investments carrying value	8,080,000	8,080,000
Unrealized gain on equity securities	4,080,000	4,080,000
Class B Common Stock [Member]
Investments [Line Items]
Purchased warrants (in Shares)			1
Investments carrying value	$ 8,080,000	$ 8,080,000
Class B Common Stock [Member] \| Securities Purchase Agreement [Member]
Investments [Line Items]
Exercise price (in Dollars per share)	$ 0.0001	$ 0.0001
CleanCore'S [Member] \| Minimum [Member]
Investments [Line Items]
Beneficial ownership percentage	4.99%	4.99%
CleanCore'S [Member] \| Maximum [Member]
Investments [Line Items]
Beneficial ownership percentage	9.99%	9.99%

Debt (Details) - USD ($)							1 Months Ended		2 Months Ended	3 Months Ended			6 Months Ended	9 Months Ended		12 Months Ended
Debt (Details) - USD ($)	Apr. 30, 2025	Mar. 07, 2025	Feb. 05, 2025	Dec. 31, 2024	Nov. 30, 2024	Sep. 30, 2024	Feb. 15, 2025	Aug. 31, 2024	Sep. 30, 2024	Sep. 30, 2025	Mar. 31, 2025	Sep. 30, 2024	Jun. 30, 2025	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024	Jul. 24, 2025	May 12, 2025	Mar. 05, 2025	Feb. 28, 2025	Feb. 10, 2025	Nov. 13, 2024	Jun. 30, 2024	Feb. 22, 2022	Dec. 03, 2021
Debt [Line Items]
Common stock, per share (in Dollars per share)				$ 0.0001						$ 0.0001				$ 0.0001		$ 0.0001
Percentage of purchase price per shares				5.00%												5.00%
Loan extension fees															$ 997,253
Additional debt discount												$ 0			6,819
Debt discount amount														100,781	46,410
Total debt converted														$ 6,765,772
Common stock shares issued (in Shares)				7,033,330						10,972,588				10,972,588		7,033,330
Shares issued
Remaining shares (in Shares)														355
Foreign currency exchange														$ 13
Interest expense								$ 80,000
Repayment of principal amount								80,000
Total proceeds														101,650	292,900
Principal total				$ 187,900												$ 187,900
Total payment											650,000
Additional interest expense											$ 201,374
Price per share (in Dollars per share)																		$ 4
Repayment of the loan principal														399,126	$ 25,000
Percentage of principal amount											30.00%
Anticipated price per share (in Dollars per share)				$ 125												$ 125
Share payable	$ 45,000										$ 45,000
Original Issue Discount Convertible Promissory Notes [Member]
Debt [Line Items]
Convertible debt				$ 5,722,511												$ 5,722,511
Accrued interest remained outstanding																$ 888,894
Investment discount rate																20.00%
Number of purchase price per share (in Dollars per share)																$ 0.8
Original issued discount																20.00%
Common stock, per share (in Dollars per share)				$ 0.0001												$ 0.0001
Percentage of purchase price per shares				20.00%												20.00%
Equity securities amount																$ 20,000,000
Additional debt discount											90,000
Fair market value price (in Dollars per share)															$ 2,302
Debt discount amount											$ 45,000
Original issue discount percentage											30.00%
Convertible Promissory Notes [Member]
Debt [Line Items]
Loan extension fees												0			$ 997,253
Debt issuance cost												0			158,424
Additional debt discount															39,606
Convertible to shares of common stock (in Shares)		1,912,176
Debt issuance shares (in Shares)		103,101
Converted amount										$ 6,713,272				6,713,272
Extension Note [Member]
Debt [Line Items]
Accrued interest remained outstanding										$ 144,239				381,535
Notes Payable [Member]
Debt [Line Items]
Accrued interest remained outstanding														29,223
Loan amount				$ 12,900												12,900							$ 12,198
Foreign currency exchange													$ 424
Interest expense	80,000
Repayment of debt														29,223
Additional principal amount	$ 80,000
Debt extinguishment														1,554
Anticipated price per share (in Dollars per share)											$ 4
Loan Agreement [Member]
Debt [Line Items]
Principal amount			$ 9,314																	$ 15,500
Percentage of repayment of additional fees			100.00%
Interest expense														111,117
Repayment of debt														206,617
Percentage of principal amount			200.00%
Additional loan																					$ 6,186
Principal														95,500
Confidential Release and Final Agreement [Member]
Debt [Line Items]
Accrued interest remained outstanding											$ 45,000
Debt discount amount														90,000
Total proceeds											86,150
Repayment of the loan principal											150,000
Borrowings [Member]
Debt [Line Items]
Accrued interest remained outstanding											175,000
Additional principal amount											$ 273,626
Short-Term Promissory Notes [Member]
Debt [Line Items]
Maturity date											Apr. 10, 2025
Bridge Loan [Member]
Debt [Line Items]
Accrued interest remained outstanding														175,000
Principal amount				30,000												30,000
Common stock shares issued (in Shares)					24,500
Short term						$ 280,000		$ 280,000	$ 280,000			$ 280,000			$ 280,000
Short-term loan interest rate								100.00%	100.00%
Percentage of repayment of additional fees								100.00%
Repayment of debt														175,000
Bridge Loan [Member] \| Original Issue Discount Convertible Promissory Notes [Member]
Debt [Line Items]
Accrued interest remained outstanding																255,000
Principal amount				255,000												255,000
Fair market value price (in Dollars per share)									$ 1.41
Common stock shares issued (in Shares)						198,454			198,454			198,454			198,454
Loan amount						$ 280,000			$ 280,000			$ 280,000			$ 280,000
Short-term loan interest rate					100.00%
Percentage of repayment of additional fees						100.00%
Repaid the short-term loans						$ 25,000
Short-term loan					$ 30,000	25,000			25,000			25,000			25,000
Interest expense												560,000			560,000
Bridge Loan [Member] \| Notes Payable [Member]
Debt [Line Items]
Accrued interest remained outstanding				30,000
Convertible Debt December 2024 [Member]
Debt [Line Items]
Additional debt discount																4,219
Principal amount				$ 32,500												32,500
Debt discount amount														$ 10,781		$ 7,500
Common stock shares issued (in Shares)				1,875												1,875
Short term				$ 25,000												$ 25,000
Additional principal amount																7,500
Percentage of due										30.00%				30.00%
Percentage of common stock							30.00%
Amortization of debt discount														$ 15,000
Unamortized debt discount				10,781												10,781
Amortization										$ 0
Original Issue Discount Promissory Note [Member]
Debt [Line Items]
Common stock shares issued (in Shares)											11,250
Maximum [Member] \| Original Issue Discount Convertible Promissory Notes [Member]
Debt [Line Items]
Market Risk Benefit, Change in Fair Value, Gain (Loss)												3.46
Maximum [Member] \| Convertible Promissory Notes [Member]
Debt [Line Items]
Principal amount						$ 198,030			$ 198,030			198,030			198,030
Maximum [Member] \| Convertible Debt [Member]
Debt [Line Items]
Debt discount amount												$ 0
Minimum [Member] \| Original Issue Discount Convertible Promissory Notes [Member]
Debt [Line Items]
Market Risk Benefit, Change in Fair Value, Gain (Loss)															2.42
Minimum [Member] \| Convertible Debt [Member]
Debt [Line Items]
Debt discount amount															$ 46,410
IPO [Member]
Debt [Line Items]
Principal amount				$ 5,722,511												5,722,511
Total debt converted																6,611,405
Common stock shares issued (in Shares)	29,305
Shares issued														1,234
Price per share (in Dollars per share)																						$ 4
Anticipated price per share (in Dollars per share)																			$ 4
IPO [Member] \| Original Issue Discount Convertible Promissory Notes [Member]
Debt [Line Items]
Short-term loan											$ 150,000
IPO [Member] \| Convertible Promissory Notes [Member]
Debt [Line Items]
Accrued interest remained outstanding																$ 888,894
IPO [Member] \| Convertible Debt December 2024 [Member]
Debt [Line Items]
Accrued interest remained outstanding											7,500
Common stock shares issued (in Shares)	1,875
Price per share (in Dollars per share)							$ 4
Repayment of the loan principal											25,000
Maturity date	Feb. 15, 2025
IPO [Member] \| Minimum [Member]
Debt [Line Items]
Convertible to shares of common stock (in Shares)		29,660
Common Stock [Member]
Debt [Line Items]
Common stock, per share (in Dollars per share)																	$ 0.0001							$ 0.0001	$ 0.0001
Common stock shares issued (in Shares)																						937,500
Shares issued
Common Stock [Member] \| IPO [Member]
Debt [Line Items]
Shares issued														$ 101,867

Related Party Transactions (Details) - USD ($)	9 Months Ended	12 Months Ended
Related Party Transactions (Details) - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Related Party Transactions [Abstract]
Reimbursable expenses	$ 0	$ 24,303

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (Unaudited) (Parentheticals) - USD ($)	3 Months Ended
	Sep. 30, 2025	Mar. 31, 2025
Statement of Stockholders' Equity [Abstract]
Offering Costs	$ 1,964,705	$ 1,176,800

Nature of the Organization and Business

9 Months Ended

Sep. 30, 2025

NATURE OF THE ORGANIZATION AND BUSINESS

NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS

Corporate History

Brag House Holdings, Inc. (“Brag House” or “BHHI” or the “Company”) was formed as a Delaware corporation on December 3, 2021. The Company’s principal executive offices are located at 45 Park Street, Montclair, NJ 07042.

Brag House Inc. (“BHI”), the Company’s wholly owned indirect subsidiary, was formed as a Delaware corporation in February 2018. Their principal offices are located at 45 Park Street, Montclair, NJ 07042.

On June 11, 2021, Brag House Ltd. (“BHL”) was registered in the United Kingdom. Their principal offices are located at 7 – 9 Swallow Street, London W1B 4DE, United Kingdom.

On August 16, 2021, BHL acquired all of the 10,000,000 issued and outstanding BHI shares held by BHI shareholders on a one for 14.07 basis (rounded to the nearest whole number) in exchange for 140,700,000 ordinary shares of £0.0001 in BHL, making BHI a wholly owned subsidiary of BHL (“UK Reorganization”).

Following the UK Reorganization, the board of directors of BHL determined that it was in the best interests of BHL and its shareholders that an initial public offering (“IPO”) in the United States and concurrent listing on Nasdaq be pursued. To effect that proposed IPO and listing on Nasdaq, in December 2021, the Company was formed. In connection with this IPO, prior to the effectiveness of the registration statement, on February 8, 2022, the Company approved a reorganization, in which the shareholders of BHL would exchange their ordinary shares and preference shares of BHL for a proportionate number of common and preferred shares in the Company on a 21 to 1 basis (“U.S. Reorganization”). Immediately following the U.S. Reorganization, BHL became the wholly-owned subsidiary of the Company, and BHI became the indirect wholly-owned subsidiary of the Company. Management anticipates that BHL will be wound down and dissolved as soon as reasonably practicable.

On June 11, 2024, the Company’s board of directors approved, and on June 13, 2024, the Company’s stockholders approved the original reverse stock split (“Original Reverse Stock Split”). On June 14, 2024, the Company filed the Second Certificate of Amendment to its Certificate of Incorporation to effect the Original Reverse Stock Split, such that every holder of Common Stock and Series A Preferred Stock of the Company received 1 share of Common Stock and 1 share of Series A Preferred Stock for every 5.1287 of a share held. On October 11, 2024, the Company canceled the Original Reverse Stock Split and effected a 1 for 2.43615 consolidation of its issued and outstanding Common Stock and Series A Preferred Stock (the “Reverse Stock Split”). On October 11, 2024, the Company filed the Third Certificate of Amendment to its Certificate of Incorporation to effect the Reverse Stock Split. The Conversion Price of Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), will reflect the Reverse Stock Split. All fractional shares created by the 1 for 2.43615 exchange will be paid in cash. The resulting payment amount due for the fractional shares is not material. The Reverse Stock Split had no impact on the par value per share of the Company’s Common Stock and Series A Preferred Stock, all of which remain at $0.0001.

On February 14, 2025, the Company received its notice of effectiveness from the U.S. Securities and Exchange Commission (“SEC”) and became a public company. On March 5, 2025, the Company entered into a material definitive agreement in the form of an underwriting agreement with Kingswood Capital Partners, LLC (“Kingswood”) as representative of the underwriters named therein, for the offer and sale of 1,475,000 shares of the Company’s Common Stock at a public offering price of $4.00 per share for gross proceeds of $5.9 million, before deducting underwriting discounts and other related expenses totaling $1.1 million.

On March 6, 2025, the Company’s shares began trading on Nasdaq under the symbol “TBH” and on March 7, 2025, the Company filed its prospectus with the SEC and completed its IPO.

Pursuant to the underwriting agreement, as partial compensation for their services, the Company issued to the underwriters on the closing date of the IPO (the “Closing Date”), warrants (the “Underwriter Warrants”) to purchase an aggregate of 44,250 shares of the Company’s Common Stock, representing 3% of the shares issued on the Closing Date. The Underwriter Warrants became exercisable, in whole or in part, commencing on September 3, 2025 and expiring on September 9, 2029, at an initial exercise price per share of common stock of $4.00, which is equal to 100% of the offering price. The terms of the Underwriter Warrants are substantially the same as the terms set forth in the form of such warrants which is filed as Exhibit 4.1 to the report on Form 8-K filed by the Company on March 11, 2025.

On March 10, 2025, Kingswood, as representative of the underwriters, exercised in full its option to purchase an additional 221,250 shares of the Company’s Common Stock to cover over-allotments at a public offering price of $4.00 per share for gross proceeds from the over-allotment exercise of $885,000, before deducting underwriting discounts and other related expenses totaling $95,800. The over-allotment exercise closed on March 11, 2025 and, on that same date, the Company issued a press release announcing the closing of the over-allotment exercise.

Brag House Merger Sub, Inc. (“Merger Sub” or “BHMS”), a wholly owned subsidiary of the Company, was formed as a Delaware corporation on October 9, 2025. The Company’s principal executive offices are located at 45 Park Street, Montclair, NJ 07042. Please refer to Note 11.

The Company entered into a Merger Agreement dated as of October 12, 2025 (the “Merger Agreement”), by and among the Company, House of Doge, Inc., a Texas Corporation (“House of Doge”), and the Merger Sub. The Merger Agreement and the transactions contemplated thereby were unanimously approved by the respective boards of directors of both Brag House and House of Doge. Pursuant to the Merger Agreement, upon the terms and subject to the conditions set forth therein, among other things, House of Doge will merge (the “Merger”) with and into Merger Sub, with the House of Doge continuing as the surviving entity and a wholly owned subsidiary of the Company.

The proposed merger is subject to customary closing conditions, including regulatory approvals, filing of required registration statements, shareholder consent, and completion of due diligence. As of the date these financial statements were issued, the merger had not yet closed. The Company expects the transaction to be finalized during the first quarter of 2026, pending satisfaction of all closing conditions. Please refer to Note 11.

Nature of the Business

Brag House is a vertically integrated social network for college gamers. The Company’s mission is to create a community which empowers gamers, streamers, and fans to interact with one another. The Company’s platform, which focuses on building a centralized gaming experience for non-professional college gamers and their fans, achieves this by allowing college students to compete against one another, support their favorite gamers and teams, and win prizes.

Liquidity and Going Concern

The accompanying condensed consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. As of September 30, 2025, the Company had an accumulated deficit of $14,879,956. For the nine months ended September 30, 2025, the Company had a net loss of $232,254 and negative cash flows from operations of $4,215,961. The Company’s operating activities consume the majority of its cash resources. The Company will continue to promote its services to existing and potential customers, but it anticipates that it will continue to incur operating losses as it executes its development plans through 2025, in addition to pursuing other potential strategic and business development initiatives including the contemplated Merger Agreement. In addition, the Company has had, and expects to have, negative cash flows from operations, at least into the near future. The Company previously funded these losses primarily through the sale of equity and infusions of cash from advances by its Chief Executive Officer, and plans to continue funding operations through the sale of equity or issuance of debt instruments. The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern for the next twelve months from the issuance of these condensed consolidated financial statements.

The Company also secured a strategic partnership for tournament and promotional events in 2025 with Learfield Communications, LLC, formerly Learfield IMG College, a billion-dollar media company that holds the media rights to hundreds of colleges in the US, including collegiate properties such as the NCAA and its 89 championships and NCAA Football. In May 2025, the Company launched the first activation under its strategic partnership with Learfield. This activation was for students and alumni at the University of Florida, one of Learfield’s media rights properties. In July 2025, the Company executed the second activation under its strategic partnership with Learfield, expanding on the success of the initial May 2025 event. This activation was conducted virtually and designed to engage students and alumni through a digital tournament centered around EA College Football 26, following the game’s national release. The event incorporated university-branded content and featured participation from student-athletes, further aligning with the Company’s Name, Image, and Likeness (“NIL”) engagement strategy. The Company believes these activations demonstrated its ability to scale digital experiences across collegiate communities and reinforced its commercial model for integrating sponsorship, branded content and messaging, and fan engagement at the intersection of gaming and college sports. The Company believes this partnership positions it to leverage Learfield’s college network and gain access to media rights and assets across nearly 200 universities, enabling physical and digital activations to generate sponsorship revenue and brand engagement opportunities, while giving the Company access to extensive datasets from diverse college campuses as the Company evolves into a scalable data insights revenue model, where the Company aims to enable brands to gain data insights to create enhanced, personalized and effective marketing campaigns. The Company further believes this partnership will contribute directly to its model through shared sponsorship earnings, while validating its marketing and data strategy for reaching college-aged Gen Z gamers. Through this, the Company plans to scale across Learfield’s properties, expanding brand partnerships in the gaming and esports spaces.

Management believes this strategic partnership is a strong indicator of growth in the coming years for tournament revenue. Until revenue from such tournaments provides sufficient and steady cash flow, management intends to raise funds through equity and debt offerings, and believes that the actions presently being taken to further implement its business plan will enable the Company to continue as a going concern. While the Company believes in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and raise additional funds as described.

Although no assurances can be given as to the Company’s ability to deliver on its revenue plans or that unforeseen expenses will not arise, management believes that the revenue to be generated from operations, together with equity and debt financing, will provide the necessary funding for the Company to continue as a going concern. However, the Company has earned no revenue through the nine months ended September 30, 2025, minimal revenue since inception, and management cannot guarantee that any potential debt or equity financing will be available or, if available, will be available on favorable terms. As such, these matters raise substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of the accompanying condensed consolidated financial statements. If adequate funds are not available on acceptable terms, or at all, the Company will need to curtail operations or cease operations completely.

On July 24, 2025, the Company entered into an agreement to sell an aggregate of 15,000 shares of its Series B Convertible Preferred Stock in a private placement offering for total gross proceeds of $15,000,000 (the “PIPE Offering”). Please refer to Note 5.

Additionally, on September 2, 2025, the Company invested $4,000,000 in Pre-Funded Common Stock Purchase Warrants (the “Pre-Funded Warrants”) of CleanCore Solutions, Inc., with a purchase price of $1 per warrant share. The exercise price of the warrants is $0.0001 per share and each warrant is for one share of Class B Common Stock of CleanCore Solutions, Inc., a publicly traded company. Please refer to Notes 9 and 10.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a)(19) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation and approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed consolidated financial statements with another public company, which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used.

Summary of Significant Accounting Policies - Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock (Details) - shares	3 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive	24,708,446	1,983,533
Convertible Debt [Member]
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive		1,813,923
Unvested Restricted Stock [Member]
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive	17,446	87,514
Shares Payable [Member]
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive	300,355
Convertible Preferred Stock [Member]
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive	15,923,567	82,096
Warrants [Member]
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive	7,581,490
Stock Options [Member]
Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock [Line Items]
Total antidilutive	885,588

Stockholders' Equity (Details) - USD ($)								1 Months Ended			3 Months Ended				9 Months Ended		12 Months Ended
Stockholders' Equity (Details) - USD ($)	Jul. 30, 2025	Jul. 24, 2025	May 12, 2025	Mar. 10, 2025	Mar. 05, 2025	Feb. 10, 2022	Dec. 31, 2020	Nov. 12, 2025	Jul. 31, 2025	Mar. 31, 2024	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024	Apr. 30, 2025	Jan. 31, 2025	Nov. 13, 2024	Jun. 14, 2024	Feb. 22, 2022	Dec. 03, 2021
Stockholders
Common stock, shares authorized (in Shares)											250,000,000				250,000,000		250,000,000
Common stock, par value (in Dollars per share)											$ 0.0001				$ 0.0001		$ 0.0001
Preferred stock, shares authorized (in Shares)											24,785,000				24,785,000		24,785,000
Preferred stock, par value (in Dollars per share)											$ 0.0001				$ 0.0001		$ 0.0001
Preferred stock, shares issued (in Shares)											0				0		82,096
Preferred stock outstanding (in Shares)											0				0		82,096
Common stock, shares outstanding (in Shares)											10,972,588				10,972,588		7,033,330
Common stock, shares issued (in Shares)											10,972,588				10,972,588		7,033,330
Acquire shares of common stock (in Shares)									15,000
Conversion price (in Dollars per share)									$ 0.942
Shares of common stock (in Shares)				221,250												208,010
Offering price (in Dollars per share)																	$ 125
Other expenses															$ 133,331
Issuance of common stock					$ 5,900,000		$ 22									$ 100,000
Deferred offering costs																	$ 1,219,176
Incurred offering costs															131,922	295,019
Deferred offering costs											$ 1,351,098				1,351,098
Offering costs															1,236,098
Payments deferred cost															$ 115,000
Shares issued															3.00%
Exercise price per share (in Dollars per share)											$ 2.96				$ 2.96
Offering price															100.00%
Total value															$ 130,980
Purchase of common stock (in Shares)															1,950,000
Shares of vested (in Shares)															150,000
Vested options for non-employees											$ 140,224				$ 146,467
Vested options for employees											161,845
Total cash proceeds																576	25,000
Offering of equity securities																5,000
Common stock value issued											$ 1,097			$ 351,405	$ 1,097	351,405	14,554
Lock-up provisions share (in Shares)											312,500				312,500
Capitalized implementation costs											$ 0				$ 312,500
Software expense											0
Marketing agreement
Contra equity																	22
Restricted Stock Vests Percentage						25.00%
Gross proceeds															$ 6,785,000
Additional fee incurred	$ 635,000
Fees amount	8,500
Offering costs											$ 1,964,705		$ 1,176,800
Percentage of common stock															9.99%
Warrants issued (in Shares)											4,000,000				4,000,000
Cash payment											$ 9,575,000				$ 9,575,000
Warrants offering cost															1,106,389
Fair values											$ 258,000				$ 220,200
PIPE Warrants [Member]
Stockholders
Acquire shares of common stock (in Shares)		15,923,567
Exercise price per share (in Dollars per share)		$ 0.817
PIPE Warrants shares (in Shares)
Expire term		5 years
Beneficially owned percentage															4.99%
Fair value of warrants															$ 12,392,578
Procceds from warrants															$ 5,901,067
Placement Agent Warrants [Member]
Stockholders
Warrant exercised (in Shares)
H.C. Wainwright Warrants [Member]
Stockholders
Acquire shares of common stock (in Shares)															536,093
Exercise price per share (in Dollars per share)											$ 1.884				$ 1.884
Expire term											5 years				5 years
Fair value of warrants															$ 315,195
Warrant exercised (in Shares)
Cash payment											$ 635,000				$ 635,000
Warrant [Member]
Stockholders
Shares of common stock (in Shares)															44,250
Fair value of warrants															$ 13,498,967
Reclassification Common Stock [Member[
Stockholders
Common stock value issued											$ 1,097				$ 1,097
Board of Directors [Member]
Stockholders
Common stock, shares authorized (in Shares)																			56
Common stock, shares issued (in Shares)																			56
Common Stock [Member]
Stockholders
Common stock, shares authorized (in Shares)																						250,000,000	50,000,000
Common stock, par value (in Dollars per share)		$ 0.0001																				$ 0.0001	$ 0.0001
Common stock, shares issued (in Shares)																				937,500
Percentage of common stock outstanding shares											10.00%				10.00%
Shares of common stock (in Shares)			234,375										56
Common stock value outstanding														351,405		351,405
Marketing agreement
Common Stock [Member] \| PIPE Warrants [Member]
Stockholders
Acquire shares of common stock (in Shares)		1,061.5711
Common Stock [Member] \| H.C. Wainwright Warrants [Member]
Stockholders
Warrants issued (in Shares)											536,093				536,093
Common Stock [Member] \| Warrant [Member]
Stockholders
Converted shares (in Shares)															17,517,203
Preferred Stock [Member]
Stockholders
Preferred stock, shares authorized (in Shares)																						25,000,000	5,000,000
Preferred stock, par value (in Dollars per share)																						$ 0.0001	$ 0.0001
Marketing agreement
Kingswood [Member]
Stockholders
Net proceeds															$ 789,200
Stock Options [Member]
Stockholders
Common stock, shares issued (in Shares)											1,052,888				1,052,888
Shares of vested (in Shares)															968,504
Stock Repurchased During Period, Shares (in Shares)															897,112
Vested options for non-employees															$ 830,477
Vested options for employees															426,173
Malloy FRSPA [Member]
Stockholders
Offering price (in Dollars per share)							$ 0.0001
Shares of restricted common stock (in Shares)							2
Malloy FRSPA [Member] \| Restricted Stock Agreements [Member]
Stockholders
Shares of restricted common stock (in Shares)							225,000
RSPAs [Member]
Stockholders
Contra equity											$ 61,880			61,594	61,880	61,594
Restricted Stock Agreements [Member]
Stockholders
Shares of vested (in Shares)											467,446	17,446	17,446
Stock-based Compensation - expensed											$ 0			2,474	$ 0	$ 9,505
Simpson FRSPA [Member]
Stockholders
Shares of vested (in Shares)															261,684	191,901
Stock-based Compensation - expensed															$ 127,500
Common Stock Awards [Member]
Stockholders
Shares of vested (in Shares)											300,000				450,000
Shares of restricted common stock (in Shares)															663,250,176
Fair value of warrants											$ 478,200
Fair values															$ 220,200
Grants shares (in Shares)															300,000
Common Stock Awards [Member] \| Maximum [Member]
Stockholders
Date of grant (in Dollars per share)											$ 1.72
Subsequent Event [Member] \| PIPE Warrants [Member]
Stockholders
Exercise price per share (in Dollars per share)								$ 0.817
Warrants shares (in Shares)								1,598,843
Proceeds of warrants								$ 1,306,255
Subsequent Event [Member] \| Common Stock [Member]
Stockholders
Conversion of stock (in Shares)								7,327,378
IPO [Member]
Stockholders
Converted shares (in Shares)															44,250
Common stock, shares issued (in Shares)																		29,305
Shares of common stock (in Shares)					1,475,000
Offering price (in Dollars per share)					$ 4
Other related expenses					$ 5,900,000
Other expenses															$ 1,100,000
Net proceeds															4,800,000
Deferred offering costs											$ 0				0		$ 1,219,176
Incurred offering costs											$ 0			24,906
Marketing agreement															1,234
Gross proceeds															1,351,098
IPO [Member] \| Board of Directors [Member]
Stockholders
Common stock, shares authorized (in Shares)													82,096
IPO [Member] \| Common Stock [Member]
Stockholders
Marketing agreement															101,867
Over-Allotment Option [Member]
Stockholders
Shares of common stock (in Shares)					1,475,000
Offering price (in Dollars per share)				$ 4
Other expenses															95,800
Issuance of common stock				$ 885,000
Payments deferred cost															1,061,800
Offering costs															$ 190,980
Underwriter Warrants [Member]
Stockholders
Shares of common stock (in Shares)															44,250
Exercise price per share (in Dollars per share)											$ 4				$ 4
Stock Issuances [Member]
Stockholders
Common stock, shares issued (in Shares)													1					1,875
Offering costs														$ 312,296		$ 312,296
Software expense															$ 159,091
Marketing agreement															$ 200,000
IPO share price (in Dollars per share)											$ 4				$ 4
Business days															10 days
Issued the shares (in Shares)											50,000				50,000
Accrued interest																		$ 7,500
Maturity date																		Feb. 15, 2025
PIPE Offer [Member]
Stockholders
Offering costs	1,964,705	$ 1,964,705													$ 1,964,705
Plan Share Reserve [Member]
Stockholders
Common stock, shares issued (in Shares)											2,250,000				2,250,000
Stock Incentive Plan [Member]
Stockholders
Purchase right of stock options reserved, number of shares (in Shares)															1,950,000
BHHI [Member]
Stockholders
Shares of common stock (in Shares)										29,094				135,911			6,250
Total cash proceeds										$ 100,000
BHI [Member] \| Simpson FRSPA [Member]
Stockholders
Stock-based Compensation - expensed																$ 127,500
Unamortized stock compensation											$ 42,500				$ 42,500
BHI [Member] \| Restricted Stock [Member]
Stockholders
Stock-based Compensation - expensed											42,500			$ 42,500
PIPE Offer [Member]
Stockholders
Other expenses	1,321,205
Gross proceeds	$ 15,000,000
Warrants offering cost											$ 1,106,389				$ 1,106,389
Revere Securities, LLC [Member] \| Placement Agent Warrants [Member]
Stockholders
Acquire shares of common stock (in Shares)															1,057,543
Exercise price per share (in Dollars per share)											$ 0.942				$ 0.942
Expire term											5 years				5 years
Fees amount		$ 1,171,205
Warrants issued (in Shares)		1,057,543
Fair value of warrants															$ 791,194
Minimum [Member]
Stockholders
Vesting terms															3 years
Options carry strike price (in Dollars per share)															$ 0.38
Minimum [Member] \| Warrant [Member]
Stockholders
Exercise price per share (in Dollars per share)											$ 0.59				0.59
Minimum [Member] \| Stock Options [Member]
Stockholders
Options carry strike price (in Dollars per share)															0.576
Minimum [Member] \| Common Stock Awards [Member]
Stockholders
Date of grant (in Dollars per share)															$ 0.73
Maximum [Member]
Stockholders
Vesting terms															4 years
Options carry strike price (in Dollars per share)															$ 0.6
Maximum [Member] \| Warrant [Member]
Stockholders
Exercise price per share (in Dollars per share)											$ 0.78				0.78
Maximum [Member] \| Stock Options [Member]
Stockholders
Options carry strike price (in Dollars per share)															$ 1
Series A Preferred Stock [Member]
Stockholders
Preferred stock, shares authorized (in Shares)											200,000				200,000		200,000
Preferred stock, par value (in Dollars per share)											$ 0.0001				$ 0.0001		$ 0.0001
Voting rights															one
Preferred stock, liquidation preference (in Dollars per share)											$ 0.5				$ 0.5
Preferred stock, shares issued (in Shares)
Preferred stock outstanding (in Shares)
Series A Preferred Stock [Member] \| Preferred Stock [Member]
Stockholders
Preferred stock, par value (in Dollars per share)																					$ 0.0001
Marketing agreement
Series B Convertible Preferred Stock [Member]
Stockholders
Converted shares (in Shares)															1
Series B Preferred Stock [Member]
Stockholders
Preferred stock, shares authorized (in Shares)											15,000				15,000		15,000
Preferred stock, par value (in Dollars per share)											$ 0.0001				$ 0.0001		$ 0.0001
Preferred stock, shares issued (in Shares)											15,000				15,000		0
Preferred stock outstanding (in Shares)											15,000				15,000		0
Convertible shares (in Shares)		15,923,567
Convertible Preferred Stock, par value (in Dollars per share)		$ 0.942
Fair value of warrants															$ 19,108,280
Procceds from warrants															$ 9,098,933
Series B Preferred Stock [Member] \| PIPE Warrants [Member]
Stockholders
Preferred stock, par value (in Dollars per share)		$ 0.0001
Warrants shares (in Shares)		15,923,567
Warrants issued (in Shares)		15,923,567
Series B Preferred Stock [Member] \| Preferred Stock [Member]
Stockholders
Acquire shares of common stock (in Shares)									24,800,000
Marketing agreement
Series B Preferred Stock [Member] \| Subsequent Event [Member]
Stockholders
Conversion of stock (in Shares)								6,902
Series B Preferred Stock [Member] \| Private Investment into Public Entity PIPE [Member]
Stockholders
Common stock, shares outstanding (in Shares)											15,000				15,000
Common stock, shares issued (in Shares)											15,000				15,000
Series B Preferred Stock [Member] \| PIPE Offer [Member]
Stockholders
Shares of common stock (in Shares)		15,000
Artemis Stock Consideration [Member] \| Common Stock [Member]
Stockholders
Common stock, shares issued (in Shares)																				279,129
Series B Convertible Preferred Stock [Member]
Stockholders
Converted preferred shares (in Shares)		15,000
PIPE Warrants shares (in Shares)		1,061.5711
Series B Convertible Preferred Stock [Member] \| PIPE Warrants [Member]
Stockholders
Convertible Preferred Stock, par value (in Dollars per share)		$ 1,000

Accounting Policies, by Policy (Policies)

9 Months Ended

Sep. 30, 2025

Summary of Significant Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) and disclosures necessary for a fair statement of the Company’s financial position as of September 30, 2025 and the results of its operations for the nine months then ended. The results of operations for the nine months ended September 30, 2025 are not necessarily indicative of the results to be expected for the year ending December 31, 2025 or for any other interim period or for any other future year. These interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report within its Form 10-K filing. Interim disclosures generally do not repeat those in the annual statements. The Company and its subsidiaries operate as a single operating segment.

Principles of Consolidation

Principles of Consolidation

The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Segment Reporting

Segment Reporting

The Company follows the guidance in ASC Topic 280, “Segment Reporting”, for the identification and disclosure of reportable segments. Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance.

The Company’s CODM, who is its Chief Executive Officer, reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing performance. The Company manages its operations and evaluates financial performance as a single operating segment. Accordingly, the Company has determined that it operates in one reportable segment.

The Company’s operations are currently located in the United States, and substantially all revenues are derived from U.S. customers. Management will continue to evaluate the Company’s operations to determine if, in the future, changes in organizational structure or business activities require the identification of additional reportable segments.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets, liabilities, equity-based transactions and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The Company bases its estimates and assumptions on an ongoing basis using historical experience and other factors, known or expected trends and various other assumptions that it believes to be reasonable. As future events and their effects cannot be determined with precision, actual results could differ from these estimates, which may cause the Company’s future results to be affected.

Cash and cash equivalents

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. As of September 30, 2025, the Company had $9,575,000 of cash in a sweep account, which is classified as cash. There were no cash equivalents as of September 30, 2025 and December 31, 2024.

Allowance for Credit Losses

Allowance for Credit Losses

Trade accounts receivable are stated net of an allowance for credit losses. The Company estimates the credit losses using historical information, current economic conditions and reasonable and supportable forecast information for a reasonable period of time. The Company starts by determining expected credit losses by using historical loss information based on the aging of receivables. An analysis of the current economic conditions along with forecast information is then used to determine any adjustment to the historical loss rates to determine the appropriate rates for future losses and the Company’s current expected credit losses for trade receivables. As of September 30, 2025 and December 31, 2024, there were no accounts receivable balances. As such, an allowance was not necessary.

Offering Costs

Offering Costs

Further, during the nine months ended September 30, 2025, additional offering costs of $1,252,780 were incurred simultaneously with the closing of the IPO. Of this amount, $190,980 is recorded as offering costs and the remaining $1,061,800 is displayed as a net amount against the IPO and over-allotment option proceeds on the condensed consolidated statements of changes in stockholders’ equity (deficit). No costs were incurred from the closing of the IPO during the three months ended September 30, 2025.

Lastly, the Company incurred an additional $3,549,294 in offering costs in connection with the PIPE Offering during the nine and three months ended September 30, 2025. Please refer to Note 5 for details.

Subscription Receivable

Subscription Receivable

The Company records share issuances at the effective date. If the subscription is not funded upon issuance, the Company records a subscription receivable as an asset on its balance sheet. When subscription receivables are not received prior to the issuance of financial statements at a reporting date in satisfaction of the requirements under Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) 505-10-45-2, “Equity” — Other Presentation Matters, the subscription receivable is reclassified as a contra account to stockholders’ equity (deficit) on the condensed consolidated balance sheet.

During the nine and three months ended September 30, 2025, the Company received $713 in cash from outstanding subscriptions receivable and wrote off the remaining balance of $2,987.

Employee Retention Tax Credit

Employee Retention Tax Credit

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) provided an employee retention credit which was a refundable tax credit against certain employment taxes. The Consolidated Appropriations Act (the “Appropriations Act”) extended and expanded the availability of the employee retention credit through December 31, 2021. The Appropriations Act amended the employee retention credit to be equal to 70% of qualified wages paid to employees during the 2021 fiscal year. The Company qualified for the employee retention credit beginning in October 2021 for qualified wages through December 2021 and filed a cash refund claim during the year ended December 31, 2023.

The Company has a tax credit receivable of $17,408 and $34,667 included as an other receivable in the current assets section of the Company’s condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024, respectively.

Accounts Payable

Accounts Payable

Accounts payable consist of amounts due to vendors and service providers for goods and services received in the ordinary course of business. Accounts payable are recognized when the obligation to pay arises, typically upon receipt of goods or services and are recorded at their nominal amounts, which approximate fair value due to their short-term nature.

The Company’ standard payment terms with vendors generally range from net 15 to net 60 days. Discounts received from vendors for early payment are recognized when earned. Vendor discounts are recorded as a reduction of the related expense in the accompanying consolidated statements of operations. If such discounts are not clearly associated with a specific expense category, they are recorded as a reduction to cost of goods sold or, if immaterial, may be recognized as other income.

The Company reviews accounts payable regularly to ensure timely payment and to assess the need for accruals for goods or services received but not yet invoiced. At each reporting period, any unbilled amounts are accrued and reflected in accrued liabilities, and estimates are based on historical trends, vendor communication, and other relevant factors.

The Company does not maintain a formal policy for interest on past due payables and generally does not incur material penalties or interest expenses in the normal course of settling vendor obligations.

During the nine months ended September 30, 2025 and 2024, the Company recognized other income due to discounts granted by vendors in the amount of $73,450 and $0, respectively. During the three months ended September 30, 2025 and 2024, the Company recognized other income due to discounts granted by vendors in the amount of $30,800 and $0, respectively.

Concentration of Credit Risk

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents in financial institutions, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of September 30, 2025, the Company was exposed to significant risks in one of its bank accounts, which had balances that exceeded the insurance coverage amount by a total of $9,345,577. The Company has not experienced any losses in such accounts.

Advertising and Marketing

Advertising and Marketing

The Company expenses advertising and marketing costs as they are incurred. Advertising and marketing expenses were $475,972 and $160,478 for the nine months ended September 30, 2025 and 2024, respectively. The Company incurred $182,216 and $160,270 in advertising and marketing expenses for the three months ended September 30, 2025 and 2024, respectively.

Fair Value Measurements

Fair Value Measurements

As defined in ASC 820, “Fair Value Measurements and Disclosures”, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). This fair value measurement framework applies at both initial and subsequent measurement.

	Level 1:	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date.

	Level 2:	Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies.

	Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. The significant unobservable inputs used in the fair value measurement for nonrecurring fair value measurements of long-lived assets include pricing models, discounted cash flow methodologies and similar techniques.

The carrying value of the Company’s financial instruments: cash, other receivables, accounts payable and accrued liabilities, and borrowings, approximate their fair values because of the short-term nature of these financial instruments.

Equity Awards with a Guaranteed Minimum-Value Cash Settlement - Technology Purchase Agreements

Equity Awards with a Guaranteed Minimum-Value Cash Settlement - Technology Purchase Agreements

The Company evaluates its stock-based compensation arrangements within the scope of ASC 718, “Compensation - Stock Compensation”. The Company has issued an equity award with a guaranteed minimum-value cash settlement in accordance with the terms that were agreed upon by the Company in the Master Services Agreement (“MSA”) with Artemis Ave LLC (“Artemis”) and the Software as a Service Agreement (the “SaaS” Agreement) with EVEMeta, LLC (“EVEMeta”). Subsection ASC 718-10-20 defines these equity awards as combination awards. Under this classification, the share grant is accounted for as an equity-classified award measured at grant-date fair value, and the cash-settled written put option is liability classified and marked to fair value at each reporting period. Compensation costs for the share grant are measured and fixed on the date of grant and recognized over the vesting period, which is consistent with the delivery of goods and services. Compensation costs associated with the cash-settled written put option should be recognized over the vesting period based on the remeasured fair value at each reporting period, which is consistent with the delivery of goods and services from the vendor, until settlement. To value the cash-settled written put option, the Company remeasures the fair market value of the written put option via an appropriate option pricing model in accordance with ASC 718, and records the appropriate liability as of each reporting period with a corresponding adjustment to software expense. The Company determines the fair value of the liability using a Monte Carlo simulation model at each reporting period. On May 12, 2025, the Company amended the Artemis MSA and EVEMeta SaaS agreements and removed the guaranteed minimum-value cash settlement in exchange for cash payments totaling $250,000 in contemplation of Artemis delivering to the Company the Services and Deliverable to be provided pursuant to the MSA and EVEMeta delivering to the Company the Compression Services to be provided pursuant to the SaaS. This amendment effectively settled the stock-based compensation liability. A valuation was completed as of May 12, 2025, and the fair value measurement of the cash-settled written put option for services provided thus far resulted in an additional stock-based compensation liability of $72,277, for a total balance of $116,669. The settlement of the stock-based compensation liability in exchange for a cash payment of $250,000 resulted in the derecognition of the total liability balance of $116,669 and an other expense of $133,331 for the difference. As of May 12, 2025, a stock-based compensation liability no longer exists.

Please refer to Notes 4 and 5 for a detailed explanation of the terms of the technology purchase agreements.

Cloud Computing Arrangements - Technology Purchase Agreements

Cloud Computing Arrangements - Technology Purchase Agreements

The Company applies the guidance under ASC 350-40, “Intangibles – Goodwill and Other-Internal-Use Software”, when evaluating the applicable accounting treatment for the purchase of technological products and services. The Company has determined that the MSA with Artemis and the SaaS agreement with EVEMeta constitute a cloud computing arrangement (“CCA”). The terms of the agreements provide for software development, which include CCA implementation costs, support and maintenance services, and the use of the EVEMeta compression software. The Company accounts for the CCA implementation costs in a different manner than the support and maintenance services from the Artemis agreement and the terms of the SaaS agreement with EVEMeta.

The Company capitalizes implementation costs associated with its CCA consistent with costs capitalized for internal-use software. The stock-based payments provided in advance for implementation costs are recorded as capitalized implementation costs as the services are rendered. Capitalized implementation costs related to the CCA are included on the condensed consolidated balance sheets. The CCA implementation costs are amortized over the term of the related hosting agreement, including renewal periods that are reasonably certain to be exercised. Amortization will begin only when the software is placed into use and the amortization expense will be recorded as an operating expense. As of December 31, 2024, $63 was recognized as a non-current prepaid expense asset related to the development services to be provided by Artemis. As of September 30, 2025 and December 31, 2024, $389,171 and $0 was recognized, respectively, as capitalized implementation costs related to the Company’s cloud computing arrangements and no amortization expense has been recognized for the three or nine months ended September 30, 2025 or 2024 as the software is in the process of being developed by Artemis. The amount of $389,171 is a recognition of $312,500 for services provided, which included the reclassification of the $63 recorded as a non-current prepaid expense asset as of December 31, 2024, and a portion of the change in fair value of the stock-based compensation liability which equaled $76,671 during the nine months ended September 30, 2025. During the three months ended September 30, 2025 and 2024, the stock-based compensation liability did not exist and no change was recognized.

The costs associated with the support and maintenance services and the use of the EVEMeta compression software are recorded as software expenses over the service period defined in the respective agreements. As of December 31, 2024, $62 was recognized as a non-current prepaid expense asset related to the services by Artemis and EVEMeta for support and maintenance. During the nine months ended September 30, 2025, the Company recorded software expenses of $159,091 in connection with the EVEMeta compression software, which included the expensing of the $62 recorded as a non-current prepaid expense asset as of December 31, 2024. During the three months ended September 30, 2025, the Company did not record any additional software expenses in connection with the services rendered with the support and maintenance services and the use of the EVEMeta compression software. The Company sent notices of material breach to both Artemis and EVEMeta regarding the MSA and SaaS Agreements during the three months ended September 30, 2025, and all services from Artemis and EVEMeta have remained halted. As such, no additional software expenses or capitalized assets were recognized in relation to the MSA and SaaS Agreements during the three months ended September 30, 2025.

Convertible Debt

Convertible Debt

The Company accounts for convertible debt instruments in accordance with the provisions of ASC 470-20, “Debt with Conversion and Other Options”. Under this guidance, convertible debt instruments that do not meet the criteria for separation of embedded conversion features from the host contract are accounted for as a single liability. If a convertible debt instrument contains embedded features (e.g., conversion options, redemption rights) that require separate accounting under ASC 815, the Company evaluates such features and bifurcates them as derivative liabilities when applicable. Issuance costs related to convertible debt are presented as a direct deduction from the carrying amount of the liability and are amortized to interest expense over the term of the debt using the effective interest method.

Shares Payable

Shares Payable

The Company has incurred obligations that are payable in shares of the Company’s equity. If shares are not issued to satisfy those obligations, a short-term liability is recognized as a share payable. The Company has a share payable balance of $221,434 and $32,500 as of September 30, 2025 and December 31, 2024, respectively. Please refer to Notes 5, 6 and 10 for more detail.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue from the sale of products and services in accordance with ASC 606, “Revenue Recognition” following the five step procedure:

Step 1: Identify the contract(s) with customers

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to performance obligations

Step 5: Recognize revenue when or as performance obligations are satisfied

The Company generates revenues mainly from advertising, sponsorship and league tournaments. An insignificant amount of revenue is generated through the operation of its live streaming platform using a revenue model whereby gamers and creators can get free access to certain live streaming of amateur tournaments, and gamers and creators pay fees or subscriptions to compete in league competitions. Streaming revenue amounts are recognized as live-streaming services on the condensed consolidated statements of operations and comprehensive income (loss).

Foreign Currency Translation

Foreign Currency Translation

For the Company’s non-U.S. operations where the functional currency is the local currency, the Company translates assets and liabilities at exchange rates in effect at the balance sheet date and record translation adjustments in stockholders’ equity. The Company translates income statement amounts at average rates for the period. Transaction gains and losses are recorded in other (income) expense, net in the condensed consolidated statement of operations and comprehensive income (loss).

The Company recognized a gain on foreign currency from the settlement of a note payable for $424 and the fluctuation of receivables and payables due in foreign currency totaling $13, for a total foreign currency gain of $437. Please refer to Note 6.

Comprehensive Income (Loss)

Comprehensive Income (Loss)

The Company reports comprehensive income (loss) and its components in its condensed consolidated financial statements. Comprehensive income (loss) consists of net income (loss) and foreign currency translation adjustments, affecting stockholders’ equity (deficit) that, under U.S. GAAP, is excluded from net income (loss).

Net Income (Loss) per Common Share

Net Income (Loss) per Common Share

The computation of earnings per share (“EPS”) includes basic and diluted EPS in accordance with ASC 260, “Earnings per Share”. Basic EPS is measured as the income (loss) available to common stockholders divided by the weighted average common shares outstanding for the period. Diluted income (loss) per share reflects the potential dilution, using the if-converted and treasury stock methods, that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the income (loss) of the Company as if they had been converted at the beginning of the periods presented, or issuance date, if later. In computing diluted income (loss) per share, the treasury stock method assumes that outstanding options and warrants have been exercised, and the proceeds have been used to purchase common stock at the average market price during the period. Options and warrants may have a dilutive effect under the treasury stock method only when the average market price of the common stock during the period exceeds the exercise price of the options and warrants. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. All outstanding convertible promissory notes and convertible preferred stock are considered common stock at the beginning of the period or at the time of issuance, if later, pursuant to the if-converted method. Since the effect of common stock equivalents is anti-dilutive with respect to losses, the shares issuable upon conversion have been excluded from the Company’s computation of net loss per common share for all periods except the three months ended September 30, 2025, since the Company recognized income in that period.

The following table summarizes the securities that are excluded from the diluted per share calculation because the effect of including these potential shares is anti-dilutive. This exclusion applies to all periods except the three months ended September 30, 2025, since the Company recorded income during the three months ended September 30, 2025 and therefore the effect of these shares was no longer anti-dilutive.

	As of September 30,
	2025		2024
Convertible Debt		—		1,813,923
Unvested Restricted Stock		17,446		87,514
Shares Payable		300,355		—
Convertible Preferred Stock		15,923,567		82,096
Warrants		7,581,490		—
Stock Options		885,588		—
Total		24,708,446		1,983,533

As of September 30, 2025, no dividends have been declared since inception and all classes of BHHI’s stock do not have cumulative dividend features. As such, the Company did not include any adjustment to the net income (loss) for dividends.

The table below represents the calculation for both basic and diluted net income (loss) per share:

	Nine Months Ended September 30,						Three Months Ended September 30,
	2025			2024			2025		2024
Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636	$	(1,010,058	)
Weighted-average Shares Outstanding – Basic		9,786,460			5,664,529			10,829,664		5,688,797
Income (Loss) per share – Basic	$	(0.02	)	$	(0.53	)	$	0.23	$	(0.18	)
Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636	$	(1,010,058	)
Increase to Net Income attributable to dilutive instruments		-			-			-		-
Net Income available to Common Shareholders – Diluted	$	(232,254	)	$	(3,001,185	)	$	2,540,636	$	(1,010,058	)
Weighted-average Shares Outstanding – Basic		9,786,460			5,664,529			10,829,664		5,688,797
Effect of Unvested Restricted Stock		-			-			17,446		-
Effect of Shares Payable		-			-			241,659		-
Effect of Convertible Preferred Stock		-			-			10,731,100		-
Effect of Warrants		-			-			3,657,119		-
Effect of Stock Options		-			-			610,858		-
Weighted-average Shares Outstanding – Diluted*		9,786,460			5,664,529			26,087,846		5,688,797
Income (Loss) per share – Diluted	$	(0.02	)	$	(0.53	)	$	0.10	$	(0.18	)

*	Only noted for the periods in which the result is not anti-dilutive.

Income Taxes

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under ASC 740, Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company’s temporary differences result primarily from capitalization of certain qualifying research and development expenses, stock-based compensation, and net operating loss carryovers. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded for deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized.

The Company recognizes the effect of income tax positions only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% of likely being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

The Company records interest related to unrecognized tax benefits in interest expense and penalties in selling, general and administrative expenses.

The Company, with stockholder’s consent, elected to be taxed as an “S Corporation” during the years prior to 2021 under the provisions of the Internal Revenue Code under Section 1362(a) and comparable state income tax law. As an S Corporation, the Company is generally not subject to corporate income taxes and the Company’s net income or loss is reported on the individual tax return of the stockholders of the Company. As a result of the UK Reorganization, the Company was no longer eligible to elect an S Corporation status for tax purposes and was subject to tax filings as a C-Corporation for the years ending 2021 through 2024. The Company filed all necessary Federal and State tax returns as a C-Corporation for the years ending 2021 through 2024, and has accrued $95,000 as of September 30, 2025 and December 31, 2024 for any potential non-compliance penalties that may be incurred as a selling, general and administrative expense. This amount was reclassified from a provision for income taxes during the second quarter of 2024 to a selling, general and administrative expense during the third quarter of 2024.

The Company identified its federal, New York state, and the United Kingdom tax returns as its “major” tax jurisdictions. The period for income tax returns that are subject to examination for the United Kingdom jurisdiction are 2021 through 2024. The periods 2022 through 2024 for income tax returns are subject to examination for the federal and New York state jurisdictions. The Company believes its income tax filing positions and deductions will be sustained on audit, and management does not anticipate any adjustments that would result in a material change to its financial position. Therefore, no liabilities for uncertain tax positions have been recorded.

As of September 30, 2025, the Company had approximately $14,854,359 in gross federal net operating loss carry-forwards. The Company also had approximately $16,514,918 in gross state net operating loss carry-forwards. As a result of the Tax Cuts Job Act 2017 (the “Act”), certain future federal carry-forwards do not expire. Beginning in 2018, under the TCJ Act, federal loss carryforwards have an unlimited carryforward period, however such losses can only offset 80% of taxable income in any one year. The Company has not performed a formal analysis, but believes its ability to use such net operating losses and tax credit carry-forwards in the future is subject to annual limitations due to change of control provisions under Sections 382 and 383 of the Internal Revenue Code, which will significantly impact its ability to realize these deferred tax assets. For net loss carryforwards in the State of New York, the Company is able to carry it back three tax years preceding the tax year of the loss (the loss year). However, a loss cannot be carried back to a tax year beginning before January 1, 2015. The loss is first carried to the earliest of the three tax years. If it is not entirely used in that year, the remainder is carried to the second tax year preceding the loss year, and any remaining amount is carried to the tax year immediately preceding the loss year. Any unused amount of loss then remaining may be carried forward for as many as 20 tax years following the loss year. Losses carried forward are carried forward first to the tax year immediately following the loss year, then to the second tax year following the loss year, and then to the next immediately subsequent tax year or years until the loss is used up or the 20th tax year following the loss year, whichever comes first.

The Company recorded a valuation allowance in the full amount of its net deferred tax assets since realization of such tax benefits has been determined by the Company’s management to be less likely than not. The valuation allowance decreased $1,044,912 during the quarter ended September 30, 2025.

The Company’s effective tax rate is 0% for the three and nine months ended September 30, 2025 and 2024.

Stock-Based Compensation

Stock-Based Compensation

The Company evaluates its stock-based compensation arrangements within the scope of ASC 718, “Compensation - Stock Compensation”. The Company measures and records the expense related to stock-based payment awards based on the fair value of those awards as determined on the date of grant. The Company recognizes stock-based compensation expense over the requisite service period of the grant, generally equal to the vesting period, and uses the straight-line method to recognize stock-based compensation. For stock options with performance conditions, the Company records compensation expense when it is deemed probable that the performance condition will be met. The Company measures the fair value of stock options and warrants granted to employees, directors, and non-employees using option pricing models, including the Black-Scholes-Merton (“Black-Scholes”) option-pricing model and Binomial Lattice models. The determination of the fair value of these instruments requires management to make certain estimates and assumptions that have a material impact on the amount of stock-based compensation expense recognized.

Key assumptions used in these models include expected volatility, expected term, risk-free interest rate, and expected dividend yield. Because the Company has a limited operating history and insufficient historical trading data to estimate expected volatility, the Company bases its volatility assumption on the historical volatilities of a group of comparable publicly traded companies within its industry. The risk-free interest rate is based on the yield of U.S. Treasury securities with maturities consistent with the expected term of the related option or warrant. The expected dividend yield is assumed to be zero, as the Company has not historically declared or paid dividends and does not anticipate doing so in the foreseeable future.

The Company uses the “simplified method” to estimate the expected term for stock options that have exercise prices issued at the money and are considered plain vanilla options, consistent with SEC Staff Accounting Bulletin Topic 14. For stock options with exercise prices that are out of the money, the Company uses a Binomial Lattice model, which incorporates assumptions about future exercise behavior and potential changes in stock price over the life of the award.

The Company issued stock options exercisable into 1,950,000 shares of its Common Stock during the nine months ended September 30, 2025. The Company has issued warrants convertible into 44,250 shares of its Common Stock to the underwriter in connection with its IPO, and warrants convertible into an additional 17,517,203 shares of its Common Stock in connection with the PIPE Offering as of September 30, 2025. Please refer to Notes 1 and 5 for more information. Stock-based payment awards, such as stock options or restricted stock awards, are valued based on the fair value on the date of grant and amortized ratably over the estimated life of the award. Stock-based payment awards may vest based on the passage of time, or upon occurrence of a specific event or achievement of goals as defined in the grant agreements. In such cases, the Company records compensation expenses related to grants of stock-based payment awards on management’s estimates of the probable dates of the vesting events. The Company recognizes forfeitures of stock-based payment awards as they occur.

Investment in Marketable Securities

Investment in Equity Securities

Investments in equity securities are accounted for under ASC 321 and reported at their readily determinable fair values as quoted by market exchanges, with changes in fair value recorded in other (income) expense in the condensed consolidated statements of operations and comprehensive income (loss). All changes in an equity security’s fair value are reported in earnings as they occur. As such, the sale of an equity security does not necessarily give rise to a significant gain or loss. Unrealized gains (losses) due to fluctuations in fair value are recorded in the condensed consolidated statements of operations and comprehensive income (loss).

Recently Issued but not yet Adopted Accounting Pronouncements

Recently Issued but not yet Adopted Accounting Pronouncements

On December 14, 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740). This ASU requires the use of consistent categories and greater disaggregation in tax rate reconciliations and income taxes paid disclosures. These amendments are effective for fiscal years beginning after December 15, 2024 and for interim periods in fiscal years beginning after December 31, 2025. These income tax disclosure requirements can be applied either prospectively or retrospectively to all periods presented in the financial statements. Management is currently evaluating the impact of adopting this standard, and does not expect it to have a material impact on the financial statements.

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” The standard requires that public business entities disclose additional information about specific expense categories in the notes to financial statements for interim and annual reporting periods. The standard will become effective for the Company for its fiscal year 2027 annual financial statements and interim financial statements thereafter and may be applied prospectively to periods after the adoption date or retrospectively for all prior periods presented in the financial statements, with early adoption permitted. The Company plans to adopt the standard beginning with the fiscal year 2027 annual financial statements, and management is currently evaluating the impact this standard will have on the disclosures included in the notes to the financial statements.

In July 2025, the FASB issued Accounting Standards Update (ASU) 2025-05, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. This ASU introduces a practical expedient, applicable to all entities, permitting the assumption that current conditions as of the balance sheet date remain unchanged over the remaining life of current accounts receivable and current contract assets arising from transactions under ASC 606. These amendments are effective for annual periods beginning after December 15, 2025, including interim periods within those fiscal years, with early adoption permitted. The guidance is to be applied prospectively. The Company is currently evaluating the impact of ASU 2025-05 on its accounting estimates and allowance methodology. At this time, the Company has not yet determined the effect, if any, that adoption of this ASU will have on its consolidated financial position, results of operations, disclosures, or processes.

Segment Reporting

9 Months Ended

Sep. 30, 2025

Segment Reporting [Abstract]

SEGMENT REPORTING

NOTE 8 — SEGMENT REPORTING

The Company and its subsidiaries manage its business activities on a consolidated basis and operate as a single operating segment (the “Gaming” segment). The Company is a vertically integrated social network for college gaming and its mission is to create a community which empowers gamers, streamers, and fans to interact with one another. The Company’s platform, which focuses on building a centralized gaming experience for non-professional college gamers and their fans, achieves this by allowing college students to compete against one another, support their favorite gamers and teams, and win prizes. The accounting policies of the Gaming segment are the same as those described in Note 2 – Summary of Significant Accounting Policies of our Annual Report on Form 10-K for the year ended December 31, 2024.

The Company’s CODM is our Chief Executive Officer, Lavell Juan Malloy, II. The CODM uses net income (loss), as reported on our condensed consolidated statements of operations and comprehensive income (loss), in evaluating performance of the Gaming segment and determining how to allocate resources of the Company as a whole. The CODM does not review assets in evaluating the results of the Gaming segment, and therefore, such information is not presented.

The following table provides the operating financial results of our Gaming segment:

	Nine Months Ended September 30,						Three Months Ended September 30,
	2025			2024			2025			2024
Total Revenue	$	–		$	55		$	–		$	–
Less: Significant and Other Segment Expenses
Cost of Sales		–			464			–			–
Advertising and Marketing		475,972			160,478			182,216			160,270
Legal and Professional		843,712			486,262			374,943			224,510
Selling, General and Administrative		1,595,027			457,362			713,415			113,566
Software Expense		240,215			–			14,880			–
Software Development		1,621			18,955			457			6,118
Stock-Based Compensation		700,140			137,006			344,569			44,974
Interest Expense and Amortization of Debt Discount		438,709			1,985,213			–			704,239
Other Income		(162,441	)		(245,269	)		(91,131	)		(244,235	)
Other Expenses		46,405			–			–			–
Other Expense - Stock-Based Compensation Liability		133,331			–			–			–
Foreign Currency Loss		(437	)		766			14			616
Net Unrealized Gain on Equity Securities		(4,080,000	)		–			(4,080,000	)		–
Provision for Income Taxes		–			–			–			–
Segment Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636		$	(1,010,058	)

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Schedule of Operating Financial

Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2025

Segment Reporting [Abstract]

The following table provides the operating financial results of our Gaming segment:

	Nine Months Ended September 30,						Three Months Ended September 30,
	2025			2024			2025			2024
Total Revenue	$	–		$	55		$	–		$	–
Less: Significant and Other Segment Expenses
Cost of Sales		–			464			–			–
Advertising and Marketing		475,972			160,478			182,216			160,270
Legal and Professional		843,712			486,262			374,943			224,510
Selling, General and Administrative		1,595,027			457,362			713,415			113,566
Software Expense		240,215			–			14,880			–
Software Development		1,621			18,955			457			6,118
Stock-Based Compensation		700,140			137,006			344,569			44,974
Interest Expense and Amortization of Debt Discount		438,709			1,985,213			–			704,239
Other Income		(162,441	)		(245,269	)		(91,131	)		(244,235	)
Other Expenses		46,405			–			–			–
Other Expense - Stock-Based Compensation Liability		133,331			–			–			–
Foreign Currency Loss		(437	)		766			14			616
Net Unrealized Gain on Equity Securities		(4,080,000	)		–			(4,080,000	)		–
Provision for Income Taxes		–			–			–			–
Segment Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636		$	(1,010,058	)

Fair Value Measurements - Schedule of Stock-Based Compensation Liability (Details)

Sep. 30, 2025

^[1]

Valuation Date Stock Price [Member]

Schedule of Stock-Based Compensation Liability [Line Items]

Schedule of Stock-Based Compensation Liability [Line Items]

0.59

Volatility [Member]

Schedule of Stock-Based Compensation Liability [Line Items]

102

Risk-Free Rate [Member]

Credit Risk Adjusted Rate [Member]

4.08

Schedule of Stock-Based Compensation Liability [Line Items]

Time period (years) [Member]

13.9

Schedule of Stock-Based Compensation Liability [Line Items]

Schedule of Changes in Level 3 Liabilities Measured at Fair Value

[1]	The valuation was based on a Monte Carlo simulation analysis of 100,000 iterations.

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2025

Fair Value Measurements [Abstract]

Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category.

	Stock-Based Compensation Liability
Balance as of December 31, 2024	$	-
Change in fair value - Capitalized Implementation Costs		35,340
Change in fair value - Software Expense		9,052
Balance as of March 31, 2025	$	44,392
Change in fair value - Capitalized Implementation Costs		41,331
Change in fair value - Software Expense		30,946
Settlement of Stock-Based Compensation Liability		(116,669	)
Balance as of June 30, 2025	$	-
Balance as of September 30, 2025	$	-

Schedule of Stock-Based Compensation Liability

The key inputs for the Monte Carlo simulation for the stock-based compensation liability as of May 12, 2025 were as follows:

Stock-Based Compensation Liability: Key Valuation Inputs*
Valuation Date Stock Price	$	0.59
Volatility		102	%
Risk-Free Rate		4.08	%
Credit Risk Adjusted Rate		13.90	%
Time period (years)		-

*	The valuation was based on a Monte Carlo simulation analysis of 100,000 iterations.

Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table classifies the Company’s assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of September 30, 2025 and December 31, 2024:

	September 30, 2025
	Fair Value		Level 1		Level 2		Level 3
Investment in Equity Securities	$	8,080,000	$	8,080,000	$	-	$	-

December 31, 2024

Fair Value

Level 1

Level 2

Level 3

Investment in Equity Securities

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($)

3 Months Ended

9 Months Ended

Sep. 30, 2025

Jun. 30, 2025

Mar. 31, 2025

Sep. 30, 2024

Jun. 30, 2024

Mar. 31, 2024

Sep. 30, 2025

Sep. 30, 2024

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) [Line Items]

Net Income (Loss) (in Dollars)

$ 2,540,636

$ (1,705,217)

$ (1,067,673)

$ (1,010,058)

$ (956,963)

$ (1,034,161)

$ (232,254)

$ (3,001,182)

Weighted-average Shares Outstanding – Basic

10,829,664

5,688,797

9,786,460

5,664,529

Income (Loss) per share – Basic (in Dollars per share)

$ 0.23

$ (0.18)

$ (0.02)

$ (0.53)

Increase to Net Income attributable to dilutive instruments (in Dollars)

Net Income available to Common Shareholders – Diluted (in Dollars)

$ 2,540,636

$ (1,010,058)

$ (232,254)

$ (3,001,185)

Weighted-average Shares Outstanding – Diluted

24,708,446

1,983,533

^[1]

26,087,846

5,688,797

9,786,460

5,664,529

Income (Loss) per share – Diluted (in Dollars per share)

$ 0.1

$ (0.18)

$ (0.02)

$ (0.53)

Effect of Unvested Restricted Stock [Member]

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) [Line Items]

Effect of Shares Payable [Member]

17,446

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) [Line Items]

Effect of Convertible Preferred Stock [Member]

241,659

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) [Line Items]

Effect of Warrants [Member]

10,731,100

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) [Line Items]

Effect of Stock Options [Member]

3,657,119

Summary of Significant Accounting Policies - Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share (Details) [Line Items]

Summary of Significant Accounting Policies [Abstract]

610,858

[1]	Only noted for the periods in which the result is not anti-dilutive.

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2025

Schedule of Convertible Series A Preferred Stock, Shares Payable and Unvested Restricted Stock

This exclusion applies to all periods except the three months ended September 30, 2025, since the Company recorded income during the three months ended September 30, 2025 and therefore the effect of these shares was no longer anti-dilutive.

	As of September 30,
	2025		2024
Convertible Debt		—		1,813,923
Unvested Restricted Stock		17,446		87,514
Shares Payable		300,355		—
Convertible Preferred Stock		15,923,567		82,096
Warrants		7,581,490		—
Stock Options		885,588		—
Total		24,708,446		1,983,533

Schedule of Calculation for Both Basic and Diluted Net Income (Loss) Per Share

The table below represents the calculation for both basic and diluted net income (loss) per share:

	Nine Months Ended September 30,						Three Months Ended September 30,
	2025			2024			2025		2024
Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636	$	(1,010,058	)
Weighted-average Shares Outstanding – Basic		9,786,460			5,664,529			10,829,664		5,688,797
Income (Loss) per share – Basic	$	(0.02	)	$	(0.53	)	$	0.23	$	(0.18	)
Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636	$	(1,010,058	)
Increase to Net Income attributable to dilutive instruments		-			-			-		-
Net Income available to Common Shareholders – Diluted	$	(232,254	)	$	(3,001,185	)	$	2,540,636	$	(1,010,058	)
Weighted-average Shares Outstanding – Basic		9,786,460			5,664,529			10,829,664		5,688,797
Effect of Unvested Restricted Stock		-			-			17,446		-
Effect of Shares Payable		-			-			241,659		-
Effect of Convertible Preferred Stock		-			-			10,731,100		-
Effect of Warrants		-			-			3,657,119		-
Effect of Stock Options		-			-			610,858		-
Weighted-average Shares Outstanding – Diluted*		9,786,460			5,664,529			26,087,846		5,688,797
Income (Loss) per share – Diluted	$	(0.02	)	$	(0.53	)	$	0.10	$	(0.18	)

*	Only noted for the periods in which the result is not anti-dilutive.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2025

Commitments and Contingencies [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 4 — COMMITMENTS AND CONTINGENCIES

The Company evaluates its business transactions and agreements during the course of business to identify whether any contingencies or commitments exist which would give rise to the recognition of a loss or liability. The Company is currently not involved with or knows of any pending or threatening litigation against the Company or any of its officers. Further, the Company is currently complying with all relevant laws and regulations and does not have any long-term commitments or guarantees.

Marketing Agreement

In March of 2024, the Company entered into a marketing agreement with Outside the Box Capital, Inc. (“OTB Capital”) for marketing services to be provided for the six-month period from May 1, 2024 to October 31, 2024. Compensation for these services will be $100,000 in cash and due upon the earlier of the successful completion of the Company’s IPO or within six months from the effective date of the agreement. Additionally, the Company will issue shares of BHHI Common Stock, priced at the IPO, totaling $200,000 which equals 50,000 shares. These shares became due 10 days after the successful completion of the Company’s IPO on March 6, 2025, deemed the listing date (“Listing Date”), and were issued in April of 2025. This balance of $200,000, which is an increase to stockholders’ equity for the issuance of common stock for services for the nine months ended September 30, 2025, was separated into 6 months of service and the portion of the remaining period of approximately two months representing the days between July 1^st through September 6^th, $66,666, was added to the prepaid expense balance during the three months ended September 30, 2025. Lastly, if within the term of the Company’s agreement with OTB Capital, the Company’s shares achieve a 7-day moving average (calculated using daily VWAP) share price of $9 or more, the Company will issue an additional 50,000 shares to OTB Capital. This share price threshold was not achieved during the nine or three months ended September 30, 2025. Services under this contract were not provided during the expected service period of May through October of 2024. A modification of the agreement was negotiated and finalized in November of 2024. Services were amended to begin on December 15, 2024 through June 15, 2025. Services had not yet commenced as of December 31, 2024 and through March 5, 2025. As a result, another modification of the agreement was executed on March 28, 2025. This new agreement revised the dates of service to begin on March 6, 2025 through September 6, 2025. It also revised the terms of compensation and, as a result, the base compensation of $100,000 will be payable in two tranches, the first payment for $50,000 within 10 business days following the Company’s Listing Date as a publicly traded company and the second and final payment for the remaining amount will be due three months from the Listing Date. The first payment of $50,000 was made in April of 2025 and the final payment was made on June 5, 2025. No accrual for a liability was required or recorded as of December 31, 2024. The balance of $50,000 of the final payment was separated into 3 months of service starting with June 2025. A total of $100,000 and $33,333 was recorded as an advertising and marketing expense during the nine and three months ended September 30, 2025, respectively.

Broncos Sponsorship Agreement

During 2023, the Company entered into a sponsorship agreement with Stadium Management Company and the Denver Broncos. This resulted in marketing expenses totaling $305,000 accrued during the year ended December 31, 2023. In September of 2024, the parties terminated the sponsorship agreement and this resulted in a reduction of the payable amount from $305,000 to $61,000. The reduction of $244,000 was recorded as other income during the three and nine months ended September 30, 2024. The balance of $61,000 remains outstanding as of September 30, 2025 and December 31, 2024, and is recorded as accounts payable on the balance sheets.

Cloud Computing Arrangements - Technology Purchase Agreements

On November 13, 2024 (the “Artemis Effective Date”), the Company entered into a MSA with Artemis, a skilled technology company, whereby Artemis agreed to develop a proprietary machine learning solution for the Company’s platform (the “Software”) and provide certain services. In exchange, the Company agreed to issue 937,500 shares of its Common Stock to Artemis (the “Artemis Stock Consideration”) in December 2024. The Artemis Stock Consideration is subject to a lock-up provision, with shares of the Artemis Stock Consideration to be released in three (3) equal tranches of 312,500 shares each according to the terms outlined in the MSA and the respective Statements of Work (“SOWs”) attached thereto. In connection with the execution of the MSA, on November 13, 2024 (the “EVEMeta Effective Date”), the Company entered into a SaaS Agreement with EVEMeta, an innovative technology company, whereby EVEMeta agreed to license its solution to the Company. In exchange, the Company agreed to issue 312,500 shares of its Common Stock to EVEMeta (the “EVEMeta Stock Consideration” and, collectively, with the Artemis Stock Consideration, the “Stock Consideration”). The 1,250,000 shares granted to Artemis and EVEMeta in exchange for services had a fair market value of $4.00 per share at the date of grant for a total cost of $5,000,000. Further, once released from lock up, the Company will provide each vendor with a guarantee of a minimum value for the released shares for 18 months from the date of release. In the event that either vendor is not able to resell the shares at the IPO price of $4.00 per share, the Company will make additional payments under its minimum value guarantee to the vendor in cash to ensure a total compensation of $3,750,000 to Artemis and $1,250,000 to EVEMeta. Those payments will be made in cash and not in additional shares of Common Stock.

The issuances of the Stock Consideration are accounted for as a combination award in accordance with the accounting provisions under ASC 718, “Compensation - Stock Compensation” and ASC 350-40, “Intangibles – Goodwill and Other-Internal-Use Software” as noted in Note 2, regarding the technology purchase agreements.

The Stock Consideration is classified as a combination of equity awards (referred to herein as Issuance of Common Stock for Services) or liability awards (referred to herein as Stock-Based Compensation Liability) in accordance with GAAP. The fair value of an equity-classified award is determined at the grant date and is either recognized as an expense to software expense, an operating expense, on a straight-line basis over the service period, or is capitalized as an implementation cost and amortized to software expense over the useful life of the cloud computing arrangement once the software is placed in use. Whether the amount is expensed or capitalized is based on the respective statement of work in each agreement, the value attributed to each and the realization of those services. The fair value of a liability-classified award is determined on a quarterly basis beginning at the grant date until final vesting. Changes in the fair value of liability-classified awards are either recorded to software expense, an operating expense, on a straight-line basis over the service period, or capitalized as an implementation cost and amortized to software expense over the useful life of the cloud computing arrangement once the software is placed in use. Changes in the fair value of liability-classified awards do not result in an impact to the Company’s stockholders’ equity (deficit) balance.

As of December 31, 2024, the Company only recognized the par value of the shares that were issued and has recorded $125 as a non-current prepaid expense in other assets. The services in accordance with the agreements commenced on the Company’s IPO date, March 7, 2025, and as of September 30, 2025, services have been performed under the agreements and compensation costs for the services rendered has been recognized as a software expense or capitalized to capitalized implementation costs, based on the respective agreements.

The Company recognized the following amounts in total non-employee stock-based compensation costs in relation to the Stock Consideration issued for the technology purchase agreements for the nine and three months ended September 30, 2025 and 2024:

	Nine Months Ended September 30,				Three Months Ended September 30,
	2025		2024		2025		2024
Stock Consideration - Total Expensed	$	199,089	$	-	$	-	$	-
Stock Consideration - Total Capitalized	$	389,171	$	-	$	-	$	-

Equity-Classified Awards

The Company recognized the following amounts in non-employee equity-classified stock-based compensation costs for the nine and three months ended September 30, 2025 and 2024:

	Nine Months Ended September 30,				Three Months Ended September 30,
	2025		2024		2025		2024
Equity-Classified Awards - Expensed	$	159,091	$	-	$	-	$	-
Equity-Classified Awards - Capitalized	$	312,500	$	-	$	-	$	-

As of September 30, 2025, there was $4.5 million of total unrecognized compensation cost related to the Company’s equity-classified awards. This cost is expected to be recognized over a weighted-average period of 6.25 years, contingent upon the Company’s ongoing discussions with Artemis and EVEMeta to resolve the issues that caused the Company to send the notices of breach referenced above in Note 2 of this filing. During the nine and three months ended September 30, 2025, the Company recorded software expenses of $159,091 and $0, respectively, in connection with the services rendered with the support and maintenance services with Artemis and the use of the EVEMeta compression software, which included the expensing of the $62 previously recorded as a debit to non-current prepaid expense asset and a credit to Common Stock as of December 31, 2024, for a total increase to stockholders’ equity of $159,029 and $0 during the nine and three months ended September 30, 2025, respectively. Further, during the nine and three months ended September 30, 2025, the Company recorded an increase to capitalized implementation costs of $312,500 and $0, respectively, in connection with the development services rendered, which included the expensing of the $63 previously recorded as a debit to non-current prepaid expense asset and a credit to Common Stock as of December 31, 2024, for a total increase to stockholders’ equity of $312,437 during the nine months ended September 30, 2025. As a result, the total increase to stockholders’ equity for the issuance of common stock for services was $471,466 for the nine months ended September 30, 2025, which is the sum of the aforementioned $312,437 and $159,029 amounts. For the three months ended September 30, 2025, there was no increase to stockholders’ equity for the issuance of common stock for services in connection with the technology purchase agreements.

Liability-Classified Awards

The Company recognized the following amounts in non-employee liability-classified stock-based compensation costs for the nine and three months ended September 30, 2025 and 2024:

	Nine Months Ended September 30,				Three Months Ended September 30,
	2025		2024		2025		2024
Liability-Classified Awards - Expensed	$	39,998	$	-	$	-	$	-
Liability-Classified Awards - Capitalized	$	76,671	$	-	$	-	$	-

On May 12, 2025, the Company executed an amendment to the MSA with Artemis. The amendment eliminated the minimum share price guarantee, therefore no longer requiring the Company to guarantee a minimum return of $4 on the sale of each share received in compensation for the MSA. The amendment triggered a cash payment of $225,000 by the Company to Artemis. Further, the Company agreed to remove the lock-up provision and gradual release obligations relating only to the stock consideration included in Exhibit A of the amended agreement, which releases 234,375 shares of Common Stock as of the amendment date. The cash payment, elimination of the $4 guarantee, and removal of the lock-up provision and gradual release obligations were made in contemplation of Artemis delivering to the Company the Services and Deliverable to be provided pursuant to the MSA.

On the same day, the Company executed an amendment to the SaaS Agreement with EVEMeta. The amendment eliminated the minimum share price guarantee, therefore no longer requiring the Company to guarantee a minimum return of $4 on the sale of each share received in compensation for the SaaS Agreement. The amendment triggered a cash payment of $25,000 by the Company to EVEMeta. No shares were released from lock-up provisions for EVEMeta. The cash payment and elimination of the $4 guarantee were made in contemplation of EVEMeta delivering to the Company the Compression Services to be provided pursuant to the SaaS.

On May 12, 2025, the Company completed a fair value measurement valuation for the cash settlement provision, the liability classified award, using a Monte Carlo simulation model and determined a total fair value of $2,942,136. The Company recognized a stock-based compensation liability from the total fair value only to the extent in which services were provided to the Company through the amendment date, which resulted in partial recognition and was an estimate by the Company as of the amendment date. This resulted in the recognition of an increase to the stock-based compensation liability of $44,392 as of March 31, 2025 for $72,277 from April 1, 2025 through the amendment date, of which $41,331 was capitalized to capitalized implementation costs and $30,946 was expensed as a software expense. During the three months ended September 30, 2025, these amounts did not have an impact on the balance of the Company’s stockholders’ equity.

As of May 12, 2025, the Company recognized a stock-based compensation liability of $116,669, of which $76,671 was capitalized to capitalized implementation costs and $39,998 was expensed as a software expense. The stock-based compensation liability was extinguished as a result of the amendment on May 12, 2025.

Stockholders' Equity (Tables)

9 Months Ended

Sep. 30, 2025

Stockholders Equity [Abstract]

Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements

The fair value of the underwriter warrants was estimated using the Black-Scholes option pricing model, a Level 3 measurement, with the following assumptions:

●	Stock Price:	$4.30

●	Risk-free interest rate:	4.00%

●	Expected term:	4.5 years

●	Expected volatility:	87.00%

●	Dividend yield:	0%

The fair value of the at-the-money options was estimated using the Black-Scholes option pricing model, a Level 3 measurement, with the following assumptions:

●	Stock Price:	$0.57 - $0.84

●	Risk-free interest rate:	3.84% - 4%

●	Expected term:	5.13 - 5.75 years

●	Expected volatility:	83.6% - 84.5%

●	Dividend yield:	0%

The fair value of the out-of-the-money options was estimated using the Binomial Lattice option pricing model, a Level 3 measurement, with the following assumptions:

●	Stock Price:	$0.73

●	Risk-free interest rate:	4.39%

●	Expected term:	10 years

●	Expected volatility:	82.4%

●	Dividend yield:	0%

●

Exercise Multiple to Strike Price:

2.2x

●

Derived Service Period:

7.35 years

●

Stock Price:

$1.130

●	Risk-free interest rate:	3.92%

●	Expected term:	5 years

●	Expected volatility:	73.2%

●	Dividend yield:	0%

Schedule of Analysis of BHHI Stock Options Issued as Compensation

The following is an analysis of BHHI stock options issued as compensation:

	Nonvested Shares			Weighted Average Exercise Price
Nonvested shares, December 31, 2024		—		$	—
Granted		—		$	—
Vested		—		$	—
Forfeited		—		$	—
Nonvested shares, March 31, 2025		—		$	—
Granted		1,052,888		$	0.65
Vested		(436,833	)	$	0.62
Forfeited		—		$	—
Nonvested shares, June 30, 2025		616,055		$	0.68
Granted		897,112		$	1.00
Vested		(975,954	)	$	0.98
Forfeited		—		$	—
Nonvested shares, September 30, 2025		537,213		$	0.68

The following is an analysis of BHI and BHHI shares of Common Stock issued as compensation subsequent to the US Reorganization and presented entirely as BHHI Common Stock:

	Nonvested Shares			Weighted Average Fair Value
Nonvested shares, December 31, 2024		69,782		$	2.44
Granted		—		$	—
Vested		(17,446	)	$	2.44
Forfeited		—		$	—
Nonvested shares, March 31, 2025		52,336		$	2.44
Granted		—		$	—
Vested		(17,446	)	$	2.44
Forfeited		—		$	—
Nonvested shares, June 30, 2025		34,890		$	2.44
Granted		450,000		$	1.06
Vested		(467,446	)	$	1.04
Forfeited		—		$	—
Nonvested shares, September 30, 2025		17,444		$	2.44

Fair Value Measurements - Schedule of Changes in Level 3 Liabilities Measured at Fair Value (Details) - USD ($)	3 Months Ended		9 Months Ended
	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2025
Schedule of Changes in Level 3 Liabilities Measured at Fair Value [Abstract]
Balance	$ 44,392
Change in fair value - Capitalized Implementation Costs	41,331	35,340	30,946
Change in fair value - Software Expense	30,946	9,052
Settlement of Stock-Based Compensation Liability	(116,669)
Balance		$ 44,392

Debt

9 Months Ended

Sep. 30, 2025

Debt [Abstract]

DEBT

NOTE 6 — DEBT

Convertible Debt

The Company issued convertible debt during 2022 through May of 2024 under its initial round of convertible debt. The balance of convertible debt as of December 31, 2024 was $5,722,511 in outstanding principal and no remaining unamortized debt issuance costs and debt discount. As of December 31, 2024, accrued interest for the notes totaled $888,894.

During 2024, the Company issued convertible debt in the form of original issue discount convertible promissory notes. These notes provide investors with a 20% discount on their investment amount. To determine the principal amount of the notes, the investment amount is divided by 0.80, reflecting that 20% original issue discount. Concurrent with the issue and sale of the notes, each holder was entitled to receive a number of shares of the Company’s Common Stock, par value $0.0001 per share equal to: (i) in the case of a holder that is a Lead Investor, the quotient resulting when 20% of the Holder’s purchase price is divided by a price per share equal to the Valuation Cap divided by the Company Capitalization, (ii) In the case of all other holders, the quotient resulting when 5% of the Holder’s purchase price is divided by a price per share equal to the Valuation Cap divided by the Company Capitalization. The purchase price means the product of the principal amount of the note multiplied by 0.80. The Valuation Cap is set at $20,000,000 and the Company Capitalization means the sum of all equity securities (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding the notes and all equity securities reserved and available for future grant under any equity incentive or similar plan of the Company.

During the nine and three months ended September 30, 2024, the Company extended the maturity date of the debt and incurred an additional $997,253 and $0 in principal due to extension fees. During the nine and three months ended September 30, 2024, the Company also raised a total of $158,424 and $0, respectively, in additional operating capital through the issuance of additional original issue discount convertible promissory notes, all of which carry the same terms as all other issued convertible debt. The issuance of these notes resulted in an additional debt discount totaling $39,606 for a total principal amount of $198,030 during the nine months ended September 30, 2024. In addition, note holders were entitled to 2,302 shares of common stock and with a share fair market value between $2.42 and $3.46 for a total additional debt discount and share payable of $6,819 and $0 during the nine and three months ended September 30, 2024, respectively. The Company recorded $46,410 and $0 in amortization of debt discount to interest expense on the condensed consolidated statements of operations and comprehensive income (loss) for the nine and three months ended September 30, 2024. The Company also incurred an additional $381,535 and $144,239 in accrued interest during the nine and three months ended September 30, 2024, respectively.

In connection with the completion of the IPO on March 7, 2025, which was deemed a qualifying financing event, the Company converted the total balance due to all holders of the original issue discount convertible promissory notes. The actual date of conversion of the notes was completed on March 6, 2025. The total amount that was converted was $6,611,405, which was the total principal of $5,722,511 and accrued interest of $888,894 as of December 31, 2024. These were converted into a total of 1,912,176 shares of the Company’s common stock. An additional accrual of interest through the date of the IPO, March 7, 2025, was recorded as of March 7, 2025 for $103,101 and this balance is included as a share payable since it was convertible to shares of common stock totaling 29,660 as of the date of IPO. In April of 2025, 29,305 of these shares were issued, representing an increase of $101,867 for an updated total converted amount of $6,713,272 for the nine months ended September 30, 2025. The remaining 355 shares are pending to be issued and the balance of the accrued interest for the shares that were not yet issued, $1,234, is recorded as a share payable balance until issued.

Notes Payable

In June of 2024, the Company received a loan in the amount of $12,198 which was payable in the foreign currency of Great British Pounds. This loan had no maturity date or interest rate assigned to the loan. It was also unsecured and there were no assets pledged on the loan. This loan was revalued at December 31, 2024 and had a principal balance of $12,900. During the nine months ended September 30, 2025, a gain on foreign currency exchange was recognized for $424 on the revaluation of the loan. This loan was repaid in March of 2025 as part of a confidential release and final agreement, detailed below.

During August and September of 2024, the Company raised $280,000 in short-term loans that are expected to be repaid within a year, although a maturity date is not specified. These loans have a 100% interest fee that is due at the date of repayment and an additional 100% fee in shares of the Company’s Common Stock issued at the current fair market value, which was $1.41 at the dates of the loans. In September of 2024, the Company issued 198,454 shares of Common Stock in full payment of the $280,000 amount that was payable in shares of the Company. In the same period, the Company repaid $25,000 of the short-term loans along with the corresponding $25,000 interest fee. These loans resulted in a total interest expense of $560,000 that was recognized during the nine and three months ended September 30, 2024. A total principal balance of $255,000 and accrued interest of $255,000 remained outstanding as of December 31, 2024. The Company repaid $175,000 of the principal amount along with $175,000 of the accrued interest amount as part of a confidential release and final agreement, detailed below. The remaining $80,000 in principal and $80,000 in interest, was repaid in April of 2025, as detailed below, in connection with a loan repayment agreement that was entered into with a shareholder of the Company on April 2, 2025.

In November of 2024, the Company raised $30,000 from a short-term loan which carried a 100% interest fee. In addition, the Company requested from the underwriter that they unlock 24,500 shares of common stock currently owned by the lender to be available as freely floating, publicly tradable shares. A total principal balance of $30,000 and accrued interest of $30,000 remained outstanding as of December 31, 2024. The noteholder agreed to be repaid a total of $29,223 for the principal amount and $29,223 for the accrued interest on the loan. This resulted in a gain on debt extinguishment of $1,554. The final payment was made on April 1, 2025.

The Company entered into a loan agreement with one of its shareholders on February 5, 2025 for an amount totaling $9,314 and agreed to pay an interest fee of 200% of the principal loan and an additional 100% in common stock once the Company became a public company. In addition, this shareholder made an additional loan of $6,186 to the Company on February 10, 2025. The additional loan was not subject to a loan agreement and did not carry any written terms. The Company became a public company on March 6, 2025. On April 2, 2025, the shareholder and the Company agreed on repayment terms for those two loans and a pre-existing loan from August of 2024 (see above) that was owed to this shareholder together with all accrued interest. The total repayment was $206,617 and it included $95,500 in principal and $111,117 in interest. The total principal amount includes the $15,500 loans from February 2025 and the remaining $80,000 in principal and $80,000 in interest from a loan which was made to the Company during August of 2024. The final payment was made in April of 2025.

Confidential Release and Final Agreement

From January through March of 2025, the Company borrowed money from shareholders of the Company to pay for expenses in connection with the IPO. Total proceeds of $86,150 were received by the Company and these borrowed funds did not have a loan agreement or loan terms. These shareholders also had notes payable made to the Company during 2024, which are part of the notes payable disclosed in Note 6 totaling $187,900 in principal as of December 31, 2024.

In March of 2025, the Company entered into a confidential release and final agreement to settle all loan amounts and interest payable to these shareholders with a total payment of $650,000. The agreement also supersedes all prior loan agreements and settles any future claims for any reason and no longer requires the payment of any shares of equity. The total loans that were paid had a principal amount of $273,626 and accrued interest of $175,000. The Company recognized an additional $201,374 in interest expense. Payment of the settlement amount was made on March 31, 2025.

Convertible Debt - December 2024

In December of 2024, the Company raised $25,000 from a short-term convertible promissory note which is unrelated to the previously issued convertible debt through May of 2024 and carries different terms. This note has a 30% original issue discount that constitutes the interest due on the loan and was added to the principal balance, a payment in equity kicker shares of the Company’s common stock having a combined value equaling 30% of the principal amount and a maturity date of February 15, 2025. The number of the shares subject to the equity kicker were calculated based on the Company’s anticipated price per share at the IPO, which was at $4. The original issue discount and the equity kicker shares had values of $7,500 each for a total discount on debt of $15,000. During 2024, the Company recognized $4,219 in amortization of debt discount on the condensed consolidated statements of operations and comprehensive income (loss). The issuance of this loan resulted in an additional 1,875 shares of common stock becoming due and were not issued as of December 31, 2024. As such, it resulted in an increase of $7,500 to the shares payable balance during the year ended December 31, 2024. A total principal balance of $32,500 and unamortized debt discount of $10,781 was outstanding as of December 31, 2024. The Company amortized the remaining debt discount amount of $10,781 to interest expense during the nine months ended September 30, 2025. No amortization was recorded during the three months ended September 30, 2025.

Loan repayment options included the proceeds of the Company’s IPO, which occurred on March 6, 2025 and was the earliest of all other options. The lender had the option to convert the debt into shares of the Company’s common stock but, instead, the repayment of the loan principal of $25,000 and accrued interest of $7,500 was completed in March of 2025. The 1,875 shares were issued in April of 2025, subsequent to the maturity date of February 15, 2025, and were no longer included in the shares payable balance as of September 30, 2025.

In March of 2025, the Company raised an additional $150,000 from two short-term promissory notes which have a 30% original issue discount that constitutes the interest due on the loan and was added to the principal balance, a payment in equity kicker shares of the Company’s common stock having a combined value equaling 30% of the principal amount and a maturity date of April 10, 2025. The number of the shares subject to the equity kicker were calculated based on the Company’s anticipated price per share at the IPO, which was at $4. The original issue discount and the equity kicker shares had values of $45,000 each for a total discount on debt of $90,000. The issuance of this loan resulted in an additional 11,250 shares of common stock becoming due. As such, it resulted in an increase of $45,000 to the shares payable balance during 2025. The Company repaid the total loan principal of $150,000 and accrued interest of $45,000 in March of 2025. The shares in connection with the share payable amount of $45,000 were issued in April of 2025 and were no longer included in the shares payable balance as of September 30, 2025. The Company amortized the $90,000 debt discount amount to interest expense during the nine months ended September 30, 2025.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
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-Section 50
-Paragraph 8A
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Summary of Significant Accounting Policies [Abstract]

Fair Value Measurements (Details) - USD ($)					1 Months Ended		3 Months Ended		9 Months Ended
Fair Value Measurements (Details) - USD ($)	Sep. 02, 2025	Jul. 24, 2025	May 12, 2025	Mar. 10, 2025	Jul. 31, 2025	May 12, 2025	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024
Fair Value Measurements [Line Items]
Fair value measurement			$ 2,942,136			$ 2,942,136		$ 44,392
Stock-based compensation liability			116,669			72,277
Existing stock-based compensation liability			$ 116,669			$ 116,669		44,392
Capitalized implementation costs									41,331
Software expense							$ 41,331	$ 35,340	$ 30,946
Shares issued (in Shares)				221,250						208,010
Warrants share (in Shares)									4,000,000
Acquire shares of common stock (in Shares)					15,000
Exercise price per share (in Dollars per share)		$ 0.942
Warrants exercise price per share (in Dollars per share)	$ 0.0001
Investment in equity securities									$ 8,080,000
PIPE Warrants [Member]
Fair Value Measurements [Line Items]
Existing stock-based compensation liability									72,277
Acquire shares of common stock (in Shares)		15,923,567
Pre-Funded Warrants [Member]
Fair Value Measurements [Line Items]
Invested warrants	$ 4,000,000
Purchase price per warrant share	$ 1
Class B Common Stock [Member]
Fair Value Measurements [Line Items]
Warrants share (in Shares)	1
Fair Value of Assets Acquired	$ 4,000,000
Placement Agent Warrants [Member]
Fair Value Measurements [Line Items]
Acquire shares of common stock (in Shares)		1,057,543
Issuance of common stock (in Shares)		1,057,543
H.C Wainwright [Member]
Fair Value Measurements [Line Items]
Warrants share (in Shares)		536,093
Acquire shares of common stock (in Shares)		536,093
Exercise price per share (in Dollars per share)		$ 1.884
Series B Preferred Stock [Member] \| PIPE Warrants [Member]
Fair Value Measurements [Line Items]
Warrants share (in Shares)		15,923,567
Class B Common Stock [Member]
Fair Value Measurements [Line Items]
Warrants share (in Shares)	1
Investment in equity securities									$ 8,080,000
PIPE Offering [Member] \| Series B Preferred Stock [Member]
Fair Value Measurements [Line Items]
Shares issued (in Shares)		15,000

Segment Reporting - Schedule of Operating Financial (Details) - Operating Segments [Member] - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Schedule of Operating Financial [Line Items]
Total Revenue				$ 55
Less: Significant and Other Segment Expenses
Cost of Sales				464
Advertising and Marketing	182,216	160,270	475,972	160,478
Legal and Professional	374,943	224,510	843,712	486,262
Selling, General and Administrative	713,415	113,566	1,595,027	457,362
Software Expense	14,880		240,215
Software Development	457	6,118	1,621	18,955
Stock-Based Compensation	344,569	44,974	700,140	137,006
Interest Expense and Amortization of Debt Discount		704,239	438,709	1,985,213
Other Income	(91,131)	(244,235)	(162,441)	(245,269)
Other Expenses			46,405
Other Expense - Stock-Based Compensation Liability			133,331
Foreign Currency Loss	14	616	(437)	766
Net Unrealized Gain on Equity Securities	(4,080,000)		(4,080,000)
Provision for Income Taxes
Segment Net Income (Loss)	$ 2,540,636	$ (1,010,058)	$ (232,254)	$ (3,001,182)

Subsequent Events (Details) - USD ($)		9 Months Ended
Subsequent Events (Details) - USD ($)	Nov. 10, 2025	Sep. 30, 2025	Oct. 14, 2025
Common Stock Awards [Member]
Subsequent Events [Line Items]
Aggregate shares of common stock		663,250,176
Chief Executive Officer [Member]
Subsequent Events [Line Items]
Purchase an aggregate shares		9,000,000
Subsequent Event [Member]
Subsequent Events [Line Items]
Loan (in Dollars)			$ 8,000,000
Subsequent Event [Member] \| Pre-Funded Warrants [Member]
Subsequent Events [Line Items]
Purchase an aggregate shares	4,000,000
Subsequent Event [Member] \| Promissory Note [Member]
Subsequent Events [Line Items]
Interest rate			5.00%

Insider Trading Arrangements - shares		3 Months Ended
Insider Trading Arrangements - shares	Aug. 18, 2025	Sep. 30, 2025
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted		false
Non-Rule 10b5-1 Arrangement Adopted		false
Rule 10b5-1 Arrangement Terminated		false
Non-Rule 10b5-1 Arrangement Terminated		false
Daniel Leibovich [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	On August 18, 2025, Daniel Leibovich, our Chief Operating Officer, entered into a Rule 10b5-1 Plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act (the “Leibovich Rule 10b5-1 Plan”). The Leibovich Rule 10b5-1 Plan provides for the potential sale (beginning on August 18, 2025) of 399,500 shares of the Company’s Common Stock. The Leibovich Rule 10b5-1 Plan expires on August 18, 2027, or upon the earlier completion of all the transactions authorized thereunder
Name	Daniel Leibovich
Title	Chief Operating Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 18, 2025
Expiration Date	August 18, 2027
Aggregate Available	399,500
Lavell Juan Malloy, II [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	On August 18, 2025, Lavell Juan Malloy, II, our Chief Executive Officer, entered into a Rule 10b5-1 Plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act (the “Malloy 10b5-1 Plan”). The Malloy Rule 10b5-1 Plan provides for the potential sale (beginning on August 18, 2025) of 574,989 shares of the Company’s Common Stock. The Malloy Rule 10b5-1 Plan expires on August 18, 2027, or upon the earlier completion of all the transactions authorized thereunder.
Name	Lavell Juan Malloy, II
Title	Chief Executive Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 18, 2025
Expiration Date	August 18, 2027
Aggregate Available	574,989

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (Unaudited) - USD ($)	Preferred Stock Series B Preferred Stock	Preferred Stock	Common Stock	Subscription Receivable	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss	Total
Beginning Balance at Dec. 31, 2023		$ 420	$ 14,794	$ (4,276)	$ 5,284,362	$ (11,359,183)	$ (15,179)	$ (6,079,062)
Beginning Balance (in Shares) at Dec. 31, 2023		82,096	5,744,929
Stock-Based Compensation					46,016			46,016
Stock-Based Compensation - Restricted Stock Agreements					46,016			46,016
Net Income (Loss)						(1,034,161)		(1,034,161)
Ending Balance at Mar. 31, 2024		$ 420	$ 14,794	(4,276)	5,330,378	(12,393,344)	(15,179)	(7,067,207)
Ending Balance (in Shares) at Mar. 31, 2024		82,096	5,744,929
Beginning Balance at Dec. 31, 2023		$ 420	$ 14,794	(4,276)	5,284,362	(11,359,183)	(15,179)	(6,079,062)
Beginning Balance (in Shares) at Dec. 31, 2023		82,096	5,744,929
Net Income (Loss)								(3,001,182)
Ending Balance at Sep. 30, 2024		$ 420	$ 14,429	(3,700)	6,147,562	(14,360,365)	(15,179)	(8,216,833)
Ending Balance (in Shares) at Sep. 30, 2024		82,096	5,783,386
Beginning Balance at Mar. 31, 2024		$ 420	$ 14,794	(4,276)	5,330,378	(12,393,344)	(15,179)	(7,067,207)
Beginning Balance (in Shares) at Mar. 31, 2024		82,096	5,744,929
Stock-Based Compensation					46,016			46,016
Issuance of Shares Payable			$ 40		451,365			451,405
Issuance of Shares Payable (in Shares)			165,005
Retirement of Shares			$ (425)	576	(151)
Retirement of Shares (in Shares)			(208,010)
Stock-Based Compensation - Restricted Stock Agreements					46,016			46,016
Issuance of Shares Payable			$ 40		451,365			451,405
Issuance of Shares Payable (in Shares)			165,005
Retirement of Shares			$ (425)	576	(151)
Retirement of Shares (in Shares)			(208,010)
Offering Costs					(5,000)			(5,000)
Net Income (Loss)						(956,963)		(956,963)
Ending Balance at Jun. 30, 2024		$ 420	$ 14,409	(3,700)	5,822,608	(13,350,307)	(15,179)	(7,531,749)
Ending Balance (in Shares) at Jun. 30, 2024		82,096	5,701,924
Stock-Based Compensation					44,974			44,974
Interest Payment in Shares			$ 20		279,980			280,000
Interest Payment in Shares (in Shares)			81,462
Stock-Based Compensation - Restricted Stock Agreements					44,974			44,974
Interest Payment in Shares			$ 20		279,980			280,000
Interest Payment in Shares (in Shares)			81,462
Net Income (Loss)						(1,010,058)		(1,010,058)
Ending Balance at Sep. 30, 2024		$ 420	$ 14,429	(3,700)	6,147,562	(14,360,365)	(15,179)	(8,216,833)
Ending Balance (in Shares) at Sep. 30, 2024		82,096	5,783,386
Beginning Balance at Dec. 31, 2024		$ 420	$ 14,554	(3,700)	6,195,322	(14,647,702)	(15,179)	(8,456,285)
Beginning Balance (in Shares) at Dec. 31, 2024		82,096	7,033,330
Stock-Based Compensation					42,500			42,500
Stock-Based Compensation - Restricted Stock Agreements					42,500			42,500
Issuance of Common Stock
Issuance of Common Stock (in Shares)			56
Offering Costs					(1,427,079)			(1,427,079)
Conversion of Preferred Stock to Common Stock		$ (420)	$ 420
Conversion of Preferred Stock to Common Stock (in Shares)		(82,096)	82,096
Conversion of Convertible Debt and Accrued Interest (Note 6)			$ 191		6,611,214			6,611,405
Conversion of Convertible Debt and Accrued Interest (Note 6) (in Shares)			1,912,176
Issuance of Common Stock in Connection with IPO and Over-allotment, Net of $1,176,800 of Offering Costs			$ 169		5,608,031			5,608,200
Issuance of Common Stock in Connection with IPO and Over-allotment, Net of $1,176,800 of Offering Costs (in Shares)			1,696,250
Underwriter Warrants					130,980			130,980
Issuance of Common Stock for Services					164,647			164,647
Net Income (Loss)						(1,067,673)		(1,067,673)
Ending Balance at Mar. 31, 2025			$ 15,334	(3,700)	17,325,615	(15,715,375)	(15,179)	1,606,695
Ending Balance (in Shares) at Mar. 31, 2025			10,723,908
Beginning Balance at Dec. 31, 2024		$ 420	$ 14,554	(3,700)	6,195,322	(14,647,702)	(15,179)	(8,456,285)
Beginning Balance (in Shares) at Dec. 31, 2024		82,096	7,033,330
Net Income (Loss)								(232,254)
Ending Balance at Sep. 30, 2025	$ 1		$ 1,097		31,495,785	(14,879,956)	(15,179)	16,601,748
Ending Balance (in Shares) at Sep. 30, 2025	15,000		10,972,588
Beginning Balance at Mar. 31, 2025			$ 15,334	(3,700)	17,325,615	(15,715,375)	(15,179)	1,606,695
Beginning Balance (in Shares) at Mar. 31, 2025			10,723,908
Stock-Based Compensation					313,071			313,071
Issuance of Shares Payable - Subscription			$ 1		24,999			25,000
Issuance of Shares Payable - Subscription (in Shares)			6,250
Stock-Based Compensation - Restricted Stock Agreements					313,071			313,071
Issuance of Shares Payable - Subscription			$ 1		24,999			25,000
Issuance of Shares Payable - Subscription (in Shares)			6,250
Conversion of Convertible Debt and Accrued Interest (Note 6)			$ 4		154,363			154,367
Conversion of Convertible Debt and Accrued Interest (Note 6) (in Shares)			42,430
Issuance of Common Stock for Services			$ 5		506,814			506,819
Issuance of Common Stock for Services (in Shares)			50,000
Net Income (Loss)						(1,705,217)		(1,705,217)
Ending Balance at Jun. 30, 2025			$ 15,344	(3,700)	18,324,862	(17,420,592)	(15,179)	900,735
Ending Balance (in Shares) at Jun. 30, 2025			10,822,588
Stock-Based Compensation					344,569			344,569
Common Stock Granted but not yet Issued for Services in Connection with the PIPE Offering					(220,200)			(220,200)
Issuance of Common Stock for Services in Connection with the PIPE Offering			$ 15		(15)
Issuance of Common Stock for Services in Connection with the PIPE Offering (in Shares)			150,000
Issuance of Series B Convertible Preferred Stock with Warrants - PIPE Offering, Net of $1,964,705 of Offering Costs	$ 1				13,035,294			13,035,295
Issuance of Series B Convertible Preferred Stock with Warrants - PIPE Offering, Net of $1,964,705 of Offering Costs (in Shares)	15,000
Settlement of Subscription Receivable				3,700	(2,987)			713
Adjustment of Par Value of Common Stock			(14,262)		14,262
Stock-Based Compensation - Restricted Stock Agreements					344,569			344,569
Common Stock Granted but not yet Issued for Services in Connection with the PIPE Offering					(220,200)			(220,200)
Issuance of Common Stock for Services in Connection with the PIPE Offering			$ 15		(15)
Issuance of Common Stock for Services in Connection with the PIPE Offering (in Shares)			150,000
Issuance of Series B Convertible Preferred Stock with Warrants - PIPE Offering, Net of $1,964,705 of Offering Costs	$ 1				13,035,294			13,035,295
Issuance of Series B Convertible Preferred Stock with Warrants - PIPE Offering, Net of $1,964,705 of Offering Costs (in Shares)	15,000
Settlement of Subscription Receivable				3,700	(2,987)			713
Adjustment of Par Value of Common Stock			(14,262)		14,262
Net Income (Loss)						2,540,636		2,540,636
Ending Balance at Sep. 30, 2025	$ 1		$ 1,097		$ 31,495,785	$ (14,879,956)	$ (15,179)	$ 16,601,748
Ending Balance (in Shares) at Sep. 30, 2025	15,000		10,972,588

Commitments and Contingencies (Details) - USD ($)						1 Months Ended				3 Months Ended				9 Months Ended		12 Months Ended
Commitments and Contingencies (Details) - USD ($)	May 12, 2025	Apr. 01, 2025	Mar. 31, 2025	Mar. 06, 2025	Nov. 13, 2024	Jun. 30, 2025	Apr. 30, 2025	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2023	Mar. 05, 2025	Dec. 31, 2024
Commitments and Contingencies [Line Items]
Compensation for services						$ 50,000					$ 506,819	$ 164,647
BHHI common stock, value
Share price (in Dollars per share)																		$ 125
Advertising and marketing expense										$ 182,216			$ 160,270	$ 475,972	$ 160,478
Other income										30,800			0	73,450	0
Outstanding amount										$ 116,669				$ 116,669
Shares issued (in Shares)										10,972,588				10,972,588				7,033,330
Fair market value per share (in Dollars per share)					$ 4
Grant for the total cost					$ 5,000,000
Price per share (in Dollars per share)	$ 4
Non-current prepaid expense in other assets																		$ 125
Software expense										$ 0
Non-current prepaid expense																		125
Consideration transaction	$ 225,000
Fair value measurement amount	2,942,136		$ 44,392									44,392
Capitalized implementation costs	76,671
Equity-Classified Awards [Member]
Commitments and Contingencies [Line Items]
Unrecognized compensation cost										4,500,000				$ 4,500,000
Weighted average period														6 years 3 months
Increase to stockholders' deficit														$ 471,466
Share Based Liability [Member]
Commitments and Contingencies [Line Items]
Increase to the stock-based compensation liability		$ 72,277	$ 44,392
Software Development [Member]
Commitments and Contingencies [Line Items]
Stock consideration - expensed	$ 39,998	30,946
Fair value measurement amount		$ 41,331
Maintenance Services with Artemis [Member] \| Equity-Classified Awards [Member]
Commitments and Contingencies [Line Items]
Software expense										0				159,091
Non-current prepaid expense																		62
Increase to stockholders' deficit										0				159,029
Increase to capitalized implementation costs										$ 0				312,500
Development Services Rendered [Member] \| Equity-Classified Awards [Member]
Commitments and Contingencies [Line Items]
Non-current prepaid expense																		63
Increase to stockholders' deficit														312,437
Common Stock [Member]
Commitments and Contingencies [Line Items]
Compensation for services											$ 5
BHHI common stock, value
Additional shares issued (in Shares)	234,375											56
Shares issued (in Shares)					937,500
Shares granted (in Shares)											50,000
Marketing Agreement [Member]
Commitments and Contingencies [Line Items]
Compensation for services									$ 100,000					$ 100,000
Additional shares issued (in Shares)														50,000
Share price (in Dollars per share)										$ 9				$ 9
Advertising and marketing expense										$ 33,333				$ 100,000
Outstanding amount										61,000				61,000				61,000
Broncos Sponsorship Agreement [Member]
Commitments and Contingencies [Line Items]
Marketing expenses																$ 305,000
Other income													244,000		244,000
Technology Purchase Agreements [Member]
Commitments and Contingencies [Line Items]
Non-current prepaid expense																		$ 63
Technology Purchase Agreements [Member] \| Common Stock [Member]
Commitments and Contingencies [Line Items]
Shares issued (in Shares)					312,500
SAAS Agreement [Member]
Commitments and Contingencies [Line Items]
Price per share (in Dollars per share)	$ 4
Consideration transaction	$ 25,000
EVEMeta [Member]
Commitments and Contingencies [Line Items]
Stock consideration - expensed					$ 1,250,000
EVEMeta [Member] \| Common Stock [Member]
Commitments and Contingencies [Line Items]
Shares issued (in Shares)					312,500
EVEMeta [Member] \| Technology Purchase Agreements [Member]
Commitments and Contingencies [Line Items]
Shares granted (in Shares)					1,250,000
Artemis [Member]
Commitments and Contingencies [Line Items]
Stock consideration - expensed					$ 3,750,000
First Tranche [Member] \| Marketing Agreement [Member]
Commitments and Contingencies [Line Items]
Compensation for services														50,000
Second Tranche [Member]
Commitments and Contingencies [Line Items]
Compensation for services							$ 50,000
Liability-Classified Awards [Member]
Commitments and Contingencies [Line Items]
Stock consideration - expensed	$ 116,669													39,998
Maximum [Member] \| Aforementioned [Member] \| Equity-Classified Awards [Member]
Commitments and Contingencies [Line Items]
Increase to stockholders' deficit														312,437
Maximum [Member] \| Broncos Sponsorship Agreement [Member]
Commitments and Contingencies [Line Items]
Reduction from payment of agreement								$ 305,000
Minimum [Member] \| Aforementioned [Member] \| Equity-Classified Awards [Member]
Commitments and Contingencies [Line Items]
Increase to stockholders' deficit														159,029
Minimum [Member] \| Broncos Sponsorship Agreement [Member]
Commitments and Contingencies [Line Items]
Reduction from payment of agreement								$ 61,000
IPO [Member]
Commitments and Contingencies [Line Items]
BHHI common stock, value														1,234
After the completion days				10 days
Share price (in Dollars per share)																	$ 4
Shares issued (in Shares)							29,305
Price per share (in Dollars per share)					$ 4
IPO [Member] \| Common Stock [Member]
Commitments and Contingencies [Line Items]
BHHI common stock, value														101,867
IPO [Member] \| Marketing Agreement [Member]
Commitments and Contingencies [Line Items]
Compensation for services										$ 66,666
BHHI common stock, value									$ 200,000					$ 200,000
Additional shares issued (in Shares)									50,000

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
OPERATING ACTIVITIES
Net Income (Loss)	$ (232,254)	$ (3,001,182)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-Based Compensation	700,140	137,006
Amortization of Debt Discount	100,781	46,410
Loan Extension Fees		997,253
Interest Payment in Shares		280,000
Change in Fair Value of Stock-Based Compensation Liability - Software Expense	39,998
Other Expense - Stock-Based Compensation Liability	133,331
Issuance of Common Stock for Services - Marketing Expenses	133,334
Issuance of Common Stock for Services - Software Expenses	159,091
Foreign Currency Gain (Loss)	(437)
Net Unrealized Gain on Equity Securities	(4,080,000)
Changes in operating assets and liabilities:
Prepaid Expenses and Other Current Assets	(28,647)
Other Receivable	17,398
Other Current Assets	(15,000)	12,459
Accounts Payable	(752,266)	553,234
Related Party Payable	(24,303)	14,067
Accrued Payroll	(251,043)	154,698
Accrued Liabilities	28,893	(529,382)
Accrued Interest	(146,084)	636,535
Share Payable	(6,266)	100,349
Other Current Liabilities	7,373	70,049
Net Cash Flows Used In Operating Activities	(4,215,961)	(528,504)
INVESTING ACTIVITIES
Investment in Equity Securities	(4,000,000)
Net Cash Flows Used In Investing Activities	(4,000,000)
FINANCING ACTIVITIES
Proceeds from Notes Payable	101,650	292,900
Repayment of Notes Payable	(399,126)	(25,000)
Cash paid for the settlement of the Stock-Based Compensation Liability	(250,000)
Repayment of Convertible Debt - December 2024, net	(227,500)
Proceeds from Convertible Debt - December 2024, net	105,000	151,620
Proceeds from the sale of Common Stock in IPO	6,785,000
Proceeds from the sale of Common Stock		100,000
Offering Costs Paid, Netted against IPO Proceeds	(1,250,800)
Offering Costs Paid	(761,422)	(5,000)
Offering Costs Paid, Netted against PIPE Offering Proceeds	(1,321,205)
Proceeds from the sale of Series B Convertible Preferred Stock and Warrants	15,000,000
Proceeds from the Collection of Subscription Receivable	713
Net Cash Flows Provided By Financing Activities	17,782,310	514,520
Net change in cash	9,566,349	(13,984)
Cash at the beginning of the period	29,228	33,889
Cash at the end of the period	9,595,577	19,905
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for Interest	532,943	25,000
NONCASH INVESTING AND FINANCING ACTIVITIES
Conversion of Convertible Debt and Accrued Interest into Common Stock	6,765,772
Issuance of Underwriter Warrants included as Offering Costs	130,980
Change in Stock-Based Compensation Liability Capitalized to Implementation Costs	76,671
Prepaid Expenses Reclassified to Issuance of Common Stock for Services - Software Expense	62
Prepaid Expenses Reclassified to Capitalized Implementation Costs	63
Issuance of Common Stock for Capitalized Implementation Costs	312,437
Deferred Offering Costs In Connection with IPO		295,019
Deferred Offering Costs at December 31, 2024 Reclassified to Offering Costs	1,219,176
Other Current Assets Reclassified to Other Receivables	18,081
Other Current Assets Reclassified to Prepaid Expenses	250
Write Off of Deferred Offering Costs Accrued at December 31, 2024	115,000
Conversion of Series A Preferred Stock to Common Stock	420
Prepaid Expenses Recognized by Issuance of Common Stock	66,666
Issuance of Shares Payable - Subscription	25,000
Issuance of Placement Agent and H.C. Wainwright Warrants included as Offering Costs - PIPE Offering	1,106,389
Issuance of Common Stock for Services Included in Offering Costs - PIPE Offering	258,000
Shares Payable and Offering Costs - PIPE Offering	$ 220,200

Subsequent Events

9 Months Ended

Sep. 30, 2025

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 11 — SUBSEQUENT EVENTS

The Company has evaluated events and transactions subsequent to September 30, 2025 through the date these condensed consolidated financial statements were included on Form 10-Q and filed with the SEC. Other than the matters described below, there are no additional subsequent events identified that would require disclosure in the condensed consolidated financial statements.

The Merger Agreement

The Company entered into a Merger Agreement dated as of October 12, 2025, by and among the Company, House of Doge, and the Merger Sub. The Merger Agreement and the transactions contemplated thereby were unanimously approved by the respective boards of directors of both Brag House and House of Doge. Pursuant to the Merger Agreement, upon the terms and subject to the conditions set forth therein, among other things, House of Doge will merge (the “Merger”) with and into Merger Sub, with House of Doge continuing as the surviving entity and a wholly owned subsidiary of the Company.

In exchange for the outstanding shares of the House of Doge’s common stock and outstanding restricted stock units (“RSUs”), Brag House will issue shares of its common stock and a new class of preferred stock (that will be convertible into shares of common stock) and RSUs constituting an aggregate of approximately 663,250,176 shares of its common stock, on a fully diluted basis, to House of Doge’s shareholders and RSU holders, provided that any shares of its common stock that House of Doge issues to non-affiliates in arms-length commercial business transactions it negotiates in good faith in the ordinary course of business prior to the effective time of the Merger (the “Effective Time”) will also be exchanged in the Merger and, therefore, cause the number of shares of common stock that Brag House issues in the Merger to proportionately increase. House of Doge will also issue 9,000,000 shares of its common stock to Lavell Juan Malloy, II, Brag House’s CEO, and certain other individuals or representatives of Brag House to be identified by Brag House (the “Purchaser Representatives”) prior to the closing (the “Closing”) of the transactions contemplated by the Merger Agreement (the “Transactions”). Upon consummation of the Merger, House of Doge will become the majority shareholder of Brag House. Following the Merger, Brag House’s common stock shall continue to be listed on The Nasdaq Stock Market LLC (“Nasdaq”) and Brag House will be renamed “House of Doge Inc.”

Promissory Note

On October 14, 2025, in connection with the Merger Agreement, the Company executed a promissory note with House of Doge for a loan of $8,000,000 which carries an interest rate of 5% on the basis of a 360-day year. The maturity date of this loan is April 4, 2026.

Pre-Funded Warrants

On November 10 , 2025, the Company exercised all outstanding Pre-Funded Warrants for shares of CleanCore’s Class B Common Stock. As a result, the Company was issued 4,000,000 shares of CleanCore’s Class B Common Stock upon exercise of the Pre-Funded Warrants.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2025

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Principles of Consolidation

Segment Reporting

Use of Estimates

Cash and Cash Equivalents

Allowance for Credit Losses

Offering Costs

Subscription Receivable

During the nine and three months ended September 30, 2025, the Company received $713 in cash from outstanding subscriptions receivable and wrote off the remaining balance of $2,987.

Employee Retention Tax Credit

Accounts Payable

Concentration of Credit Risk

Advertising and Marketing

Fair Value Measurements

	Level 1:	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date.

	Level 2:	Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies.

	Level 3:	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. The significant unobservable inputs used in the fair value measurement for nonrecurring fair value measurements of long-lived assets include pricing models, discounted cash flow methodologies and similar techniques.

Equity Awards with a Guaranteed Minimum-Value Cash Settlement - Technology Purchase Agreements

Please refer to Notes 4 and 5 for a detailed explanation of the terms of the technology purchase agreements.

Cloud Computing Arrangements - Technology Purchase Agreements

Convertible Debt

Shares Payable

Revenue Recognition

The Company recognizes revenue from the sale of products and services in accordance with ASC 606, “Revenue Recognition” following the five step procedure:

Step 1: Identify the contract(s) with customers

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to performance obligations

Step 5: Recognize revenue when or as performance obligations are satisfied

Foreign Currency Translation

Comprehensive Income (Loss)

Net Income (Loss) per Common Share

	As of September 30,
	2025		2024
Convertible Debt		—		1,813,923
Unvested Restricted Stock		17,446		87,514
Shares Payable		300,355		—
Convertible Preferred Stock		15,923,567		82,096
Warrants		7,581,490		—
Stock Options		885,588		—
Total		24,708,446		1,983,533

The table below represents the calculation for both basic and diluted net income (loss) per share:

	Nine Months Ended September 30,						Three Months Ended September 30,
	2025			2024			2025		2024
Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636	$	(1,010,058	)
Weighted-average Shares Outstanding – Basic		9,786,460			5,664,529			10,829,664		5,688,797
Income (Loss) per share – Basic	$	(0.02	)	$	(0.53	)	$	0.23	$	(0.18	)
Net Income (Loss)	$	(232,254	)	$	(3,001,182	)	$	2,540,636	$	(1,010,058	)
Increase to Net Income attributable to dilutive instruments		-			-			-		-
Net Income available to Common Shareholders – Diluted	$	(232,254	)	$	(3,001,185	)	$	2,540,636	$	(1,010,058	)
Weighted-average Shares Outstanding – Basic		9,786,460			5,664,529			10,829,664		5,688,797
Effect of Unvested Restricted Stock		-			-			17,446		-
Effect of Shares Payable		-			-			241,659		-
Effect of Convertible Preferred Stock		-			-			10,731,100		-
Effect of Warrants		-			-			3,657,119		-
Effect of Stock Options		-			-			610,858		-
Weighted-average Shares Outstanding – Diluted*		9,786,460			5,664,529			26,087,846		5,688,797
Income (Loss) per share – Diluted	$	(0.02	)	$	(0.53	)	$	0.10	$	(0.18	)

*	Only noted for the periods in which the result is not anti-dilutive.

Income Taxes

The Company records interest related to unrecognized tax benefits in interest expense and penalties in selling, general and administrative expenses.

The Company’s effective tax rate is 0% for the three and nine months ended September 30, 2025 and 2024.

Stock-Based Compensation

Investment in Equity Securities

Recently Issued but not yet Adopted Accounting Pronouncements

Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) - $ / shares	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Fair Market Value (in Dollars per share)	$ 1	$ 0.73
Underwriter Warrants [Member]
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Fair Market Value (in Dollars per share)	$ 4.3
Risk-free interest rate	4.00%
Expected term	4 years 6 months
Expected volatility	87.00%
Dividend yield	0.00%
Black Scholes Option [Member]
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Dividend yield	0.00%
Black Scholes Option [Member] \| Minimum [Member]
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Fair Market Value (in Dollars per share)	$ 0.57
Risk-free interest rate	3.84%
Expected term	5 years 1 month 17 days
Expected volatility	83.60%
Black Scholes Option [Member] \| Maximum [Member]
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Fair Market Value (in Dollars per share)	$ 0.84
Risk-free interest rate	4.00%
Expected term	5 years 9 months
Expected volatility	84.50%
Binomial Lattice Option Pricing Model,[Member]
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Risk-free interest rate	4.39%
Expected term	10 years
Expected volatility	82.40%
Dividend yield	0.00%
Exercise Multiple to Strike Price (in Dollars per share)	$ 2.2
Derived Service Period	7 years 4 months 6 days
Private Investment into Public Entity PIPE [Member]
Stockholders' Equity - Schedule of Fair Value of the Underwriter Warrants Using Black-Scholes Option Pricing Model Level 3 Measurements (Details) [Line Items]
Fair Market Value (in Dollars per share)	$ 1.13
Risk-free interest rate	3.92%
Expected term	5 years
Expected volatility	73.20%
Dividend yield	0.00%

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($)

3 Months Ended

9 Months Ended

Sep. 30, 2025

Sep. 30, 2024

Sep. 30, 2025

Sep. 30, 2024

Revenues:

Total Revenues

$ 55

Cost of Sales

Cost of Sales

464

Total Cost of Sales

464

Gross Profit (Loss)

(409)

Operating Expenses:

Advertising and Marketing

182,216

160,270

475,972

160,478

Legal and Professional

374,943

224,510

843,712

486,262

Selling, General and Administrative

713,416

113,566

1,595,027

457,362

Software Expense

14,880

240,215

Software Development

457

6,118

1,621

18,955

Stock-Based Compensation

344,569

44,974

700,140

137,006

Total Operating Expenses

1,630,481

549,438

3,856,687

1,260,063

Other (Income) Expense:

Interest Expense and Amortization of Debt Discount

704,239

438,709

1,985,213

Other Income

(91,131)

(244,235)

(162,441)

(245,269)

Other Expenses

46,405

Other Expense - Stock-Based Compensation Liability

133,331

Foreign Currency (Gain) Loss

616

(437)

766

Net Unrealized Gain on Equity Securities

(4,080,000)

Total Other (Income) Expense, Net

(4,171,117)

460,620

(3,624,433)

1,740,710

Income (Loss) from Continuing Operations Before Income Taxes

2,540,636

(1,010,058)

(232,254)

(3,001,182)

Provision for Income Taxes

Net Income (Loss)

2,540,636

(1,010,058)

(232,254)

(3,001,182)

Total Comprehensive Income (Loss)

$ 2,540,636

$ (1,010,058)

$ (232,254)

$ (3,001,182)

Net Income (Loss) per Common Share - Basic (in Dollars per share)

$ 0.23

$ (0.18)

$ (0.02)

$ (0.53)

Weighted Average Shares Outstanding - Basic (in Shares)

10,829,664

5,688,797

9,786,460

5,664,529

Net Income (Loss) per Common Share - Diluted (in Dollars per share)

$ 0.1

$ (0.18)

$ (0.02)

$ (0.53)

Weighted Average Shares Outstanding - Diluted (in Shares)

^[1]

26,087,846

5,688,797

9,786,460

5,664,529

Tournament Revenues

Revenues:

Total Revenues

Live-streaming Services

Revenues:

Total Revenues

$ 55

[1]	Only noted for the periods in which the result is not anti-dilutive.

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2025

Commitments and Contingencies [Abstract]

Schedule of Non-Employee Stock-Based Compensation Costs

	Nine Months Ended September 30,				Three Months Ended September 30,
	2025		2024		2025		2024
Stock Consideration - Total Expensed	$	199,089	$	-	$	-	$	-
Stock Consideration - Total Capitalized	$	389,171	$	-	$	-	$	-

The Company recognized the following amounts in non-employee equity-classified stock-based compensation costs for the nine and three months ended September 30, 2025 and 2024:

	Nine Months Ended September 30,				Three Months Ended September 30,
	2025		2024		2025		2024
Equity-Classified Awards - Expensed	$	159,091	$	-	$	-	$	-
Equity-Classified Awards - Capitalized	$	312,500	$	-	$	-	$	-

The Company recognized the following amounts in non-employee liability-classified stock-based compensation costs for the nine and three months ended September 30, 2025 and 2024:

	Nine Months Ended September 30,				Three Months Ended September 30,
	2025		2024		2025		2024
Liability-Classified Awards - Expensed	$	39,998	$	-	$	-	$	-
Liability-Classified Awards - Capitalized	$	76,671	$	-	$	-	$	-

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2025	Nov. 12, 2025
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Sep. 30, 2025
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q3
Entity Information [Line Items]
Entity Registrant Name	BRAG HOUSE HOLDINGS, INC.
Entity Central Index Key	0001903595
Entity File Number	001-42525
Entity Tax Identification Number	87-4032622
Entity Incorporation, State or Country Code	DE
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	45 Park Street
Entity Address, City or Town	Montclair
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07042
Entity Phone Fax Numbers [Line Items]
City Area Code	(413)
Local Phone Number	398-2845
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	TBH
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		19,799,090

Stockholders' Equity

9 Months Ended

Sep. 30, 2025

Stockholders Equity [Abstract]

STOCKHOLDERS’ EQUITY

NOTE 5 — STOCKHOLDERS’ EQUITY

Capital Structure

On December 3, 2021, BHHI was incorporated and the Company authorized 50,000,000 shares of Common Stock with a par value of $0.0001 per share and 5,000,000 shares of preferred stock with a par value of $0.0001 per share. On February 22, 2022, the certificate of incorporation was amended and the Company authorized 250,000,000 shares of Common Stock with a par value of $0.0001 per share and 25,000,000 shares of preferred stock with a par value of $0.0001 per share. Further, the Company designated 200,000 shares of preferred stock as Series A Preferred Stock with a par value of $0.0001 per share. Shares of Convertible Series A Preferred Stock and Common Stock (the “Junior Securities”) are entitled to one vote for each share. In order of liquidation rights, distributions will be made to the Series A Preferred holders then to the holders of the other remaining Junior Securities, which are currently Common Stock. The Series A Preferred Stock has a liquidation preference of $0.50 per share in the event of a liquidation and distribution. Further, each share of Convertible Series A Preferred Stock shall automatically convert into one share of Common Stock upon consummation of an underwritten public offering of Common Stock. The Company completed an initial public offering during March of 2025. Please refer to Note 1 and the following section for the details of the IPO. There were no shares of Series A Preferred Stock issued and outstanding during any period since inception, and 0 shares and 82,096 shares of Preferred Stock issued and outstanding as of September 30, 2025 and December 31, 2024, respectively. Further, a total of 10,972,588 and 7,033,330 shares of Common Stock were issued and outstanding as of September 30, 2025 and December 31, 2024, respectively.

In July of 2025, the Company filed a certificate of designation and a subsequent amendment to the certificate of designation with the Secretary of State of the State of Delaware to designate 15,000 shares of the available 24,800,000 shares of Preferred Stock as Series B Convertible Preferred Stock (“Series B Preferred Stock”). Each share is convertible at the option of the holder into shares of Common Stock at a conversion price of $0.942. The Series B Preferred Stock is not redeemable into cash or other assets and is classified as permanent equity. On July 30, 2025, an amendment was filed to establish that each share of Series B Preferred Stock is non-voting. All 15,000 shares were issued and outstanding as of September 30, 2025. Please refer to the Private Investment into Public Entity (PIPE) section below.

Initial Public Offering

On February 14, 2025, the Company received its notice of effectiveness from the SEC and became a public company. On March 5, 2025, the Company entered into a material definitive agreement in the form of an underwriting agreement with Kingswood as representative of the underwriters named therein, for the offer and sale of 1,475,000 shares of the Company’s Common Stock at a public offering price of $4.00 per share for gross proceeds, before deducting underwriting discounts and other related expenses, of $5.9 million. Underwriting discounts and other related expenses totaled $1.1 million and were recorded as offering costs during the nine months ended September 30, 2025, for total net proceeds of $4.8 million. Payment of those offering costs was made directly from the proceeds of the offering. No such amounts were recorded during the three months ended September 30, 2025.

On March 6, 2025, the Company’s shares began trading on Nasdaq under the symbol “TBH” and on March 7, 2025, the Company filed its prospectus with the SEC and completed its IPO.

On March 10, 2025, Kingswood, as representative of the underwriters, exercised in full its option to purchase an additional 221,250 shares of the Company’s common stock to cover over-allotments at a public offering price of $4.00 per share for gross proceeds from the over-allotment exercise of $885,000. Underwriting discounts and other related expenses totaled $95,800, and are recorded as offering costs during the nine months ended September 30, 2025 for total net proceeds of $789,200. Payment of those offering costs was made directly from the proceeds of the offering. No such amounts were recorded during the three months ended September 30, 2025. Please refer to Note 1 for further detail.

Offering costs represent legal, accounting and other direct costs related to the IPO, which closed on March 7, 2025. Prior to the close of the IPO, these costs were recognized as deferred offering costs. These direct offering costs were reclassified to additional paid-in capital from deferred offering costs. The Company recorded $0 and $1,219,176 of deferred offering costs in the accompanying condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024, respectively. During the nine months ended September 30, 2025 and 2024, the Company incurred a total of $131,922 and $295,019, respectively, in additional deferred offering costs in connection with the offering of equity securities in the IPO. During the three months ended September 30, 2025 and 2024, the Company incurred a total of $0 and $24,906, respectively, in additional deferred offering costs in connection with the offering of equity securities. As of September 30, 2025, a total of $1,351,098 was reclassified from deferred offering costs to offering costs. Of this amount, $1,236,098 is recorded as offering costs and the remaining $115,000 was paid directly from the IPO proceeds and included in the offering costs which are netted against the IPO proceeds on the condensed consolidated statements of changes in stockholders’ equity (deficit).

Incentive Award Plan

On June 11, 2024, the Company’s Board of Directors adopted the 2024 Omnibus Incentive Plan (“Stock Incentive Plan”), which was approved by its stockholders on June 13, 2024. On December 31, 2024 the Company’s Board of Directors adopted the Stock Incentive Plan, which was approved by the Company’s stockholders on January 30, 2025. The Stock Incentive Plan became effective on February 13, 2025. The Stock Incentive Plan will provide for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code (“Code”) to the Company’s employees, and for the grant of stock options (including incentive stock options (“ISOs”) and non-qualified stock options (“NSOs”), SARs, restricted stock, restricted stock units (“RSUs”), and other stock-based and cash-based incentive awards, and other stock-based performance awards to the Company’s employees, directors, and consultants (collectively, “Awards”).

A total of 2,250,000 shares of common stock will be reserved for issuance pursuant to the Stock Incentive Plan (“Plan Share Reserve”). The Plan Share Reserve shall be increased on the first day of each fiscal year beginning with the 2025 fiscal year, in an amount equal to the lesser of (i) ten percent (10.0%) of the outstanding shares of common stock on the last day of the immediately preceding fiscal year and (ii) an amount determined by the Board of Directors.

Shares with respect to which options or SARs are not exercised prior to termination of the option or SAR, shares that are subject to restricted stock units which expire without converting to Common Stock, and shares of restricted stock which are forfeited before the restrictions lapse, shall be available for grants of new Awards under the Stock Incentive Plan. Notwithstanding the foregoing, neither (i) shares accepted by the Company in payment of the exercise price of any option, if permitted under the terms of such option, nor (ii) any shares withheld from a participant, or delivered to the Company in satisfaction of required withholding taxes arising from Awards, nor (iii) the difference between the total number of shares with respect to SAR, shall be available for reissuance under the Stock Incentive Plan.

Awards granted under the Stock Incentive Plan upon the assumption of, or in substitution for, awards authorized or outstanding under a qualifying equity plan maintained by an entity directly or indirectly acquired by the Company will not reduce the shares available for grant under the Stock Incentive Plan. However, any such shares issued in connection with the assumption of, or in substitution for, outstanding options intended to qualify as incentive stock options shall be counted against the aggregate number of shares of Common Stock available for Awards of incentive stock options under the Plan. Subject to applicable stock exchange requirements, available shares under a stockholder-approved plan of an entity directly or indirectly acquired by the Company may be used for Awards under the Stock Incentive Plan and shall not reduce the number of shares of Common Stock available for issuance under the Stock Incentive Plan.

The Compensation Committee of the Company’s Board of Directors will administer the Stock Incentive Plan (the “Administrator”). Each Award will be set forth in a separate agreement and will indicate the type and terms and conditions of the Award. Compensation for grants of awards will be determined in accordance with the Company’s stock-based compensation policy.

As of September 30, 2025, the Company has issued stock options to Executives, an employee, Directors and a contractor of the Company with options reserved in the Stock Incentive Plan to purchase a total of 1,950,000 shares of Common Stock. Please refer to the Stock Options section below.

Underwriter Warrants

Pursuant to the underwriting agreement, the Company issued to the underwriters on the closing date of the IPO (the “Closing Date”), warrants (the “Underwriter Warrants”) to purchase an aggregate of 44,250 shares of the Company’s common stock, representing 3% of the shares issued on the Closing Date. The Underwriter Warrants will be exercisable, in whole or in part, commencing on September 3, 2025, and expiring on September 9, 2029, at an initial exercise price per share of common stock of $4.00, which is equal to 100% of the offering price. No warrants have been exercised as of September 30, 2025.

The Underwriter Warrants are classified as equity instruments in accordance with ASC 815-40, “Derivatives and Hedging – Contracts in Entity’s Own Equity”. The warrants are considered indexed to the Company’s own stock and meet the equity classification criteria under GAAP.

The fair value of the underwriter warrants was estimated using the Black-Scholes option pricing model, a Level 3 measurement, with the following assumptions:

●	Stock Price:	$4.30

●	Risk-free interest rate:	4.00%

●	Expected term:	4.5 years

●	Expected volatility:	87.00%

●	Dividend yield:	0%

The estimated fair value of the Underwriter Warrants on the grant date was approximately $2.96 per share for a total value of $130,980 which was accounted for as a cost of issuing equity, in offering costs. Accordingly, it has been recorded as a reduction to the additional paid-in capital in the statement of stockholders’ equity (deficit), in accordance with SEC Staff Accounting Bulletin Topic 5.A.

The Company does not have liability classified warrants.

Stock Options

During the nine months ended September 30, 2025, the Company issued stock options (“Options”) to Executives, an employee, Directors and a contractor of the Company to purchase a total of 1,950,000 shares of Common Stock. Vesting terms extend from three to four years, with some of the Options vesting immediately. As of September 30, 2025, 968,504 Options had vested. The Options carry strike prices ranging from $0.576 to $1.00. Stock options issued to purchase 1,052,888 shares of Common Stock were issued with a strike price that was at the money (“at-the-money options”) and the remaining stock options to purchase 897,112 shares of Common Stock were issued with a strike price that was out of the money (“out-of-the-money options”). The Company uses the “simplified method” to estimate the expected term for stock options that have exercise prices issued at-the-money, consistent with SEC Staff Accounting Bulletin Topic 14, and uses the Black-Scholes option pricing model to determine the fair value of these stock options. For stock options with exercise prices at issuance that are out-of-the-money, the Company uses a Binomial Lattice model, which incorporates assumptions about future exercise behavior and potential changes in stock price over the life of the award.

The Options are classified as equity instruments and accounted for in accordance with ASC 718, “Compensation - Stock Compensation”.

The fair value of the at-the-money options was estimated using the Black-Scholes option pricing model, a Level 3 measurement, with the following assumptions:

●	Stock Price:	$0.57 - $0.84

●	Risk-free interest rate:	3.84% - 4%

●	Expected term:	5.13 - 5.75 years

●	Expected volatility:	83.6% - 84.5%

●	Dividend yield:	0%

The fair value of the out-of-the-money options was estimated using the Binomial Lattice option pricing model, a Level 3 measurement, with the following assumptions:

●	Stock Price:	$0.73

●	Risk-free interest rate:	4.39%

●	Expected term:	10 years

●	Expected volatility:	82.4%

●	Dividend yield:	0%

●

Exercise Multiple to Strike Price:

2.2x

●

Derived Service Period:

7.35 years

The estimated fair values of the Options on the grant dates were within a range of $0.38 and $0.60 per share for a total value of $830,477. The Company recognized stock-based compensation of $426,173 and $161,845 for the vested Options for employees, which was classified as stock-based compensation for the nine and three months ended September 30, 2025, respectively. The Company recognized stock-based compensation of $146,467 and $140,224 for the vested Options for non-employees in connection with legal and professional expenses for the nine and three months ended September 30, 2025, respectively.

The following is an analysis of BHHI stock options issued as compensation:

	Nonvested Shares			Weighted Average Exercise Price
Nonvested shares, December 31, 2024		—		$	—
Granted		—		$	—
Vested		—		$	—
Forfeited		—		$	—
Nonvested shares, March 31, 2025		—		$	—
Granted		1,052,888		$	0.65
Vested		(436,833	)	$	0.62
Forfeited		—		$	—
Nonvested shares, June 30, 2025		616,055		$	0.68
Granted		897,112		$	1.00
Vested		(975,954	)	$	0.98
Forfeited		—		$	—
Nonvested shares, September 30, 2025		537,213		$	0.68

Stock Issuances

In March of 2024, the Company sold 29,094 shares of BHHI Common Stock for total proceeds of $100,000. These were issued during May of 2024 and, therefore, issued and outstanding as of September 30, 2024.

During the nine months ended September 30, 2024, the Company incurred an additional $5,000 in costs connected with the offering of equity securities. During the three months ended September 30, 2024, no additional offering costs were incurred. The balance of offering costs was $312,296 at September 30, 2024. These amounts were netted against the additional paid in capital balances in each year presented on the consolidated balance sheets.

During the nine months ended September 30, 2024, the Company issued shares payable to vendors and contractors and shares in connection with the issuance of convertible debt securities, which were designated as equity kicker shares, and made up the balance of shares payable in prior periods. A total of 135,911 shares of common stock were issued and outstanding with a total value of $351,405. During the three months ended September 30, 2024, no additional shares payable to vendors and contractors and shares in connection with the issuance of convertible debt securities, which were designated as equity kicker shares, were issued. Further, the Company received and retired 208,010 shares of common stock from previous shareholders with a total value of $576.

On November 13, 2024, the Company entered into a MSA with Artemis to develop software for the Company and provide certain services. Please refer to Note 4. As of September 30, 2025, 312,500 of the shares have been released from the lock-up provisions. The Company has recognized the par value of the shares, equaling $125, as an increase to Common Stock and other assets as of December 31, 2024. On March 7, 2025, the services per the SaaS Agreement and MSA began and the Company began recognizing compensation expenses as services were provided.

During the nine and three months ended September 30, 2025, $312,500 and $0, respectively, was recognized as capitalized implementation costs, in connection with the software development services in the MSA with Artemis, as the value for the services that were completed as of period end. Amortization of the capitalized implementation costs to software expense has not commenced as of September 30, 2025. A total of $159,091 and $0 was also recognized as software expense, in connection with the services and maintenance services in the MSA with Artemis and the SaaS with EVEMeta, as the value for the services that were completed during the nine and three months ended September 30, 2025, respectively. Please refer to Note 2 and Note 4 for further detail on these technology purchase agreements.

In December of 2024, the Company sold 6,250 shares of common stock for total cash proceeds of $25,000 to the Company’s current CFO, Chetan Jindal. The shares of common stock are to be issued immediately after the consummation of the IPO, in accordance with the subscription agreement. These shares were issued in April.

In March of 2025, the Company’s Board of Directors issued their unanimous consent to issue shares in connection with several transactions and the Company issued those shares. The Company authorized and issued 56 shares of common stock owed in January of 2025. The issuance of these shares did not have an impact on the balance in equity.

In March of 2025, the Company authorized and issued 82,096 shares of Common Stock due to the conversion of each share of preferred stock to one share of Common Stock as a result of the IPO.

In accordance with the Marketing agreement detailed in Note 4, $200,000 worth of the Company’s Common Stock, priced at the Company’s IPO price of $4.00 per share became due within ten business days of the Listing Date. The Company issued the shares, totaling 50,000 shares, in April of 2025, subsequent to the due date of March 20, 2025.

In April of 2025, the Company also issued 1,875 shares of Common Stock in repayment of accrued interest of $7,500, subsequent to the maturity date of February 15, 2025.

Restricted Stock Agreements

BHI, and therefore the Company, entered into Restricted Stock Purchase Agreements (“RSPA”) with various employees and advisors. The share exchanges that occurred during 2021 and 2022 have an effect on the number of restricted shares that are vested and unvested as of the end of each respective reporting period.

During the year ended December 31, 2020, BHI also entered into various RSPAs with an employee and two advisers, pursuant to which BHI sold 225,000 shares of restricted common stock in BHI at par value of $0.0001 per share for cash proceeds of $22. The restricted stock vests at varying rates. As of September 30, 2025, the Company wrote off the $22 recorded as contra equity on the December 31, 2024 condensed consolidated balance sheets as this amount was deemed uncollectable. As of September 30, 2025 and 2024, 61,880 and 61,594 shares of common stock were considered vested, respectively, and the Company recognized stock-based compensation expense of $0 and $9,505 for the restricted shares that vested during the nine months ended September 30, 2025 and 2024, respectively. The Company recognized stock-based compensation expense of $0 and $2,474 for the restricted shares that vested during the three months ended September 30, 2025 and 2024, respectively. All shares were fully vested as of December 31, 2024, and no unamortized stock compensation remained.

On February 10, 2022, the Company issued a restricted stock award to its outside legal counsel for 279,129 shares of common stock. The restricted stock vests 25% immediately and 25% over the next three years at each anniversary. As of September 30, 2025 and 2024, 261,684 and 191,901 shares of common stock were considered vested, and the Company recognized stock-based compensation expense of $127,500 for the restricted shares that vested during each nine-month period ended September 30, 2025 and 2024, respectively. The Company recognized stock-based compensation expense of $42,500 for the restricted shares that vested during each three-month period ended September 30, 2025 and 2024, respectively. As of September 30, 2025, unamortized stock compensation of $42,500 remained.

The following is an analysis of BHI and BHHI shares of Common Stock issued as compensation subsequent to the US Reorganization and presented entirely as BHHI Common Stock:

	Nonvested Shares			Weighted Average Fair Value
Nonvested shares, December 31, 2024		69,782		$	2.44
Granted		—		$	—
Vested		(17,446	)	$	2.44
Forfeited		—		$	—
Nonvested shares, March 31, 2025		52,336		$	2.44
Granted		—		$	—
Vested		(17,446	)	$	2.44
Forfeited		—		$	—
Nonvested shares, June 30, 2025		34,890		$	2.44
Granted		450,000		$	1.06
Vested		(467,446	)	$	1.04
Forfeited		—		$	—
Nonvested shares, September 30, 2025		17,444		$	2.44

Private Investment into Public Entity (PIPE)

On July 24, 2025, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with twelve accredited investors (the “Investors”) for a private investment in public equity (the “PIPE Offering”) of 15,000 shares of its Series B Preferred Stock, par value $0.0001 per share convertible into 15,923,567 shares of Common Stock, par value $0.0001 per share, at a conversion price of $0.942 per share of Series B Preferred Stock, and an aggregate of 15,923,567 warrants (the “PIPE Warrants”) to acquire up to 15,923,567 shares of Common Stock. The purchase price of the securities was $1,000 per share of Series B Preferred Stock and accompanying 1,061.5711 PIPE Warrants to acquire up to 1,061.5711 shares of Common Stock, subject to beneficial ownership limitations. The PIPE Warrants issued in the PIPE Offering are exercisable immediately upon issuance at an exercise price of $0.817 per share and will expire five years from the date of issuance. No PIPE Warrants were exercised as of September 30, 2025.

The PIPE Offering closed on July 30, 2025, with aggregate gross proceeds totaling $15 million, before placement agent fees and other expenses which were directly deducted from the proceeds totaling $1,321,205. In addition to the fees directly deducted from the proceeds, the Company incurred an additional fee of $635,000, discussed further below, and other fees totaling $8,500 for total offering costs of $1,964,705. The Company intends to use the proceeds from the PIPE Offering for general corporate and working capital purposes.

The exercise price and number of shares of Common Stock issuable upon exercise of the PIPE Warrants is subject to appropriate adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting the Common Stock and the exercise price. Subject to limited exceptions, the Investors may not exercise any portion of the PIPE Warrants to the extent that the Investors would beneficially own more than 4.99% (or, at the election of the holder prior to the date of issuance, 9.99%) of the outstanding Common Stock after exercise. In the event of certain fundamental transactions, the holder of the PIPE Warrants will have the right to receive the Black Scholes Value (as defined in the PIPE Warrants) of its PIPE Warrants calculated pursuant to a formula set forth in the PIPE Warrants, payable in cash. There is no trading market available for the PIPE Warrants on any securities exchange or nationally recognized trading system. The Company does not intend to list the PIPE Warrants on any securities exchange or nationally recognized trading system.

Revere Securities, LLC acted as placement agent (the “Placement Agent”) in connection with the PIPE Offering, pursuant to that certain Placement Agent Agreement, dated as of July 24, 2025, between the Company and the Placement Agent, pursuant to which the Company paid the Placement Agent a total of $1,171,205 in fees, which were recognized as offering costs and included in the above $1,964,705 amount. Additionally, a total of 1,057,543 warrants were issued to the Placement Agent (the “Placement Agent Warrants”) to acquire up to 1,057,543 shares of Common Stock at an exercise price of $0.942 per share and will expire five years from the date of issuance. These warrants were valued using a Black-Scholes model calculation and were determined to have a fair value of $791,194, all of which were recognized as offering costs. No Placement Agent Warrants were exercised as of September 30, 2025.

In connection with the PIPE Offering and as a pre-condition to effecting the PIPE Offering through Revere Securities, LLC, the Company entered into an agreement to terminate its exclusive engagement with H.C. Wainwright & Co., LLC for professional services allowing the Company to proceed with the PIPE Offering. As consideration for the termination, the Company issued 536,093 warrants (the “H.C. Wainwright Warrants”) to acquire up to 536,093 shares of Common Stock at an exercise price of $1.884 per share, which will expire five years from the date of issuance. These warrants were valued using a Black-Scholes model calculation and were determined to have a fair value of $315,195, which was recognized as offering costs. Additionally, a cash payment of $635,000 was made, which was recognized as offering costs and included in the above $1,964,705 amount. No H.C. Wainwright Warrants were exercised as of September 30, 2025.

The fair value of the PIPE Warrants, Placement Agent Warrants and H.C. Wainwright Warrants was estimated using the Black-Scholes option pricing model, a Level 3 measurement, with the following assumptions:

●

Stock Price:

$1.130

●	Risk-free interest rate:	3.92%

●	Expected term:	5 years

●	Expected volatility:	73.2%

●	Dividend yield:	0%

The estimated fair values of the warrants on the grant dates were within a range of $0.59 and $ 0.78 per share for a total value of $13,498,967. The Company recognized the fair value of the Placement Agent Warrants and the H.C. Wainwright Warrants as offering costs in connection with the PIPE Offering, totaling $1,106,389 for the nine and three months ended September 30, 2025. The fair values attributed to the PIPE Warrants of $12,392,578 and the Series B Preferred Stock of $19,108,280 were used to bifurcate the PIPE Offering proceeds using the relative fair value method and resulted in an allocation of the proceeds of the PIPE Offering as $9,098,933 and $5,901,067 to the Series B Preferred Stock and PIPE Warrants, respectively, before deducting offering costs.

During the period from October 1, 2025 to November 12, 2025, holders of the Series B Preferred Stock converted a total of 6,902 shares into 7,327,378 shares of Common Stock. Further, during this period, a total of 1,598,843 PIPE Warrants were exercised at $0.817 per warrant for total proceeds of $1,306,255.

Common Stock Awards - PIPE

During the nine and three months ended September 30, 2025, the Company made two grants for 300,000 and 150,000 totaling 450,000 shares of fully vested Common Stock awards in exchange for legal and professional services, which are incremental costs in connection with the PIPE Offering and recognized as offering costs. The fair value of these shares at the date of grant was $0.73 and $1.72, respectively, and this resulted in fair values of $220,200 and $258,000, respectively, for a total cost of $478,200. The grant for 300,000 shares were not yet issued as of September 30, 2025. As a result, the fair value of those shares, $220,200, is recorded as shares payable.

Par Value Adjustment - Common Stock

During the three months ended September 30, 2025, the Company recorded a reclassification within stockholders’ equity (deficit) to correct the allocation between Common Stock and Additional Paid-In Capital. This adjustment ensured that the Common Stock account reflects the number of shares issued and outstanding multiplied by the par value. Following this reclassification, the ending balance of Common Stock was $1,097 as of September 30, 2025.

Nature of the Organization and Business (Details)										1 Months Ended	3 Months Ended						9 Months Ended
Nature of the Organization and Business (Details)	Sep. 02, 2025 USD ($) $ / shares shares	Jul. 25, 2025 USD ($) shares	May 12, 2025 USD ($) $ / shares	Mar. 10, 2025 USD ($) $ / shares shares	Mar. 05, 2025 USD ($) $ / shares shares	Oct. 11, 2024 $ / shares	Jun. 14, 2024 $ / shares shares	Aug. 16, 2021 $ / shares shares	Dec. 31, 2020 USD ($)	Jul. 31, 2025 shares	Sep. 30, 2025 USD ($) $ / shares shares	Jun. 30, 2025 USD ($)	Mar. 31, 2025 USD ($)	Sep. 30, 2024 USD ($)	Jun. 30, 2024 USD ($)	Mar. 31, 2024 USD ($)	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) shares	Dec. 31, 2024 USD ($) $ / shares	Feb. 22, 2022 $ / shares	Dec. 03, 2021 $ / shares	Aug. 16, 2021 £ / shares
Nature of the Organization and Business [Line Items]
Acquired shares \| shares										15,000
Preferred stock, par value \| $ / shares											$ 0.0001						$ 0.0001		$ 0.0001
Sale of shares \| shares				221,250														208,010
Offering price per share \| $ / shares			$ 4
Gross proceeds amount \| $					$ 5,900,000				$ 22									$ 100,000
Other related expenses \| $					$ 1,100,000
Shares issued rate																	3.00%
Initial exercise price per share \| $ / shares											$ 2.96						$ 2.96
Offering price rate																	100.00%
Accumulated deficit \| $											$ (14,879,956)						$ (14,879,956)		$ (14,647,702)
Net Income (Loss) \| $											$ 2,540,636	$ (1,705,217)	$ (1,067,673)	$ (1,010,058)	$ (956,963)	$ (1,034,161)	(232,254)	(3,001,182)
Net cash flows provided by (used in) operating activities \| $																	$ (4,215,961)	$ (528,504)
Gross proceeds \| $			$ 225,000
Warrants exercise price per share \| $ / shares	$ 0.0001
Warrant share \| shares											4,000,000						4,000,000
Warrant [Member]
Nature of the Organization and Business [Line Items]
Purchase an aggregate shares \| shares																	44,250
Pre-Funded Warrants [Member]
Nature of the Organization and Business [Line Items]
Purchase of warrants \| $	$ 4,000,000
Purchase price per warrant share \| $	$ 1
Preferred Stock [Member]
Nature of the Organization and Business [Line Items]
Preferred stock, par value \| $ / shares																				$ 0.0001	$ 0.0001
Net Income (Loss) \| $
BHL [Member]
Nature of the Organization and Business [Line Items]
Acquired shares \| shares								10,000,000
Price per share \| (per share)								$ 14.07														£ 0.0001
Ordinary shares, exchange \| shares								140,700,000
Common Stock [Member]
Nature of the Organization and Business [Line Items]
Reverse stock split received \| shares							1
Offering price per share \| $ / shares					$ 4
Purchase an aggregate shares \| shares				221,250
Initial exercise price per share \| $ / shares											$ 4						$ 4
Common Stock [Member] \| Original Reverse Stock Split [Member]
Nature of the Organization and Business [Line Items]
Reverse split shares						1 for 2.43615
Series A Preferred Stock [Member]
Nature of the Organization and Business [Line Items]
Reverse stock split received \| shares							1
Reverse split shares																	1 for 2.43615
Preferred stock, par value \| $ / shares											$ 0.0001						$ 0.0001		$ 0.0001
Series A Preferred Stock [Member] \| Preferred Stock [Member]
Nature of the Organization and Business [Line Items]
Reverse stock split received \| shares							5.1287
Preferred stock, par value \| $ / shares							$ 0.0001
Net Income (Loss) \| $
Series A Preferred Stock [Member] \| Preferred Stock [Member]
Nature of the Organization and Business [Line Items]
Preferred stock, par value \| $ / shares						$ 0.0001
Class B Common Stock [Member]
Nature of the Organization and Business [Line Items]
Warrant share \| shares	1
Over-Allotment Option [Member]
Nature of the Organization and Business [Line Items]
Sale of shares \| shares					1,475,000
Offering price per share \| $ / shares				$ 4
Gross proceeds amount \| $				$ 885,000
Other related expenses \| $				$ 95,800
Series B Convertible Preferred Stock [Member]
Nature of the Organization and Business [Line Items]
Sale of shares \| shares		15,000
Gross proceeds \| $		$ 15,000,000

Revenue Recognition

9 Months Ended

Sep. 30, 2025

Revenue Recognition [Abstract]

REVENUE RECOGNITION

NOTE 7 — REVENUE RECOGNITION

The Company recognizes revenue from the sale of products and services in accordance with ASC 606, “Revenue from contracts with Customers”.

The Company generates revenues from advertising, sponsorship and league tournaments, and through the operation of its live streaming platform using a revenue model whereby gamers and creators can get free access to certain live streaming of amateur tournaments, and gamers and creators pay fees or subscriptions to compete in league competitions. The Company enters into contracts which may include combinations of products, support and professional services, which may be accounted for as separate performance obligations with differing revenue recognition patterns.

At the end of September 30, 2025 and December 31, 2024, the Company did not have any contract assets or liabilities arising from contracts with customers. This was due to the fact that all service agreements for tournaments were entered into and completed in the same period.

Performance Obligations

The Company earns the majority of its revenue from hosting video gaming tournaments. The main performance obligation has been organizing and executing these tournaments. There are many different deliverables that are noted or implied in these contracts with customers including but not limited to, planning the event, identifying vendors and locations, completing administrative tasks, managing the event staff, coordinating the tournaments, and executing sponsorship advertisement. Contracts vary in length and extent of deliverables. Some tournaments are single events, while others require the Company to have qualifiers leading up to a championship event. In the case of contracts for longer tournament deliverables, the Company has identified each qualifier and each championship event as performance obligations. For single event contracts, the performance obligation is the execution of the event. These performance obligations are met once the tournaments are hosted and completed.

In the case of revenue earned from the Twitch Affiliate Program, the Company’s performance obligations is to create content and maintain a channel to which (i) customers can subscribe, (ii) ads can be played to viewers by Twitch to generate revenue and (iii) customers can use bits. These performance obligations are monitored by Twitch and the Company receives the revenue from those obligations. On a monthly basis, the Company receives from Twitch its respective portion of the revenue generated by its content. This source of revenue is insignificant and not a main source of income for the Company.

Judgments and Estimates

The Company’s contracts include commitments to transfer tournament hosting and a gaming community platform service that customers can subscribe to. Judgment is required to allocate the transaction price to each performance obligation. The Company has carefully evaluated the timing of when the completion of performance obligations occurs for tournament hosting revenue and has determined that it occurs at the point in time in which the event has been completed. For single event tournaments, the Company determines the transaction price to be the contracted amount and allocates that price to the single performance obligation. In the case of tournaments with multiple events and performance obligations, the Company evaluates the magnitude of the performance obligations to make an estimate of the allocation of the transaction price (total contract amount) to the multiple performance obligations. It is the Company’s judgment that the transaction price for multiple event tournaments is allocated evenly throughout each of the total qualifier and championship match events. The reasoning is because at each event, there is no distinguishable difference in the amount of advertising and/or other obligations that are performed and thus, service that is provided for the customer.

In the case of subscription revenue, which is recognized over time, the Company has determined that the revenue is earned ratably over the period of the subscription. Revenue is recognized evenly over the subscription period because there is no discernable difference in the amount of service that is provided in each of the days within the subscription period.

Costs to Obtain or Fulfill a Contract

The revenue recognition standard requires the capitalization of certain incremental costs of obtaining a contract. These typically are represented by commission expenses. Prior to the Company’s adoption of the new revenue standard, commission expenses would be recognized in the period incurred. Under the revenue recognition standard, the Company is required to recognize these expenses over the period of benefit associated with these costs. This results in a deferral of certain commission expenses each period. There were no deferred commissions related to contracts that were or were not completed prior to September 30, 2025 and December 31, 2024. The Company recognizes an asset for the incremental costs of obtaining a contract with a customer if the benefit of those costs is expected to be longer than one year.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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