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Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Schedule of Accrued Expenses [Abstract]
Transaction costs accrued for Cohen Capital Market	$ 1,003,500
Board of directors’ fees	70,000
Credit card expense accrual	37,676	24,219
Other month-end liability accrual	8,632
Total accrued expenses	$ 1,119,808	$ 24,219

Company Information (Details) - USD ($)	9 Months Ended
Company Information (Details) - USD ($)	Sep. 30, 2025	Jun. 18, 2025	Dec. 31, 2024
Company Information [Line Items]
Warrant exercise price (in Dollars per share)	$ 11.5	$ 11.5
Cash	$ 1,418,834
Working capital	5,404,007
Accumulated deficit	$ (59,093,579)		$ (24,733,263)
Share Subscription Line of Credit Agreement [Member]
Company Information [Line Items]
Line of credit aggregate proceeds		$ 50,000,000

- Definition

Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation.

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+ Details

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

- Definition

Amount of accumulated undistributed earnings (deficit).

+ References + Details

Segment Reporting (Details)	9 Months Ended
Segment Reporting (Details)	Sep. 30, 2025 Segments
Segment Reporting [Abstract]
Reportable segment	1
Segment reporting description	The Company’s chief operating decision-makers (the “CODM”), which are the Company’s Chief Executive Officer and Chief Financial Officer, assess performance for the reportable segment and decide how to allocate resources using net income as the primary measure of profitability. The CODM are not regularly provided with specific segment expenses, but focus on revenue, gross profit, and net income/loss. Expense information, including cost of goods sold, can be easily computed from the information provided.
Segment Reporting, CODM, Individual Title and Position or Group Name [Extensible Enumeration]	Chief Executive Officer

Business Combination and Reverse Recapitalization

9 Months Ended

Sep. 30, 2025

Business Combination and Reverse Recapitalization [Abstract]

Business Combination and Reverse Recapitalization

Note 3 – Business Combination and Reverse Recapitalization

Business Combination

On March 18, 2024, the Company entered into a Business Combination Agreement with ShoulderUp, ShoulderUp Merger Sub, Inc., and SEI Merger Sub, Inc. and the Legacy Company.

On June 18, 2025, the Company consummated its Business Combination pursuant to the terms of the Business Combination Agreement. The Business Combination was structured as follows:

●

At the Closing, each ordinary share of ShoulderUp that was not redeemed or converted was exchanged for one share of Common Stock. Each issued and outstanding unit of ShoulderUp (“Unit”) was automatically separated into (i) one ordinary share and (ii) one-half of one warrant. Each whole warrant is exercisable to purchase one ordinary share at an exercise price of $11.50 per share.

●

A total of 506,589 shares of Common Stock were issued to the public shareholders of ShoulderUp. An additional 6,698,333 shares were issued to ShoulderUp’s officers and directors, ShoulderUp Technology Sponsor LLC (the “Sponsor”), and each transferee of founder shares.

●

1,345,001 shares of Common Stock were issued to certain original public shareholders who had previously agreed not to redeem their shares.

●

482,500 shares of Common Stock were issued to the holders of the ShoulderUp bridge loan to partially settle the outstanding loan balance at Closing. Lastly, 150,000 shares were issued to legal services provider DLA Piper LLP to partially settle outstanding service fees, pursuant to the Expense Release and Payment Agreement executed on June 3, 2025.

●

All of SEE ID’s 108,975,000 Common Stock issued and outstanding immediately prior to the Closing was canceled and converted into 12,210,718 shares of the Company’s Common Stock after giving effect to the exchange ratio of 0.11205.

●

2,909,057 shares of Common Stock were issued to the SEE ID SAFE note holders.

●

11,205 shares of Common Stock were issued in exchange for financial advisory services at Closing.

●

3,323,536 shares of Common Stock were issued to three major PIPE investors.

●

The Company assumed 15,654,983 public and private warrants of ShoulderUp, net of 20,017 forfeitures, as of September 30, 2025.

Redemption

Prior to the Closing, certain public shareholders of ShoulderUp exercised their rights to redeem certain ordinary shares for funds previously held in the trust account, resulting in the redemption of 2,000 ordinary shares for an aggregate payment of approximately $22,019. After redemptions, there was a total of 506,589 ordinary shares, which were converted into Common Stock in connection with the Business Combination, and approximately $5.58 million remained in the trust account.

Share Ownership Upon Closing

The number of shares of Common Stock issued in connection with the Business Combination and subsequent equity conversion was as follows:

	Common Stock
Ordinary shares, outstanding prior to the Business Combination		508,589
Less: Redemption of ordinary shares		(2,000	)
Ordinary shares held by ShoulderUp’s officers and directors, the Sponsor and each transferee of founder shares		6,698,333
Ordinary shares held by non-redemption share holders		1,345,001
Ordinary shares held by ShoulderUp bridge loan holder		482,500
Ordinary shares held by DLA Piper, LLP		150,000
Common Stock issued to holders of SEE ID Inc.		12,210,718
Common Stock issued to SEE ID SAFE note holders		2,909,057
Common Stock issued to StarUpNV		11,205
Common Stock issued to PIPE investors		3,323,536
Common Stock Upon the Business Combination		27,636,939

The Legacy Company incurred $2,726,183 in transaction costs in connection with the Business Combination, which was determined not to be a capital-raising transaction for the Legacy Company. The $2,726,183 consists of the following:

	●	$1,003,500 in assumed expenses from ShoulderUp for financial advisory services provided by Cohen Capital Markets;

	●	$156,870 for financial advisory services provided by a financial advisor;

	●	$295,000 in registration fees paid to Nasdaq Corporate Solutions, LLC;

	●	$271,079 paid to Continental Stock Transfer & Trust Co.;

	●	$126,812 paid to Edgar Agents, LLC; and

	●	$872,922 in bonus expenses related to the successful closing of the Business Combination.

The following tables reconcile elements of the Business Combination to the Company’s condensed consolidated financial statements, and should be read in conjunction with the footnotes referenced above:

	Recapitalization
Closing proceeds
Proceeds from Trust account	$	5,577,304
Proceeds from PIPE investors		10,837,643
Proceeds from legacy ShoulderUp bank accounts		74,499
Closing disbursements
Less: Payment to purchase founder shares		(5,000,000	)
Net cash proceeds from the Business Combination	$	11,489,446
Noncash activities
Conversion of SAFE notes to equity		40,726,793
Conversion of short-term debt to equity		8,597,750
Transaction costs paid in shares		156,870
Less: Accrued taxes assumed from ShoulderUp		(3,913,668	)
Less: Short-term debt assumed from ShoulderUp		(900,000	)
Net equity impact of the Business Combination	$	56,157,192
Par value of Common Stock issued		(1,543	)
Total Impact of Business Combination on Additional Paid-in Capital	$	56,155,649

Bridge Loan Agreements

For the three and nine months ended September 30, 2025, the Legacy Company entered into unsecured bridge loan agreements with two major lenders, totaling $2,850,000 in principal. These loans bear interest at an annual rate of 20%, calculated on a 365-day basis, and include a minimum interest provision requiring payment of at least 8% or 10% of the principal amount if repaid prior to their six-month maturity dates. As of the date of Closing, the Company recorded an accrued interest liability of $280,000, which was settled as of September 30, 2025.

Prior to the Closing of the Business Combination, one of the lenders elected to convert a portion of its outstanding principal and accrued interest into 614,125 shares of Common Stock, based on a conversion price of $4.00 per share. The other lender opted to receive full repayment in cash.

The table below summarizes the transaction:

Bridge Loans	Effective Date	Amount		Interest at closing		Payback in Cash			Payback in shares at $4/share		Shares
Bridge loan 1*	1/29/2025	$	1,500,000	$	150,000	$	(193,500	)	$	1,456,500		364,125
Bridge loan 2*	4/9/2025		500,000		50,000		(50,000	)		500,000		125,000
Bridge loan 3*	5/7/2025		500,000		50,000		(50,000	)		500,000		125,000
Bridge loan 4	3/29/2025		100,000		10,000		(110,000	)		-		-
Bridge loan 5	6/5/2025		250,000		20,000		(270,000	)		-		-
Total		$	2,850,000	$	280,000	$	(673,500	)	$	2,456,500		614,125

Bridge loans from this investor had an aggregate principal amount of $2,500,000. At the Closing of the Business Combination, the investor received a cash payment of $293,500, consisting of $250,000 in minimum 10% interest and $43,500 in principal repayment. In addition, the investor received 614,125 shares of Common Stock in exchange for $2,456,500 of combined principal and accrued interest, based on a per share price of $4.00.

In connection with the bridge loan conversion, the Company derecognized a liability of $2,456,500 upon issuing 614,125 shares of Common Stock and recognized a total loss on debt extinguishment of $6,141,250, based on the fair value of the Common Stock at the Closing of $14.00 per share.

PIPE Investments

In connection with the Business Combination, the Company entered into a private investment in public equity (“PIPE”) financing agreement with certain accredited investors. Pursuant to the PIPE subscription agreements, these investors committed to purchase an aggregate of 2,709,411 shares of Common Stock at a price of $4.00 per share, for total gross proceeds of $10,837,643. The PIPE investment provided additional capital to support the Company’s post-closing operations and was consummated concurrently with the Closing of the Business Combination. Following table illustrates the breakdown of all PIPE investments.

PIPE	Effective Date	Amount		Shares
PIPE 1	6/16/2025	$	2,814,500		703,625
PIPE 2	6/10/2025		1,000,000		250,000
PIPE 3	6/17/2025		7,023,143		1,755,786
Total PIPE		$	10,837,643		2,709,411

- Definition

The entire disclosure for business combination.

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+ Details

Business Combination and Reverse Recapitalization (Details)		9 Months Ended
	Jun. 18, 2025 $ / shares shares	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2024 USD ($)	Dec. 31, 2024 $ / shares
Business Combination and Reverse Recapitalization [Line Items]
Shares of common stock (in Shares) \| shares	1	506,589
Number of securities called by each warrant (in Shares) \| shares	1
Exercise price (in Dollars per share) \| $ / shares	$ 11.5	$ 11.5
Conversion of shares (in Shares) \| shares	12,210,718	2,909,057
Exchange ratio	0.11205
Warrants (in Shares) \| shares		15,675,000
Redemption of shares (in Shares) \| shares		2,000
Aggregate payment		$ 22,019
Business combination trust account		5,580,000
Incurred transaction costs		2,726,183
Registration fees paid		295,000
Bonus expenses		872,922
Accrued interest liability		280,000
Repayment of debt		$ (900,000)
Investor received shares (in Shares) \| shares		614,125
Payback in shares		$ 2,456,500
Issuance of shares (in Shares) \| shares		2,709,411
Debt extinguishment		$ 6,141,250
Fair value of the common stock (in Dollars per share) \| $ / shares		$ 0.0001		$ 0.0001
Gross proceeds		$ 10,837,643
Bridge Loan Agreements [Member]
Business Combination and Reverse Recapitalization [Line Items]
Debt Instrument, Face Amount		2,500,000
Cash payment		293,500
Equity interest		250,000
Repayment of debt		$ 43,500
Investor received shares (in Shares) \| shares		614,125
Payback in shares		$ 2,456,500
Derecognized liability		$ 2,456,500
Issuance of shares (in Shares) \| shares		614,125
Fair value of the common stock (in Dollars per share) \| $ / shares		$ 14
PIPE Investments [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares		2,709,411
Fair value of the common stock (in Dollars per share) \| $ / shares		$ 4
Public Warrant [Member]
Business Combination and Reverse Recapitalization [Line Items]
Warrants (in Shares) \| shares	15,654,983
Number of shares forfeitures		$ 20,017
Continental Stock Transfer & Trust Co [Member]
Business Combination and Reverse Recapitalization [Line Items]
Fee paid		271,079
Edgar Agents, LLC [Member]
Business Combination and Reverse Recapitalization [Line Items]
Fee paid		126,812
Unsecured Bridge Loan Agreements [Member]
Business Combination and Reverse Recapitalization [Line Items]
Unsecured loan		$ 2,850,000
Interest rate		20.00%
Public Shareholders [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	506,589
Officers and Director [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	6,698,333
Original Public Shareholders [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	1,345,001
ShoulderUp Bridge Loan [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	482,500
DLA Piper LLP [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	150,000
Legacy Common Stock [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	108,975,000
SAFE Note Holders [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	2,909,057
StarUpNV [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	11,205
PIPE Investors [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares	3,323,536
ShoulderUp [Member]
Business Combination and Reverse Recapitalization [Line Items]
Financial advisory expenses		$ 1,003,500
StartUpNV [Member]
Business Combination and Reverse Recapitalization [Line Items]
Financial advisory expenses		$ 156,870
Bridge Loan Agreements [Member]
Business Combination and Reverse Recapitalization [Line Items]
Issuance of shares (in Shares) \| shares		614,125
Price per share (in Dollars per share) \| $ / shares		$ 4
Minimum interest		10.00%
Minimum [Member]
Business Combination and Reverse Recapitalization [Line Items]
Provision for requiring payment		8.00%
Maximum [Member]
Business Combination and Reverse Recapitalization [Line Items]
Provision for requiring payment		10.00%

Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($)	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Income Taxes [Abstract]
Income tax expense or benefit
Effective tax rate	0.00%		0.00%
Deferred tax assets, net of the valuation allowance	$ 0		$ 0
Excise tax liability	3,905,240		3,905,240
Franchise tax liability	8,428		8,428
Accrued tax liability	3,913,668		3,913,668
Sales tax receivable	$ 1,977		$ 1,977
Change in deferred tax assets valuation allowance		21.00%		21.00%

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Business Combination and Reverse Recapitalization - Schedule of Shares of Common Stock Issued in Connection with the Business Combination (Details) - shares	9 Months Ended
	Sep. 30, 2025	Dec. 31, 2024
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Ordinary shares held	27,743,322	12,210,718
Common Stock issued	27,636,939
ShoulderUp’s Officers and Directors [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Ordinary shares held	6,698,333
Ordinary Shares Held By Non-Redemption Share Holders [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Ordinary shares held	1,345,001
Ordinary Shares Held By ShoulderUp Bridge Loan Holder [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Ordinary shares held	482,500
Ordinary Shares Held By DLA Piper, LLP [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Ordinary shares held	150,000
Common Stock Issued to Holders of See Id Inc [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Common Stock issued	12,210,718
Common Stock Issued to See Id Safe Note Holders [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Common Stock issued	2,909,057
Common Stock Issued To StarUpNV [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Common Stock issued	11,205
Common Stock Issued to PIPE Investors [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Common Stock issued	3,323,536
Business Combination [Member]
Schedule of Shares of Common Stock Issued in Connection with the Business Combination [Line Items]
Ordinary shares, outstanding prior to the Business Combination	508,589
Less: Redemption of ordinary shares	(2,000)

Leases

9 Months Ended

Sep. 30, 2025

Leases [Abstract]

Leases

Note 13 - Leases

In June 2024, the Company entered into a non-cancelable operating lease agreement for a facility in Bethesda, Maryland. This lease commenced on July 1, 2024, has a term of 63 months, and has an initial base rent of approximately $7,000 that increases annually by three percent. Under the terms of this lease, the Company is also responsible for their proportionate share of expenses associated with the facility and its premises.

In January 2025, the Company entered into a noncancelable operating lease agreement with an unrelated third-party for a 16,000 square foot facility in Puerto Rico. This lease commenced on February 1, 2025 on a month-to-month basis and became a long-term lease with an initial term of 5 years on June 1, 2025. The initial base rent is $7.00 per square foot, or $9,333 per month, for the first two years, increasing to $7.50 per square foot for the third year and increases by 3% annually thereafter. Under the terms of this lease, the Company is also responsible for their own utilities and a proportionate share of the operating expenses of the premises, not to exceed $3.25 per square foot.

The components of lease expense were as follows for the three and nine months ended September 30, 2025 and 2024:

	Three months ended September 30,				Nine months ended September 30,
	2025		2024		2025		2024
Operating lease cost	$	51,298	$	21,553	$	104,319	$	21,553
Other short-term lease cost		22,170		6,228		93,516		16,879
Total lease cost	$	73,468	$	27,781	$	197,835	$	38,432

The following table summarizes the operating lease asset and liabilities recorded as of September 30, 2025 and December 31, 2024:

	September 30, 2025			December 31, 2024
Operating lease right-of-use asset, gross	$	824,314		$	331,478
Accumulated amortization		(88,443	)		(23,586	)
Operating lease right-of-use asset, net		735,871			307,892

Short-term operating lease liabilities		135,976			36,225
Long-term operating lease liabilities		614,126			265,413
Total operating lease liabilities	$	750,102		$	301,638

Weighted average operating lease term		4.37 years			4.75 years
Weighted average operating lease discount rate		9.50	%		11.83	%

The following table summarizes future minimum lease commitments as of September 30, 2025:

Year ending December 31,	Operating Leases
2025 (remaining 3 months)	$	49,789
2026		200,462
2027		207,783
2028		215,950
2029		197,905
Thereafter		42,436
Total lease payments		914,325
Less: imputed interest		(164,223	)
Present value of lease liabilities	$	750,102

Equity Incentive Plan - Schedule of Stock Options (Details)	9 Months Ended
	Sep. 30, 2025 $ / shares shares
Schedule of Stock Options [Abstract]
Options outstanding, shares beginning balance \| shares	2,032,521
Options outstanding, Weighted-average exercise price beginning balance \| $ / shares	$ 0.1151
Options outstanding, Weighted-average remaining contractual life beginning balance	6 years 2 months 19 days
Options outstanding, shares ending balance \| shares	1,861,806
Options outstanding, Weighted-average exercise price ending balance \| $ / shares	$ 0.1095
Options outstanding, Weighted-average remaining contractual life ending balance	5 years 10 months 28 days
Vested, shares \| shares	1,797,840
Vested, Weighted-average exercise price \| $ / shares	$ 0.1008
Vested, Weighted-average remaining contractual life	6 years 29 days
Options granted, shares \| shares
Options granted, Weighted-average exercise price \| $ / shares
Options granted, Weighted-average remaining contractual life
Options exercised, shares \| shares
Options exercised, Weighted-average exercise price \| $ / shares
Options exercised, Weighted-average remaining contractual life
Options cancelled, shares \| shares	(170,715)
Options cancelled, Weighted-average exercise price \| $ / shares	$ 0.1759
Options cancelled, Weighted-average remaining contractual life

Commitment and Contingencies

9 Months Ended

Sep. 30, 2025

Commitment and Contingencies [Abstract]

Commitment and Contingencies

Note 16 – Commitment and Contingencies

On May 22, 2025, the Company terminated the employment of one of its founders, who also served as the Customer Experience Officer. The former employee did not execute the termination agreement prior to its expiration during the third quarter and has subsequently filed a lawsuit against the Company on September 8, 2025. In response, the Company filed a motion to dismiss several causes of action on October 23, 2025. The Company has requested that the court dismiss all claims in their entirety. The former employee holds 5,000,260 shares of the Company’s Common Stock. In connection with the expiration of the termination agreement during the third quarter, 170,715 stock options that were exercisable at $0.176 per share after applying the 8.1% stock option conversion ratio to the original exercise price of $0.0143 per share were forfeited. The outcome of this legal matter is not known or probable at this time, therefore, no amounts have been accrued for a settlement.

In addition to the matters described above, in the ordinary course of business, the Company may become subject to litigation, claims, and regulatory matters. Although it is not feasible to predict the outcome of these matters, the Company believes, unless otherwise indicated below, given the information currently available, that the ultimate resolution of any particular matter, or matters that have the same legal or factual issues, will not have a material adverse effect on its financial condition, results of operations and cash flows.

Concentrations

9 Months Ended

Sep. 30, 2025

Concentrations [Abstract]

Concentrations

Note 5 - Concentrations

Concentration of Credit Risk Arising From Cash Deposits in Excess of Insured Limits

The Company maintains a cash balance with a U.S. financial institution, in which the balance exceeds the FDIC insured limit of $250,000. As of September 30, 2025 and December 31, 2024, the Company’s cash balance held at the financial institution exceeded the FDIC limit. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.

Significant Customers

A significant customer is defined as one that accounts for at least 10% of the Company’s revenue. For the three months ended September 30, 2025, sales to three customers accounted for 100% of total revenues, of which one customer contributed approximately 86% and the other customer contributed approximately 12%. For the nine months ended September 30, 2025, sales to three customers accounted for 100% of total revenues, of which one customer contributed approximately 90%. For the three months ended September 30, 2024, sales to three customers accounted for 100% of total revenues, of which one customer contributed approximately 86%. For the nine months ended September 30, 2024, sales to four customers accounted for 100% of total revenues, of which one customer contributed approximately 53% and another contributed approximately 38%.

As of September 30, 2025, the Company’s accounts receivable balance was concentrated among two customers. One customer accounted for approximately 90% of total accounts receivable, and another customer represented approximately 10%. As of September 30, 2024, the Company’s accounts receivable balance was concentrated among three customers. One customer accounted for approximately 75% of total accounts receivable, and another customer represented approximately 24%. The Company monitors the creditworthiness of its customers on an ongoing basis and believes that its credit risk is limited due to the financial strength and payment history of these customers. Management does not expect any material losses from these receivable concentrations and has not recorded an allowance for doubtful accounts, as all receivables are considered highly collectible.

- Definition

The entire disclosure for any concentrations existing at the date of the financial statements that make an entity vulnerable to a reasonably possible, near-term, severe impact. This disclosure informs financial statement users about the general nature of the risk associated with the concentration, and may indicate the percentage of concentration risk as of the balance sheet date.

+ References

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-SubTopic 10
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+ Details

Leases - Schedule of Lease Expense and Operating Lease Asset and Liabilities (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024
Schedule of Lease Expense [Abstract]
Operating lease cost	$ 51,298	$ 21,553	$ 104,319	$ 21,553
Other short-term lease cost	22,170	6,228	93,516	16,879
Total lease cost	73,468	$ 27,781	197,835	$ 38,432
Operating lease right-of-use asset, gross	824,314		824,314		$ 331,478
Accumulated amortization	(88,443)		(88,443)		(23,586)
Operating lease right-of-use asset, net	735,871		735,871		307,892
Short-term operating lease liabilities	135,976		135,976		36,225
Long-term operating lease liabilities	614,126		614,126		265,413
Total operating lease liabilities	$ 750,102		$ 750,102		$ 301,638
Weighted average operating lease term	4 years 4 months 13 days		4 years 4 months 13 days		4 years 9 months
Weighted average operating lease discount rate	9.50%		9.50%		11.83%

Business Combination and Reverse Recapitalization (Tables)

9 Months Ended

Sep. 30, 2025

Business Combination and Reverse Recapitalization [Abstract]

Schedule of Shares of Common Stock Issued in Connection With the Business Combination

The number of shares of Common Stock issued in connection with the Business Combination and subsequent equity conversion was as follows:

	Common Stock
Ordinary shares, outstanding prior to the Business Combination		508,589
Less: Redemption of ordinary shares		(2,000	)
Ordinary shares held by ShoulderUp’s officers and directors, the Sponsor and each transferee of founder shares		6,698,333
Ordinary shares held by non-redemption share holders		1,345,001
Ordinary shares held by ShoulderUp bridge loan holder		482,500
Ordinary shares held by DLA Piper, LLP		150,000
Common Stock issued to holders of SEE ID Inc.		12,210,718
Common Stock issued to SEE ID SAFE note holders		2,909,057
Common Stock issued to StarUpNV		11,205
Common Stock issued to PIPE investors		3,323,536
Common Stock Upon the Business Combination		27,636,939

Schedule of Reconcile Elements of the Business Combination to the Company’s Condensed Consolidated Financial Statements

	Recapitalization
Closing proceeds
Proceeds from Trust account	$	5,577,304
Proceeds from PIPE investors		10,837,643
Proceeds from legacy ShoulderUp bank accounts		74,499
Closing disbursements
Less: Payment to purchase founder shares		(5,000,000	)
Net cash proceeds from the Business Combination	$	11,489,446
Noncash activities
Conversion of SAFE notes to equity		40,726,793
Conversion of short-term debt to equity		8,597,750
Transaction costs paid in shares		156,870
Less: Accrued taxes assumed from ShoulderUp		(3,913,668	)
Less: Short-term debt assumed from ShoulderUp		(900,000	)
Net equity impact of the Business Combination	$	56,157,192
Par value of Common Stock issued		(1,543	)
Total Impact of Business Combination on Additional Paid-in Capital	$	56,155,649

Schedule of Business Combination Loans

The table below summarizes the transaction:

Bridge Loans	Effective Date	Amount		Interest at closing		Payback in Cash			Payback in shares at $4/share		Shares
Bridge loan 1*	1/29/2025	$	1,500,000	$	150,000	$	(193,500	)	$	1,456,500		364,125
Bridge loan 2*	4/9/2025		500,000		50,000		(50,000	)		500,000		125,000
Bridge loan 3*	5/7/2025		500,000		50,000		(50,000	)		500,000		125,000
Bridge loan 4	3/29/2025		100,000		10,000		(110,000	)		-		-
Bridge loan 5	6/5/2025		250,000		20,000		(270,000	)		-		-
Total		$	2,850,000	$	280,000	$	(673,500	)	$	2,456,500		614,125

Schedule of Business Combination Entered Into a Private Investment

The PIPE investment provided additional capital to support the Company’s post-closing operations and was consummated concurrently with the Closing of the Business Combination. Following table illustrates the breakdown of all PIPE investments.

PIPE	Effective Date	Amount		Shares
PIPE 1	6/16/2025	$	2,814,500		703,625
PIPE 2	6/10/2025		1,000,000		250,000
PIPE 3	6/17/2025		7,023,143		1,755,786
Total PIPE		$	10,837,643		2,709,411

- Definition

Tabular disclosure of business combination. Includes, but is not limited to, recognized asset and liability.

+ References + Details

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Business Combination and Reverse Recapitalization - Schedule of Business Combination Entered into a Private Investment (Details) - USD ($)	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
Business Combination [Line Items]
Amount	$ 10,837,643
Shares	2,709,411
PIPE 1 [Member]
Business Combination [Line Items]
Effective Date	Jun. 16, 2025
Amount	$ 2,814,500
Shares	703,625
PIPE 2 [Member]
Business Combination [Line Items]
Effective Date	Jun. 10, 2025
Amount	$ 1,000,000
Shares	250,000
PIPE 3 [Member]
Business Combination [Line Items]
Effective Date	Jun. 17, 2025
Amount	$ 7,023,143
Shares	1,755,786

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Business Combination and Reverse Recapitalization - Schedule of Business Combination Loans (Details) - USD ($)

9 Months Ended

Sep. 30, 2025

Sep. 30, 2024

Schedule of Business Combination Loans [Line Items]

Amount

$ 2,850,000

Interest at closing

280,000

Payback in Cash

(673,500)

Payback in shares at $4/share

$ 2,456,500

Shares (in Shares)

614,125

Bridge loan 1 [Member]

Schedule of Business Combination Loans [Line Items]

Effective Date

^[1]

Jan. 29, 2025

Amount

^[1]

$ 1,500,000

Interest at closing

^[1]

150,000

Payback in Cash

^[1]

(193,500)

Payback in shares at $4/share

^[1]

$ 1,456,500

Shares (in Shares)

^[1]

364,125

Bridge loan 2 [Member]

Schedule of Business Combination Loans [Line Items]

Effective Date

^[1]

Apr. 09, 2025

Amount

^[1]

$ 500,000

Interest at closing

^[1]

50,000

Payback in Cash

^[1]

(50,000)

Payback in shares at $4/share

^[1]

$ 500,000

Shares (in Shares)

^[1]

125,000

Bridge loan 3 [Member]

Schedule of Business Combination Loans [Line Items]

Effective Date

^[1]

May 07, 2025

Amount

^[1]

$ 500,000

Interest at closing

^[1]

50,000

Payback in Cash

^[1]

(50,000)

Payback in shares at $4/share

^[1]

$ 500,000

Shares (in Shares)

^[1]

125,000

Bridge loan 4 [Member]

Schedule of Business Combination Loans [Line Items]

Mar. 29, 2025

$ 100,000

10,000

(110,000)

Payback in shares at $4/share

Shares (in Shares)

Bridge loan 5 [Member]

Schedule of Business Combination Loans [Line Items]

Jun. 05, 2025

$ 250,000

20,000

(270,000)

Payback in shares at $4/share

Shares (in Shares)

[1]

Condensed Consolidated Statements of Shareholders’ Equity (Deficit) (Unaudited) - USD ($)	Legacy Common Stock As restated	Legacy Common Stock Retroactive application of recapitalization	Legacy Common Stock Adjusted	Common Stock Retroactive application of recapitalization	Common Stock	Additional Paid-In Capital As restated	Additional Paid-In Capital Retroactive application of recapitalization	Additional Paid-In Capital Adjusted	Additional Paid-In Capital	Accumulated Deficit As restated	Accumulated Deficit Adjusted	Accumulated Deficit	As restated	Adjusted	Total
Balances at Dec. 31, 2023		$ (108,975)	$ 108,975	$ 1,221	$ 1,221		$ 107,754	$ 133,360	$ 241,114		$ (3,195,833)	$ (3,195,833)		$ (2,953,498)	$ (2,953,498)
Balances (in Shares) at Dec. 31, 2023		(108,975,000)	108,975,000	12,208,851	12,208,851
Share-based compensation									187,001						187,001
Share-based compensation (in Shares)					1,868
Net loss												(18,850,414)			(18,850,414)
Balances at Sep. 30, 2024					$ 1,221				428,115			(22,046,247)			(21,616,911)
Balances (in Shares) at Sep. 30, 2024					12,210,718
Balances at Jun. 30, 2024	$ 108,975	$ (108,975)		$ 1,221	$ 1,221	$ 305,828	107,754		413,582	$ (19,387,833)		(19,387,833)	$ (18,973,030)		(18,973,030)
Balances (in Shares) at Jun. 30, 2024	108,975,000	(108,975,000)		12,210,718	12,210,718
Share-based compensation									14,533						14,533
Net loss												(2,658,414)			(2,658,414)
Balances at Sep. 30, 2024					$ 1,221				428,115			(22,046,247)			(21,616,911)
Balances (in Shares) at Sep. 30, 2024					12,210,718
Balances at Dec. 31, 2024		$ (108,975)	$ 108,975	$ 1,221	$ 1,221		$ 107,754	$ 330,366	438,120		$ (24,733,263)	(24,733,263)		$ (24,293,922)	(24,293,922)
Balances (in Shares) at Dec. 31, 2024		(108,975,000)	108,975,000	12,210,718	12,210,718
Share-based compensation									28,862						28,862
Reverse recapitalization transactions, net					$ 1,543				56,155,649						56,157,192
Reverse recapitalization transactions, net (in Shares)					15,426,221
Share purchase commitment					$ 10				349,990						$ 350,000
Share purchase commitment (in Shares)					106,383										2,709,411
Net loss												(34,360,316)			$ (34,360,316)
Balances at Sep. 30, 2025					$ 2,774				56,972,621			(59,093,579)			(2,118,184)
Balances (in Shares) at Sep. 30, 2025					27,743,322
Balances at Jun. 30, 2025					$ 2,764				56,613,511			(54,877,024)			1,739,251
Balances (in Shares) at Jun. 30, 2025					27,636,939
Share-based compensation									9,120						9,120
Share purchase commitment					$ 10				349,990						350,000
Share purchase commitment (in Shares)					106,383
Net loss												(4,216,555)			(4,216,555)
Balances at Sep. 30, 2025					$ 2,774				$ 56,972,621			$ (59,093,579)			$ (2,118,184)
Balances (in Shares) at Sep. 30, 2025					27,743,322

- Definition

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

+ References

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+ Details

- Definition

Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.

+ References + Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

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+ Details

SAFE Agreements and Fair Value Measurements - Schedule of Fair Value (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Schedule of Fair Value [Abstract]
SAFE agreements at fair value, beginning of period		$ 21,200,160	$ 23,334,626	$ 4,602,950
SAFE agreements issued for cash		700,000	23,752	3,834,500
Change in fair value		764,446	17,368,415	14,227,156
SAFE notes converted into shares			(40,726,793)
SAFE agreements at fair value, end of period		$ 22,664,606		$ 22,664,606

Leases - Schedule of Future Minimum Lease Commitments (Details) - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Schedule of Future Minimum Lease Commitments [Abstract]
2025 (remaining 6 months)	$ 49,789
2026	200,462
2027	207,783
2028	215,950
2029	197,905
Thereafter	42,436
Total lease payments	914,325
Less: imputed interest	(164,223)
Present value of lease liabilities	$ 750,102	$ 301,638

Submission	Jan. 27, 2026
Submission [Line Items]
Central Index Key	0002033770
Registrant Name	CID HoldCo, Inc.
Form Type	S-1
Submission Type	S-1
Fee Exhibit Type	EX-FILING FEES
Offering Table N/A
Offset Table N/A	N/A
Combined Prospectus Table N/A	N/A

Equity Line of Credit

9 Months Ended

Sep. 30, 2025

Equity Line of Credit [Abstract]

Equity Line of Credit

Note 9 - Equity Line of Credit:

As part of its funding efforts, on June 18, 2025, the Company entered into a Standby Equity Purchase Agreement (“SEPA”) with New Circle Principal Investment LLC (“New Circle”), which provides the Company the right, but not the obligation, to direct New Circle from time to time to purchase up to $50 million of the Company’s Common Shares during the commitment period ending June 18, 2028, at a discount of the volume-weighted average price (VWAP) over a defined pricing period. Under the SEPA, the Company may sell shares to New Circle at a price based on either: option 1 – 97% of the lowest daily VWAP over the three trading days following the purchase notice, or option 2 – the greater of 85% of the VWAP or the lowest sale price on a specific trading day determined by the timing of the notice.

The Company had the option to satisfy the $350,000 commitment fee under the SEPA through the issuance of a variable number of shares of Common Stock or by payment in cash. On September 24, 2025, the Company paid the commitment fee through the issuance of 106,383 shares of Common Stock, valued at $3.29 per share, which was determined based on the closing price of the Common Stock on September 18, 2025, the date the Form S-1 was declared effective by the SEC. The commitment fee of $350,000 was expensed in September 2025.

Before the Company elects to sell shares by issuing a purchase notice, the SEPA represents a purchased put option on the Company’s equity. Once the Company delivers a purchase notice under the SEPA, the related number of shares to be issued constitutes a forward contract to issue Common Stock. As the feature is embedded in an equity host, meets the definition of a derivative, and does not qualify for the equity scope exception under ASC 815 Derivatives and Hedging, it must be bifurcated and accounted for separately as a derivative asset or liability, depending on changes in the underlying stock price relative to the pegged discounted VWAP. The derivative is measured at fair value, with changes in fair value recognized in net loss. The fair value of the purchased put option was determined to be de minimis as of September 30, 2025, and therefore was not recorded on the Company’s balance sheet as of that date.

No purchase notices were issued during the three and nine months ended September 30, 2025. On October 13, 2025, the Company issued a purchase notice to sell 30,000 shares of its Common Stock. The purchase price was settled at $2.6172 per share, resulting in total cash proceeds of $78,516.

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2025

Property and Equipment [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net, as of September 30, 2025 and December 31, 2024, consisted of the following:

	Estimated useful life	September 30, 2025			December 31, 2024
Equipment	5 years		495,010			11,286
Less: Accumulated depreciation and amortization			(16,839	)		-
Property and equipment, net			478,171			11,286

Schedule of Depreciation Expense

	For the three months ended September 30,				For the nine months ended September 30,
	2025		2024		2025		2024
Depreciation expense	$	11,738	$	-	$	16,839	$	-

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Current assets:
Cash	$ 1,418,834	$ 721,032
Accounts receivable	915,027	50,264
Inventory	468,102	65,248
Prepaid expenses and other current assets	744,194	167,551
Total current assets	3,546,157	1,004,095
Noncurrent assets:
Property and equipment, net	478,171	11,286
Operating lease right-of-use assets (ROU)	735,871	307,892
Capitalized software development costs	2,660,194	1,761,396
Long-term assets	25,713	12,103
Total long-term assets	3,899,949	2,092,677
Total assets	7,446,106	3,096,772
Current liabilities:
Accounts payable	933,306	770,276
Accrued expenses	1,119,808	24,219
Accrued compensation	75,228	246,720
Accrued taxes	3,913,668
Deferred revenue, current portion	2,772,178	1,142,643
Operating lease liabilities, current portion	135,976	36,225
Total current liabilities	8,950,164	2,220,083
Long-term liabilities:
SAFE notes, net		23,334,626
Deferred revenue, net of current portion		1,570,572
Operating lease liabilities, net of current portion	614,126	265,413
Total long-term liabilities	614,126	25,170,611
Total liabilities	9,564,290	27,390,694
Shareholders’ equity (deficit)
Common stock, $0.0001 par value; 300,000,000 shares authorized; 27,743,322 and 12,210,718 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	2,774	1,221
Additional paid-in capital	56,972,621	438,120
Accumulated deficit	(59,093,579)	(24,733,263)
Total shareholders’ deficit	(2,118,184)	(24,293,922)
Total liabilities and shareholders’ equity (deficit)	$ 7,446,106	$ 3,096,772

Property and Equipment

9 Months Ended

Sep. 30, 2025

Property and Equipment [Abstract]

Property and Equipment

Note 6 – Property and Equipment

Property and equipment, net, as of September 30, 2025 and December 31, 2024, consisted of the following:

	Estimated useful life	September 30, 2025			December 31, 2024
Equipment	5 years		495,010			11,286
Less: Accumulated depreciation and amortization			(16,839	)		-
Property and equipment, net			478,171			11,286

	For the three months ended September 30,				For the nine months ended September 30,
	2025		2024		2025		2024
Depreciation expense	$	11,738	$	-	$	16,839	$	-

Leases (Tables)

9 Months Ended

Sep. 30, 2025

Leases [Abstract]

Schedule of Lease Expense and Operating Lease Asset and Liabilities

The components of lease expense were as follows for the three and nine months ended September 30, 2025 and 2024:

	Three months ended September 30,				Nine months ended September 30,
	2025		2024		2025		2024
Operating lease cost	$	51,298	$	21,553	$	104,319	$	21,553
Other short-term lease cost		22,170		6,228		93,516		16,879
Total lease cost	$	73,468	$	27,781	$	197,835	$	38,432

The following table summarizes the operating lease asset and liabilities recorded as of September 30, 2025 and December 31, 2024:

	September 30, 2025			December 31, 2024
Operating lease right-of-use asset, gross	$	824,314		$	331,478
Accumulated amortization		(88,443	)		(23,586	)
Operating lease right-of-use asset, net		735,871			307,892

Short-term operating lease liabilities		135,976			36,225
Long-term operating lease liabilities		614,126			265,413
Total operating lease liabilities	$	750,102		$	301,638

Weighted average operating lease term		4.37 years			4.75 years
Weighted average operating lease discount rate		9.50	%		11.83	%

Schedule of Future Minimum Lease Commitments

The following table summarizes future minimum lease commitments as of September 30, 2025:

Year ending December 31,	Operating Leases
2025 (remaining 3 months)	$	49,789
2026		200,462
2027		207,783
2028		215,950
2029		197,905
Thereafter		42,436
Total lease payments		914,325
Less: imputed interest		(164,223	)
Present value of lease liabilities	$	750,102

Segment Reporting

9 Months Ended

Sep. 30, 2025

Segment Reporting [Abstract]

Segment Reporting

Note 17 - Segment Reporting

The Company operates a single reportable segment, which generates revenue primarily from delivering feasibility study reports that help customers understand how data-driven tracking can enhance their business operations. This segment also encompasses exclusivity arrangements with resellers, providing them protection from competitive sales. The focus on this segment reflects the Company’s strategy to leverage its data-driven insights and reseller partnerships to expand market reach and drive sustainable growth.

The Company’s chief operating decision-makers (the “CODM”), which are the Company’s Chief Executive Officer and Chief Financial Officer, assess performance for the reportable segment and decide how to allocate resources using net income as the primary measure of profitability. The CODM are not regularly provided with specific segment expenses, but focus on revenue, gross profit, and net income/loss. Expense information, including cost of goods sold, can be easily computed from the information provided. This segment’s measures of profitability are shown in the condensed consolidated statements of operations. The measure of segment assets is reported on the condensed consolidated balance sheets as total assets.

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Restatement and Reclassification of Prior Period Financial Statements (Details)	3 Months Ended
	Sep. 30, 2025 USD ($)
Restatement and Reclassification of Prior Period Financial Statements [Abstract]
Out of period adjustment	$ 561,000

Property and Equipment - Schedule of Property and Equipment, Net (Details) - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Schedule of Property and Equipment Net [Abstract]
Property and equipment, estimated useful life	5 years
Equipment	$ 495,010	$ 11,286
Less: Accumulated depreciation and amortization	(16,839)
Property and equipment, net	$ 478,171	$ 11,286

Document And Entity Information	9 Months Ended
Document And Entity Information	Sep. 30, 2025
Document Information Line Items
Entity Central Index Key	0002033770
Document Type	S-1
Entity Registrant Name	CID HoldCo, Inc.
Entity Incorporation, State or Country Code	DE
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Amendment Flag	false

Offerings	Jan. 27, 2026 USD ($)
Offering: 1
Offering:
Fee Previously Paid	false
Rule 457(o)	true
Security Type	Equity
Security Class Title	Common Stock
Maximum Aggregate Offering Price	$ 10,000,000.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 1,381.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). Pursuant to Rule 416 under the Securities Act, this Registration Statement shall also cover additional shares of common stock, par value $0.0001 per share, of CID HoldCo, Inc. (the “Company”), which may become issuable by reason of any stock split, stock dividend, recapitalization or other similar transaction effected without consideration which results in an increase in the number of the Company’s outstanding shares of common stock.
Offering: 2
Offering:
Fee Previously Paid	false
Other Rule	true
Security Type	Other
Security Class Title	Pre-funded Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 0.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 0.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). The proposed maximum aggregate offering price of the common stock will be reduced on a dollar-for-dollar basis based on the offering price of any pre-funded warrants issued in the offering, and the proposed maximum aggregate offering price of the pre-funded warrants to be issued in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any common stock issued in the offering. Accordingly, the proposed maximum aggregate offering price of the common stock and pre-funded warrants (including the common stock issuable upon exercise of the pre-funded warrants), if any, is $10,000,000.
Offering: 3
Offering:
Fee Previously Paid	false
Rule 457(o)	true
Security Type	Equity
Security Class Title	Common stock underlying the Pre-funded Warrants
Maximum Aggregate Offering Price	$ 0.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 0.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). The proposed maximum aggregate offering price of the common stock will be reduced on a dollar-for-dollar basis based on the offering price of any pre-funded warrants issued in the offering, and the proposed maximum aggregate offering price of the pre-funded warrants to be issued in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any common stock issued in the offering. Accordingly, the proposed maximum aggregate offering price of the common stock and pre-funded warrants (including the common stock issuable upon exercise of the pre-funded warrants), if any, is $10,000,000.
Offering: 4
Offering:
Fee Previously Paid	false
Other Rule	true
Security Type	Other
Security Class Title	Series A-1 Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 0.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 0.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). No separate registration fee is payable pursuant to Rule 457(g) under the Securities Act.
Offering: 5
Offering:
Fee Previously Paid	false
Rule 457(o)	true
Security Type	Equity
Security Class Title	Common stock underlying the Series A-1 Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 10,000,000.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 1,381.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”).
Offering: 6
Offering:
Fee Previously Paid	false
Other Rule	true
Security Type	Other
Security Class Title	Series A-2 Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 0.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 0.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). No separate registration fee is payable pursuant to Rule 457(g) under the Securities Act.
Offering: 7
Offering:
Fee Previously Paid	false
Rule 457(o)	true
Security Type	Equity
Security Class Title	Common stock underlying the Series A-2 Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 10,000,000.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 1,381.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”).
Offering: 8
Offering:
Fee Previously Paid	false
Other Rule	true
Security Type	Other
Security Class Title	Placement Agent Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 0.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 0.00
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). No separate registration fee is payable pursuant to Rule 457(g) under the Securities Act. Represents warrants issuable to the placement agent, or its designees, to purchase a number of shares of common stock equal to 6.5% of the aggregate number of shares of common stock and pre-funded warrants being offered in this offering, at an exercise price equal to 125% of the combined public offering price per share of common stock and accompanying warrants. As estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act, the proposed maximum aggregate offering price is $812,500, which is equal to 125% of $650,000 (6.5% of $10,000,000).
Offering: 9
Offering:
Fee Previously Paid	false
Rule 457(o)	true
Security Type	Equity
Security Class Title	Common stock underlying the Placement Agent Warrants to purchase common stock
Maximum Aggregate Offering Price	$ 812,500.00
Fee Rate	0.01381%
Amount of Registration Fee	$ 112.21
Offering Note	Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”).

Subsequent Events

9 Months Ended

Sep. 30, 2025

Subsequent Events [Abstract]

Subsequent Events

Note 19 - Subsequent Events

On October 13, 2025, in connection with the SEPA executed with New Circle on June 18, 2025, the Company issued a purchase notice to sell 30,000 shares of its Common Stock. The purchase price was settled at $2.6172 per share, resulting in total cash proceeds of $78,516.

On October 23, 2025, the Company filed a motion to dismiss several causes of action brought by the terminated founder employee, as disclosed in Note 15, Commitments and Contingencies, and requested that the court dismiss all claims filed against the Company in their entirety.

On October 24, 2025, the Company filed an action for declaratory relief against a former employee who was terminated under the terms of his employment. The filing seeks clarification regarding a dispute over alleged verbal claims related to salary increases and back pay for which no formal contractual agreements exist.

On October 27, 2025, the Company entered into a non-binding term sheet with an investment firm for the issuance of an $8 million secured promissory note with simple interest at 7% and a 24 month maturity from issuance. The transaction is subject to the execution of a definitive agreement and will include additional terms.

Accrued Expenses (Tables)

9 Months Ended

Sep. 30, 2025

Accrued Expenses [Abstract]

Schedule of Accrued Expenses

Accrued expenses as of September 30, 2025 and December 31, 2024, consisted of the following:

	September 30, 2025		December 31, 2024
Transaction costs accrued for Cohen Capital Market	$	1,003,500	$	-
Board of directors’ fees		70,000		-
Credit card expense accrual		37,676		24,219
Other month-end liability accrual		8,632		-
Total accrued expenses	$	1,119,808	$	24,219

Company Information

9 Months Ended

Sep. 30, 2025

Company information [Abstract]

Company Information

Note 1 – Company Information

Organization and nature of Operations

CID Holdco, Inc. (the “Company”, or “CID Holdco”, or “CID”), formerly known as SEE ID Inc., dba Dot AI (the “Legacy Company” or “SEE ID”), was incorporated in Delaware with its headquarters in Las Vegas, Nevada. The Company helps businesses transform their operations by optimizing safety, security and efficiency of operations through real-time tracking of resources. Through CID Holdco’s extensive research and development initiatives, CID Holdco’s main focus includes areas such as Industrial IoT, Indoor & Outdoor tracking with seamless transitions, Passive RFID (including Bluetooth and 5G), Collision Avoidance, real-time locating system, Dolly Management, and related supported software applications.

CID Holdco is the developer of an asset tracking platform intended to push the limits of near real-time precision-based location technology. CID Holdco’s platform leverages the technologies including the patented passive and active RFID tracking solutions, low power edge camera platforms utilizing artificial intelligence, enabling users to give accuracy to all mapping technologies in areas that are troublesome. Through its technological solutions, CID Holdco serves multiple industries including construction, military, mining, retail, warehousing and manufacturing.

In July 2024, the Legacy Company incorporated Dot Works, Inc. (“Dot Works”), a Puerto Rico corporation, as a wholly-owned subsidiary. Dot Works, based in Puerto Rico, serves as the primary manufacturing facility for Dot Ai, producing smart hardware devices and embedded technological components used in AI-driven enterprise solutions (ZIM Bridges and Smart Industrial TAGS). Activities include assembly, quality control, and packaging of proprietary systems.

On March 18, 2024, the Legacy Company entered into a Business Combination Agreement (the “Business Combination Agreement”) by and among CID HoldCo, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of ShoulderUp Technology Acquisition Corp, a Delaware corporation (“SUAC” or “ShoulderUp”), ShoulderUp Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Holdings (“ShoulderUp Merger Sub”), SEI Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Holdings (“SEI Merger Sub” and together with ShoulderUp Merger Sub, the “Merger Subs”).

On June 18, 2025 (the “Closing Date” or “Closing”), the Company consummated the Business Combination transactions by and among the Company, SUAC, ShoulderUp Merger Sub, Inc., SEI Merger Sub, Inc., and SEE ID, Inc. Pursuant to the Business Combination Agreement, on the Closing Date, (i) ShoulderUp Merger Sub merged with and into SUAC (the “ShoulderUp Merger”), with SUAC surviving the ShoulderUp Merger as a wholly-owned subsidiary of the Company (“SUAC Surviving Company”); and (ii) simultaneously with the ShoulderUp Merger, SEI Merger Sub merged with and into SEE ID (“the SEE ID Merger”), with SEE ID surviving the SEE ID Merger as a wholly-owned subsidiary of the Company (the “Surviving Company”) (the ShoulderUp Merger and the SEE ID Merger, together the “Mergers” and together with the other transactions contemplated by the Business Combination Agreement, the “Business Combination”).

Pursuant to the Business Combination Agreement, on June 18, 2025, each of the following transactions occurred in the following order: (a) ShoulderUp Merger Sub merged with and into SUAC, with SUAC continuing as the surviving entity, and, in connection therewith, each ordinary share of SUAC issued and outstanding immediately prior to the Closing Date were cancelled in exchange for the right of the holder thereof to receive, with respect to each ordinary share that is not redeemed or converted at Closing, one share of Common Stock; (b) SEI Merger Sub merged with and into SEE ID, with SEE ID continuing as the surviving entity, and, in connection therewith, (i) SEE ID Common Stock issued and outstanding immediately prior to the Closing Date were cancelled in exchange for the right of the holders thereof to receive shares of Common Stock as set forth in the Business Combination Agreement and (ii) any convertible securities of SEE ID were converted; and (c) as a result of the Mergers, SUAC and SEE ID each became wholly owned subsidiaries of the Company, and the Company became a publicly traded company, all upon the terms and subject to the conditions set forth in the Business Combination Agreement and in accordance with the provisions of applicable law.

At Closing, Continental Stock Transfer & Trust Company (the “Transfer Agent”), SUAC and the Company entered into the Warrant Assumption and Assignment Agreement (the “Warrant Assumption Agreement”), pursuant to which, among other things, SUAC assigned to the Company all of SUAC’s right, title and interests, and the Company assumed all of SUAC’s liabilities and obligations under the certain Warrant Agreement, dated as of November 16, 2021, between SUAC and Continental Stock Transfer & Trust Company (the “Existing Warrant Agreement”). As a result, each Warrant automatically ceased to represent a right to acquire SUAC Class A Common Stock and instead represents a right to acquire shares of the Company’s Common Stock pursuant to the terms and conditions of the Existing Warrant Agreement (as amended by the Warrant Assumption Agreement). As such, the holders of each whole warrant to purchase SUAC Class A Common Stock received one warrant to purchase the Company’s Common Stock at an exercise price of $11.50 per share.

In connection with the Business Combination, CID Holdco filed a registration statement on Form S-4 (File No. 333-282600) with the U.S. Securities and Exchange Commission (SEC), as amended (the “Registration Statement”). The Registration Statement was declared effective by the SEC on June 18, 2025. Subsequently, the Company filed a registration statement on Form S-1 (File No. 333-290052), as amended, which was declared effective by the SEC on September 18, 2025.

Liquidity and Going Concern

The Company follows Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 205-40, Presentation of Financial Statements — Going Concern, which requires that management evaluate whether there are relevant conditions and events that in aggregate raise substantial doubt about the entity’s ability to continue as a going concern and to meet its obligations as they become due within one year after the date that the condensed consolidated financial statements are issued. Under the guidance, the Company must first evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern (step 1). If the Company concludes substantial doubt is raised, management also is required to consider whether its plans alleviate that doubt (step 2).

The Company has a limited operating history, has incurred significant operating losses since its inception, and the revenue and income potential of the Company’s business and market are unproven. The preparation of these condensed consolidated financial statements does not include any adjustments that may result from the outcome of this uncertainty. The Company’s condensed consolidated financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. As of September 30, 2025, the Company had $1,418,834 in cash, a working capital deficit of $5,404,007 and accumulated deficit of $59,093,579. To date, the Company has funded its operations primarily with the net proceeds from the issuance of convertible promissory notes, the issuance and sale of equity securities, and subsequent to June 18, 2025 proceeds from the Business Combination. The Company expects to incur substantial operating losses for the next several years and has obtained additional near-term financing to continue its research and development activities.

On June 18, 2025, the Company entered into a share subscription line of credit agreement under which the Company can access up to $50,000,000 in aggregate proceeds (see Note 9) to fund its R&D activities and its operations.

If the Company is unable to obtain necessary funds through its business operations and the proceeds realized through the business combination, significant reductions in spending and the delay or cancellation of planned activities may be necessary. These actions would have a material adverse effect on the Company’s business, results of operations, and prospects. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date these interim unaudited condensed consolidated financial statements are issued. The accompanying interim unaudited consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of these uncertainties.

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
OPERATING ACTIVITIES
Net loss	$ (34,360,316)	$ (18,850,414)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	16,839
Change in fair value of SAFE notes	17,368,415	14,227,156
Transaction costs paid in shares	156,869
Share-based compensation expense	28,862	187,001
Noncash operating lease expense	64,857	11,890
Loss on debt extinguishment	5,728,295
Reverse recapitalization transaction	(4,739,169)
Fair value of shares issued as commitment fee	350,000
Change in operating assets and liabilities:
Accounts receivable	(864,763)	(92,252)
Prepaid and other assets	(572,655)	107,218
Inventory	(402,854)	(134,448)
Accounts payable	163,030	693,309
Accrued expense	1,095,589	6,572
Accrued compensation	(171,492)	(7,872)
Accrued interest	280,000
Accrued taxes	3,913,668
Operating lease liabilities	(61,968)	2,611
Short-term debt, net	3,750,000
Deferred revenue	58,963	750,000
Net cash used in operating activities	(8,197,830)	(3,099,229)
INVESTING ACTIVITIES
Purchase of property and equipment	(483,724)
Capitalized software development costs	(898,798)	(579,327)
Net cash used in investing activities	(1,382,522)	(579,327)
FINANCING ACTIVITIES
Proceeds from issuance of bridge loans	500,000
Proceeds from issuance of SAFE notes	23,752	3,834,500
Repayment of bridge loans	(1,660,545)
Proceeds from PIPE investments	10,837,643
Purchase of common stock	(5,000,000)
Proceeds from Trust account	5,577,304
Net cash provided by financing activities	10,278,154	3,834,500
Net increase in cash during period	697,802	155,944
Cash, beginning of period	721,032	605,760
Cash, end of period	1,418,834	761,704
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES
ROU asset obtained in exchange for lease liability	482,227	324,426
Conversion of SAFE notes to equity	40,726,793
Conversion of short-term debt to equity	2,456,500
Cash paid for interest	$ 39,462

Equity Incentive Plan

9 Months Ended

Sep. 30, 2025

Equity Incentive Plan [Abstract]

Equity Incentive Plan

Note 11 - Equity Incentive Plan

In January 2021, the Company adopted the 2021 Equity Inventive Plan (the “Incentive Plan”), which provides for grants of awards in the form of incentive stock options, non-qualified stock options, and restricted stock awards to selected employees, directors, and independent contractors of the Company and its affiliates, as defined in the Incentive Plan. The aggregate number of shares of the Company’s Common Stock that may be issued under the Incentive Plan shall not exceed 4,672,506. The purpose of the Incentive Plan is to encourage and enable selected participants to acquire or to increase their holdings of the Company’s Common Stock and other equity-based interests in the Company in order to promote a closer identification of their interests with those of the Company and its stockholders. The Incentive Plan is administered by the Company’s Board of Directors, which determines the people to whom awards will be granted, the type of awards to be granted, the number of awards to be granted and the specific terms of each grant, including the vesting thereof, subject to the provisions of the Incentive Plan.

Stock Options

Stock option activity for the nine months ended September 30, 2025 is as follows:

	Shares			Weighted-Average Exercise Price		Weighted- Average Remaining Contractual Life (in years)
Options outstanding as of December 31, 2024		2,032,521		$	0.1151		6.22
Options granted		-			-		-
Options exercised		-			-		-
Options cancelled		(170,715	)		0.1759		n/a
Options outstanding as of September 30, 2025		1,861,806			0.1095		5.91
Total vested as of September 30, 2025		1,797,840		$	0.1008		6.08

For the three and nine months ended September 30, 2025, the Company recognized share-based compensation expense relating to stock options totaling $9,120 and $28,862, respectively. For the three and nine months ended September 30, 2024, the Company recognized share-based compensation relating to stock options totaling $8,778 and $80,372, respectively. Share-based compensation expense relating to stock options is included in “General and administrative” in the accompanying condensed consolidated statements of operations.

As of September 30, 2025, there was a total of approximately $14,493 of unrecognized share-based compensation cost relating to outstanding stock options, which is expected to be recognized over a weighted-average period of 0.55 years.

Restricted Stock Awards

For the three and nine months ended September 30, 2025 and 2024, the Company did not grant any restricted stock awards.

As of September 30, 2025 and December 31, 2024, there were no unvested restricted stock awards.

For the three and nine months ended September 30, 2025, the Company did not recognize any share-based compensation relating to restricted stock awards. For the three and nine months ended September 30, 2024, the Company recognized share-based compensation relating to restricted stock awards totaling $5,755 and $106,629, respectively. Share-based compensation relating to restricted stock awards is included in “General and administrative” in the accompanying consolidated statements of operations.

As of September 30, 2025, there were no unrecognized share-based compensation costs relating to restricted stock awards.

Concentrations (Details) - USD ($)	Sep. 30, 2025	Sep. 30, 2024
Concentrations [Abstract]
FDIC insured limit (in Dollars)	$ 250,000
Percentage of revenue	100.00%	100.00%

Property and Equipment - Schedule of Depreciation Expense (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Property and Equipment [Abstract]
Depreciation expense	$ 11,738		$ 16,839

Net Loss Per Share

9 Months Ended

Sep. 30, 2025

Net Loss Per Share [Abstract]

Net Loss Per Share

Note 12 - Net Loss Per Share

Earnings per share accounting requires the presentation of both basic and diluted earnings per share on the face of the statements of operations. The Company’s basic net loss per share is computed by dividing net loss by the weighted-average number of shares of Common Stock outstanding for the period. If there are dilutive securities, diluted income per share is computed by including Common Stock equivalents which includes shares issuable upon the exercise of stock options into common shares, using the treasury stock method. In periods for which the Company reports a net loss, the Common Stock equivalents are not included, as they would be anti-dilutive.

For the nine months ended September 30, 2025 and 2024, shares of Common Stock underlying stock options totaling 1,861,806 and 2,032,521, respectively, and no unvested restricted stock awards, were excluded from the calculation of diluted net loss per share because they were antidilutive. In addition, 15,654,983 warrants outstanding as of September 30, 2025 were out of the money and also excluded from the calculation of diluted net loss per share for being antidilutive.

Restricted stock awards can be issued to directors, executives or employees of the Company and are subject to time-based vesting. These unvested shares are excluded from the computation of basic loss per share as these shares are not considered outstanding until vested.

Related Party Transactions (Details) - USD ($)					1 Months Ended		3 Months Ended		9 Months Ended
Related Party Transactions (Details) - USD ($)	Jun. 18, 2025	Feb. 01, 2025	Aug. 01, 2024	Mar. 01, 2024	Jan. 31, 2025	Dec. 31, 2024	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Jun. 01, 2025
Related Party Transactions [Line Items]
converted (in Shares)	12,210,718								2,909,057
Sublease term			1 year	1 year
Sublease Income			$ 1,280	$ 1,167
Payment for rent							$ 16,170		$ 23,850
One-time fee									13,610
Rent expense		$ 12,333			$ 9,333		0	$ 3,501	2,334	$ 8,169
Lease renewal term											5 years
Short term lease expense							22,170	6,228	93,516	16,879
PRB Transportation, LLC [Member]
Related Party Transactions [Line Items]
Revenues recognized							11,737	$ 3,445	20,328	$ 11,978
Accounts receivable						$ 1,164	0		0
Pope Technologies LLC [Member]
Related Party Transactions [Line Items]
Purchase order							1,500,000		1,500,000
Deferred revenue						$ 750,000
Deferred revenue balance							24,750		24,750
Alegre Manati [Member]
Related Party Transactions [Line Items]
Short term lease expense							$ 0		49,332
Charles Maddox [Member] \| SAFE Agreements [Member]
Related Party Transactions [Line Items]
Proceeds									$ 28,833
Common Stock [Member] \| SAFE Agreements [Member]
Related Party Transactions [Line Items]
converted (in Shares)									2,156

Restatement and Reclassification of Prior Period Financial Statements - Schedule of Condensed Consolidated Statements of Operations (Details) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024
As Previously reported [Member]
Schedule of Condensed Consolidated Statements of Operations [Line Items]
Revenue	$ 81,636	$ 183,631
Cost of goods sold	145,201	155,210
Gross profit	(63,565)	28,421
Operating expenses:
General and administrative expenses	1,039,092	2,462,469
Research and development expenses	157,741	431,054
Sales and marketing	633,570	1,758,156
Acquisition and integration
Depreciation and amortization
Total operating expenses	1,830,403	4,651,679
Loss from operations	(1,893,968)	(4,623,258)
Reclassification [Member]
Schedule of Condensed Consolidated Statements of Operations [Line Items]
Revenue
Cost of goods sold
Gross profit
Operating expenses:
General and administrative expenses	(532,305)	(1,398,008)
Research and development expenses
Sales and marketing	(103,154)	(103,154)
Acquisition and integration	635,459	1,501,261
Depreciation and amortization
Total operating expenses
Loss from operations
Restatement [Member]
Schedule of Condensed Consolidated Statements of Operations [Line Items]
Revenue
Cost of goods sold	(137,204)	(137,204)
Gross profit	137,204	137,204
Operating expenses:
General and administrative expenses	99	99
Research and development expenses	28,937	28,937
Sales and marketing	108,168	108,168
Acquisition and integration
Depreciation and amortization
Total operating expenses	137,204	137,204
Loss from operations
As adjusted [Member]
Schedule of Condensed Consolidated Statements of Operations [Line Items]
Revenue	81,636	183,631
Cost of goods sold	7,997	18,006
Gross profit	73,639	165,625
Operating expenses:
General and administrative expenses	506,886	1,064,461
Research and development expenses	186,678	459,991
Sales and marketing	638,584	1,763,170
Acquisition and integration	635,459	1,501,261
Depreciation and amortization
Total operating expenses	1,967,607	4,788,883
Loss from operations	$ (1,893,968)	$ (4,623,258)

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Income Statement [Abstract]
Revenue	$ 778,482	$ 81,636	$ 1,257,813	$ 183,631
Cost of goods sold	488,286	7,997	572,558	18,006
Gross profit	290,196	73,639	685,255	165,625
Operating expenses:
General and administrative	2,742,753	506,886	4,184,688	1,064,461
Research and development	397,135	186,678	972,640	459,991
Sales and marketing	1,111,895	638,584	2,564,891	1,763,170
Acquisition and integration	243,230	635,459	1,154,857	1,501,261
Depreciation and amortization	11,738		16,839
Total operating expenses	4,506,751	1,967,607	8,893,915	4,788,883
Loss from operations	(4,216,555)	(1,893,968)	(8,208,660)	(4,623,258)
Other expenses:
Interest expense			(328,763)
Change in fair value of SAFE notes		(764,446)	(17,368,415)	(14,227,156)
Transaction costs			(2,726,183)
Loss on extinguishment of debt			(5,728,295)
Total other expenses		(764,446)	(26,151,656)	(14,227,156)
Loss before income taxes	(4,216,555)	(2,658,414)	(34,360,316)	(18,850,414)
Provision for income taxes
Net loss	$ (4,216,555)	$ (2,658,414)	$ (34,360,316)	$ (18,850,414)
Net loss per share
Net loss per share basic (in Dollars per share)	$ (0.15)	$ (0.22)	$ (1.89)	$ (1.56)
Net loss per share diluted (in Dollars per share)	$ (0.15)	$ (0.22)	$ (1.89)	$ (1.56)
Weighted average number of shares
Weighted average number of shares basic (in Shares)	27,645,033	12,210,718	18,146,608	12,095,288
Weighted average number of shares diluted (in Shares)	27,645,033	12,210,718	18,146,608	12,095,288

SAFE Agreements and Fair Value Measurements

9 Months Ended

Sep. 30, 2025

SAFE Agreements and Fair Value Measurements [Abstract]

SAFE Agreements and Fair Value Measurements

Note 8 - SAFE Agreements and Fair Value Measurements

Prior to the Closing, SEE ID had issued Simple Agreements for Future Equity (the “SAFE agreements”) to investors for proceeds totaling $8,480,217. Under the terms of these SAFE agreements, which had stated discount rates ranging from 67% to 80%, the following would happen upon the occurrence of these events (all capitalized terms are as defined in the SAFE agreements):

Equity Financing - the SAFE agreements will automatically convert into the number of shares of Safe Preferred Stock equal to the Purchase Amount divided by the Discount Price with certain SAFE agreements subject to a post-money valuation cap of $30,000,000.

Liquidity Event - the SAFE agreements will automatically be entitled to receive a portion of Proceeds, due and payable to the Investor immediately prior to, or concurrent with, the consumption of such Liquidity Event, equal to the greater of (i) the Purchase Amount (the “Cash-Out Amount”) or (ii) the amount payable on the number of shares of Common Stock equal to the Purchase Amount divided by the Liquidity Price.

Dissolution Event - the Investor will automatically be entitled to receive a portion of Proceeds equal to the Cash-Out Amount, due and payable to the Investor immediately prior to the consummation of the Dissolution Event.

In accordance with FASB ASC 815-40, Contracts in Entity’s Own Equity, the Company determined that the SAFE agreements represented freestanding financial instruments and, accordingly, classified them as derivative liabilities in the accompanying condensed consolidated balance sheets. The SAFE agreements were carried at estimated fair value, which was determined by the Company via a probability-weighted expected return method.

The Business Combination, which closed on June 18, 2025, as described in Note 3, qualified as an “Equity Financing” under the terms of the Company’s SAFE agreements. As a result, all outstanding SAFE notes were converted into 2,909,057 shares of Common Stock. The Company recognized a fair value change in the SAFE notes of $17,368,415, based on the fair value of the Common Stock at Closing of $14.00 per share. Accordingly, no SAFE notes remained outstanding as of September 30, 2025.

For the three and nine months ended September 30, 2025 and 2024, the SAFE note activity was as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2025		2024		2025			2024
SAFE agreements at fair value, beginning of period	$	-	$	21,200,160	$	23,334,626		$	4,602,950
SAFE agreements issued for cash		-		700,000		23,752			3,834,500
Change in fair value		-		764,446		17,368,415			14,227,156
SAFE notes converted into shares		-		-		(40,726,793	)		-
SAFE agreements at fair value, end of period	$	-	$	22,664,606	$	-		$	22,664,606

Derivative Instruments: Derivative instruments that are not traded on an exchange are valued using conventional calculations/models that are primarily based on unobservable inputs such as private company unit price and volatilities, and therefore, such derivative instruments are included in Level 3.

Upon the completion of the Business Combination, all outstanding derivatives were converted into shares of the Company’s Common Stock. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2025 and December 31, 2024, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

Description		Level		September 30, 2025				December 31, 2024
Derivative liabilities		3		$	-			$	23,334,626

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

SAFE Agreements and Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2025

SAFE Agreements and Fair Value Measurements [Abstract]

Schedule of Fair Value

For the three and nine months ended September 30, 2025 and 2024, the SAFE note activity was as follows:

	For the three months ended September 30,				For the nine months ended September 30,
	2025		2024		2025			2024
SAFE agreements at fair value, beginning of period	$	-	$	21,200,160	$	23,334,626		$	4,602,950
SAFE agreements issued for cash		-		700,000		23,752			3,834,500
Change in fair value		-		764,446		17,368,415			14,227,156
SAFE notes converted into shares		-		-		(40,726,793	)		-
SAFE agreements at fair value, end of period	$	-	$	22,664,606	$	-		$	22,664,606

Schedule of Measured at Fair Value on a Recurring basis

Description		Level		September 30, 2025				December 31, 2024
Derivative liabilities		3		$	-			$	23,334,626

Capitalized Software Development Costs

9 Months Ended

Sep. 30, 2025

Capitalized Software Development Costs [Abstract]

Capitalized Software Development Costs

Note 7 - Capitalized Software Development Costs

The Company capitalizes eligible costs incurred in the development of internal-use software during the application development stage, in accordance with ASC 350-40, Internal-Use Software. Capitalized software development costs include direct labor, third-party services, and other direct costs associated with the development of new software or significant upgrades and enhancements to existing software. Costs incurred during the preliminary project stage and post-implementation/operational stage are expensed as incurred. Capitalized software development costs are amortized on a straight-line basis over the estimated useful life of the software, which is typically three to five years. The Company reviews the carrying value of capitalized software for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable.

The Company capitalized software development costs of $2,660,194 and $1,761,396 as of September 30, 2025 and December 31, 2024, respectively.

For the three and nine months ended September 30, 2025 and 2024, there was no amortization expense recorded on capitalized software development costs as the software was not substantially complete and ready for its intended use.

SAFE Agreements and Fair Value Measurements - Schedule of Measured at Fair Value on a Recurring basis (Details)	Dec. 31, 2024 USD ($)
Level 3 [Member] \| Recurring basis [Member]
Schedule of Measured at Fair Value on a Recurring Basis [Line Items]
Derivative liabilities	$ 23,334,626

Equity Line of Credit (Details) - USD ($)					9 Months Ended
Equity Line of Credit (Details) - USD ($)	Oct. 13, 2025	Sep. 30, 2025	Sep. 24, 2025	Jun. 18, 2025	Sep. 30, 2025
Equity Line of Credit [Line Items]
Line of credit				$ 50,000,000
Lowest daily volume weighted average price				97.00%
Number of trading days				3 days
Greater volume weighted average price				85.00%
Issuance of shares of common stock (in Shares)					2,709,411
Purchase Price (in Dollars per share)	$ 2.6172
Standby Equity Purchase Agreement [Member]
Equity Line of Credit [Line Items]
Commitment fee		$ 350,000		$ 350,000
Issuance of shares of common stock (in Shares)			106,383
Common stock value per share (in Dollars per share)			$ 3.29
Sale of Stock, Number of Shares Issued in Transaction (in Shares)	30,000
Proceeds from Issuance of Common Stock	$ 78,516

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2025	Dec. 31, 2024
Statement of Financial Position [Abstract]
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in Shares)	300,000,000	300,000,000
Common stock, shares issued (in Shares)	27,743,322	12,210,718
Common stock, shares outstanding (in Shares)	27,743,322	12,210,718

Fees Summary	Jan. 27, 2026 USD ($)
Fees Summary [Line Items]
Total Offering	$ 30,812,500.00
Previously Paid Amount	0.00
Total Fee Amount	4,255.21
Total Offset Amount	0.00
Net Fee	$ 4,255.21

Summary of Significant Accounting Policies (Details) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended
	Nov. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Jun. 18, 2025
Summary of Significant Accounting Policies [Abstract]
Credit losses		$ 0	$ 0	$ 0	$ 0
Depreciation of property and equipment				$ 5,000
Estimated useful lives		5 years		5 years
Impairment
Leases term		12 months		12 months
Right-of-use lease liabilities term		12 months		12 months
Payments	$ 1
Payment received		$ 2,000,000
Revenue		$ 196,000
Tax benefit				50.00%
Public and private warrants (in Shares)		15,675,000		15,675,000
Exercisable per share (in Dollars per share)		$ 11.5		$ 11.5		$ 11.5
Warrants forfeited (in Shares)		20,017	20,017	20,017	20,017
Net total warrants outstanding (in Shares)		15,654,983		15,654,983
Incurred acquisition		$ 243,230
Integration costs				$ 1,154,857

Accrued Expenses

9 Months Ended

Sep. 30, 2025

Accrued Expenses [Abstract]

Accrued Expenses

Note 15 – Accrued Expenses

Accrued expenses as of September 30, 2025 and December 31, 2024, consisted of the following:

	September 30, 2025		December 31, 2024
Transaction costs accrued for Cohen Capital Market	$	1,003,500	$	-
Board of directors’ fees		70,000		-
Credit card expense accrual		37,676		24,219
Other month-end liability accrual		8,632		-
Total accrued expenses	$	1,119,808	$	24,219

Equity Incentive Plan (Tables)

9 Months Ended

Sep. 30, 2025

Equity Incentive Plan [Abstract]

Schedule of Stock Options

Stock option activity for the nine months ended September 30, 2025 is as follows:

	Shares			Weighted-Average Exercise Price		Weighted- Average Remaining Contractual Life (in years)
Options outstanding as of December 31, 2024		2,032,521		$	0.1151		6.22
Options granted		-			-		-
Options exercised		-			-		-
Options cancelled		(170,715	)		0.1759		n/a
Options outstanding as of September 30, 2025		1,861,806			0.1095		5.91
Total vested as of September 30, 2025		1,797,840		$	0.1008		6.08

Restatement and Reclassification of Prior Period Financial Statements

9 Months Ended

Sep. 30, 2025

Restatement and Reclassification of Prior Period Financial Statements [Abstract]

Restatement and Reclassification of Prior Period Financial Statements

Note 4 - Restatement and Reclassification of Prior Period Financial Statements

Based on an analysis of FASB ASC, ASC 250-Accounting Changes and Error Corrections, Staff Accounting Bulletin 99, Materiality, and Staff Accounting Bulletin 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, the Company determined these errors were material to the previously issued interim financial statements and as such a restatement was necessary.

For the three and nine months ended September 30, 2024, the Company revised its expense presentation by reallocating certain amounts previously reported under cost of goods sold to general and administrative, research and development, and sales and marketing expenses to better reflect the nature of the underlying costs. In addition, certain expenses were reclassified among these operating expense categories. These revisions had no effect on total revenue, loss from operations, net loss, or shareholders’ equity (deficit) for any period presented. The impact of these reclassifications and restatements on the Company’s condensed consolidated statements of operations for the three and nine months ended September 30, 2024, is shown below:

	For the three months ended September 30, 2024
	As previously reported			Reclassification			Restatement			As adjusted
Revenue	$	81,636		$	-			-		$	81,636
Cost of goods sold		145,201			-			(137,204	)		7,997
Gross profit	$	(63,565	)	$	-		$	137,204		$	73,639
Operating expenses:
General and administrative expenses		1,039,092			(532,305	)		99			506,886
Research and development expenses		157,741			-			28,937			186,678
Sales and marketing		633,570			(103,154	)		108,168			638,584
Acquisition and integration		-			635,459			-			635,459
Depreciation and amortization		-			-			-			-
Total operating expenses		1,830,403			-			137,204			1,967,607
Loss from operations	$	(1,893,968	)	$	-		$	-		$	(1,893,968	)

	For the nine months ended September 30, 2024
	As previously reported			Reclassification			Restatement			As adjusted
Revenue	$	183,631		$	-		$	-		$	183,631
Cost of goods sold		155,210			-			(137,204	)		18,006
Gross profit	$	28,421		$	-		$	137,204		$	165,625
Operating expenses:
General and administrative expenses		2,462,469			(1,398,008	)		99			1,064,461
Research and development expenses		431,054			-			28,937			459,991
Sales and marketing		1,758,156			(103,154	)		108,168			1,763,170
Acquisition and integration		-			1,501,261			-			1,501,261
Depreciation and amortization		-			-			-			-
Total operating expenses		4,651,679			-			137,204			4,788,883
Loss from operations	$	(4,623,258	)	$	-		$	-		$	(4,623,258	)

Out of Period Adjustment

During the three months ended September 30, 2025, the Company identified an error in its previously issued financial statements that was corrected through an out of period adjustment in the condensed financial statements as of and for the three and nine months ended September 30, 2025. The error related to non-redemption compensation incurred during the three months ended June 30, 2025 that was not recorded in that quarter. As a result, the Company recorded an out of period adjustment in the amount of approximately $561,000 in the quarter ended September 30, 2025. The Company assessed this out of period adjustment both quantitatively and qualitatively and concluded the error was immaterial.

Leases (Details)		1 Months Ended		3 Months Ended		9 Months Ended
Leases (Details)	Feb. 01, 2025 USD ($)	Jan. 31, 2025 USD ($) $ / shares	Jun. 30, 2024 USD ($)	Sep. 30, 2025 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2025 USD ($)	Sep. 30, 2024 USD ($)	Jun. 01, 2025	Jan. 01, 2025 ft²
Leases [Line Items]
Lease commenced term			63 months					5 years
Initial base rent (in Dollars) \| $			$ 7,000
Rent per square foot		$ 7
Rent per month (in Dollars) \| $	$ 12,333	$ 9,333		$ 0	$ 3,501	$ 2,334	$ 8,169
Percentage of rent annually increasing		3.00%
Operating expenses of premises not to exceed per square foot		$ 3.25
Maximum [Member]
Leases [Line Items]
Rent per square foot		$ 7.5
Nonrelated Party [Member]
Leases [Line Items]
Area of land (in Square Feet) \| ft²									16,000

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2025

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2 - Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying interim condensed consolidated unaudited financial statements include the accounts of CID Holdco, and its wholly-owned subsidiaries, Dot Ai and Dot Works, which are collectively referred to as the “Company” in these condensed consolidated financial statements. All intercompany balances and transactions have been eliminated upon consolidation.

Basis of Presentation

The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), as determined by FASB through the ASC, and should be read in conjunction with, the Company’s audited consolidated financial statements and related footnotes for the year ended December 31, 2024. The unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair presentation of the Company’s financial position, and its results of operations and cash flows for the reported periods, in accordance with US GAAP. The unaudited condensed consolidated financial statements do not include all of the information and footnotes required by US GAAP for complete financial statements, as allowed by the relevant U.S. Securities and Exchange Commission rules and regulations; however, the Company believes its disclosures are adequate to ensure the information presented is not misleading.

Accounting for the Business Combination

The Business Combination is accounted for as a reverse recapitalization, with ShoulderUp being treated as the acquired company and the Legacy Company treated as the accounting acquirer for financial reporting purposes. This accounting treatment is equivalent to the Legacy Company issuing stock for the net assets of ShoulderUp, accompanied by a recapitalization whereby no goodwill or other intangible assets are recorded. Operations prior to the Business Combination are presented as those of the Legacy Company and the accumulated deficit of the Legacy Company has been carried forward after Closing.

All periods prior to the Business Combination have been retrospectively adjusted to reflect the reverse recapitalization. In connection with the reverse recapitalization treatment of the Business Combination, all issued and outstanding securities of ShoulderUp upon Closing were treated as issuances of the Company upon the consummation of the Business Combination.

Emerging Growth Company

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 Section 21E of the Securities Exchange Act of 1934, as amended (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 an accounting 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 accounting standard at the time private companies adopt the new or revised standard.

Recently Issued Accounting Pronouncements

In November 2023, the FASB issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, requiring public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU No. 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280 on an interim and annual basis. The Company adopted ASU No. 2023-07 during the year ended December 31, 2024. See Note 16, Segment Reporting, in these notes to the condensed consolidated financial statements for further detail.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes, which prescribes standardized categories and disaggregation of information in the reconciliation of provision for income taxes, requires disclosure of disaggregated income taxes paid, and modifies other income tax-related disclosure requirements. The updated standard is effective for us beginning with our fiscal year 2025 annual reporting period. The Company has evaluated the impact of this standard and, because it continues to operate in a loss position and does not pay income taxes, the adoption of this guidance is not expected to have a material impact on its condensed consolidated financial statements or related disclosures.

In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses, which requires disclosures of certain additional expense information on an annual and interim basis, including, among other items, the amounts of purchases of inventory, employee compensation, depreciation and intangible asset amortization included within each income statement expense caption, as applicable. The updated standard is effective for our annual periods beginning in fiscal year 2026 and interim periods beginning in the first quarter of fiscal year 2027. The Company is currently evaluating the impact of this guidance but does not anticipate a material impact on its condensed consolidated financial statements or related disclosures.

Risks and Uncertainties

The Company’s industry is subject to rapid technological change. The introduction of new technologies will continue to have a significant effect on competitive conditions to which the Company is subject. Certain technologies and industry developments may negatively impact the Company’s ability to compete within certain industry segments. If the Company is unable to develop new solutions that provide utility to its customers and provide enhancements and new features for its existing solutions that keep pace with rapid technological and regulatory changes, the Company’s revenues and results of operations could be adversely affected.

Since some of the inventory that the Company purchases include components produced in foreign countries, the Company is subject to certain risks associated with tariffs on imports that the government of the United States of America imposes, which could adversely impact the Company’s operations.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The Company bases its estimates on historical experience, known or expected trends, and various other assumptions that are believed to be reasonable given the quality of information available as of the date of these financial statements. The results of these assumptions provide the basis for making estimates about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates. The Company believes judgment is involved in determining capitalized software development costs, the fair value of the SAFE agreements, useful lives of capitalized software development costs, share-based compensation, obsolete inventory, the put option under the standby equity purchase agreement and the valuation allowance on deferred income taxes. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ materially from those estimates and assumptions.

Cash

The Company maintains its cash deposits with major financial institutions, that at times, are greater than the FDIC limit.

Fair Value Measurement

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants as of the measurement date. Applicable accounting guidance provides an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of us. Unobservable inputs are inputs that reflect our assumptions about the factors that market participants would use in valuing the asset or liability. There are three levels of input that may be used to measure fair value:

Level 1

Quoted prices in active markets for identical assets or liabilities that the entity can access.

Level 2

Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities.

Level 3

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

Assets and liabilities measured at fair value are classified based on the lowest level of input that is significant to the fair value measurement. The Company reviews the fair value hierarchy classification on an as needed basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. The Company recognizes transfers into and out of levels within the fair value hierarchy in the appropriate period in which the actual event or change in circumstances caused the transfer to occur.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets primarily consist of advance payments for goods and services to be received in future periods, including insurance premiums, software licenses, maintenance contracts, and prepaid inventories. Prepaid expenses are recorded at cost and are expensed ratably over the period the benefits are realized. Prepaid inventories are advance payments made to suppliers for inventory that the company has not yet received. The Company periodically reviews the carrying value of prepaid expenses and other current assets to determine if any amounts are no longer recoverable, and records an expense in the period such determination is made.

Accounts Receivable

Accounts receivable are derived from customers located primarily in North America. The Company generally does not require collateral to support customer receivables.

Accounts receivable are reduced by an allowance for credit losses to reserve for potentially uncollectible amounts. The Company evaluates the collectability of its accounts receivable monthly, and amounts are written off when determined to be uncollectible by management. The maximum accounting loss from the credit risk associated with accounts receivable is the amount of the receivable recorded, which is the face amount of the receivable, net of the allowance for credit losses and deferred revenue, if any. The allowance for credit losses reflects the best estimate of probable losses. The Company writes off accounts receivable when they become uncollectible. As of September 30, 2025 and December 31, 2024, there was no accounts receivable allowance for credit losses. There was no credit losses for the three and nine months ended September 30, 2025 and 2024.

Inventory

Inventory consists of raw materials, work in progress and finished goods and is valued at the lower of cost or net realizable value (“NRV”), with cost determined by the first-in, first-out method. NRV is determined as the estimated selling price in the ordinary course of business less the estimated selling costs. Valuations are periodically performed by management, and a charge to operations is recorded if the carrying value of the item exceeds its estimated net realizable value. Management also periodically performs a valuation on allowance for excess and obsolete inventory. No valuation allowance was necessary as of September 30, 2025 and December 31, 2024.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are expensed currently, while renewals and betterments that materially extend the life of an asset are capitalized. The cost of assets sold, retired, or otherwise disposed of, and the related allowance for depreciation are eliminated from the accounts, and any resulting gain or loss is recognized. Depreciation of property and equipment over $5,000 is provided using the straight-line method over the estimated useful lives of the assets, which are 5 years.

Software Development Costs

In accordance with FASB ASC Topic 350-40, Intangibles-Goodwill and Other-Internal-Use Software, the Company capitalizes software development costs incurred on new applications or enhancements to applications during the application development phase of software for internal use to provide services to customers. These capitalized costs include certain payroll and payroll-related costs for employees and costs for outside consultants who are directly associated with and who devote time to internal-use software projects. Costs incurred prior to the application development phase and after the market release are expensed as incurred.

Internal-use software is amortized on a straight-line basis over its estimated useful life from the date the project is substantially complete and ready for its intended use. The estimated useful life will be determined based on management’s judgment on how long the core technology and functionality serves internal needs and the customer base. Once projects are substantially complete, management will evaluate the useful lives of these assets and will test for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. As of September 30, 2025 and 2024, and for the three and nine months then ended, no projects have been substantially completed and ready for their intended use, and no amortization was recorded in the accompanying condensed consolidated statements of operations.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be fully recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to their fair value, which is normally determined through analysis of the future net cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount that the carrying amount of the assets exceeds the fair value of the assets. As of September 30, 2025 and December 31, 2024, and for the three and nine months ended September 30, 2025 and 2024, no such indicators of impairment were identified, and accordingly, no impairment losses were recognized.

Leases

As permitted by ASC 842, the Company accounts for leases under ASC 842, Leases. The core principle of this standard is that a lessee should recognize the assets and liabilities that arise from leases, by recognizing in the condensed consolidated balance sheets a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term.

The Company recognizes right-of-use (“ROU”) assets and lease liabilities for leases with terms greater than 12 months. Leases are classified as either finance or operating leases. This classification dictates whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease.

The Company’s leases are capitalized at the present value of the minimum lease payments not yet paid. The Company uses either the rate implicit in the lease, if readily determinable, or the Company’s incremental borrowing rate in order to calculate the net present value of the lease liability. The Company’s incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms and in a similar economic environment. The Company has two operating leases for the facilities located in Bethesda, Maryland and Barceloneta, Puerto Rico.

The Company has elected to not recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less at lease commencement and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. The Company recognizes lease costs associated with its short-term leases on a straight-line basis over the lease term. When contracts contain lease and non-lease components, the Company accounts for each component separately. The Company has two short-term leases located in Manati, Puerto Rico and Shirley, Massachusetts.

Variable payments are included in the future lease payments when those variable payments depend on an index or a rate.

Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. The Company primarily recognizes revenue from the sale and delivery of products. As it is still in the early stages of developing its software-as-a-service (SaaS) product, most revenue is derived from product sales, including bridges, gateways, and labels.

Deferred revenue consists of payments received in advance of satisfaction of a performance obligation and is recognized as the performance obligations are satisfied.

The Company entered into an exclusivity agreement on November 8, 2024, and a partner agreement on December 18, 2024, with a major reseller. The exclusivity agreement grants the reseller the exclusive right to sell the Company’s products for one year, with automatic renewal for up to four additional one-year periods if specified sales targets are achieved. The partner agreement provides a 5% purchasing incentive based on the reseller’s quarterly growth in total solution purchases and requires the Company to contribute at least 1% of revenue toward marketing activities, paid as a rebate. Management concluded that the exclusivity agreement, partner agreement, and future product purchase orders should be combined and accounted for as a single contract under ASC 606.

In connection with the exclusivity agreement, the Company received a $2,000,000 payment from the reseller. Since exclusivity does not represent a distinct performance obligation under ASC 606, the payment was recorded as deferred revenue. Revenue will be recognized over the contract term in proportion to the products and services delivered, based on estimated total sales over the five-year period. These estimates will be reviewed quarterly and adjusted based on the reseller’s actual performance. As a result of the third quarter 2025 review, the Company reversed approximately $196,000 in revenue. If the reseller fails to meet sales targets and the agreement is terminated, any remaining deferred revenue will be recognized at that time.

Under ASC 606, both the incentive and rebate represent variable consideration, as they depend on actual sales volume. Management will estimate expected sales and related rebates to determine the transaction price and recognize revenue accordingly. The purchasing incentive and marketing rebate are not separate performance obligations, and variable consideration related to these incentives will be included in revenue only when it is probable that no significant reversal will occur once uncertainties are resolved. The Company will accrue the incentive amount at the end of each quarter when sales revenue is finalized.

Share-Based Compensation

The Company applies ASC 718, Stock Compensation, when recording share-based compensation. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option valuation model. The assumptions used in the Black-Scholes valuation model are as follows:

Grant Price - The grant price of the issuances is determined based on the estimated fair value of the shares at the date of grant.

Risk-Free Interest Rate - The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield in effect at the time of grant.

Expected Lives - Due to the Company’s insufficient history of option activity, management utilizes the simplified approach to estimate the options’ expected term, which represents the period of time that options granted are expected to be outstanding.

Expected Volatility - Determined based on management’s estimate or historical volatilities of comparable companies.

Expected Dividend Yield - Based on current yield at the grant date or the average dividend yield over the historical period. The Company has never declared or paid dividends and has no plans to do so in the foreseeable future.

The share-based compensation expense is recognized on a straight-line basis based on the number of awards expected to vest over the requisite service period and is adjusted to reflect those awards that do ultimately vest with the offsetting credit to additional paid-in capital. For further details regarding share-based compensation (see Note 11).

Research and Development Costs

Expenditures related to the research and development of new products and processes are expensed as incurred. Research and development expenses consist primarily of compensation costs and fees paid to consultants and other expenses relating to the development and testing of the Company’s products.

Income Taxes

The Company accounts for income taxes in accordance with ASC 740, Income Taxes, using the asset and liability approach. 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. 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 effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company records valuation allowances against deferred tax assets as deemed necessary.

The Company accounts for the uncertainty in income taxes as prescribed by the minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. If applicable, the Company records interest and penalties as a component of income tax expense.

Basic and Diluted Net Loss Per Common Share

Basic net loss per common share is computed by dividing net loss for the period by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding and potentially dilutive securities outstanding for the period using the treasury stock or if-converted method if their inclusion is dilutive. Diluted net loss per common share is the same as basic net loss per common share because the inclusion of potentially dilutive shares would be anti-dilutive to the calculation of loss and comprehensive loss per common share.

The Company has only one class of shares issued and outstanding. Accordingly, basic and diluted net loss per share is not allocated among multiple classes. Basic and diluted net loss per share for all periods prior to the Closing have been retrospectively adjusted by the exchange ratio to reflect the effect of the reverse recapitalization.

Prior to the Closing, the Company inherited 15,675,000 public and private warrants from ShoulderUp, each exercisable at $11.50 per share. These warrants were considered antidilutive and excluded from the diluted net loss per share calculation for the three and nine months ended September 30, 2025. During the three and nine months ended September 30, 2025 and 2024, 20,017 of these warrants were forfeited, resulting in a net total of 15,654,983 warrants outstanding as of September 30, 2025.

Acquisition and Integration Costs

The Company incurred acquisition and integration costs of $243,230 and $1,154,857 for the three and nine months ended September 30, 2025, respectively, primarily related to professional fees, legal and accounting services, severance, and other costs associated with recent business combinations. These expenses are not included in general and administrative expenses in the condensed consolidated statements of operations. The Company expects to continue to incur certain integration costs in the near term as it finalizes system, process, and personnel integration activities.

Transaction Costs

The Company accounts for transaction costs incurred in connection with de-SPAC transactions in accordance with ASC 805, Business Combinations. Costs that are directly attributable to the issuance of equity instruments, such as legal, accounting, and advisory fees related to the merger and recapitalization, are recorded as a reduction to additional paid-in capital. Other costs that are not directly related to the equity issuance, including costs associated with business combination activities, are expensed as incurred. The Company evaluates each cost to determine the appropriate accounting treatment based on its nature and purpose.

Restatements and Reclassifications

Certain prior period amounts have been reclassified to conform to the current period presentation. In connection with these reclassifications, amounts previously reported as general and administrative expenses have been reallocated to acquisition and integration expenses. Amounts previously reported as advances to suppliers have been reclassified to prepaid expenses and other current assets. In addition, certain amounts previously reported as other assets have been reclassified to property and equipment, net. Furthermore, certain amounts previously reported as cost of goods sold have been restated to general and administrative expenses, research and development expenses and sales and marketing expenses based on the nature of the underlying costs. These restatements and reclassifications had no impact on total loss from operations, net loss, or shareholders’ equity (deficit) for any period presented.

Shareholders' Equity

9 Months Ended

Sep. 30, 2025

Shareholders' Equity [Abstract]

Shareholders' Equity

Note 10 – Shareholders’ Equity

Reverse Recapitalization

As described in Note 3, Business Combination and Reverse Recapitalization, all historical equity data, including stock option data, in these unaudited condensed consolidated financial statements has been retrospectively adjusted by the Exchange Ratio to reflect the reverse recapitalization that occurred on June 18, 2025.

Common Stock

As of September 30, 2025, the Company had authorized 300,000,000 shares of Common Stock, par value $0.0001 per share. As of September 30, 2025, 27,743,322 shares of Common Stock were issued and outstanding, and 272,256,678 shares of Common Stock were reserved for future issuance.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
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-Name Accounting Standards Codification
-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 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://fasb.org/us-gaap/role/ref/legacyRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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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 19: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Commitment and Contingencies (Details)	9 Months Ended
Commitment and Contingencies (Details)	Sep. 30, 2025 $ / shares shares
Commitment and Contingencies [Line Items]
Common stock shares holds \| shares	5,000,260
Stock options exercisable \| shares	170,715
Stock options exercisable \| $ / shares	$ 0.176
Percentage of stock option conversion ratio	8.10%
Converting per share \| $ / shares	$ 0.0143

Business Combination and Reverse Recapitalization - Schedule of Reconcile Elements of the Business Combination to the Company’s Condensed Consolidated Financial Statements (Details) - USD ($)	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
Closing proceeds
Proceeds from Trust account	$ 5,577,304
Proceeds from PIPE investors	10,837,643
Proceeds from legacy ShoulderUp bank accounts	74,499
Closing disbursements
Less: Payment to purchase founder shares	(5,000,000)
Net cash proceeds from the Business Combination	11,489,446
Noncash activities
Conversion of SAFE notes to equity	40,726,793
Conversion of short-term debt to equity	8,597,750
Transaction costs paid in shares	156,870
Less: Accrued taxes assumed from ShoulderUp	(3,913,668)
Less: Short-term debt assumed from ShoulderUp	(900,000)
Net equity impact of the Business Combination	56,157,192
Par value of Common Stock issued	(1,543)
Total Impact of Business Combination on Additional Paid-in Capital	$ 56,155,649

SAFE Agreements and Fair Value Measurements (Details) - USD ($)		9 Months Ended
	Jun. 18, 2025	Sep. 30, 2025
SAFE Agreements and Fair Value Measurements [Line Items]
Investors for proceeds totaling		$ 8,480,217
Post-money valuation cap		$ 30,000,000
Converted shares of common stock (in Shares)	12,210,718	2,909,057
Fair value change notes		$ 17,368,415
Fair value of the common stock closing per share (in Dollars per share)		$ 14
Minimum [Member]
SAFE Agreements and Fair Value Measurements [Line Items]
Stated discount rates		67.00%
Maximum [Member]
SAFE Agreements and Fair Value Measurements [Line Items]
Stated discount rates		80.00%

Subsequent Events (Details) - Subsequent Event [Member] - USD ($)	Oct. 27, 2025	Oct. 13, 2025
Subsequent Events [Line Items]
Issued shares (in Shares)		30,000
Purchase price (in Dollars per share)		$ 2.6172
Cash proceeds		$ 78,516
Interest rate	7.00%
Streeterville Capital, LLC [Member]
Subsequent Events [Line Items]
Loan	$ 8

Net Loss Per Share (Details) - shares	9 Months Ended
Net Loss Per Share (Details) - shares	Sep. 30, 2025	Sep. 30, 2024
Equity Option [Member]
Net Loss Per Share [Line Items]
Antidilutive net loss per share	1,861,806	2,032,521
Warrant [Member]
Net Loss Per Share [Line Items]
Antidilutive net loss per share	15,654,983

Income Taxes

9 Months Ended

Sep. 30, 2025

Income Taxes [Abstract]

Income Taxes

Note 18 – Income Taxes

For the three and nine months ended September 30, 2025 and 2024, the Company recorded no income tax expense or benefit due to pre-tax book losses. The Company’s effective tax rate for these periods was 0%, which differs from the statutory federal rate primarily due to the Company’s pre-tax losses that generate deferred tax assets (DTAs) related to net operating loss (NOL) carryforwards. Based on the weight of available evidence, including its cumulative history of operating losses, management has determined that it is more likely than not that these deferred tax assets will not be realized, and therefore continues to maintain a full valuation allowance as of September 30, 2025. As a result, the Company expects to maintain a full valuation allowance for the entire fiscal year, and its estimated annual effective tax rate for 2025 remains 0%. The Company’s deferred tax assets, net of the valuation allowance, were $0 as of September 30, 2025.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law in the U.S., which contains a broad range of tax reform provisions affecting businesses. The Company is evaluating the full effects of the legislation on the Company, including the Company’s cash tax position, but the Company expects that the legislation will not have a material impact on the Company’s financial statements. As the legislation was signed into law after the second quarter, the financial impacts are not included within the condensed consolidated statement of operations.

In connection with the Business Combination, the Company assumed an excise tax liability of $3,905,240 and a franchise tax liability of $8,428, both of which were incurred prior to the Closing and were recorded as assumed obligations from the reverse recapitalization transaction. Accordingly, the Company recorded a total accrued tax liability of $3,913,668 related to the Business Combination. As of September 30, 2025, the Company also recorded a $1,977 sales tax receivable under other current assets account.

The Company is subject to taxation in the U.S. and various state jurisdictions. The Company is not subject to taxation in foreign countries. The Company’s effective tax rate is calculated quarterly based upon current assumptions relating to the full year’s estimated operating results and various tax-related items. Each quarter, an estimate of the annual effective tax rate is updated should the Company revise its forecast of earnings based upon its operating results. If there is a change in the estimated effective annual tax rate, a cumulative adjustment is made. The Company’s effective tax rate was 0% for each of the three and nine months ended September 30, 2025 and 2024.

The difference between the effective tax rate of 0% and the U.S. federal statutory rate of 21% for each of the three and nine months ended September 30, 2025 and 2024 was primarily due to changes in deferred tax balances, fully offset by valuation allowances.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 740
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477617/942-740-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480738/235-10-S50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 740
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478822/944-740-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Capitalized Software Development Costs (Details) - USD ($)	Sep. 30, 2025	Dec. 31, 2024
Capitalized Software Development Costs [Abstract]
Capitalized software development costs	$ 2,660,194	$ 1,761,396

Accounting Policies, by Policy (Policies)

9 Months Ended

Sep. 30, 2025

Summary of Significant Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

Basis of Presentation

Basis of Presentation

Accounting for the Business Combination

Accounting for the Business Combination

Emerging Growth Company

Emerging Growth Company

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

Risks and Uncertainties

Risks and Uncertainties

Use of Estimates

Use of Estimates

Cash

Cash

The Company maintains its cash deposits with major financial institutions, that at times, are greater than the FDIC limit.

Fair Value Measurement

Fair Value Measurement

Level 1

Quoted prices in active markets for identical assets or liabilities that the entity can access.

Level 2

Level 3

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

Prepaid Expenses and Other Current Assets

Prepaid Expenses and Other Current Assets

Accounts Receivable

Accounts Receivable

Accounts receivable are derived from customers located primarily in North America. The Company generally does not require collateral to support customer receivables.

Inventory

Inventory

Property and Equipment

Property and Equipment

Software Development Costs

Software Development Costs

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

Leases

Leases

Variable payments are included in the future lease payments when those variable payments depend on an index or a rate.

Revenue Recognition

Revenue Recognition

Deferred revenue consists of payments received in advance of satisfaction of a performance obligation and is recognized as the performance obligations are satisfied.

Share-Based Compensation

Share-Based Compensation

Grant Price - The grant price of the issuances is determined based on the estimated fair value of the shares at the date of grant.

Risk-Free Interest Rate - The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield in effect at the time of grant.

Expected Volatility - Determined based on management’s estimate or historical volatilities of comparable companies.

Research and Development Costs

Research and Development Costs

Income Taxes

Income Taxes

Basic and Diluted Net Loss Per Common Share

Basic and Diluted Net Loss Per Common Share

Acquisition and Integration Costs

Acquisition and Integration Costs

Transaction Costs

Transaction Costs

Restatements and Reclassifications

Restatements and Reclassifications

Related Party Transactions

9 Months Ended

Sep. 30, 2025

Related Party Transactions

Note 14 - Related Party Transactions

The Company had entered into SAFE agreements with Charles Maddox, the Chief Financial Officer and a stockholder, for proceeds totaling $28,833. On June 18, 2025, in connection with the Business Combination, these SAFE agreements converted into 2,156 Common Stock of the Company.

In August 2024, the Company entered into a $1,500,000 purchase order with Pope Technologies LLC for certain products, hardware, installation, programming, subscription, and training services. As of December 31, 2024, $750,000 had been received and recorded as deferred revenue in the accompanying condensed consolidated balance sheets. During the three and nine months ended September 30, 2025, the Company delivered a portion of the products and recognized $24,750 of revenue from the deferred revenue balance. Pope Technologies LLC is owned by a director of the Company.

Effective January 1, 2022, the Company entered into a customer agreement with PRB Transportation, LLC, a related party owned in part by Charles Maddox, the Company’s Chief Financial Officer and a stockholder, and Jeff Andersen, a stockholder. Revenues recognized from this agreement totaled $11,737 and $3,445 for the three months ended September 30, 2025 and 2024, respectively, and $20,328 and $11,978 for the nine months ended September 30, 2025 and 2024, respectively. As of September 30, 2025 and December 31, 2024, amounts outstanding under this agreement were $0 and $1,164, respectively, and are included in “Accounts receivable” on the accompanying condensed consolidated balance sheets.

Beginning on August 1, 2024, the Company began subleasing an office/warehouse space in Las Vegas, Nevada from Pope Technologies LLC. The term of this sublease is for one year and the rent is $1,280 per month. Pope Technologies LLC is owned by a director of the Company. The rent expense was $16,170 and $23,850 for the three and nine months ended September 30, 2025, respectively. In September 2025, the Company paid a one-time fee of $13,610 to terminate the lease. The lease was terminated as of September 30, 2025.

Beginning on March 1, 2024, the Company began subleasing an office space in Campo Alegre Manati, Puerto Rico from Enzymatic Holdings Corp. The term of this sublease was for one year and the rent was $1,167 per month, plus a one-third share of the cost of utilities. Enzymatic Holdings Corp., LLC is owned, in part, by certain stockholders of the Company. This lease terminated on February 28, 2025, and was not renewed. The rent expense was $0 and $2,334 for the three and nine months ended September 30, 2025, respectively. For the three and nine months ended September 30, 2024, the rent expense was $3,501 and $8,169, respectively.

Beginning on February 1, 2025, the Company began subleasing an office space in Barceloneta, Puerto Rico from Cruce Davila Development, LLC. The term of this sublease was month-to-month, and the rent was $12,333 per month. This lease ended on May 31, 2025. On June 1, 2025, the Company renewed the lease for a five-year term, which was recognized as a right-of-use asset with corresponding short-term and long-term lease liabilities in the Company’s financial statements as of that date. The rent expense for the short-term lease expense was $0 and $49,332 for the three and nine months ended September 30, 2025, respectively.

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

Equity Incentive Plan (Details) - USD ($)	3 Months Ended		9 Months Ended
Equity Incentive Plan (Details) - USD ($)	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024
2021 Equity Inventive Plan [Member]
Equity Incentive Plan [Line Items]
Common stock issued (in Shares)			4,672,506
Share-Based Payment Arrangement, Option [Member]
Equity Incentive Plan [Line Items]
Share-based compensation expense	$ 9,120	$ 8,778	$ 28,862	$ 80,372
Outstanding Stock Options [Member]
Equity Incentive Plan [Line Items]
Unrecognized share-based compensation	14,493		$ 14,493
Weighted-average period			6 months 18 days
Restricted Stock Awards [Member]
Equity Incentive Plan [Line Items]
Share-based compensation expense		$ 5,755		$ 106,629
Unrecognized share-based compensation	$ 0		$ 0
Grant restricted stock (in Shares)
Unvested restricted stock (in Shares)

Shareholders' Equity (Details) - $ / shares	Sep. 30, 2025	Dec. 31, 2024
Shareholders' Equity [Abstract]
Common stock, authorized	300,000,000	300,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, outstanding	27,743,322	12,210,718
Common stock, issued	27,743,322	12,210,718
Common stock reserved for future issuance	272,256,678

Restatement and Reclassification of Prior Period Financial Statements (Tables)

9 Months Ended

Sep. 30, 2025

Restatement and Reclassification of Prior Period Financial Statements [Abstract]

Schedule of Condensed Consolidated Statements of Operations

The impact of these reclassifications and restatements on the Company’s condensed consolidated statements of operations for the three and nine months ended September 30, 2024, is shown below:

	For the three months ended September 30, 2024
	As previously reported			Reclassification			Restatement			As adjusted
Revenue	$	81,636		$	-			-		$	81,636
Cost of goods sold		145,201			-			(137,204	)		7,997
Gross profit	$	(63,565	)	$	-		$	137,204		$	73,639
Operating expenses:
General and administrative expenses		1,039,092			(532,305	)		99			506,886
Research and development expenses		157,741			-			28,937			186,678
Sales and marketing		633,570			(103,154	)		108,168			638,584
Acquisition and integration		-			635,459			-			635,459
Depreciation and amortization		-			-			-			-
Total operating expenses		1,830,403			-			137,204			1,967,607
Loss from operations	$	(1,893,968	)	$	-		$	-		$	(1,893,968	)

	For the nine months ended September 30, 2024
	As previously reported			Reclassification			Restatement			As adjusted
Revenue	$	183,631		$	-		$	-		$	183,631
Cost of goods sold		155,210			-			(137,204	)		18,006
Gross profit	$	28,421		$	-		$	137,204		$	165,625
Operating expenses:
General and administrative expenses		2,462,469			(1,398,008	)		99			1,064,461
Research and development expenses		431,054			-			28,937			459,991
Sales and marketing		1,758,156			(103,154	)		108,168			1,763,170
Acquisition and integration		-			1,501,261			-			1,501,261
Depreciation and amortization		-			-			-			-
Total operating expenses		4,651,679			-			137,204			4,788,883
Loss from operations	$	(4,623,258	)	$	-		$	-		$	(4,623,258	)