Overview
- IndustryServices-Prepackaged Software1
- HeadquartersTustin, California1
- Incorporated inDE2
- Business address360 E 1St Street, #450, Tustin, Ca 92780-32112
- Filer categoryNon-accelerated filer, Smaller reporting company2
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We were incorporated as Freeze Tag, Inc. in February 2006 in the State of Delaware. In March 2006, Freeze Tag, LLC, our predecessor which was formed in October 2005, was merged with and into Freeze Tag, Inc. In October of 2017, we completed a merger transaction with Munzee Inc. in a transaction in which Freeze Tag, Inc. became the surviving entity and both companies merged their operations together (the “Merger”). Under U.S. generally accepted accounting principles, the Merger is treated as a “reverse merger” under the purchase method of accounting, with Munzee as the accounting acquirer. Accordingly, Munzee’s historical financial results of operations replace Freeze Tag’s historical financial results of operations for all periods prior to the Merger and, for all periods following the Merger, our financial statements include the financial results of operations of the combined company. Th…3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2024
Where the money goes
Where each dollar of revenue went, fiscal 2024
- Cost of revenue25¢$605.7K
- Selling, general and admin74¢$1.8M
- Interest2¢$46.7K
- Income tax0¢$800
Out of $2.0M in revenue.4 The company lost money this year.
Financial statements
| Fiscal year | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|
| Revenue | $2.1M5 | $2.1M6 | $1.8M7 | $2.1M8 | $2.1M9 | $2.1M4 | $2.0M4 |
| Cost of revenue | $282.6K5 | $287.0K6 | $248.3K7 | $276.1K8 | $366.6K9 | $428.7K4 | $605.7K4 |
| Selling, general and admin | $1.8M5 | $1.9M6 | $1.8M7 | $1.7M8 | $1.7M9 | $1.8M4 | $1.8M4 |
| Operating income | $4.7K5 | -$102.5K6 | -$250.7K7 | $166.2K8 | $73.2K9 | -$158.0K4 | -$443.6K4 |
| Interest | -$57.3K5 | $40.5K6 | $44.9K7 | $48.8K8 | $47.3K9 | $45.4K4 | $46.7K4 |
| Income before tax | $291.8K8 | $202.3K9 | -$203.4K4 | -$491.8K4 | |||
| Income tax | -$7.6K5 | $8006 | $07 | $1.5K8 | $1.6K9 | $1.8K4 | $8004 |
| Net income | -$60.2K5 | -$142.6K6 | -$269.6K7 | $290.3K8 | $200.7K9 | -$205.2K4 | -$492.6K4 |
| Earnings per share (diluted) | $0.004 | $0.004 | |||||
| Shares (weighted, basic) | 1.9M shares8 | 67.7K shares8 | 75.1M shares4 | 75.1M shares4 | |||
| Shares (weighted, diluted) | 95.9M shares8 | 306.1M shares9 | 75.1M shares4 | 75.1M shares4 |
| Fiscal year | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|
| Cash | $309.2K5 | $254.8K5 | $491.6K8 | $752.8K9 | $741.2K4 | $383.4K4 | $216.6K4 |
| Receivables | $20.3K4 | $24.5K4 | |||||
| Current assets | $341.3K5 | $282.2K6 | $515.7K7 | $778.5K8 | $771.5K9 | $423.8K4 | $255.1K4 |
| Property, plant and equipment | $32.2K8 | $20.2K9 | $10.9K4 | $04 | |||
| Intangible assets | $66.7K8 | $09 | $09 | ||||
| Total assets | $698.4K5 | $606.0K6 | $752.7K7 | $1.1M8 | $1.2M9 | $957.6K4 | $594.3K4 |
| Accounts payable | $140.3K8 | $164.5K9 | $143.8K4 | $142.2K4 | |||
| Current liabilities | $1.1M5 | $677.8K6 | $1.2M7 | $1.1M8 | $1.1M9 | $1.0M4 | $1.1M4 |
| Long-term debt | |||||||
| Total liabilities | $1.1M5 | $1.1M6 | $1.4M7 | $1.4M8 | $1.2M9 | $1.2M4 | $1.3M4 |
| Retained earnings | -$9.4M9 | -$9.6M4 | -$10.1M4 | ||||
| Shareholders’ equity | -$437.3K6 | -$484.0K7 | -$673.8K8 | -$303.8K9 | -$65.1K4 | -$232.3K4 | -$686.9K4 |
| Shares outstanding | 75.1M shares5 | 75.1M shares6 | 75.1M shares7 | 75.1M shares8 | 75.1M shares9 | 75.1M shares4 | 75.1M shares4 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
| Fiscal year | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|
| Cash from operations | $140.4K5 | -$54.4K6 | -$84.7K7 | $300.1K8 | $165.3K9 | -$165.4K4 | -$266.8K4 |
| Depreciation and amortization | $102.8K8 | $78.7K9 | $40.0K9 | $101.4K4 | |||
| Stock-based compensation | $41.7K8 | $09 | $09 | ||||
| Capital spending | -$3.6K5 | $06 | $46.6K7 | $07 | |||
| Free cash flow | $136.7K | -$54.4K | -$131.3K | $300.1K | |||
| Cash from investing | -$203.6K8 | -$167.0K9 | -$182.1K4 | $04 | |||
| Cash from financing | $164.7K8 | -$10.0K9 | -$10.3K4 | $100.0K4 |
Corporate structure
Freeze Tag, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Freeze Tag, Inc.
- Robert Don Vardeman Jr. Filed SCHEDULE 13D on Freeze Tag, Inc., latest Jul 17, 2025
- Freeze Tag, Inc. Tustin, California
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Freeze Tag, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Computer equipment and software | $460.3K4 Dec 31, 2024 | $552.8K4 Dec 31, 2023 | −16.7% |
| Property and equipment, before depreciation | $15.8K4 Dec 31, 2024 | $62.4K4 Dec 31, 2023 | −74.7% |
| Accumulated depreciation | $15.8K4 Dec 31, 2024 | $51.5K4 Dec 31, 2023 | −69.4% |
| Property and equipment, net | $04 Dec 31, 2024 | $10.9K4 Dec 31, 2023 | −100.0% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Accumulated amortization | -$457.4K9 Dec 31, 2023 | -$457.4K9 Dec 31, 2022 | 0% |
| Finite-lived intangibles, net | $09 Dec 31, 2023 | $09 Dec 31, 2022 |
Properties, in its own words
We maintain an executive office address in Tustin, California, at 360 E 1st Street, #450, Tustin, CA 92780, at a rate of $120 per year. We also maintain an office mailing address in McKinney, Texas.
Item 2 of the 10-K filed Mar 31, 2025.3
Leadership
Who has led Freeze Tag, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerCraig Holland Feb 1, 2011 to Nov 13, 201212
- PresidentRobert Don Vardeman Jr. Feb 23, 2018 to Feb 23, 201813
- PresidentCraig Holland Feb 1, 2011 to Nov 13, 201212
- Chief financial officerMick Donahoo Feb 1, 2011 to Feb 1, 201114
Board members and other officers (3)
- Board memberRobert Don Vardeman Jr. Feb 23, 2018 to Feb 23, 201813
- Board memberCraig Holland Feb 1, 2011 to Nov 13, 201212
- Board memberMick Donahoo Feb 1, 2011 to Feb 1, 201114
Timeline
Filings
23 filings to the SEC since October 2021: 4 annual reports, 13 quarterly reports, 2 major events, 1 large holders, 3 other. The latest 20:
- Dec 31, 202515-12G EDGAR
- Nov 17, 202510-Q EDGAR
- Nov 17, 2025NT 10-Q EDGAR
- Aug 19, 202510-Q EDGAR
- Aug 12, 2025NT 10-Q EDGAR
- Jul 28, 20258-K EDGAR
- Jul 17, 20258-K EDGAR
- Jul 17, 2025SCHEDULE 13D EDGAR
- May 15, 202510-Q EDGAR
- Mar 31, 202510-K EDGAR
- Nov 14, 202410-Q EDGAR
- Aug 14, 202410-Q EDGAR
- May 15, 202410-Q EDGAR
- Apr 1, 202410-K EDGAR
- Nov 14, 202310-Q EDGAR
- Aug 14, 202310-Q EDGAR
- May 15, 202310-Q EDGAR
- Mar 31, 202310-K EDGAR
- Nov 14, 202210-Q EDGAR
- Aug 15, 202210-Q EDGAR
The 23 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Robert Don Vardeman Jr.SCHEDULE 13D, 1 filing Jul 17, 202517
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- PPP loans $348.8K
Figures by year
| Year | PPP loans | Total |
|---|---|---|
| 2021 | $174.4K | $174.4K |
| 2020 | $174.4K | $174.4K |
PPP loans
Paycheck Protection Program loans of $150,000 and up, approved April 2020 to July 2021, from the SBA18. Matched to this company by name and state.
SEC filer profile
How Freeze Tag, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARFreeze Tag, Inc.1
- CIK0001485074
- Employer ID (EIN)20-45323923
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)7372 Services-Prepackaged Software1
- SEC reviewing officeOffice of Technology, Division of Corporation Finance1
- Business address360 E 1St Street, #450, Tustin, CA 92780-32111
- Phone714-210-38501
- Shares outstanding75,056,123 as of Nov 17, 202511
- Public float$474.8K as of Jun 30, 20243
- AuditorM&K CPAS, PLLC, The Woodlands, TX PCAOB ID 2738; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceMar 3, 20101
- Filings147 in all: 8-K (47), 10-Q (45), 10-K (15), S-1/A (6), UPLOAD (5), 3 (3), D/A (3), DEF 14C (3)1
All 21 form types
PRE 14C (3), 4 (2), 8-K/A (2), CORRESP (2), D (2), NT 10-Q (2), 10-Q/A (1), 15-12G (1), 424B3 (1), 8-A12G (1), EFFECT (1), S-1 (1), SCHEDULE 13D (1)
- Latest filingsAnnual report (10-K) Mar 31, 2025
Quarterly report (10-Q) Nov 17, 2025
Latest 8-K (8-K) Jul 28, 2025
Risk factors and legal proceedings
The risks Freeze Tag, Inc. names in Item 1A of its 10-K filed Mar 31, 2025: 50 risks under these headings, as written.3
- We have incurred losses from operations, and we may never generate substantial revenue or become profitable.
- If we are unable to meet our future capital needs, we may be required to reduce or curtail operations.
- Debt financing is difficult to obtain.
- Raising capital by borrowing could be risky.
- Our financing decisions may be made without stockholder approval.
- Our independent registered public accounting firm has expressed doubts about our ability to continue as a going concern.
- Because we face intense competition, we may not be able to operate profitably in our markets.
- If we are unable to maintain brand image or product quality, our business may suffer.
- If we are unable to attract and retain key personnel, we may not be able to compete effectively in our market.
- Because our officers and directors control our common stock vote, they have the ability to influence matters affecting our shareholders.
- Our business may be negatively impacted by a slowing economy or by unfavorable economic conditions or developments in the United States and/or in other countries in which we operate.
- We may not be able to effectively manage our growth and operations, which could materially and adversely affect our business.
The other 38 risks
- Failure to obtain required licenses could harm our business.
- If we fail to develop and introduce new casual games and other applications that achieve market acceptance, our sales could suffer.
- If our independent, third-party developers cease development of new applications for us and we are unable to find comparable replacements, our competitive position may be adversely impacted.
- Our industry is experiencing consolidation that may cause us to lose key relationships and intensify competition.
- We rely on the continued reliable operation of third parties’ systems and networks and, if these systems and networks fail to operate or operate poorly, our business and operating results will be harmed.
- The Internet and our network are subject to security risks that could harm our business and reputation and expose us to litigation or liability.
- We may be unable to adequately protect our proprietary rights.
- We may be forced to litigate to defend our intellectual property rights, or to defend against claims by third parties against us relating to intellectual property rights.
- Interpretation of existing laws that did not originally contemplate the Internet could harm our business and operating results.
- It is not yet clear how laws designed to protect children that use the Internet may be interpreted, and such laws may apply to our business in ways that may harm our business.
- We may be subject to market risk and legal liability in connection with the data collection capabilities of our products and services.
- Our planned venture into augmented reality and geolocation games could subject us to greater liability risks from our users and third parties.
- Due to the significant increase in costs related to being a public company, our management has been exploring options related to our business, including, possibly selling our current business and trying to find another business to, in or out of our current business segment, to take over the public corporation. If we sell our current business and aquire a different business through a strategic transaction we could have new management and operate in a different business, which may not be successful.
- We may not be able to identify, negotiate, finance or close future acquisitions.
- We may acquire businesses without any apparent synergies with our casual games related operations.
- We may not be able to properly manage multiple businesses.
- We may not be able to successfully integrate new acquisitions.
- Our acquisitions of businesses may be extremely risky and we could lose all of our investments.
- Future acquisitions may fail to perform as expected.
- Competition may result in overpaying for acquisitions.
- We may have insufficient resources to cover our operating expenses and the expenses of raising money and consummating acquisitions.
- The nature of our proposed future operations is speculative and will depend to a great extent on the businesses which we acquire.
- We may make actions that will not require our stockholders’ approval.
- Our investigation of potential acquisitions will be limited.
- We will have only a limited ability to evaluate the directors and management of potential acquisitions.
- We will be dependent on outside advisors to assist us.
- We may be unable to protect or enforce the intellectual property rights of any target business that we acquire or the target business may become subject to claims of intellectual property infringement.
- Integrating acquired businesses may divert our management’s attention away from our day-to-day operations and harm our business.
- We may fail to manage our growth effectively.
- The management of companies we acquire may lose their enthusiasm or entrepreneurship after the sale of their businesses.
- If we are deemed to be an investment company, we may be required to institute burdensome compliance requirements and our activities may be restricted, which may make it difficult for us to complete a business combination.
- Risks Related To Our Common Stock
- There is a limited public trading market for our common stock, which may impede our shareholders’ ability to sell our shares.
- If we are unable to pay the costs associated with being a public, reporting company, we may not be able to continue trading on the OTC Markets and/or we may be forced to discontinue operations.
- We do not intend to pay dividends in the foreseeable future.
- We have the right to issue additional shares of common stock and preferred stock without consent of stockholders. This would have the effect of diluting investors’ ownership and could decrease the value of their investment.
- As of the end of the period covered by this report, we have 2,480,482 shares of our Series B Preferred Stock outstanding, which are convertible into an aggregate of 124,024,100 shares of our common stock. In the event the holder(s) convert such shares of preferred stock into common stock significant dilution could occur to the other holders of our common stock and could significantly decrease the value of our common stock.
- Sales of our stock could cause the trading price of our stock to fall.
- Our common stock is governed under The Securities Enforcement and Penny Stock Reform Act of 1990.
Legal proceedings
We are not a party to or otherwise involved in any legal proceedings.
In the ordinary course of business, we are from time to time involved in various pending or threatened legal actions. The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon our financial condition and/or results of operations. However, in the opinion of our management, other than as set forth herein, matters currently pending or threatened against us are not expected to have a material adverse effect on our financial position or results of operations.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 13SEC EDGARRobert Don Vardeman Jr., President
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