Everything was far too loud.
You were usually fine with festivals, going to them with the triplets often and having a great time—it was something about the music and the lights that calmed you down as opposed to agitated you. But right now? The music and lights were agitating you, really bad. And not to mention how hot it was, your clothes sticking to your skin and making it impossible to move without feeling the friction against you. It was awful.
Though you can tell Matt's enjoying himself, talking with his brothers happily about the concerts you guys had seen and how he was excited to see the next performer. You were quiet, oddly so, the overstimulation clouding you enough to render you nearly non-verbal.
Matt had just assumed you were feeling a little tired, but when he glances over at you and takes a moment to look you over, his mind clicks and he knows exactly what's up—how you're struggling.
He tells Chris and Nick to carry on a little without the two of you before he turns his attention back to you. A frown settles on his lips, "You still with me, baby?" His voice is low, gentle, as to not overwhelm you even more. Though he wants to, he doesn't reach out to touch you just yet. When he sees the tears welling in your eyes, he's quick to take you with him however, over to a quieter area of the festival.
Quiet is few and far between when it comes to places like this however he hated seeing you like this.
"Scale of 1 to 10," he murmurs, using his body to practically shield you from all the bright lights, "how you feelin, huh?" Matt glances around for a moment, cupping your face in his hands almost tentatively. "Too loud? Too warm?"
Basically all of the above.