CLOE / Clover Leaf Capital Corp. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Clover Leaf Capital Corp.
US ˙ OTCPK ˙ US18915E1055
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1849058
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Clover Leaf Capital Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
November 8, 2024 EX-10.1

TERMINATION AND RELEASE AGREEMENT

Exhibit 10.1 Execution Copy TERMINATION AND RELEASE AGREEMENT THIS TERMINATION AND RELEASE AGREEMENT, dated as of November 7, 2024 (this “Agreement”), is entered into by and among (i) Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) CL Merger Sub, Inc., a Nevada corporation and a wholly-owned subsidiary of the Purchaser (“Merger Sub”), (iii) Y

November 8, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Termination of Merger Agreement, Cancellation of Special Meeting and its Intention to Liquidate

Exhibit 99.1 Clover Leaf Capital Corp. Announces Termination of Merger Agreement, Cancellation of Special Meeting and its Intention to Liquidate MIAMI, FL, November 8, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (OTC: CLOE) (the “Company” or “Clover Leaf”), announced today that Clover Leaf and Kustom Entertainment, Inc. (“Kustom Entertainment”) have mutually agreed to terminate their previou

November 8, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

October 23, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

October 23, 2024 EX-3.1

FIFTH AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. Pursuant to Section 242 of the Delaware General Corporation Law

Exhibit 3.1 FIFTH AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. Pursuant to Section 242 of the Delaware General Corporation Law CLOVER LEAF CAPITAL CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Clover Leaf Capital Corp. The C

October 18, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Oct. 18, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (OTC: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on October

October 18, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Oct. 18, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (OTC: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on October

October 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

October 18, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

October 11, 2024 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 11, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

October 11, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Oct. 11, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (OTC: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on October

October 11, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Oct. 11, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (OTC: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on October

October 11, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 11, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 11, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

October 10, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

September 30, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

September 27, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Sept. 27, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on Sept

September 27, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Sept. 27, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on Sept

September 27, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 27, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commissio

September 27, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 27, 2024 Clover Leaf Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 27, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commissio

September 20, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 20, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commissio

September 20, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 20, 2024 Clover Leaf Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 20, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commissio

September 20, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Sept. 20, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that on Sept

September 20, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination

EX-99.1 2 ea021526101ex99-1clover.htm PRESS RELEASE, DATED SEPTEMBER 20, 2024 Exhibit 99.1 Clover Leaf Capital Corp. Announces Adjournment of Special Meeting of Stockholders on Proposed Business Combination MIAMI, FL and KANSAS CITY, KS, Sept. 20, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and D

September 16, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 20, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 20, 2024 MIAMI, FL and KANSAS CITY, KS, September 16, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its spec

September 16, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 20, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 20, 2024 MIAMI, FL and KANSAS CITY, KS, September 16, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its spec

September 16, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 16, 2024 Clover Leaf Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 16, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commissio

September 16, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 16, 2024 Clover Leaf Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 16, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commissio

September 4, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 17, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 17, 2024 MIAMI, FL and KANSAS CITY, KS, Sept. 04, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special

September 4, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 3, 2024 Clover Leaf Cap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 3, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

September 4, 2024 EX-2.1

SECOND AMENDMENT MERGER AGREEMENT

Exhibit 2.1 SECOND AMENDMENT TO MERGER AGREEMENT This Second Amendment (“Second Amendment”) to the Merger Agreement (as defined below) is made and entered into as of September 3, 2024, by and among (i) Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) Yntegra Capital Investments LLC, a Delaware limited liability company, in the capacity as the

September 4, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 3, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

September 4, 2024 EX-2.1

SECOND AMENDMENT MERGER AGREEMENT

Exhibit 2.1 SECOND AMENDMENT TO MERGER AGREEMENT This Second Amendment (“Second Amendment”) to the Merger Agreement (as defined below) is made and entered into as of September 3, 2024, by and among (i) Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) Yntegra Capital Investments LLC, a Delaware limited liability company, in the capacity as the

September 4, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 17, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 17, 2024 MIAMI, FL and KANSAS CITY, KS, Sept. 04, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special

September 3, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 30, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

September 3, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 30, 2024 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 30, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 27, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 27, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 27, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 5, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 5, 2024 MIAMI, FL and KANSAS CITY, KS, Aug. 27, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special me

August 27, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 5, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to September 5, 2024 MIAMI, FL and KANSAS CITY, KS, Aug. 27, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special me

August 27, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 27, 2024 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 27, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 21, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 27, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 27, 2024 MIAMI, FL and KANSAS CITY, KS, Aug. 21, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special meet

August 21, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 27, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 27, 2024 MIAMI, FL and KANSAS CITY, KS, Aug. 21, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special meet

August 21, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 21, 2024 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 21, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 21, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 21, 2024 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 21, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 15, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 23, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 23, 2024 MIAMI, FL and KANSAS CITY, KS, August 15, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special me

August 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40625 CLOVER LEA

August 15, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 15, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 23, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 23, 2024 MIAMI, FL and KANSAS CITY, KS, August 15, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special me

August 15, 2024 8-K/A

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

August 15, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 22, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 22, 2024 MIAMI, FL and KANSAS CITY, KS, August 15, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special me

August 15, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 22, 2024

Exhibit 99.1 Clover Leaf Capital Corp. Announces Postponement of Special Meeting of Stockholders Date to August 22, 2024 MIAMI, FL and KANSAS CITY, KS, August 15, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company, and Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) today announced that its special me

August 15, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Cap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission

August 15, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 15, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

August 14, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period

August 5, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Effectiveness of Registration Statement and August 20, 2024 Special Meeting of Stockholders to Approve Proposed Business Combination with Kustom Entertainment, Inc.

Exhibit 99.1 Clover Leaf Capital Corp. Announces Effectiveness of Registration Statement and August 20, 2024 Special Meeting of Stockholders to Approve Proposed Business Combination with Kustom Entertainment, Inc. MIAMI, FL and KANSAS CITY, KS, August 5, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company

August 5, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2024 Clover Leaf Capita

425 1 ea021063702-8k425clover.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Ot

August 5, 2024 EX-99.1

Clover Leaf Capital Corp. Announces Effectiveness of Registration Statement and August 20, 2024 Special Meeting of Stockholders to Approve Proposed Business Combination with Kustom Entertainment, Inc.

Exhibit 99.1 Clover Leaf Capital Corp. Announces Effectiveness of Registration Statement and August 20, 2024 Special Meeting of Stockholders to Approve Proposed Business Combination with Kustom Entertainment, Inc. MIAMI, FL and KANSAS CITY, KS, August 5, 2024 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE” or “Clover Leaf”), a publicly traded special purpose acquisition company

August 5, 2024 8-K

Financial Statements and Exhibits, Other Events, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2024 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission Fi

July 31, 2024 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

July 31, 2024 424B3

Filed Pursuant to Rule 424(b)(3)

Filed Pursuant to Rule 424(b)(3) Registration No. 333-274851 PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS IN LIEU OF AN ANNUAL MEETING OF CLOVER LEAF CAPITAL CORP. AND PROSPECTUS FOR UP TO 13,128,366 SHARES OF CLASS A COMMON STOCK OF CLOVER LEAF CAPITAL CORP. To the Stockholders of Clover Leaf Capital Corp.: You are cordially invited to attend the special meeting of the stockholders in lieu

July 30, 2024 CORRESP

CLOVER LEAF CAPITAL CORP. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 July 30, 2024

CLOVER LEAF CAPITAL CORP. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 July 30, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, DC 20549 Re: Clover Leaf Capital Corp. Registration Statement on Form S-4 File No. 333-274851 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933,

July 26, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2024 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 26, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 23, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 24, 2024 S-4/A

As filed with the Securities and Exchange Commission on July 23, 2024

As filed with the Securities and Exchange Commission on July 23, 2024 Registration No.

July 23, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR July 23, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Brian Fetterolf Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 8 to Registration Statement on Form S-4 Filed July 9, 2024 File

July 22, 2024 EX-3.1

Fourth Amendment to Amended and Restated Certificate of Incorporation

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. Pursuant to Section 242 of the Delaware General Corporation Law CLOVER LEAF CAPITAL CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Clover Leaf Capital Corp. The Corpora

July 22, 2024 EX-10.1

Extension Note, dated July 22, 2024, issued to Yntegra Capital Investments, LLC

Exhiibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

July 22, 2024 EX-10.2

Working Capital Note, dated July 22, 2024, issued to Yntegra Capital Investments, LLC

Exhibit 10.2 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

July 22, 2024 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 18, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 9, 2024 S-4/A

As filed with the Securities and Exchange Commission on July 9, 2024

As filed with the Securities and Exchange Commission on July 9, 2024 Registration No.

July 9, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR July 9, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Brian Fetterolf Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 7 to Registration Statement on Form S-4 Filed June 26, 2024 File

July 9, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) CLOVER LEAF CAPITAL CORP.

July 5, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

June 28, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 28, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2024 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 26, 2024 S-4/A

As filed with the Securities and Exchange Commission on June 25, 2024

As filed with the Securities and Exchange Commission on June 25, 2024 Registration No.

June 26, 2024 EX-21.1

List of Subsidiaries

Exhibit 21.1 Subsidiaries of Registrant* Name of Subsidiary Jurisdiction CL Merger Sub, Inc. Nevada * All subsidiaries are wholly owned by the Registrant.

June 26, 2024 EX-2.2

First Amendment to Agreement and Plan of Merger, dated June 24, 2024, by and among Clover Leaf Capital Corp., CL Merger Sub, Inc., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative, Kustom Entertainment, Inc. and Digital Ally, Inc.

Exhibit 2.2 FIRST AMENDMENT TO MERGER AGREEMENT This First Amendment (“First Amendment”) to the Merger Agreement (as defined below) is made and entered into as of June 24, 2024, by and among (i) Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) Yntegra Capital Investments LLC, a Delaware limited liability company, in the capacity as the represe

June 26, 2024 EX-10.8

Second Amendment to Lock-Up Agreement, dated June 24, 2024, by and among Clover Leaf Capital Corp., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative and Digital Ally, Inc.

Exhibit 10.8 SECOND AMENDMENT TO LOCK UP AGREEMENT This Second Amendment (“Second Amendment”) to the Lock-Up Agreement (as defined below) is made and entered into as of June 24, 2024, by and among (i) Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), (ii) Yntegra Capital Investments LLC, a Delaware limited liability company, in the capacity as the r

June 25, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR June 25, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Brian Fetterolf Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 7 to Registration Statement on Form S-4 Filed May 31, 2024 File

June 25, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

June 14, 2024 EX-99.4

Consent of Luis Derechin

Exhibit 99.4 CONSENT OF LUIS DERECHIN I hereby consent to serve as a director of Clover Leaf Capital Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto and

June 14, 2024 EX-99.6

Consent of Charles Anderson

Exhibit 99.6 CONSENT OF CHARLES ANDERSON I hereby consent to serve as a director of Clover Leaf Capital Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto

June 14, 2024 S-4/A

As filed with the Securities and Exchange Commission on June 13, 2024

As filed with the Securities and Exchange Commission on June 13, 2024 Registration No.

June 13, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR June 13, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Brian Fetterolf Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 5 to Registration Statement on Form S-4 Filed May 31, 2024 File

June 11, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 11, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2024 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

May 31, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR May 31, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Brian Fetterolf Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 4 to Registration Statement on Form S-4 Filed May 13, 2024 File

May 31, 2024 S-4/A

As filed with the Securities and Exchange Commission on May 31, 2024

As filed with the Securities and Exchange Commission on May 31, 2024 Registration No.

May 31, 2024 EX-10.11

Side Letter to Letter Agreement, dated May 20, 2023, by and between Digital Ally, Inc. and Maxim Group LLC, dated May 25, 2024, by and between Digital Ally, Inc., Maxim Group LLC and Clover Leaf Capital Corp.

Exhibit 10.11 May 25, 2024 Mr. Stanton Ross Chairman and Chief Executive Officer Digital Ally, Inc. 15612 College Blvd. Lenexa, KS 66219 Dear Mr. Ross: Reference is made to that certain engagement letter, dated May 20, 2023, between Digital Ally, Inc. (the “Company”) and Maxim Group LLC (“Maxim”) (the “Engagement Letter”). Capitalized terms used but not defined herein shall have the meanings ascri

May 31, 2024 EX-10.10

Letter Agreement, dated May 20, 2023, as amended, by and between Digital Ally, Inc. and Maxim Group LLC.

Exhibit 10.10 May 20, 2023 CONFIDENTIAL Stanton Ross Chairman and Chief Executive Officer Digital Ally, Inc. 15612 College Blvd., Lenexa, KS, 66219 Dear Stan: We are pleased that Digital Ally, Inc. (together with its parents, subsidiaries and affiliates, the “Company”) has decided to retain Maxim Group LLC (“Maxim”) to provide exclusive financial advisory and investment banking services to the Com

May 15, 2024 EX-10.4

Termination Agreement, dated May 9, 2024, by and among Clover Leaf Capital Corp., Kustom Entertainment, Inc. and Digital Ally, Inc.*

Exhibit 10.4 TERMINATION AGREEMENT THIS TERMINATION AGREEMENT (this “Agreement”) is made and entered into as of May 9, 2024 (the “Effective Date”), by and among (i) Clover Leaf Capital Corp., a Delaware corporation (the “Company”), (ii) Kustom Entertainment, Inc., a Nevada corporation (“Kustom”) and (iii) Digital Ally, Inc., a Nevada corporation (“DGLY”). WHEREAS, the Company, Kustom and DGLY ente

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF CAPI

May 13, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR May 13, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Brian Fetterolf Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 3 to Registration Statement on Form S-4 Filed April 26, 2024 Fil

May 13, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) CLOVER LEAF CAPITAL CORP.

May 13, 2024 S-4/A

As filed with the Securities and Exchange Commission on May 13, 2024

As filed with the Securities and Exchange Commission on May 13, 2024 Registration No.

April 26, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR April 26, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Cara Wirth Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 2 to Registration Statement on Form S-4 Filed February 5, 2024 File

April 26, 2024 EX-10.10

Indemnification Agreement, dated February 1, 2024.

Exhibit 10.10 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of February 1, 2024 by and between (i) Clover Leaf Capital Corp., a Delaware corporation (including any successor entity thereto, the “Purchaser”), (ii) Kustom Entertainment, Inc., a Nevada corporation (“Company”), and (iii) Digital Ally, Inc., a Nevada corporation (“Company Stockh

April 26, 2024 S-4/A

As filed with the Securities and Exchange Commission on April 26, 2024

As filed with the Securities and Exchange Commission on April 26, 2024 Registration No.

March 22, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40625 Clover Leaf Ca

March 22, 2024 EX-99.2

Amended and Restated Compensation Committee Charter.*

Exhibit 99.2 CLOVER LEAF CAPITAL CORP. COMPENSATION COMMITTEE CHARTER Adopted and effective on July 19, 2021 Amended and Restated on November 30, 2023 I. Purpose The Compensation Committee (the “Committee”) of the Board of Directors of Clover Leaf Capital Corp., a Delaware corporation (the “Company”), shall have responsibility for the compensation of the Company’s executive officers, including the

March 22, 2024 EX-99.1

Amended and Restated Audit Committee Charter.*

Exhibit 99.1 CLOVER LEAF CAPITAL CORP. AUDIT COMMITTEE CHARTER Adopted and effective on July 19, 2021 Amended and Restated on November 30, 2023 I. Purpose The Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of CLOVER LEAF CAPITAL CORP., a Delaware corporation (the “Company”), shall provide assistance to the Board in fulfilling its legal and fiduciary obligations to overse

March 22, 2024 EX-97.

Policy Related to Recovery of Erroneously Awarded Compensation, adopted November 30, 2023.*

Exhibit 97 CLOVER LEAF CAPITAL CORP. EXECUTIVE COMPENSATION CLAWBACK POLICY Adopted as of November 30, 2023 The Board of Directors (the “Board”) of Clover Leaf Capital Corp. (the “Company”) has adopted the following executive compensation clawback policy (this “Policy”). This Policy shall supplement any other clawback or compensation recovery policy or policies adopted by the Company or included i

March 22, 2024 EX-19

Insider Trading Policy.

Exhibit 19 Insider Trading Compliance Manual Clover Leaf Capital Corp. Adopted July 19, 2021 In order to take an active role in the prevention of insider trading violations by its officers, directors, employees, consultants, advisors and other related individuals, the Board of Directors (the “Board”) of Clover Leaf Capital Corp., a Delaware corporation (the “Company”) has adopted the policies and

March 22, 2024 EX-21

List of Subsidiaries.

Exhibit 21 CLOVER LEAF CAPITAL CORP. EXHIBIT 21 — SUBSIDIARY OF THE REGISTRANT The following is the solely subsidiary of Clover Leaf Capital Corp. as of December 31, 2023. Percentage of Name of Company Incorporated Ownership CL Merger Sub, Inc. Nevada 100

March 7, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 1, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

February 14, 2024 SC 13G

US18915E1055 / Clover Leaf Capital Corp. / RIVERNORTH CAPITAL MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) Marcu

February 7, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commiss

February 7, 2024 EX-10.1

Indemnification Agreement, dated February 1, 2024, between Clover Leaf, Kustom Entertainment and Digital Ally

Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of February 1, 2024 by and between (i) Clover Leaf Capital Corp., a Delaware corporation (including any successor entity thereto, the “Purchaser”), (ii) Kustom Entertainment, Inc., a Nevada corporation (“Company”), and (iii) Digital Ally, Inc., a Nevada corporation (“Company Stockho

February 7, 2024 EX-10.1

Indemnification Agreement, dated February 1, 2024, between Clover Leaf Capital Corp., Kustom Entertainment, Inc., and Digital Ally, Inc. (2)

Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of February 1, 2024 by and between (i) Clover Leaf Capital Corp., a Delaware corporation (including any successor entity thereto, the “Purchaser”), (ii) Kustom Entertainment, Inc., a Nevada corporation (“Company”), and (iii) Digital Ally, Inc., a Nevada corporation (“Company Stockho

February 7, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commiss

February 5, 2024 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR February 5, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Cara Wirth Mara Ransom Re: Clover Leaf Capital Corp. Amendment No. 1 to Registration Statement on Form S-4 Filed December 8, 2023 Fi

February 5, 2024 S-4/A

As filed with the Securities and Exchange Commission on February 5, 2024

As filed with the Securities and Exchange Commission on February 5, 2024 Registration No.

February 5, 2024 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / Owl Creek Asset Management, L.P. - CLOVER LEAF CAPITAL CORP. Passive Investment

SC 13G/A 1 p24-0526sc13ga.htm CLOVER LEAF CAPITAL CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of thi

February 5, 2024 EX-10.10

Indemnification Agreement, dated February 1, 2024.

Exhibit 10.10 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of February 1, 2024 by and between (i) Clover Leaf Capital Corp., a Delaware corporation (including any successor entity thereto, the “Purchaser”), (ii) Kustom Entertainment, Inc., a Nevada corporation (“Company”), and (iii) Digital Ally, Inc., a Nevada corporation (“Company Stockh

January 29, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 23, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commiss

January 23, 2024 EX-3.1

Third Amendment to Amended and Restated Certificate of Incorporation

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. Pursuant to Section 242 of the Delaware General Corporation Law CLOVER LEAF CAPITAL CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Clover Leaf Capital Corp. The Corpora

January 23, 2024 EX-10.1

Extension Note, dated January 22, 2024, issued to Yntegra Capital Investments, LLC

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

January 23, 2024 EX-10.2

Working Capital Note, dated January 22, 2024, issued to Yntegra Capital Investments, LLC

Exhibit 10.2 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

January 23, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 17, 2024 Clover Leaf Capi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 17, 2024 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commiss

January 3, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

December 22, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

December 22, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 Clover Leaf Cap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or other Jurisdiction (Commission File Number) (IRS

December 22, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or other Jurisdiction (Commission File Number) (IRS

December 15, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or other Jurisdiction (Commission File Number) (IRS

December 15, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Clover Leaf Cap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or other Jurisdiction (Commission File Number) (IRS

December 15, 2023 EX-10.1

First Amendment to Lock-Up Agreement, dated June 1, 2023, by and among Clover Leaf Capital Corp., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative and Digital Ally, Inc. (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on December 15, 2023).

Exhibit 10.1 AMENDMENT TO LOCK-UP AGREEMENT This Amendment to Lock-Up Agreement (this “Amendment”) is made and entered into as of December 11, 2023, by and between Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), Yntegra Capital Investments LLC, a Delaware limited liability company (the “Purchaser Representative”) and Digital Ally, Inc., a Nevada c

December 15, 2023 EX-10.1

Amendment No. 1 to the Lock-Up Agreement.

Exhibit 10.1 AMENDMENT TO LOCK-UP AGREEMENT This Amendment to Lock-Up Agreement (this “Amendment”) is made and entered into as of December 11, 2023, by and between Clover Leaf Capital Corp., a Delaware corporation (together with its successors, the “Purchaser”), Yntegra Capital Investments LLC, a Delaware limited liability company (the “Purchaser Representative”) and Digital Ally, Inc., a Nevada c

December 11, 2023 425

KUSTOM ENTERTAINMENT NAMES ERIK DAHL CHIEF FINANCIAL OFFICER Industry veteran adds expertise, momentum to growing Digital Ally company

Filed by Clover Leaf Capital Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended under the Securities Exchange Act of 1934, as amended Form S-4 File No.: 333-274851 Subject Company: Clover Leaf Capital Corp. Commission File No.: 001-40625 Date: December 11, 2023 On December 11, 2023, Digital Ally, Inc. (“Digital Ally”), which is a party to a previously disclosed Agreement and P

December 8, 2023 S-4/A

As filed with the Securities and Exchange Commission on December 8, 2023

As filed with the Securities and Exchange Commission on December 8, 2023 Registration No.

December 8, 2023 EX-10.9

Securities Contribution Agreement, dated June 1, 2023, by and among Digital Ally, Inc. and Kustom Entertainment, Inc.

Exhibit 10.9 SEcurities Contribution Agreement This SECURITIES Contribution Agreement (this “Agreement”), dated as of June 1, 2023, is by and among Digital Ally, Inc., a Nevada corporation (“Digital Ally”), and Kustom Entertainment, Inc., a Nevada corporation (“Transferee”). RECITALS WHEREAS, Digital Ally owns one thousand (1,000) shares of common stock of BirdVu Jets, Inc., a Nevada corporation (

December 8, 2023 CORRESP

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR December 8, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows Angela Lumley Cara Wirth Mara Ransom Re: Clover Leaf Capital Corp. Registration Statement on Form S-4 Filed October 4, 2023 File No. 333-274851 La

December 8, 2023 EX-99.3

Consent of D. Duke Daughtery

Exhibit 99.3 CONSENT OF D. DUKE DAUGHTERY I hereby consent to serve as a director of Clover Leaf Capital Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto

December 7, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 4, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation or organi

November 16, 2023 425

DIGITAL ALLY, INC ANNOUNCES THIRD QUARTER 2023 OPERATING RESULTS

Filed by Clover Leaf Capital Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended under the Securities Exchange Act of 1934, as amended Form S-4 File No.: 333-274851 Subject Company: Clover Leaf Capital Corp. Commission File No.: 001-40625 Date: November 15, 2023 On November 15, 2023, Digital Ally, Inc. (“Digital Ally”), which is a party to a previously disclosed Agreement and P

November 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF

October 18, 2023 425

2

Filed by Clover Leaf Capital Corp. Pursuant to Rule 425 under the Securities Act of 1933, as amended under the Securities Exchange Act of 1934, as amended Form S-4 File No.: 333-274851 Subject Company: Clover Leaf Capital Corp. Commission File No.: 001-40625 Date: October 17, 2023 Subject Company: Digital Ally, Inc. Commission File No.: 001-33899 Date: October 17, 2023 On October 17, 2023, Digital

October 4, 2023 EX-99.1

Kustom Entertainment, Inc. and Clover Leaf Capital Corp. Announce Filing of SEC Registration Statement

Exhibit 99.1 Kustom Entertainment, Inc. and Clover Leaf Capital Corp. Announce Filing of SEC Registration Statement KANSAS CITY, KS and MIAMI, FL, Oct. 04, 2023 (GLOBE NEWSWIRE) - Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) and Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE”), a publicly traded special purpose acquisition company, today announced the filing of a registration statement by C

October 4, 2023 EX-99.1

Consent of Stanton E. Ross.

Exhibit 99.1 CONSENT OF STANTON E. ROSS I hereby consent to serve as a director of Clover Leaf Capital Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto a

October 4, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 4, 2023 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 4, 2023 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

October 4, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) CLOVER LEAF CAPITAL CORP.

October 4, 2023 EX-99.1

Kustom Entertainment, Inc. and Clover Leaf Capital Corp. Announce Filing of SEC Registration Statement

Exhibit 99.1 Kustom Entertainment, Inc. and Clover Leaf Capital Corp. Announce Filing of SEC Registration Statement KANSAS CITY, KS and MIAMI, FL, Oct. 04, 2023 (GLOBE NEWSWIRE) - Digital Ally, Inc. (Nasdaq: DGLY) (“Digital Ally”) and Clover Leaf Capital Corp. (Nasdaq: CLOE) (“CLOE”), a publicly traded special purpose acquisition company, today announced the filing of a registration statement by C

October 4, 2023 S-4

As filed with the Securities and Exchange Commission on October 3, 2023

As filed with the Securities and Exchange Commission on October 3, 2023 Registration No.

October 4, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 4, 2023 Clover Leaf Capit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 4, 2023 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-40625 85-2303279 (State or Other Jurisdiction of Incorporation) (Commission F

October 4, 2023 EX-99.2

Consent of Leroy C. Richie.

Exhibit 99.2 CONSENT OF LEROY C. RICHIE I hereby consent to serve as a director of Clover Leaf Capital Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto a

September 7, 2023 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 31, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commissi

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF CAPIT

August 1, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 28, 2023 EX-10.2

Working Capital Note, dated July 24, 2023, issued to Yntegra Capital Investments, LLC. (2)

Exhibit 10.2 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

July 28, 2023 EX-10.1

Extension Note, dated July 24, 2023, issued to Yntegra Capital Investments, LLC. (2)

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

July 28, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 24, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 24, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 21, 2023 EX-3.1

Second Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. Pursuant to Section 242 of the Delaware General Corporation Law CLOVER LEAF CAPITAL CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Clover Leaf Capital Corp. The Corpora

July 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 19, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 19, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 13, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. ) (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of Commission Only (as permitted by Rule 14a-6(e)(

July 13, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 13, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 13, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 7, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

July 7, 2023 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

July 6, 2023 CORRESP

CLOVER LEAF CAPITAL CORP. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131

CLOVER LEAF CAPITAL CORP. 1450 Brickell Avenue, Suite 1420 Miami, FL 33131 VIA EDGAR July 7, 2023 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, NE Washington, D.C. 20549 Attn: Dorrie Yale Re: Clover Leaf Capital Corp. Preliminary Proxy Statement on Schedule 14A Filed June 16, 2023 File No. 001-40625 Dear Ms. Yale: Clover Le

June 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 16, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

June 6, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 6, 2023 EX-10.1

Form of Lock-up Agreement, by and among Clover Leaf Capital Corp., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative and Digital Ally, Inc. (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on June 6, 2023).

EX-10.1 3 ea179755ex10-1cloverleaf.htm LOCK-UP AGREEMENT, BY AND AMONG CLOVER LEAF CAPITAL CORP., YNTEGRA CAPITAL INVESTMENTS LLC IN THE CAPACITY AS THE PURCHASER REPRESENTATIVE AND DIGITAL ALLY, INC Exhibit 10.1 EXECUTION VERSION FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of June 1, 2023 by and between (i) Clover Leaf Capital Corp., a Delaware

June 6, 2023 EX-2.1

Agreement and Plan of Merger, dated June 1, 2023, by and among Clover Leaf Capital Corp., CL Merger Sub, Inc., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative, Kustom Entertainment, Inc. and Digital Ally, Inc.

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among CLOVER LEAF CAPITAL CORP., as the Purchaser, CL MERGER SUB, INC., as Merger Sub, YNTEGRA CAPITAL INVESTMENTS LLC, in the capacity as the Purchaser Representative, KUSTOM ENTERTAINMENT, INC., as the Company, and DIGITAL ALLY, INC., in the capacity as the Company Stockholder, Dated as of June 1, 2023 TABLE OF CONTENTS Page I. ME

June 6, 2023 EX-10.2

Sponsor Forfeiture Letter, dated as of June 1, 2023, by and among Clover Leaf, Yntegra Capital Investments LLC in the capacity as the Purchaser Representative and Stanton E. Ross (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on June 6, 2023).

Exhibit 10.2 EXECUTION VERSION Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 June 1, 2023 Sponsor: Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Re: Sponsor Contingent Forfeiture and Earnout Letter Agreement Ladies and Gentlemen: Reference is hereby made to that certain Agreement and Plan of Merger, date

June 6, 2023 EX-10.1

Lock-up Agreement, by and among Clover Leaf Capital Corp., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative and Digital Ally, Inc.

Exhibit 10.1 EXECUTION VERSION FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of June 1, 2023 by and between (i) Clover Leaf Capital Corp., a Delaware corporation, which will be known after the consummation of the transactions contemplated by the Merger Agreement (as defined below) as “Kustom Entertainment” (including any successor entity thereto, t

June 6, 2023 425

Digital Ally to Present at LD Micro Invitational XII

Filed by Clover Leaf Capital Corp. pursuant to Rule 425 under the Securities Act of 1933, as amended under the Securities Exchange Act of 1934, as amended Subject Company: Clover Leaf Capital Corp. Commission File No.: 001- 40625 Date: June 6, 2023 Subject Company: Digital Ally, Inc. Commission File No.: 001-33899 Date: June 6, 2023 On June 6, 2023, Digital Ally, Inc., which is a party to a previo

June 6, 2023 EX-10.2

Sponsor Forfeiture Letter, by and among Clover Leaf Capital Corp., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative and Stanton E. Ross.

Exhibit 10.2 EXECUTION VERSION Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 June 1, 2023 Sponsor: Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Re: Sponsor Contingent Forfeiture and Earnout Letter Agreement Ladies and Gentlemen: Reference is hereby made to that certain Agreement and Plan of Merger, date

June 6, 2023 425

Filed by Clover Leaf Capital Corp.

Filed by Clover Leaf Capital Corp. pursuant to Rule 425 under the Securities Act of 1933, as amended under the Securities Exchange Act of 1934, as amended Subject Company: Clover Leaf Capital Corp. Commission File No.: 001- 40625 Date: June 6, 2023 Subject Company: Digital Ally, Inc. Commission File No.: 001-33899 Date: June 6, 2023 On June 6, 2023, Digital Ally, Inc., which is a party to a previo

June 6, 2023 EX-2.1

Agreement and Plan of Merger, dated June 1, 2023, by and among Clover Leaf Capital Corp., CL Merger Sub, Inc., Yntegra Capital Investments LLC in the capacity as the Purchaser Representative, Kustom Entertainment, Inc. and Digital Ally, Inc.

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among CLOVER LEAF CAPITAL CORP., as the Purchaser, CL MERGER SUB, INC., as Merger Sub, YNTEGRA CAPITAL INVESTMENTS LLC, in the capacity as the Purchaser Representative, KUSTOM ENTERTAINMENT, INC., as the Company, and DIGITAL ALLY, INC., in the capacity as the Company Stockholder, Dated as of June 1, 2023 TABLE OF CONTENTS Page I. ME

June 2, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

June 2, 2023 EX-99.1

Kustom Entertainment, Inc. Enters into Business Combination Agreement with Clover Leaf Capital Corp.

Exhibit 99.1 Kustom Entertainment, Inc. Enters into Business Combination Agreement with Clover Leaf Capital Corp. Transaction will provide Kustom Entertainment, Inc., a wholly-owned subsidiary of Digital Ally Inc. (NASDAQ: DGLY), the ability to be a stand-alone entity with a focus and mission to own and produce events, festivals, and entertainment alongside its evolving primary and secondary ticke

June 2, 2023 EX-99.1

Kustom Entertainment, Inc. Enters into Business Combination Agreement with Clover Leaf Capital Corp.

Exhibit 99.1 Kustom Entertainment, Inc. Enters into Business Combination Agreement with Clover Leaf Capital Corp. Transaction will provide Kustom Entertainment, Inc., a wholly-owned subsidiary of Digital Ally Inc. (NASDAQ: DGLY), the ability to be a stand-alone entity with a focus and mission to own and produce events, festivals, and entertainment alongside its evolving primary and secondary ticke

June 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 1, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

May 16, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Perio

May 16, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF CAPI

April 25, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 19, 2023 Clover Leaf Capita

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 19, 2023 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commissio

April 14, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40625 Clover Leaf Ca

March 31, 2023 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Per

February 14, 2023 SC 13G/A

CA:CLVR.P / Clover Leaf Capital Corp. / ATW SPAC MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 18915E204 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

February 14, 2023 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / MMCAP International Inc. SPC - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Chec

February 13, 2023 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / Polar Asset Management Partners Inc. - CLOVER LEAF CAPITAL CORP Passive Investment

SC 13G/A 1 CloverLeaf.txt CLOVER LEAF CAPITAL CORP Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* (Name of Issuer) Clover Leaf Capital Corp. (Title of Class of Securities) Class A Common Stock, par value $0.0001 per share (CUSIP Number) 18915E105 (Date of Event Which Requires Filing of this Statement) 12/31/2022 C

February 9, 2023 SC 13G

US18915E1055 / Clover Leaf Capital Corp. / Owl Creek Asset Management, L.P. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 7, 2023 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / Hudson Bay Capital Management LP - CLOE 13GA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

January 27, 2023 SC 13G/A

CA:CLVR.P / Clover Leaf Capital Corp. / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 18915E204 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig

January 25, 2023 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / HIGHBRIDGE CAPITAL MANAGEMENT LLC - CLOVER LEAF CAPITAL CORP. Passive Investment

SC 13G/A 1 p23-0125sc13ga.htm CLOVER LEAF CAPITAL CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2022 (Date of event which requires filing of thi

November 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF

October 24, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 19, 2022 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commiss

October 24, 2022 EX-3.1

Amendment to Amended and Restated Certificate of Incorporation (1)

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. Pursuant to Section 242 of the Delaware General Corporation Law CLOVER LEAF CAPITAL CORP. (the ?Corporation?), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Clover Leaf Capital Corp. The Corpora

October 24, 2022 EX-10.1

Promissory Note issued to Yntegra Capital Investments, LLC(3)

Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

October 3, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

October 3, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 ea166687-defa14acloverleaf.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Co

September 23, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2022 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commi

September 23, 2022 EX-99.1

Clover Leaf Capital Corp. Announces Record Date for Stockholders to Vote in Favor of Extension Amendment

Exhibit 99.1 Clover Leaf Capital Corp. Announces Record Date for Stockholders to Vote in Favor of Extension Amendment Miami, FL, September 23, 2022(GLOBE NEWSWIRE) ? Clover Leaf Capital Corp. (Nasdaq: CLOE, CLOEU and CLOER) (?Clover Leaf? or the ?Company?) announced that its board of directors has set the close of business on September 23, 2022 as the record date (the ?Record Date?) for Clover Lea

September 23, 2022 EX-99.1

Press Release dated September 23, 2022.

Exhibit 99.1 Clover Leaf Capital Corp. Announces Record Date for Stockholders to Vote in Favor of Extension Amendment Miami, FL, September 23, 2022(GLOBE NEWSWIRE) — Clover Leaf Capital Corp. (Nasdaq: CLOE, CLOEU and CLOER) (“Clover Leaf” or the “Company”) announced that its board of directors has set the close of business on September 23, 2022 as the record date (the “Record Date”) for Clover Lea

September 23, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2022 Clover Leaf Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2022 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commi

September 16, 2022 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF CAPIT

July 19, 2022 EX-10.1

Promissory Note, dated July 18, 2022(2)

EX-10.1 2 ea163041ex10-1cloverleaf.htm PROMISSORY NOTE, DATED JULY 18, 2022 Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF

July 19, 2022 EX-99.1

Clover Leaf Capital Corp. Confirms Funding and Extension of Deadline to Complete Initial Business Combination

EX-99.1 3 ea163041ex99-1cloverleaf.htm PRESS RELEASE, DATED JULY 19, 2022 Exhibit 99.1 Clover Leaf Capital Corp. Confirms Funding and Extension of Deadline to Complete Initial Business Combination Miami, FL, July 19, 2022 (GLOBE NEWSWIRE) – Clover Leaf Capital Corp. (NASDAQ: CLOEU) (the “Company”) announced today that its sponsor, Yntegra Capital Investments, LLC (the “Sponsor”), has caused to be

July 19, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 18, 2022 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 14, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2022 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commission

July 14, 2022 EX-99.1

Clover Leaf Capital Corp. Announces Extension of Deadline to Complete Business Combination

EX-99.1 2 ea162885ex99-1cloverleaf.htm PRESS RELEASE, DATED JULY 14, 2022 Exhibit 99.1 Clover Leaf Capital Corp. Announces Extension of Deadline to Complete Business Combination MIAMI, FL, July 14, 2022 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (NASDAQ: CLOEU) (the “Company”) announced today that its sponsor, Yntegra Capital Investments, LLC (the “Sponsor”), has requested that the Company exten

May 17, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR

NT 10-Q 1 ea160114-nt10qcloverleaf.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on

May 17, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF CAPI

April 15, 2022 EX-4.5

Description of Registered Securities. (5)

EX-4.5 2 f10k2021ex4-5cloverleaf.htm DESCRIPTION OF REGISTERED SECURITIES Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2021, Clover Leaf Capital Corp. (“we,” “our,” “us” or the “Company”) had the following three classes of securities registered under Section 12 of the Securities Exchan

April 15, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40625 Clover Leaf Capit

March 31, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-K 1 ea157718-nt10kcloverleaf.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report

February 14, 2022 SC 13G

CLOE / Clover Leaf Capital Corp - Class A / ATW SPAC MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 18915E204 (CUSIP Number) October 4, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

February 14, 2022 SC 13G

US18915E1055 / Clover Leaf Capital Corp. / MIZUHO FINANCIAL GROUP INC - SCHEDULE 13G Passive Investment

SC 13G 1 d295864dsc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Sta

February 8, 2022 SC 13G

US18915E1055 / Clover Leaf Capital Corp. / Polar Asset Management Partners Inc. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to des

February 8, 2022 SC 13G

US18915E1055 / Clover Leaf Capital Corp. / Hudson Bay Capital Management LP - CLOE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

February 7, 2022 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / MMCAP International Inc. SPC - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G AMENDMENT NO.

February 3, 2022 SC 13G/A

US18915E1055 / Clover Leaf Capital Corp. / HIGHBRIDGE CAPITAL MANAGEMENT LLC - CLOVER LEAF CAPITAL CORP. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E105 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the

November 26, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF

November 16, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39935

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39935 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report

September 8, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 8, 2021 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 85-2303279 (State or other jurisdiction of incorporation) (Commis

September 8, 2021 EX-99.1

Clover Leaf Capital Corp. Announces the Separate Trading of its Class A Common Stock and Rights Commencing September 9, 2021

Exhibit 99.1 Clover Leaf Capital Corp. Announces the Separate Trading of its Class A Common Stock and Rights Commencing September 9, 2021 NEW YORK, NY, September 8, 2021 (GLOBE NEWSWIRE) – Clover Leaf Capital Corp. (NASDAQ: CLOEU) (the “Company”) today announced that, commencing September 9, 2021, holders of the units sold in the Company’s initial public offering of 13,831,230 units completed on J

September 2, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT P

10-Q 1 f10q0321cloverleaf.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

September 2, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40625 CLOVER LEAF CAPIT

August 12, 2021 SC 13D

CLOE / Clover Leaf Capital Corp - Class A / Yntegra Capital Investments, LLC - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 18915E 105 (CUSIP Number) Felipe MacLean Chief Executive Officer c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Tele

August 12, 2021 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT AGREEMENT dated as of August 12, 2021 by and between Yntegra Capital Investments, LLC, a Delaware limited liability company, and Felipe MacLean (together, the “Parties”). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownership of shares of Class A Common Stock, $0.0001 par value per share, of Clo

August 5, 2021 SC 13G

HIGHBRIDGE CAPITAL MANAGEMENT LLC - CLOVER LEAF CAPITAL CORP.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 18915E204** (CUSIP Number) July 26, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule

July 28, 2021 EX-99.1

CLOVER LEAF CAPITAL CORP. INDEX TO FINANCIAL STATEMENT

EX-99.1 2 ea144903ex99-1cloverleaf.htm AUDITED BALANCE SHEET AS OF JULY 22, 2021. Exhibit 99.1 CLOVER LEAF CAPITAL CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of July 22, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of Clover L

July 28, 2021 8-K

Financial Statements and Exhibits, Other Events

8-K 1 ea144903-8kcloverleaf.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 22, 2021 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001- 40625 86-2303279 (State or

July 27, 2021 SC 13G

CLOE / Clover Leaf Capital Corp - Class A / MMCAP International Inc. SPC - FORM SC 13G Passive Investment

SC 13G 1 formsc13g.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 Clover Leaf Capital Corp. (Name of Issuer) Units of Common Shares (Title of Class of Securities) 18915E204 (CUSIP Number) July 19, 2021 (Date of Event Which Requires Filing of This Sta

July 27, 2021 SC 13G

BOOTHBAY FUND MANAGEMENT, LLC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Clover Leaf Capital Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 18915E204 (CUSIP Number) July 20, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

July 23, 2021 EX-10.1

Letter Agreement, dated July 19, 2021, by and among Clover Leaf, its officers and directors and the Sponsor (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2021).

Exhibit 10.1 July 19, 2021 Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Clover Leaf Capital Corp., a Delaware corpor

July 23, 2021 EX-3.1

Amended and Restated Certificate of Incorporation of Clover Leaf Capital Corp., as currently in effect (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2021).

EX-3.1 3 ea144649ex3-1cloverleaf.htm AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. July 19, 2021 Clover Leaf Capital Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Clover Leaf Capi

July 23, 2021 EX-10.3

Registration Rights Agreement, dated July 19, 2021, by and among Clover Leaf and certain security holders (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2021).

EX-10.3 7 ea144649ex10-3cloverleaf.htm REGISTRATION RIGHTS AGREEMENT, DATED JULY 19, 2021, BY AND AMONG THE COMPANY AND CERTAIN SECURITY HOLDERS Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 19, 2021, is made and entered into by and among Clover Leaf Capital Corp., a Delaware corporation (the “Company”) and Yntegra Capital Invest

July 23, 2021 EX-10.5

Sponsor Unit Purchase Agreement, dated July 19, 2021, by and between the Company and our sponsor. (4)

EX-10.5 9 ea144649ex10-5cloverleaf.htm SPONSOR UNIT PURCHASE AGREEMENT, DATED JULY 19, 2021, BY AND BETWEEN THE COMPANY AND THE SPONSOR Exhibit 10.5 July 19, 2021 Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Ladies and Gentlemen: Clover Leaf Capital Corp.(the “Company”), a blank check company formed for the purpose of acquiring one

July 23, 2021 EX-1.1

Underwriting Agreement, dated July 19, 2021, by and between the Company and the representative. (4)

Exhibit 1.1 CLOVER LEAF CAPITAL CORP. UNDERWRITING AGREEMENT New York, New York July 19, 2021 Maxim Group LLC 405 Lexington Avenue New York, NY 10174 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Clover Leaf Capital Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with Maxim Group LLC (the “Representative”), as representative of

July 23, 2021 EX-99.1

Clover Leaf Capital Corp. Announces Pricing of $125.0 Million Initial Public Offering

Exhibit 99.1 Clover Leaf Capital Corp. Announces Pricing of $125.0 Million Initial Public Offering Miami, FL., July 19, 2021 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOEU) (“Clover Leaf” or the “Company”) today announced the pricing of its initial public offering of 12,500,000 units at a price of $10.00 per unit. The units are expected to be listed on the Nasdaq Capital Market (“Nasd

July 23, 2021 EX-10.2

Investment Management Trust Agreement, dated July 19, 2021, by Clover Leaf and Continental Stock Transfer & Trust Company, as trustee (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2021).

EX-10.2 6 ea144649ex10-2cloverleaf.htm INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED JULY 19, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, AS TRUSTEE Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of July 19, 2021, by and between Clover Leaf Capital Corp., a Delaware corporatio

July 23, 2021 EX-10.6

Administrative Support Agreement, dated July 19, 2021, between Clover Leaf and the Sponsor (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2021).

EX-10.6 10 ea144649ex10-6cloverleaf.htm ADMINISTRATIVE SUPPORT AGREEMENT, DATED JULY 19, 2021, BY AND BETWEEN THE COMPANY AND THE SPONSOR Exhibit 10.6 Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 July 19, 2021 Yntegra Capital Management, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 331318 Attn: Felipe MacLean Re: Administrative S

July 23, 2021 EX-10.4

Maxim Unit Purchase Agreement, dated July 19, 2021, by and between the Company and Maxim.

EX-10.4 8 ea144649ex10-4cloverleaf.htm MAXIM UNIT PURCHASE AGREEMENT, DATED JULY 19, 2021, BY AND BETWEEN THE COMPANY AND MAXIM Exhibit 10.4 July 19, 2021 Clover Leaf Capital Corp. 1450 Brickell Avenue, Suite 2520 New York, NY 10036 Ladies and Gentlemen: Clover Leaf Capital Corp. (the “Company”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Busin

July 23, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 19, 2021 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 001-40625 86-2303279 (State or other jurisdiction of incorporation) (Commission

July 23, 2021 EX-99.2

Clover Leaf Capital Corp. Announces Closing of $138.3 Million Initial Public Offering, Including Partial Exercise of Underwriters’ Over-Allotment Option

EX-99.2 12 ea144649ex99-2cloverleaf.htm PRESS RELEASE, DATED JULY 22, 2021. Exhibit 99.2 Clover Leaf Capital Corp. Announces Closing of $138.3 Million Initial Public Offering, Including Partial Exercise of Underwriters’ Over-Allotment Option Miami, FL., July 22, 2021 (GLOBE NEWSWIRE) - Clover Leaf Capital Corp. (Nasdaq: CLOEU) (“Clover Leaf” or the “Company”) today announced the closing of its ini

July 23, 2021 EX-4.1

Rights Agreement, dated July 19, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as rights agent (incorporated herein by reference to the Registrant’s Current Report on Form 8-K filed on July 23, 2021).

Exhibit 4.1 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of July 19, 2021 between Clover Leaf Capital Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a limited purpose trust company, with offices at 1 State Street, New York, New York 10004 (the ?Right Agent?). WHEREAS, the Company has received a firm commitment from Maxim Group

July 21, 2021 424B4

$125,000,000 Clover Leaf Capital Corp. 12,500,000 Units

424B4 1 f424b40721cloverleafcapital.htm PROSPECTUS PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration No. 333-255111 $125,000,000 Clover Leaf Capital Corp. 12,500,000 Units Clover Leaf Capital Corp. is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination wi

July 16, 2021 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Clover Leaf Capital Corp. (Exact Name of Regi

8-A12B 1 ea144341-8a12bclever.htm REGISTRATION OF CERTAIN CLASSES OF SECURITIES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Clover Leaf Capital Corp. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2303279 (State of Inco

July 15, 2021 CORRESP

Maxim Group LLC 405 Lexington Avenue New York, NY 10174

CORRESP 1 filename1.htm Maxim Group LLC 405 Lexington Avenue New York, NY 10174 July 15, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549 Re: Clover Leaf Capital Corp. (the “Company”) Registration Statement on Form S-1 Filed April 7, 2021 File No. 333-255111 (the “Registration Statement”) Ladies and Gentlemen: Pursuant

July 15, 2021 CORRESP

CLOVER LEAF CAPITAL CORP. c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, 10105 July 15, 2021

CLOVER LEAF CAPITAL CORP. c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, 10105 July 15, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Todd Schiffman Re: Clover Leaf Capital Corp. Registration Statement on Form S-1 Filed April 7, 2021, as amended File No. 333- 255111 Dear

July 12, 2021 EX-4.1

Form of Specimen Unit Certificate of Clover Leaf (incorporated herein by reference to the Registrant’s Form S-1/A filed on July 12, 2021, as amended).

EX-4.1 4 fs12021a3ex4-1cloverleaf.htm SPECIMEN UNIT CERTIFICATE Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 18915E 204 CLOVER LEAF CAPITAL CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK, ONE RIGHT TO RECEIVE ONE-EIGHTH OF ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common

July 12, 2021 EX-10.7

Form of Private Placement Units Purchase Agreement between the Registrant and Yntegra Capital Investments, LLC**

Exhibit 10.7 [●], 2021 Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Ladies and Gentlemen: Clover Leaf Capital Corp.(the “Company”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended

July 12, 2021 EX-10.4

Form of Registration Rights Agreement between the Registrant and certain security holders**

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among Clover Leaf Capital Corp., a Delaware corporation (the “Company”) and Yntegra Capital Investments, LLC, a Delaware limited liability company (the “Sponsor,” together with any person or entity who hereafter becomes a party to this Agreement p

July 12, 2021 EX-10.3

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant**

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [ ], 2021, by and between Clover Leaf Capital Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 333-255111 (as

July 12, 2021 EX-3.2

Form of Second Amended and Restated Certificate of Incorporation**

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLOVER LEAF CAPITAL CORP. [ ], 2021 Clover Leaf Capital Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Clover Leaf Capital Corp.” The original certificate of incorporation of the Corporation was filed with the

July 12, 2021 S-1/A

As filed with the U.S. Securities and Exchange Commission on July 9, 2021

As filed with the U.S. Securities and Exchange Commission on July 9, 2021 Registration No. 333-255111 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Clover Leaf Capital Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-2303279 (State or other jurisdiction of inco

July 12, 2021 EX-4.3

Form of Specimen Rights Certificate of Clover Leaf (incorporated herein by reference to the Registrant’s Form S-1/A filed on July 12, 2021, as amended).

EX-4.3 5 fs12021a3ex4-3cloverleaf.htm SPECIMEN DETACHABLE RIGHTS CERTIFICATE Exhibit 4.3 NUMBER RIGHTS R CLOVER LEAF CAPITAL CORP. INCORPORATED UNDER THE LAWS OF DELAWARE RIGHT SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 18915E121 THIS CERTIFIES THAT, for value received is the registered holder of a right or rights (the “Right” or “Rights,” respectively) to receive one-eighth of one share of Class A

July 12, 2021 EX-10.1

Form of Letter Agreement among the Registrant and our officers, directors and Yntegra Capital Investments, LLC**

Exhibit 10.1 [ ], 2021 Clover Leaf Capital Corp. c/o Yntegra Capital Investments, LLC 1450 Brickell Avenue, Suite 2520 Miami, FL 33131 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Clover Leaf Capital Corp., a Delaware corporatio

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