Kustom Entertainment, Inc NT 10-Q, filed Aug 14, 2024
Kustom Entertainment, Inc. (KUST)
| UNITED STATES | OMB APPROVAL |
| SECURITIES AND EXCHANGE COMMISSION | OMB Number: . . . . . 3235-0058 |
| Washington, D.C. 20549 | Expires: April 30, 2025 |
| Estimated average burden hours | |
| FORM 12b-25 | per response. . . . . . . . 2.50 |
| NOTIFICATION OF LATE FILING |
| SEC FILE NUMBER | |
| 001-33899 | |
| CUSIP NUMBER | |
| 25382P-208 | |
| (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: 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
☐ Transition Report on Form N-SAR
For the Transition Period Ended:__________________________________
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
PART I — REGISTRANT INFORMATION
DIGITAL ALLY, INC.
Full Name of Registrant
Former Name if Applicable
14001 Marshall Drive
Address of Principal Executive Office (Street and Number)
Lenexa, KS 66215
City, State and Zip Code
PART II — RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
| (a) | The reason described in reasonable detail in Part III of this Form could not be eliminated without unreasonable effort or expense; | |
| ☒ | (b) | The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and |
| (c) | The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III — NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2024 cannot be filed within the prescribed time period because the Company requires additional time to prepare and review its financial statements to ensure adequate disclosure of the financial information required to be included in the Form 10-Q. The Company’s recent acquisition of a private company during the six months ended June 30, 2024, and its consequent migration to segment reporting have required additional time and review for the transition and to ensure accurate reporting, along with resources being committed to the business combination between Clover Leaf Capital Corp., a Delaware corporation (Nasdaq: CLOE) (“Clover Leaf”) and Kustom Entertainment, Inc., a wholly-owned subsidiary of the Company. The Company’s Quarterly Report on Form 10-Q will be filed on or before the five calendar days following the prescribed due date.
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification |
| Thomas J. Heckman | (913) | 232-5349 | ||
| (Name) | (Area Code) | (Telephone Number) |
| (2) | Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). Yes ☒ No ☐ |
| (3) | Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? Yes ☐ No ☒ |
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
| Date | August 14, 2024 | By: | /s/ Thomas J. Heckman | |
| Thomas J. Heckman | ||||
| Chief Financial Officer, Treasurer and Secretary |