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  4. [8-K] Four Leaf Acquisition Corp Reports Material Event

New directors and CFO reshape Four Leaf Acquisition (OTC: FORL) leadership

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Four Leaf Acquisition Corporation announced significant governance changes and a headquarters move. Effective July 7, 2026, several directors resigned from the board as part of a comprehensive governance restructuring tied to the company’s strategic repositioning. The company states these resignations were not due to disagreements over operations, policies, or practices.

On the same date, Nanuk Warman, Jay Izso, and Mark DiSabato were appointed as independent directors and joined both the audit and compensation committees, with Warman chairing audit and Izso chairing compensation. The board determined that Warman qualifies as an “Audit Committee Financial Expert.”

Also effective July 7, 2026, Chief Financial Officer Coco Kou resigned, and Greg McCraw, a veteran finance executive with more than 30 years of public and corporate accounting experience, was appointed as the new CFO. Separately, the company moved its headquarters to 600 Park Offices Drive, Suite 300-4133, Durham, NC 27713, and updated its primary telephone number.

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Insights

Four Leaf reshapes its board and finance leadership while adding experienced independent oversight.

The company is executing a broad governance restructuring, with multiple directors and the Chief Financial Officer departing effective July 7, 2026. The filing explicitly notes these changes are not driven by disagreements on operations, accounting, or internal controls.

Three new independent directors join the board, all deemed independent under SEC standards. Notably, Nanuk Warman is designated an “Audit Committee Financial Expert,” reinforcing audit and compliance capabilities. The new CFO, Greg McCraw, brings over 30 years in US GAAP reporting and regulatory-focused roles.

The board refresh, committee appointments, and headquarters relocation to Durham, North Carolina collectively indicate an organizational repositioning. Future periodic reports covering periods after July 7, 2026 will show how the new leadership team influences reporting quality, control environment, and strategic execution.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Class A par value $0.0001 per share Class A common stock par value
Warrant exercise price $11.50 per share Each whole warrant exercisable for one Class A share
CFO experience More than 30 years Greg McCraw’s accounting and finance experience
New headquarters effective date July 7, 2026 Date headquarters moved to Durham, NC
New main phone number 919-526-1070 Updated corporate telephone for headquarters
Emerging growth company regulatory
"Emerging growth company ITEM 5.02 — DEPARTURE OF DIRECTORS"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Audit Committee Financial Expert regulatory
"The Board has determined that Nanuk Warman qualifies as an “Audit Committee Financial Expert”"
A person on a company’s board who has deep knowledge of accounting, financial reporting and auditing, able to understand and question the books, controls and audit work like a trained mechanic inspecting an engine. Investors care because that expertise helps spot errors, weaknesses or misleading statements early, improving the likelihood that financial reports are accurate and reducing the risk of surprises that can hurt a company’s value.
Item 404(a) of Regulation S-K regulatory
"There are no related party transactions ... that would require disclosure under Item 404(a) of Regulation S-K."
US GAAP financial reporting financial
"specializing in US GAAP financial reporting requirements."
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FAQ

What governance changes did Four Leaf Acquisition (FORL) disclose in this 8-K?
Four Leaf Acquisition implemented a major board refresh and CFO change. Several directors resigned as part of a governance restructuring, and three new independent directors joined the board and key committees, while a new Chief Financial Officer, Greg McCraw, was appointed effective July 7, 2026.

Who are the new independent directors appointed to Four Leaf Acquisition’s board?
The company added Nanuk Warman, Jay Izso, and Mark DiSabato as independent directors. All three were also appointed to the audit and compensation committees. Warman chairs the audit committee, Izso chairs the compensation committee, and each has been determined independent under applicable SEC standards.

What experience does new CFO Greg McCraw bring to Four Leaf Acquisition (FORL)?
Greg McCraw has more than 30 years in accounting and finance. His background spans US GAAP financial reporting for public companies, restatement and timely filing assistance, and regulatory compliance work, including serving as Chief Financial Officer of Data443 Data Risk Mitigation, Inc. before joining Four Leaf Acquisition.

Where is Four Leaf Acquisition Corporation’s new headquarters located?
The headquarters moved to Durham, North Carolina. Effective July 7, 2026, the company’s principal office is at 600 Park Offices Drive, Suite 300-4133, Durham, NC 27713, and its main telephone number was updated to 919-526-1070 in connection with the relocation.

What securities of Four Leaf Acquisition trade under the symbol FORLW?
FORLW is the trading symbol for the company’s redeemable warrants. Each whole warrant is exercisable for one share of Class A common stock at an exercise price of $11.50 per share, and these warrants are listed on OTCMarkets.
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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 26, 2026

 

Four Leaf Acquisition Corporation

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-41646   88-1178935

(State or Other Jurisdiction

of Incorporation)

  

(Commission File

Number)

  

(IRS Employer

Identification No.)

 

600 Park Offices Drive, Suite 300-4133

Durham, NC 27713

(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: 212-479-1923

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act
   
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one share of Class A common stock and one redeemable warrant   FORLU   OTCMarkets
Class A common stock, par value $0.0001 per share   FORL   OTCMarkets
Warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share   FORLW   OTCMarkets

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

  

ITEM 5.02 — DEPARTURE OF DIRECTORS OF CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS

 

(A) DEPARTURES OF DIRECTORS AND OFFICERS

 

Effective July 7, 2026, the following directors resigned from the Board of Directors (the “Board”) of Four Leaf Acquisition Corporation (the “Company”):

 

●Alvin Wang
   
●Stephen Markscheid
   
●Rahul Mewawalla

 

The resignations were not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The departures are part of a comprehensive governance restructuring in connection with the Company’s strategic repositioning.

 

Effective July 7, 2026, Ms. Coco Kou, Chief Financial Officer of the Company resigned from her position with the Company, effective immediately. The resignation was not the result of any disagreement with the Company relating to its operations, policies, or practices, including, without limitation, any matters relating to the Company’s accounting principles or practices, financial statement disclosures, internal controls, or management.

 

(B) APPOINTMENT OF DIRECTORS AND OFFICERS

 

Effective as of July 7, 2026, each of Nanuk Warman, Jay Izso and Mark DiSabato was appointed as independent director to the Company’s Board of Directors. Effective July 7, 2026, each of Nanuk Warman, Jay Izso and Mark DiSabato was also appointed to the Board’s audit committee and compensation committee, with Mr. Warman serving as the chair of the audit committee and Mr. Izso serving as the chair of the compensation committee.

 

Mr. Nanuk Warman currently serves as Chief Financial Officer of CitroTech, Inc. (NYSE: CITR) and is the founder and President of PubCo Reporting Solutions, Inc., a boutique accounting and reporting firm he has led for more than 15 years. He previously served as interim Chief Financial Officer of Data443 Risk Mitigation, Inc. from December 2021 through August 2022. Mr. Warman has over 27 years of experience in financial oversight, regulatory compliance, and audit functions for publicly traded companies, including guiding uplisting transitions from OTC Markets to NASDAQ and NYSE American. He holds the CPA designation from Chartered Professional Accountants of British Columbia and is a CFA charter holder from the CFA Institute. The Board has determined that Nanuk Warman qualifies as an “Audit Committee Financial Expert” as defined by Item 407(d)(5)(ii) of Regulation S-K and Rule 3b-5 of the Securities Exchange Act of 1934.

 

Mr. Warman served as interim Chief Financial Officer of Data443 Risk Mitigation, Inc. from December 3, 2021 through September 8, 2022. This prior engagement has no continuing relationship with the Company.

 

Mr. Jay Izso is an Executive Performance Coach and organizational consultant with more than 20 years of experience advising CEOs and founders of growth-stage companies on behavioral dynamics, organizational performance, and strategic alignment. He has held faculty positions teaching psychology at the university level and has recent client engagements leading organizational restructuring around AI adoption, achieving significant cost savings and positioning companies for acquisition. Mr. Izso is a member of the National Speakers Association and the Society for Consulting Psychology, a multi-award-winning author, and host of the leadership podcast A New Direction. He received graduate training from Washington State University’s Human Behavior Laboratory and has clinical assessment experience in forensic psychology.

 

Mr. Izso provided sales and executive strategy consulting services to Data443 Risk Mitigation, Inc. from December 31, 2024 through May 2026. This prior engagement has fully terminated with no outstanding payments or continuing relationship with the Company.

 

1

 

 

Mr. Mark DiSabato is a governance, risk, and compliance executive with over 22 years of experience leading enterprise-wide security, policy, and oversight frameworks across major financial institutions and global corporations. He currently serves as Head of Information Security at the National Bank of Egypt’s New York Branch and has previously held senior leadership positions at Citi, Deutsche Bank, and Shutterstock. Mr. DiSabato is a U.S. Army veteran with a background in signals intelligence and cryptanalysis. He holds an M.S. in Information Systems Management from Carnegie Mellon University and an MBA from the University of Pittsburgh’s Katz Graduate School of Business, and carries advanced certifications including CISSP, CISA, CRISC, and CDPSE.

 

Each of Mr. Nanuk Warman, Mr. Jay Izso, and Mr. Mark DiSabato has been determined by the Board to be independent under the applicable standards of the Securities and Exchange Commission. There are no arrangements or understandings between Mr. Warman, Mr. Izso, or Mr. DiSabato and any other persons pursuant to which they were appointed as directors. There are no related party transactions involving Mr. Warman, Mr. Izso, or Mr. DiSabato that would require disclosure under Item 404(a) of Regulation S-K.

 

Effective as of July 7, 2026, the Board appointed Greg McCraw as Chief Financial Officer of the Company. Mr. McCraw, 63, has more than 30 years of experience in public and corporate accounting and finance for US and international publicly listed companies, specializing in US GAAP financial reporting requirements. He advised and assisted public companies, government-sponsored entities, and federal agencies in restating and filing timely reporting as well as monitoring regulatory compliance. Mr. McCraw has served as the Chief Financial Officer of Data443 Data Risk Mitigation, Inc since September 6, 2022. Immediately prior to joining Data443 Data Risk Mitigation, Inc, Mr. McCraw was the Vice President of Finance for Light Wave Dental Management from January 2021 through August 2022. From August 2016 until January 2021, he was Managing Director of FMAC Group, LLC, a finance and accounting consulting firm providing services to top 100 financial institutions. Mr. McCraw is a North Carolina State University graduate with a BA in Accounting, Certified Public Accountant licensed in NC, and Certified in Financial Forensics by the AICPA.

 

ITEM 8.01 OTHER EVENTS

 

On July 7, 2026, the Company moved its headquarters to 600 Park Offices Drive, Suite 300-4133, Durham, NC 27713. The Company’s telephone number has been updated to the following, phone: 919-526-1070.

  

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: July 7, 2026 FOUR LEAF ACQUISITION CORPORATION
     
  BY: /S/ JASON REMILLARD
    Jason Remillard,
    Chief Executive Officer

 

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Source: View Original Filing on SEC EDGAR

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