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SCHEDULE 13D Filed 2026-06-15 Event 2026-05-12 SEC 0001493152-26-028736 →

Goodrich Sean BOOST RUN INC. BRUNW

Stake: 12.65% Shares: 4,034,135 CUSIP: 09940T100 Class: Class A Common Stock, par value $0.0001 per share

Item 4 — Purpose of Transaction

The SPV acquired its securities pursuant to the Transfer Agreement in connection with the Business Combination. On June 10, 2026, the transfer of 1,272,885 shares of Class A Common Stock and 1,101,986 Private Warrants from the Sponsor to the SPV was completed. In connection with this transfer, the Company instructed Continental Stock Transfer & Trust Company, the Company's transfer agent, to remove the escrow legend from the transferred securities and to deliver such securities to the SPV bearing the Insider Letter Agreement legend and the Rule 144 affiliate legend. Mr. Goodrich serves as a non-employee member of the Board of Directors of Boost Run Inc. As a director of the Company, Mr. Goodrich may have influence over the corporate activities of the Company, including activities which may relate to the transactions described in clauses (a) through (j) of Item 4 of Schedule 13D. Pursuant to the Earnout Agreement dated September 15, 2025 (the "Earnout Agreement"), the SPV was entitled to earn up to 1,968,750 additional shares of Class A Common Stock ("SPV Earnout Shares") based upon the Class A Common Stock achieving volume-weighted average price ("VWAP") performance thresholds of $12.50, $15.00, and $17.50 per share during the three-year Earnout Period following the closing of the Business Combination. On June 11, 2026, all 1,968,750 SPV Earnout Shares were issued to the SPV. The Private Warrants held by the SPV contain a 4.9% (or 9.8% at the holder's election) beneficial ownership limitation, restricting exercise to the extent that exercise would cause the holder's beneficial ownership to exceed such threshold. The Reporting Persons may from time to time acquire additional securities of the Company, or sell or otherwise dispose of securities of the Company, in open market transactions, in privately negotiated transactions, or otherwise, in any manner permitted by applicable law. Except as set forth herein, the Reporting Persons do not have any present plans or proposals that relate to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, although the Reporting Persons reserve the right to develop such plans or proposals in the future.

Cross-References

Insider Activity (last 365d)
0 transactions
0 buys · 0 sales · 0 awards/exercises
Issuer Cluster
8 13D/G filings on this issuer
7 other filings besides this one
Filer Track Record
2 filings by this filer
1 other filing in the data moat
Short Interest · settle 2026-07-15
DTC 1.00
3,743 shares short · -30.5% vs prior

Post-Filing Returns · since 2026-05-12 on BRUNW

+1 day
0.0%
+5 days
0.0%
+30 days
0.0%
+60 days
0.0%
+90 days
+180 days

Anchor price 13.99 on closest trading day on/after 2026-05-12. Source: Yahoo Finance daily adj_close (split + dividend adjusted).

Other 13D/G Filings on BOOST RUN INC.

FiledFormFilerStakeShares
2026-06-15 SCHEDULE 13D Weil B. Luke 12.25% 3,906,023 view →
2026-05-21 SCHEDULE 13G CITADEL ADVISORS LLC view →
2026-05-18 SCHEDULE 13D Goodrich ILMJS LLC 6.48% 2,065,385 view →
2026-05-15 SCHEDULE 13D Weil B. Luke 9.97% 3,288,511 view →
2026-05-15 SCHEDULE 13D Georgakopoulos Harilaos 25.13% 8,016,095 view →
2026-05-15 SCHEDULE 13D Karos Andrew 48.08% 29,533,018 view →
2026-05-15 SCHEDULE 13D Goodrich Sean 6.48% 2,065,385 view →

Other Filings by Goodrich Sean

FiledFormIssuerStakeShares
2026-05-15 SCHEDULE 13D BOOST RUN INC. BRUNW 6.48% 2,065,385 view →

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