Boost Run Inc.·4

Jun 15, 5:27 PM ET

Goodrich Sean 4

Research Summary

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Boost Run (BRUN) Director Sean Goodrich Exercises Options, Surrenders Shares

What Happened
Sean Goodrich, a director of Boost Run Inc. (BRUN), exercised or converted derivative rights to acquire 1,272,885 shares of Class A common stock at $1.75 per share (total cost $2,227,549) on June 9, 2026. On the same date he disposed of 1,101,986 shares to the issuer at $1.75 per share (total value $1,928,476). These were derivative transactions (exercise/conversion and a disposition to the issuer), not an open-market sale.

Key Details

  • Transaction date: June 9, 2026; Form filed June 15, 2026 (filed 6 days after the transaction; appears late under the usual 2-business-day Form 4 rule).
  • Exercise/conversion (Code M): 1,272,885 shares at $1.75 — $2,227,549 acquired.
  • Disposition to issuer (Code D): 1,101,986 shares at $1.75 — $1,928,476 transferred/disposed.
  • Shares owned after transaction: The provided Form 4 data did not state Mr. Goodrich’s personal holdings after the transactions. The filing notes Goodrich ILMJS LLC as the record holder.
  • Footnote: Goodrich ILMJS LLC is the record holder; Mr. Goodrich is the managing member with voting and investment discretion but disclaims beneficial ownership except to the extent of any pecuniary interest. The transfers relate to an Amended & Restated Transfer Agreement dated April 24, 2026, between Willow Lane Sponsor, LLC and Goodrich ILMJS LLC.

Context

  • These were derivative transactions: the insider exercised/converted rights to receive shares and then transferred a large portion to the issuer — this is not the same as an open-market sale.
  • Footnote language indicates the securities are held of record by an entity (Goodrich ILMJS LLC) and attributes the relevant shares and warrants to that entity under a transfer agreement; that structure can affect how beneficial ownership is reported.
  • The filing does not provide stated motivations; retail investors should view exercises and issuer transfers as technical corporate/contractual actions rather than direct open-market buying or selling by the insider.