Boost Run Inc. filed a Form 10-Q/A (Amendment No. 1) on August 18, 2026, amending its quarterly report for the period ended March 31, 2026, originally filed on June 1, 2026, to restate the Controls and Procedures section and include updated Sarbanes-Oxley certifications.

Key Highlights

  • Purpose of amendment: The filing amends Part I, Item 4 (Controls and Procedures) and provides updated certifications under Sections 302 and 906 of the Sarbanes-Oxley Act of 2002.
  • Share counts as of August 17, 2026: 49,954,423 shares of Class A Common Stock and 29,533,018 shares of Class B Common Stock, each with a par value of $0.0001, were issued and outstanding.
  • Balance sheet deficit: Total stockholder's deficit was $(102,450) as of March 31, 2026, compared to $(51,450) as of December 31, 2025, according to the unaudited condensed consolidated balance sheet.
  • Accrued expenses and related party payable: Accrued expenses were $50,450 and related party payable was $52,000 as of March 31, 2026, per the filing.
  • Filer status: The company is classified as a non-accelerated filer, smaller reporting company, and emerging growth company, as indicated in the filing.
  • Listing: Class A Common Stock trades under the symbol BRUN and warrants trade under BRUNW, both on The Nasdaq Stock Market LLC.

Boost Run Inc. Restates Controls Disclosure in Q1 2026 Amendment

Boost Run Inc. (NASDAQ:BRUN), a Delaware-incorporated company headquartered in Northbrook, Illinois, filed this amendment solely to address Part I, Item 4 of its original quarterly report, which covers Controls and Procedures. According to the filing, "other than the amendments described above, including the updated signature page and certifications filed as Exhibits 31.1, 31.2, and 32.1 hereto, this Amendment does not modify or update any other disclosures set forth in the Original Filing, and does not otherwise reflect events occurring after the date of the Original Filing."

The company's condensed consolidated balance sheet for Boost Run Inc. (the parent entity) shows total liabilities of $102,450 and a total stockholder's deficit of $(102,450) as of March 31, 2026, with total assets reported as zero. The December 31, 2025 figures show total liabilities of $51,450 and a matching stockholder's deficit of $(51,450). The filing also presents separate financial statements for Boost Run Holdings LLC, the operating subsidiary, covering both the three months ended March 31, 2026 and the comparable prior-year period. The parent entity had one share of common stock issued and outstanding, with 1,000,000,000 shares authorized at a par value of $0.0001.

The filing notes that forward-looking statements within the report are subject to risks and uncertainties, including those described in the company's Prospectus dated April 8, 2026, and are the company's own characterizations subject to its cautionary language. No other sections of the original quarterly report were modified by this amendment.

What Was Disclosed

Boost Run Inc. filed an amendment to its March 31, 2026 quarterly report to restate the Controls and Procedures section and update Sarbanes-Oxley certifications. Key balance sheet figures and share counts as of specified dates were reported without modification to any other original disclosures.