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Willow Lane Acquisition Corp. 8-K Filings

WLAC NASDAQ

Every 8-K that Willow Lane Acquisition Corp. (WLAC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow WLAC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WLAC filings page.

Rhea-AI Summary

Willow Lane Acquisition Corp. shareholders approved its Business Combination with Boost Run Holdings, LLC, paving the way to re-domicile from the Cayman Islands to Delaware and merge into Boost Run’s new parent, Boost Run Inc. (“Pubco”). All key related proposals, including the domestication, Pubco charter and bylaws, Nasdaq share issuance, director elections, incentive plan, and an Insider Letter amendment, received sufficient support. No shareholders redeemed ordinary shares, leaving about $134.5 million in the trust account to be available to Pubco after closing, net of transaction expenses. Following closing, the combined company is expected to trade on Nasdaq as BRUN and BRUNW.

Rhea-AI Summary

Willow Lane Acquisition Corp. reported that no holders of its redeemable Class A ordinary shares elected to redeem ahead of its proposed business combination with Boost Run Holdings, LLC. This means the combined company is expected to have access to approximately $133.8 million, matching the balance in Willow Lane’s trust account as of March 12, 2026, at closing.

The shareholder meeting to vote on the transaction is scheduled for 10:00 a.m. ET on April 30, 2026. Willow Lane’s securities, including units, Class A shares and warrants exercisable at $11.50 per share, continue to trade on Nasdaq as the parties work toward satisfying closing conditions.

Rhea-AI Summary

Willow Lane Acquisition Corp. filed an 8-K describing an amended and restated Transfer Agreement tied to its proposed business combination with Boost Run. The sponsor will transfer 27.5% of its 4,628,674 Founder Shares and 27.5% of its 4,007,222 warrants to Goodrich ILMJS LLC at $1.75 per Founder Share, for an aggregate $2,227,548.75, with closing required by the earlier of six months after the business combination closes or 15 days after an effective resale registration, while the securities sit in escrow.

Updated proxy disclosures show, assuming no redemptions and completion of the SPV purchase, post-closing ownership of Pubco common stock of about 39.7% for public shareholders, 10.5% for the sponsor and 49.8% for the sellers and the SPV. The sponsor currently holds 4,628,674 Class B shares, or 26.79% of Willow Lane’s ordinary shares, which heavily influences quorum and voting thresholds for approving the business combination proposals.

Rhea-AI Summary

Willow Lane Acquisition Corp. is postponing its shareholder vote on the proposed business combination with Boost Run. The extraordinary general meeting, originally planned for April 8, 2026, is now scheduled for April 30, 2026, pending SEC effectiveness of the Registration Statement on Form S-4.

The record date for voting remains March 12, 2026, and the redemption deadline for Class A public shares is moved to 5:00 p.m. Eastern Time on April 28, 2026. The filing emphasizes that the SPAC merger has not yet closed and highlights extensive forward-looking risk factors around completing the transaction and Boost Run’s AI cloud infrastructure business.

Rhea-AI Summary

Willow Lane Acquisition Corp. updated key terms of its planned business combination with Boost Run. The parties signed an amendment extending the deal’s outside date to June 30, 2026 and removed the requirement that Pubco’s post-closing board have a majority of Nasdaq‑independent directors. They also amended an earnout so that Willow Lane Sponsor, LLC may receive up to 1,125,000 newly issued Pubco Class A common shares, while Goodrich ILMJS LLC may receive up to 1,968,750 such shares. In addition, Pubco agreed to grant CEO B. Luke Weil a consulting equity award of 336,000 Pubco Class A shares, vesting in three 112,000‑share tranches if the stock reaches VWAP hurdles of $12.00, $14.50 and $17.00 for specified trading periods. Willow Lane, Boost Run and Craig‑Hallum Capital Group, LLC also entered a letter agreement cutting Craig‑Hallum’s deferred underwriting commission by $500,000 in exchange for a 12‑month right to participate with at least 10% economics in certain future Pubco financings.

Rhea-AI Summary

Willow Lane Acquisition Corp. filed a current report describing a press release related to its previously announced proposed business combination with Boost Run. The filing reiterates the parties to the Business Combination Agreement, including a new public holding company, Pubco, and the various merger subsidiaries involved in the transaction structure.

On December 15, 2025, Willow Lane and Boost Run announced that Boost Run has recently entered into a series of commercial agreements intended to expand and diversify its access to next generation hardware, data center capacity, power and capital, together with significant new customer commitments. The report explains that Willow Lane, Boost Run and Pubco plan to file a registration statement on Form S-4 with the SEC containing a proxy statement/prospectus, and urges Willow Lane shareholders to read those materials when available, as they will contain important information about the proposed business combination.

Rhea-AI Summary

Willow Lane Acquisition Corp. (WLAC) amended its IPO underwriting agreement with BTIG. The change restructures the deferred underwriting commission tied to a future “Specified Event.” The revised components are: a 2.25% gross spread of IPO proceeds payable in cash; up to an additional 0.75% gross spread payable in cash based on the funds remaining in the trust account after redemptions if the company completes its initial business combination; and a 0.5% gross spread (the “Allocable Amount”) payable to BTIG in cash, which Willow Lane Sponsor, LLC or the company may allocate, at their discretion, to pay expenses incurred in consummating an initial business combination.

The amendment also permits each underwriter, before the Specified Event, to forfeit all or any part of its right to the deferred commission by written notice. These changes adjust when and how underwriters are paid and create flexibility to direct a portion of fees to closing costs on a business combination.

Rhea-AI Summary

Willow Lane Acquisition Corp. agreed to merge with Boost Run through a multi-step business combination that will make a new Delaware corporation, Pubco, the public parent of both companies. Willow Lane will de‑redomicile from the Cayman Islands to Delaware, then merge into Pubco alongside Boost Run. Boost Run’s owners will receive an $8,500,000 installment note plus newly issued Pubco common stock valued at $441,500,000 at $10.00 per share, along with up to 7,875,000 additional earnout shares tied to Pubco’s share price over three years. Sponsor- and seller-level lock-ups, support agreements and earnouts further align insiders with post‑closing share performance. Closing depends on shareholder approvals, SEC effectiveness of an S‑4 registration statement, Nasdaq listing for Pubco shares and warrants, delivery of PCAOB‑audited financials from Boost Run and other customary SPAC conditions, with outside termination rights if the deal is not completed by March 10, 2026.

Rhea-AI Summary

Willow Lane Acquisition Corp., a Cayman Islands-based SPAC, has entered into a Business Combination Agreement with Boost Run Holdings, LLC. The transaction uses a new Delaware corporation, Pubco, and merger subsidiaries to combine Willow Lane and Boost Run into a single publicly traded company, subject to customary closing conditions and shareholder approval.

Willow Lane and Boost Run issued a joint press release announcing the agreement, and Pubco plans to file a Form S-4 registration statement that will include a proxy statement/prospectus for Willow Lane shareholders. Separately, certain Willow Lane shareholders completed a $24.4 million block trade of Class A ordinary shares, facilitated by BTIG, LLC, involving several existing shareholders.