If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
(1) This percentage is based on 12,222,809 shares of the Issuer's (as defined below) Class A common stock, par value $0.0001 (the "Class A Stock"), and warrants exercisable for 7,719,779 shares of Class A Stock ("Warrant Shares") held by the Reporting Person. (2) The Reporting Person beneficially owns 48.6% of the Class A Stock, which is calculated based on the shares of Class A Stock, including Warrant Shares, beneficially owned by the Reporting Person relative to the Issuer's 29,391,337 outstanding shares of Class A Stock, as of November 4, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 12, 2024, plus the 7,719,779 Warrant Shares and plus 3,955,790 shares of Class A Stock sold and issued by the Issuer in a private investment in public equity on December 20, 2024 ("Second Closing PIPE Shares"). (3) The Reporting Person beneficially owns Class A Common which constitutes 24.0% of both outstanding classes of Common Stock of the Issuer as described below which is calculated based on the shares of Class A Stock, including Warrant Shares, beneficially owned by the Reporting Person relative to the Issuer's 29,391,337 outstanding shares of Class A Stock and 42,046,356 outstanding shares of Class B common stock, par value $0.0001 per share ("Class B Stock" and together with the Class A Stock, the "Common Stock"), as of November 4, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 12, 2024, plus the 7,719,779 Warrant Shares and plus the 3,955,790 Second Closing PIPE Shares.


SCHEDULE 13D


 
BOSTON OMAHA Corp
 
Signature:/s/ Adam K. Peterson
Name/Title:Adam K. Peterson, President and Chief Executive Officer
Date:02/12/2025