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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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SunScout Holding Ltd (Name of Issuer) |
Class A Ordinary Share, $0.0001 par Value (Title of Class of Securities) |
(CUSIP Number) |
Marc Cywinski 56 High Street, Unit 1, Charlestown, MA, 02129 6176553582 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/11/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Cywinski Marc | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
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| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
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| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
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| 14 | Type of Reporting Person (See Instructions)
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SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Solerin Equity limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
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| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
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| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
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| 14 | Type of Reporting Person (See Instructions)
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SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class A Ordinary Share, $0.0001 par Value |
| (b) | Name of Issuer:
SunScout Holding Ltd |
| (c) | Address of Issuer's Principal Executive Offices:
112 KAIMANAWA STREET, 112 KAIMANAWA STREET, PALMERSTORN NORTH,
NEW ZEALAND
, 4414. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The responses of the Reporting Persons to Rows (7) through (13), including the footnotes thereto, of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. The information set forth in Item 2, 3 and 4 above is hereby incorporated by reference. The aggregate number of ordinary shares beneficially owned by the Reporting Persons is 5,360,000 Class A Ordinary Shares and 7,500,000 Class B Ordinary Shares, representing 23.20% of the voting power of the Issuers Class A shares, and 50% of the voting power of the Class B Shares. Percentage of beneficial ownership of the Reporting Persons is based on 23,100,000 Class A Ordinary Shares and 15,000,000 Class B Ordinary Shares of the Issuer. Each of the Class A Ordinary Shares has one vote per share, while each of the Class B Ordinary Shares has twenty (20) votes per share. |
| (b) | (i)Solerin Equity Limited
Sole Voting Power: 5,360,000 Class A Ordinary Shares and 7,500,000 Class B Ordinary Shares
Shared Voting Power:0.00
Sole Dispositive Power:5,360,000 Class A Ordinary Shares and 7,500,000 Class B Ordinary Shares
Shared Dispositive Power:0.00
(ii)Marc Cywinski
Sole Voting Power: 5,360,000 Class A Ordinary Shares and 7,500,000 Class B Ordinary Shares
Shared Voting Power:
Sole Dispositive Power: 5,360,000 Class A Ordinary Shares and 7,500,000 Class B Ordinary Shares
Shared Dispositive Power:0.00 |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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