Form: SCHEDULE 13D

General Statement of Acquisition of Beneficial Ownership

January 30, 2026






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) Safeguard Acquisition Management LLC (the "Sponsor") holds (i) 7,541,667 Class B ordinary shares, par value $0.0001 per share (the "Class B ordinary shares"), of Safeguard Acquisition Corp. (the "Issuer"), which will automatically convert into the Issuer's Class A ordinary shares, par value $0.0001 per share (the "Class A ordinary shares"), immediately prior to, concurrently with or immediately following the consummation of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to the adjustments and anti-dilution rights described under the heading "Description of Securities--Founder Shares" in the Issuer's prospectus (File No. 333-291300) and (ii) 470,000 Class A ordinary shares acquired pursuant to the Private Placement Units Purchase Agreement (as defined below). The Sponsor is controlled by its managing members, Frank Bachinsky and Mark Gottfredson (together, the "Managing Members"). The Managing Members have the sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Messrs. Bachinsky and Gottfredson may be deemed to have beneficial ownership of securities reported herein. (2) Based on an aggregate of 23,700,000 Class A ordinary shares and 7,666,667 Class B ordinary shares issued and outstanding as reported by the Issuer in its Form 8-K filed with the U.S. Securities and Exchange Commission on December 8, 2025 (File No. 001-42991).


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Safeguard Acquisition Management LLC (the "Sponsor") holds (i) 7,541,667 Class B ordinary shares, par value $0.0001 per share (the "Class B ordinary shares"), of Safeguard Acquisition Corp. (the "Issuer"), which will automatically convert into the Issuer's Class A ordinary shares, par value $0.0001 per share (the "Class A ordinary shares"), immediately prior to, concurrently with or immediately following the consummation of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to the adjustments and anti-dilution rights described under the heading "Description of Securities--Founder Shares" in the Issuer's prospectus (File No. 333-291300) and (ii) 470,000 Class A ordinary shares acquired pursuant to the Private Placement Units Purchase Agreement (as defined below). The Sponsor is controlled by its managing members, Frank Bachinsky and Mark Gottfredson (together, the "Managing Members"). The Managing Members have the sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Messrs. Bachinsky and Gottfredson may be deemed to have beneficial ownership of securities reported herein. (2) Based on an aggregate of 23,700,000 Class A ordinary shares and 7,666,667 Class B ordinary shares issued and outstanding as reported by the Issuer in its Form 8-K filed with the U.S. Securities and Exchange Commission on December 8, 2025 (File No. 001-42991).


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) Safeguard Acquisition Management LLC (the "Sponsor") holds (i) 7,541,667 Class B ordinary shares, par value $0.0001 per share (the "Class B ordinary shares"), of Safeguard Acquisition Corp. (the "Issuer"), which will automatically convert into the Issuer's Class A ordinary shares, par value $0.0001 per share (the "Class A ordinary shares"), immediately prior to, concurrently with or immediately following the consummation of the Issuer's initial business combination or earlier at the option of the holder on a one-for-one basis, subject to the adjustments and anti-dilution rights described under the heading "Description of Securities--Founder Shares" in the Issuer's prospectus (File No. 333-291300) and (ii) 470,000 Class A ordinary shares acquired pursuant to the Private Placement Units Purchase Agreement (as defined below). The Sponsor is controlled by its managing members, Frank Bachinsky and Mark Gottfredson (together, the "Managing Members"). The Managing Members have the sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Messrs. Bachinsky and Gottfredson may be deemed to have beneficial ownership of securities reported herein. (2) Based on an aggregate of 23,700,000 Class A ordinary shares and 7,666,667 Class B ordinary shares issued and outstanding as reported by the Issuer in its Form 8-K filed with the U.S. Securities and Exchange Commission on December 8, 2025 (File No. 001-42991).


SCHEDULE 13D


 
Safeguard Acquisition Management LLC
 
Signature:/s/ Frank Bachinsky
Name/Title:Frank Bachinsky/Managing Member of Safeguard Acquisition Management LLC
Date:01/30/2026
 
Frank Bachinsky
 
Signature:/s/ Frank Bachinsky
Name/Title:Frank Bachinsky
Date:01/30/2026
 
Mark Gottfredson
 
Signature:/s/ Mark Gottfredson
Name/Title:Mark Gottfredson
Date:01/30/2026