InnovAge 10% Owner Sells 10M Shares at $9.25

The LP Board—Thomas Scully, Sean Traynor, Andrew Cavanna and Pavithra Mahesh—exercises voting and dispositive power over TCO Group Holdings' shares.

Rhea-AI Filing Summary

TCO Group Holdings, L.P., an INNV 10-percent owner, sold 10,000,000 shares of InnovAge Holding Corp. common stock on September 24, 2026, in an underwritten public offering at $9.25 per share. The transaction was not reported under a Rule 10b5-1 plan.

After the sale, TCO Group Holdings held 102,576,555 shares directly.

Insider Trade Summary

Net Seller: 10,000,000 shares

Net Sell 1 txn

Insider TCO GROUP HOLDINGS, L.P.

Role 10% Owner

Sold 10,000,000 shs ($92.50M)

Type	Security	Shares	Price	Value
Sale	Common Stock, $0.001 par value F1, F2	10,000,000	$9.25	$92.50M

Holdings After Transaction: Common Stock, $0.001 par value — 102,576,555 shares (Direct)

Footnotes (2)

1. F1. On September 24, 2026, the Reporting Person sold 10,000,000 shares of common stock, par value $0.001, of InnovAge Holding Corp. (the "Issuer") in an underwritten public offering pursuant to the Issuer's Registration Statement on Form S-3 (File No. 333-297888).
2. F2. Reflects shares of common stock held directly by TCO Group Holdings, L.P. Voting and dispositive power with respect to the common stock held by TCO Group Holdings, L.P. is exercised by a committee of limited partners (the "LP Board"), pursuant to a delegation of authority from its limited partners. The LP Board is currently comprised of Thomas Scully and Sean Traynor (the "WCAS Designees"), and Andrew Cavanna and Pavithra Mahesh (the "Apax Designees"). The LP Board exercises its voting and dispositive power by majority vote, so long as one WCAS Designee and one Apax Designee comprise the majority.

Key Figures

Shares sold: 10,000,000 shares Sale price: $9.25 per share Shares held after sale: 102,576,555 shares

3 metrics

Shares sold 10,000,000 shares September 24, 2026 underwritten public offering

Sale price $9.25 per share September 24, 2026 sale

Shares held after sale 102,576,555 shares Held directly by TCO Group Holdings after the September 24, 2026 sale

Key Terms

underwritten public offering, voting and dispositive power, limited partners, par value

4 terms

underwritten public offering financial

"sold 10,000,000 shares ... in an underwritten public offering"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

voting and dispositive power regulatory

"Voting and dispositive power with respect to the common stock"

limited partners financial

"a committee of limited partners"

Limited partners are investors who provide most of the capital to an investment partnership but do not run its day-to-day business; they have liability only up to the amount they invested. Think of them as silent backers who hire a manager to make decisions and share in profits or losses; their importance to investors lies in shaping how much money a fund can deploy, the risk and return profile they receive, and the liquidity and fees associated with that investment.

par value financial

"common stock, par value $0.001"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did TCO Group Holdings sell of INNV?

On September 24, 2026, TCO Group Holdings sold 10,000,000 shares in an underwritten public offering at $9.25 per share.

How many INNV shares did TCO Group Holdings hold after the sale?

After the September 24, 2026 sale, TCO Group Holdings held 102,576,555 shares directly.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/28/2026 - 04:16 PM Accepted by SEC EDGAR 09/28/2026 - 04:15 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

TCO GROUP HOLDINGS, L.P.

(Last) (First) (Middle)

8950 E. LOWRY BOULEVARD

(Street)

DENVER COLORADO 80230

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
InnovAge Holding Corp. [ INNV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.001 par value	09/24/2026		S(1)		10,000,000	D	$9.25	102,576,555	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On September 24, 2026, the Reporting Person sold 10,000,000 shares of common stock, par value $0.001, of InnovAge Holding Corp. (the "Issuer") in an underwritten public offering pursuant to the Issuer's Registration Statement on Form S-3 (File No. 333-297888).

2. Reflects shares of common stock held directly by TCO Group Holdings, L.P. Voting and dispositive power with respect to the common stock held by TCO Group Holdings, L.P. is exercised by a committee of limited partners (the "LP Board"), pursuant to a delegation of authority from its limited partners. The LP Board is currently comprised of Thomas Scully and Sean Traynor (the "WCAS Designees"), and Andrew Cavanna and Pavithra Mahesh (the "Apax Designees"). The LP Board exercises its voting and dispositive power by majority vote, so long as one WCAS Designee and one Apax Designee comprise the majority.

	/s/ Thomas Scully, President of TCO Group Holdings, L.P.	09/28/2026
	/s/ Andrew Cavanna, President of TCO Group Holdings, L.P.	09/28/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)