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InnovAge: TCO Group Holdings sells 1.5M shares

The transaction record reports 101,076,555 shares following the sale.

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Form Type
4

Rhea-AI Filing Summary

InnovAge Holding Corp. (INNV) reported that TCO Group Holdings, L.P. sold 1,500,000 shares of common stock on October 21, 2026, at $9.25 per share. The sale was in connection with underwriters’ exercise of their over-allotment option for an underwritten public offering. No Rule 10b5-1 plan is reported.

Insider Welsh, Carson, Anderson & Stowe XII, L.P., WCAS CO-INVEST ASSOCIATES LLC, Welsh, Carson, Anderson & Stowe XII Delaware, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Cayman, L.P., WCAS XII Co-Investors LLC, WCAS MANAGEMENT CORP, WCAS - CO-INVEST HOLDCO, L.P., WCAS XII ASSOCIATES LLC, WCAS XII ASSOCIATES CAYMAN, L.P.
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Sold 1,500,000 shs ($13.88M)
Type Security Shares Price Value
Sale Common Stock, $0.001 par value F1, F2, F3, F4 1,500,000 $9.25 $13.88M
Holdings After Transaction: Common Stock, $0.001 par value — 101,076,555 shares (Indirect, See Footnotes)
Footnotes (4)
  1. F1. On October 21, 2026, TCO Group Holdings, L.P. sold 1,500,000 shares of common stock, par value $0.001, of InnovAge Holding Corp. (the "Issuer") in connection with the underwriters' exercise of their over-allotment option relating to an underwritten public offering pursuant to the Issuer's Registration Statement on Form S-3 (File No. 333-297888).
  2. F2. The limited partners of TCO Group Holdings, L.P. may control the voting and dispositive power with respect to the common stock if Welsh, Carson, Anderson & Stowe XII, L.P. ("WCAS XII"), Welsh, Carson, Anderson & Stowe XII Delaware, L.P. ("WCAS XII-D"), Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. ("WCAS XII-DII"), Welsh, Carson, Anderson & Stowe XII Cayman, L.P. ("WCAS XII-C"), WCAS XII Co-Investors LLC ("WCAS XII-Co"), WCAS Management Corporation and WCAS Co-Invest Holdco, L.P. (collectively, the "WCAS Investor") consents to a change to the delegation of authority to the committee of limited partners that controls TCO Group Holdings, L.P.
  3. F3. The general partner of each of WCAS XII and WCAS XII-DII is WCAS XII Associates LLC ("WCAS XII Associates"). The general partner of each of WCAS XII-D and WCAS XII-C is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates.
  4. F4. The managing members of WCAS XII Associates are Thomas A. Scully, Sean Traynor, Anthony deNicola, D. Scott Mackesy, Brian Regan, Michael Donovan, Christopher Hooper, Christopher Solomon, Edward Sobol, Gregory Lau, Frances Higgins, Nicholas O'Leary, Caroline Dechert, Ting Gu, Sydney Ouyang and Ryan Harper (collectively, the "WCAS GP"). The general partner of WCAS Co-Invest Holdco, L.P. is WCAS Co-Invest Associates LLC. The managing members of each of WCAS XII-Co and WCAS Co-Invest Associates, LLC is the WCAS GP. D. Scott Mackesy, Brian Regan and Michael Donovan ("WCAS Board") comprise the board of directors of WCAS Management Corporation. Each of the foregoing entities and individuals disclaim beneficial ownership of the shares held of record by TCO Group Holdings, L.P. except to the extent of its, his or her pecuniary interest therein.
Shares sold 1,500,000 shares October 21, 2026
Sale price $9.25 per share October 21, 2026
Shares following transaction 101,076,555 shares Reported following the October 21, 2026 sale
over-allotment option financial
"underwriters' exercise of their over-allotment option"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
underwritten public offering financial
"relating to 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.
pecuniary interest regulatory
"except to the extent of its, his or her pecuniary interest therein"

FAQ

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

How many INNV shares did TCO Group Holdings sell, and at what price?
TCO Group Holdings, L.P. sold 1,500,000 shares at $9.25 per share on October 21, 2026. The sale was connected to underwriters’ exercise of their over-allotment option for an underwritten public offering.

How many INNV shares were reported following TCO Group Holdings’ sale?
The transaction record reports 101,076,555 shares following the sale on October 21, 2026.

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

Form 4 Insider Transactions: What Each Field Means →
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Available on EDGAR Accepted by SEC EDGAR
SEC Form 4
FORM 4UNITED 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*
Welsh, Carson, Anderson & Stowe XII, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/21/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, $0.001 par value10/21/2026S(1)1,500,000D$9.25101,076,555ISee Footnotes(2)(3)(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Welsh, Carson, Anderson & Stowe XII, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
WCAS CO-INVEST ASSOCIATES LLC
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Welsh, Carson, Anderson & Stowe XII Delaware, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Welsh, Carson, Anderson & Stowe XII Delaware II, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Welsh, Carson, Anderson & Stowe XII Cayman, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
WCAS XII Co-Investors LLC
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
WCAS MANAGEMENT CORP
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
WCAS - CO-INVEST HOLDCO, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
WCAS XII ASSOCIATES LLC
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
WCAS XII ASSOCIATES CAYMAN, L.P.
(Last)(First)(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE
599 LEXINGTON AVENUE, SUITE 1800
(Street)
NEW YORK NEW YORK 10022
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. On October 21, 2026, TCO Group Holdings, L.P. sold 1,500,000 shares of common stock, par value $0.001, of InnovAge Holding Corp. (the "Issuer") in connection with the underwriters' exercise of their over-allotment option relating to an underwritten public offering pursuant to the Issuer's Registration Statement on Form S-3 (File No. 333-297888).
2. The limited partners of TCO Group Holdings, L.P. may control the voting and dispositive power with respect to the common stock if Welsh, Carson, Anderson & Stowe XII, L.P. ("WCAS XII"), Welsh, Carson, Anderson & Stowe XII Delaware, L.P. ("WCAS XII-D"), Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. ("WCAS XII-DII"), Welsh, Carson, Anderson & Stowe XII Cayman, L.P. ("WCAS XII-C"), WCAS XII Co-Investors LLC ("WCAS XII-Co"), WCAS Management Corporation and WCAS Co-Invest Holdco, L.P. (collectively, the "WCAS Investor") consents to a change to the delegation of authority to the committee of limited partners that controls TCO Group Holdings, L.P.
3. The general partner of each of WCAS XII and WCAS XII-DII is WCAS XII Associates LLC ("WCAS XII Associates"). The general partner of each of WCAS XII-D and WCAS XII-C is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates.
4. The managing members of WCAS XII Associates are Thomas A. Scully, Sean Traynor, Anthony deNicola, D. Scott Mackesy, Brian Regan, Michael Donovan, Christopher Hooper, Christopher Solomon, Edward Sobol, Gregory Lau, Frances Higgins, Nicholas O'Leary, Caroline Dechert, Ting Gu, Sydney Ouyang and Ryan Harper (collectively, the "WCAS GP"). The general partner of WCAS Co-Invest Holdco, L.P. is WCAS Co-Invest Associates LLC. The managing members of each of WCAS XII-Co and WCAS Co-Invest Associates, LLC is the WCAS GP. D. Scott Mackesy, Brian Regan and Michael Donovan ("WCAS Board") comprise the board of directors of WCAS Management Corporation. Each of the foregoing entities and individuals disclaim beneficial ownership of the shares held of record by TCO Group Holdings, L.P. except to the extent of its, his or her pecuniary interest therein.
Welsh, Carson, Anderson & Stowe XII, L.P., By: /s/ Thomas Scully, Authorized Signatory10/23/2026
Welsh, Carson, Anderson & Stowe XII Delaware, L.P., By: /s/ Thomas Scully, Authorized Signatory10/23/2026
Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., By: /s/ Thomas Scully, Authorized Signatory10/23/2026
Welsh, Carson, Anderson & Stowe XII Cayman, L.P., By: /s/ Thomas Scully, Authorized Signatory10/23/2026
WCAS XII Co-Investors LLC, By: /s/ Jennifer Martin, Authorized Signatory10/23/2026
WCAS Management Corporation, By: /s/ Jennifer Martin, Authorized Signatory10/23/2026
WCAS Co-Invest Holdco, L.P., By: /s/ Jennifer Martin, Authorized Signatory10/23/2026
WCAS XII Associates LLC, By: /s/ Thomas Scully, Authorized Signatory10/23/2026
WCAS XII Associates Cayman L.P., By: /s/ Thomas Scully, Authorized Signatory10/23/2026
WCAS Co-Invest Associates LLC, By: /s/ Jennifer Martin, Authorized Signatory10/23/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

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