STOCK TITAN

InnovAge holder distributes 411K shares

Apax X–affiliated ten-percent owners reported an internal LP distribution of InnovAge shares, with over 112 million shares still held indirectly after the restructuring.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

InnovAge Holding Corp. (INNV) had a Form 4 filed by a group of ten-percent owners associated with the Apax X funds reporting an internal restructuring transaction. On September 3, 2026, 411,515 shares of common stock were disposed of through a distribution by TCO Group Holdings, L.P. to one of its limited partners at a stated price of $0.00 per share, rather than through an open-market sale. Following this distribution, entities in the group continued to report 112,576,555 shares of InnovAge common stock held indirectly through TCO Group Holdings, L.P., with each entity disclaiming beneficial ownership except to the extent of its pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider IGNITE AGGREGATOR LP, APAX X (GUERNSEY) USD AIV LP, IGNITE GP INC., Apax X EUR L.P., Apax X USD L.P., Apax X GP Co. Ltd
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
Other Common Stock, $0.001 par value F1, F2, F3, F4 411,515 $0.00 $0.00
Holdings After Transaction: Common Stock, $0.001 par value — 112,576,555 shares (Indirect, See Footnotes)
Footnotes (4)
  1. F1. Reflects a distribution by TCO Group Holdings, L.P. to a limited partner as consideration for its interest in TCO Group Holdings, L.P.
  2. F2. Represents shares of common stock held directly by TCO Group Holdings, L.P. The limited partners of TCO Group Holdings, L.P. may control the voting and dispositive power with respect to the common stock if Ignite Aggregator LP consents to a change to the delegation of authority to the committee of limited partners that controls TCO Group Holding, L.P. Ignite GP, Inc. serves as the general partner of Ignite Aggregator LP.
  3. F3. Ignite Aggregator LP's partnership interests are held by Apax X GP Co. Limited on behalf of Apax X EUR LP, Apax X (Guernsey) USD AIV LP and Apax X USD LP (collectively, the "Apax X Fund").
  4. F4. Apax X GP Co. Limited, a company incorporated in Guernsey, acts as the investment manager and is responsible for the decision-making on behalf of the Apax X Fund. Each of the foregoing entities disclaims beneficial ownership of the shares held of record by TCO Group Holdings, L.P. except to the extent of its pecuniary interest therein.
Shares distributed 411,515 shares Common stock disposed of on September 3, 2026 via LP distribution
Shares held after transaction 112,576,555 shares Indirect holdings of InnovAge common stock reported after the restructuring
Reported price per share $0.00 per share Stated value for the 411,515-share distribution by TCO Group Holdings, L.P.
Number of reporting persons 6 entities Ignite Aggregator LP, Ignite GP Inc., and four Apax X–related entities
beneficial ownership financial
"Each of the foregoing entities disclaims beneficial ownership of the shares"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
dispositive power financial
"may control the voting and dispositive power with respect to the common stock"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
pecuniary interest financial
"except to the extent of its pecuniary interest therein"
limited partner financial
"distribution by TCO Group Holdings, L.P. to a limited partner as consideration"
A limited partner is an investor in a pooled investment vehicle—such as a private equity, venture capital, or real estate fund—who provides capital but does not take part in day‑to‑day management and whose financial responsibility is capped at the amount invested. For investors, being a limited partner matters because it defines how much control they have, how much risk they bear, and how returns are distributed; think of a limited partner as a silent co‑owner who shares in profits and losses while leaving operations to the fund managers.

FAQ

What insider transaction in INNV stock was reported in this Form 4?

Entities associated with the Apax X funds reported an internal restructuring transaction on September 3, 2026, involving the disposition of 411,515 shares of InnovAge common stock via a distribution by TCO Group Holdings, L.P. to a limited partner.

Was the INNV insider transaction an open-market sale?

No. The Form 4 states the 411,515 INNV shares reflected a distribution by TCO Group Holdings, L.P. to a limited partner as consideration for its interest in that partnership, with a reported per-share price of $0.00, not an open-market sale.

How many InnovAge (INNV) shares do the reporting entities hold after this transaction?

After the distribution, the reporting entities continued to report 112,576,555 shares of InnovAge common stock held indirectly through TCO Group Holdings, L.P., subject to each entity’s disclaimer of beneficial ownership except to the extent of its pecuniary interest.

Who controls voting and dispositive power over the reported INNV shares?

The filing explains that the common stock is held of record by TCO Group Holdings, L.P.. Its limited partners may control voting and dispositive power if Ignite Aggregator LP consents to a change in delegation to the committee of limited partners that controls TCO Group Holdings, L.P.

Was the INNV insider transaction made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and the footnotes do not state that the September 3, 2026 distribution of 411,515 shares was effected under any Rule 10b5-1 trading plan.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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*
IGNITE AGGREGATOR LP

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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)
09/03/2026
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 value09/03/2026J(1)411,515D$0112,576,555ISee 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*
IGNITE AGGREGATOR LP

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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*
APAX X (GUERNSEY) USD AIV LP

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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*
IGNITE GP INC.

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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*
Apax X EUR L.P.

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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*
Apax X USD L.P.

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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*
Apax X GP Co. Ltd

(Last)(First)(Middle)
C/O APAX PARTNERS US, LLC
601 LEXINGTON AVENUE, 58TH FLOOR

(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. Reflects a distribution by TCO Group Holdings, L.P. to a limited partner as consideration for its interest in TCO Group Holdings, L.P.
2. Represents shares of common stock held directly by TCO Group Holdings, L.P. The limited partners of TCO Group Holdings, L.P. may control the voting and dispositive power with respect to the common stock if Ignite Aggregator LP consents to a change to the delegation of authority to the committee of limited partners that controls TCO Group Holding, L.P. Ignite GP, Inc. serves as the general partner of Ignite Aggregator LP.
3. Ignite Aggregator LP's partnership interests are held by Apax X GP Co. Limited on behalf of Apax X EUR LP, Apax X (Guernsey) USD AIV LP and Apax X USD LP (collectively, the "Apax X Fund").
4. Apax X GP Co. Limited, a company incorporated in Guernsey, acts as the investment manager and is responsible for the decision-making on behalf of the Apax X Fund. Each of the foregoing entities disclaims beneficial ownership of the shares held of record by TCO Group Holdings, L.P. except to the extent of its pecuniary interest therein.
/s/ Andrew Cavanna, President of Ignite GP, Inc., the general partner of Ignite Aggregator LP09/08/2026
/s/ Andrew Cavanna, Authorized Signatory of Ignite GP, Inc.09/08/2026
/s/ Jeremy Latham, Authorized Signatory of Apax X (Guernsey) USD AIV LP09/08/2026
/s/ Jeremy Latham, Authorized Signatory of Apax X EUR LP09/08/2026
/s/ Jeremy Latham, Authorized Signatory of Apax X USD LP09/08/2026
/s/ Jeremy Latham, Authorized Signatory of Apax X GP Co. Limited09/08/2026
** 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)

Keep reading