Innventure, Inc. (INV) director takes 7,033-share stock award instead of cash fees

Rhea-AI Filing Summary

Donnally James O reported acquisition or exercise transactions in this Form 4 filing.

Innventure, Inc. director James O. Donnally received an equity grant of 7,033 shares of Common Stock at $3.91 per share. The shares are fully vested and were issued under Innventure’s Second Amended and Restated Non-Management Director Compensation Plan in lieu of all cash retainers for the first quarter of 2026.

Following this award, Donnally holds 22,305 shares directly and also reports substantial indirect ownership through related entities, including a revocable trust and family investment vehicles. He retains voting and investment power over some of these indirect holdings, while expressly disclaiming beneficial ownership in others beyond his pecuniary interest.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Donnally James O

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	7,033	$3.91	$27K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 22,305 shares (Direct); Common Stock — 1,526,771 shares (Indirect, See footnote)

Footnotes (1)

1. Fully vested common stock, par value $0.0001 per share, of Innventure, Inc. received by the Reporting Person under the Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan (the "Plan") resulting from the Reporting Person's election under the Plan, in lieu of all of the cash retainers that would have otherwise been paid to the Reporting Person pursuant to the Plan during the first calendar quarter of 2026. On the date hereof, the Reporting Person transferred 7,033 directly owned shares of Common Stock to the James O. Donnally Revocable Trust (the "Donnally Trust"). The Reporting Person has voting and investment power over the shares of Common Stock held by the Donnally Trust. Reflects shares of Common Stock held directly by the Donnally Trust. The Reporting Person has voting and investment power over the shares of Common Stock held by Donnally Trust. Common Stock of the Issuer held by Our-No Family Holdings LP. ("Our-No Family Holdings"). The Reporting Person has voting investment power over the Common Stock held by Our-No Family Holdings. Represents shares of Common Stock held directly by the Glockner Family Venture Fund (the "Glockner Fund"). The Reporting Person is a 25% owner of the Glockner Fund and is a 25% owner and the Managing Member of Bellringer Consulting Group, LLC ("Bellringer"), the general partner of the Glockner Fund. The Reporting Person has no authority over the Glockner Fund's decision-making with respect to equity or debt investments in the issuer and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any. The inclusion of these shares in this report shall not be deemed an admission that the Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act of 1934.

Key Figures

Stock award size: 7,033 shares Grant price: $3.91 per share Direct holdings after grant: 22,305 shares +3 more

6 metrics

Stock award size 7,033 shares Fully vested common stock grant in lieu of Q1 2026 cash retainers

Grant price $3.91 per share Value per share for the 7,033-share director compensation award

Direct holdings after grant 22,305 shares Donnally’s directly owned Innventure common stock following the award

Indirect holding 1 1,526,771 shares Reported as indirectly owned Innventure common stock

Indirect holding 2 27,886 shares Additional indirectly owned Innventure common stock

Indirect holding 3 4,680,272 shares Largest reported indirectly owned Innventure common stock position

Key Terms

Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan, Revocable Trust, pecuniary interest, beneficial ownership, +1 more

5 terms

Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan financial

"Fully vested common stock ... received by the Reporting Person under the Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan"

Revocable Trust financial

"transferred 7,033 directly owned shares of Common Stock to the James O. Donnally Revocable Trust"

A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.

pecuniary interest financial

"disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any"

beneficial ownership financial

"shall not be deemed an admission that the Reporting Person is a beneficial owner of the securities reported"

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.

Section 16 of the Exchange Act of 1934 regulatory

"for purposes of Section 16 of the Exchange Act of 1934"

Form 4 Insider Transactions: What Each Field Means →

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^*

Donnally James O

(Last) (First) (Middle)

6900 TAVISTOCK LAKES BLVD, SUITE 400

(Street)

ORLANDO FLORIDA 32827

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Innventure, Inc. [ INV ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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	03/31/2026		A		7,033(1)	A	$3.91	22,305(2)	D
Common Stock								1,526,771	I	See footnote(3)
Common Stock								27,886	I	See footnote(4)
Common Stock								4,680,272	I	See footnote(5)

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. Fully vested common stock, par value $0.0001 per share, of Innventure, Inc. received by the Reporting Person under the Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan (the "Plan") resulting from the Reporting Person's election under the Plan, in lieu of all of the cash retainers that would have otherwise been paid to the Reporting Person pursuant to the Plan during the first calendar quarter of 2026.

2. On the date hereof, the Reporting Person transferred 7,033 directly owned shares of Common Stock to the James O. Donnally Revocable Trust (the "Donnally Trust"). The Reporting Person has voting and investment power over the shares of Common Stock held by the Donnally Trust.

3. Reflects shares of Common Stock held directly by the Donnally Trust. The Reporting Person has voting and investment power over the shares of Common Stock held by Donnally Trust.

4. Common Stock of the Issuer held by Our-No Family Holdings LP. ("Our-No Family Holdings"). The Reporting Person has voting investment power over the Common Stock held by Our-No Family Holdings.

5. Represents shares of Common Stock held directly by the Glockner Family Venture Fund (the "Glockner Fund"). The Reporting Person is a 25% owner of the Glockner Fund and is a 25% owner and the Managing Member of Bellringer Consulting Group, LLC ("Bellringer"), the general partner of the Glockner Fund. The Reporting Person has no authority over the Glockner Fund's decision-making with respect to equity or debt investments in the issuer and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any. The inclusion of these shares in this report shall not be deemed an admission that the Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act of 1934.

Remarks:

	/s/ Suzanne Niemeyer, Attorney-In-Fact	04/02/2026
	** 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)

FAQ

What did Innventure (INV) director James O. Donnally report on this Form 4?

James O. Donnally reported receiving 7,033 fully vested Innventure common shares as compensation. The award was granted under the company’s Non-Management Director Compensation Plan instead of cash retainers for the first quarter of 2026, increasing his directly held shares to 22,305.

Was the Innventure (INV) Form 4 transaction an open-market stock purchase?

No, the Form 4 shows a compensation-related stock award, not an open-market purchase. Donnally received 7,033 fully vested shares valued at $3.91 each in lieu of cash retainers under the director compensation plan for the first quarter of 2026.

How many Innventure (INV) shares does James O. Donnally hold directly after the transaction?

After the reported award, Donnally directly holds 22,305 shares of Innventure common stock. This figure reflects his direct ownership position following receipt of 7,033 fully vested shares granted under the non-management director compensation plan for the first quarter of 2026.

What does the Innventure (INV) filing say about Donnally’s indirect share holdings?

The filing shows several indirect Innventure holdings through entities such as a revocable trust and family investment funds. Donnally has voting and investment power over some of these entities, while for one fund he disclaims beneficial ownership beyond any pecuniary interest he may have.

How were the 7,033 Innventure (INV) shares in the Form 4 granted to Donnally?

The 7,033 shares were granted as fully vested common stock under Innventure’s Second Amended and Restated Non-Management Director Compensation Plan. Donnally elected to receive stock instead of cash retainers that would otherwise have been paid during the first calendar quarter of 2026.

What role do related entities play in James O. Donnally’s Innventure (INV) ownership?

The Form 4 notes Donnally’s indirect Innventure holdings via a revocable trust and family-related investment vehicles. He holds voting and investment power over some, while for the Glockner Family Venture Fund he has no investment authority and disclaims beneficial ownership except for any pecuniary interest.