[Form 4] Innventure, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Innventure, Inc. director Daniel J. Hennessy reported a series of open-market stock sales under a pre-existing Rule 10b5-1 plan. Between 10/06/2025 and 10/08/2025 he sold a total of 15,371 shares of common stock in three transactions, at weighted-average prices of $5.11, $5.01, and $5.05, respectively. After these disposals his beneficial ownership decreased from 1,209,950 shares (implicit prior) to 1,184,573 shares direct ownership as of the last reported sale.

The filing states the trades were made pursuant to a Rule 10b5-1 trading plan adopted on 06/20/2025, and the reporter authorized an attorney-in-fact signature on 10/08/2025. Footnotes disclose each transaction price is a weighted average across multiple executions and the reporter will provide breakdowns on request.

Positive

• Trades executed under a Rule 10b5-1 plan, indicating pre-arranged transactions
• Full-price range disclosure offered via footnotes and willingness to provide per-price breakdowns

Negative

• Director reduced direct ownership by 15,371 shares over three days
• Weighted-average sale prices between $5.01 and $5.11 may be perceived negatively by some investors

Insights

Corporate Governance Analyst

Director sales under a 10b5-1 plan reduced direct holdings modestly over three days.

The sales totaled 15,371 shares executed from 10/06/2025 to 10/08/2025, recorded as direct dispositions and disclosed as governed by a Rule 10b5-1 plan dated 06/20/2025. Using a trading plan generally signals pre-arranged transactions rather than opportunistic timing by insider management.

Risks include potential perception issues when directors sell material share amounts; monitor subsequent filings for additional sales or changes in ownership. If the company announces material news near these dates, compare timing to the plan's adoption date to confirm adherence.

Equity Liquidity Specialist

Sales were small relative to typical free-float lines but may marginally increase available shares.

The reported weighted-average prices ranged from $5.01 to $5.11, with individual trade-price ranges disclosed in footnotes. The disclosure of weighted averages and offer to provide per-price breakdowns is consistent with transparent reporting practices for multiple executions.

Near-term liquidity impact is likely minimal unless followed by further insider selling; watch for any Form 4 amendments or additional entries in the next reporting cycle around Q4 2025.

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).

X

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^*

HENNESSY DANIEL J

(Last) (First) (Middle)

6900 TAVISTOCK LAKES BLVD, SUITE 400

(Street)

ORLANDO FL 32827

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

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

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

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

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(1)	10/06/2025		S		6,265	D	$5.11(2)	1,193,679	D
Common Stock(1)	10/07/2025		S		500	D	$5.01(3)	1,193,179	D
Common Stock(1)	10/08/2025		S		8,606	D	$5.05(4)	1,184,573	D

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. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.36, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.01 to $5.015, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.15, inclusive. The reporting person undertakes to provide to Innventure, Inc., any security holder of Innventure, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.

	/s/ Suzanne Niemeyer, Attorney-in-Fact	10/08/2025
	** 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.

FAQ

What did Innventure (INV) director Daniel J. Hennessy sell?

He sold a total of 15,371 shares of common stock in three transactions on 10/06/2025, 10/07/2025, and 10/08/2025.

Were the sales by the director part of a pre-arranged plan?

Yes. The filing states the sales were made pursuant to a Rule 10b5-1 trading plan adopted on 06/20/2025.

What were the sale prices reported on the Form 4?

Weighted-average prices reported were $5.11, $5.01, and $5.05; footnotes show execution ranges within those averages.

How many shares does the reporting person directly own after the sales?

The Form 4 reports 1,184,573 shares beneficially owned following the last transaction on 10/08/2025.

Who signed the Form 4 and when?

The Form 4 was signed by an attorney-in-fact, Suzanne Niemeyer, on 10/08/2025.