[Form 4] Innventure, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Innventure, Inc. Executive Chairman Michael Otworth reported a tax-related share disposition. On the vesting of restricted stock units, 218,577 shares of common stock were withheld at a price of $2.80 per share to satisfy tax withholding obligations. After this transaction, he directly owned 3,274,030 shares of Innventure common stock.

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

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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^*

Otworth Michael

(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
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		F		218,577(1)	D	$2.8	3,274,030	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. Shares withheld to cover tax withholding obligations in connection with vesting of restricted stock units.

Remarks:

	/s/ Suzanne Niemeyer, Attorney-in-Fact	03/02/2026
	** 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.

FAQ

What insider transaction did Innventure (INV) report for Michael Otworth?

Innventure reported that Executive Chairman Michael Otworth had 218,577 shares of common stock withheld at $2.80 per share to satisfy tax obligations upon restricted stock unit vesting, as disclosed in a Form 4 insider transaction filing.

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

No, the transaction was not an open-market sale. Shares were withheld to cover tax withholding obligations triggered by the vesting of restricted stock units, as indicated by transaction code F and the accompanying footnote.

How many Innventure (INV) shares were withheld for taxes in this Form 4?

The Form 4 shows that 218,577 shares of Innventure common stock were withheld at $2.80 per share. These shares covered tax withholding obligations associated with the vesting of restricted stock units held by Executive Chairman Michael Otworth.

What is Michael Otworth’s Innventure (INV) shareholding after the Form 4 transaction?

After the tax-withholding disposition, Michael Otworth directly owned 3,274,030 shares of Innventure common stock. This post-transaction balance is reported in the Form 4 as the total shares owned following the transaction.

What does transaction code F mean in the Innventure (INV) Form 4?

Transaction code F signifies payment of an exercise price or tax liability by delivering securities. In this case, it reflects Innventure shares withheld to satisfy tax withholding obligations linked to the vesting of restricted stock units.

What triggered the share withholding in Innventure (INV)’s Form 4 filing?

The withholding was triggered by the vesting of restricted stock units. As the units vested, 218,577 Innventure shares were withheld to meet related tax withholding obligations, according to the Form 4 footnote disclosure.