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Innventure (INV) director Donnally awarded RSUs and gifts shares to family trust

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Innventure, Inc. director James O. Donnally reported routine equity and gifting activity involving the company’s common stock. He received 18,237 Restricted Stock Units (RSUs) under the 2024 Equity and Incentive Compensation Plan, vesting on the earlier of the first anniversary of grant or the next annual stockholder meeting. He also made bona fide gifts of 22,305 shares of directly owned common stock to the James O. Donnally Revocable Trust, over which he retains voting and investment power. The filing additionally notes sizeable indirect holdings through family investment entities, including one where he has voting control and another Glockner Family fund where he disclaims beneficial ownership beyond any pecuniary interest.

Positive

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Negative

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Insights

Routine director RSU grant and internal gifting with limited signal.

Director James O. Donnally received 18,237 RSUs under Innventure’s 2024 equity plan, a standard form of non-cash board compensation. These units vest on the earlier of the first anniversary of grant or the next annual stockholder meeting, aligning his incentives with shareholders.

He also made bona fide gifts of 22,305 common shares from his direct holdings to a revocable trust he controls, so effective voting and investment power over those shares is largely unchanged. Additional large indirect positions are held via family investment entities; in one (the Glockner Fund) he explicitly disclaims beneficial ownership beyond any pecuniary interest.

Because transactions consist of compensation awards and estate- or structure-related transfers, with no open-market buying or selling, they typically carry weak informational value about near-term views on Innventure’s stock. Future SEC ownership reports may further clarify how these indirect holdings evolve over time.

Insider Donnally James O
Role null
Type Security Shares Price Value
Grant/Award Common Stock 18,237 $0.00 --
Gift Common Stock 22,305 $0.00 --
Gift Common Stock 22,305 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 40,542 shares (Direct, null); Common Stock — 1,629,924 shares (Indirect, See footnote)
Footnotes (1)
  1. Restricted Stock Units (RSUs) granted to the Reporting Person under the Innventure, Inc. 2024 Equity and Incentive Compensation Plan, and vesting on the earlier of (a) the first anniversary of the date of grant and (b) the next regularly scheduled annual meeting of stockholders of Innventure, Inc. (the "Issuer"). On June 17, 2026, the Reporting Person transferred 22,305 directly owned shares of common stock, par value $0.0001 per share ("Common Stock") of the Issuer 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. Represents shares of Common Stock held by the Donnally Trust, for which the Reporting Person has voting and investment power over the shares of Common Stock held by that trust. 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. 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.
RSU grant size 18,237 units Restricted Stock Units under 2024 Equity and Incentive Compensation Plan
Gifted shares 22,305 shares Bona fide gift of Innventure common stock on June 17, 2026
Direct holdings after transactions 40,542 shares Innventure common stock held directly after June 17, 2026 transactions
Trust holdings after transfer 1,629,924 shares Innventure common stock held by Donnally Revocable Trust after gift
Indirect holdings entry 1 27,886 shares Innventure common stock reported as indirect holding entry
Indirect holdings entry 2 4,708,121 shares Innventure common stock reported as separate indirect holding entry
Restricted Stock Units (RSUs) financial
"Restricted Stock Units (RSUs) granted to the Reporting Person under the Innventure, Inc. 2024 Equity and Incentive Compensation Plan"
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
bona fide gift financial
"transaction_code_description": "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
pecuniary interest financial
"disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein"
beneficial ownership financial
"shall not be deemed an admission that the Reporting Person is a beneficial owner of the securities"
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.
Equity and Incentive Compensation Plan financial
"Innventure, Inc. 2024 Equity and Incentive Compensation Plan"
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Form 4 Insider Transactions: What Each Field Means →
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*
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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/17/2026A18,237(1)A$040,542D
Common Stock06/17/2026G22,305D$018,237(2)D
Common Stock06/17/2026G22,305A$01,629,924(2)ISee footnote(3)
Common Stock4,708,121ISee footnote(4)
Common Stock27,886ISee 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Restricted Stock Units (RSUs) granted to the Reporting Person under the Innventure, Inc. 2024 Equity and Incentive Compensation Plan, and vesting on the earlier of (a) the first anniversary of the date of grant and (b) the next regularly scheduled annual meeting of stockholders of Innventure, Inc. (the "Issuer").
2. On June 17, 2026, the Reporting Person transferred 22,305 directly owned shares of common stock, par value $0.0001 per share ("Common Stock") of the Issuer 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. Represents shares of Common Stock held by the Donnally Trust, for which the Reporting Person has voting and investment power over the shares of Common Stock held by that trust.
4. 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.
5. 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.
Remarks:
/s/ Suzanne Niemeyer, Attorney-In-Fact06/22/2026
** 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

FAQ

What equity award did Innventure (INV) director James O. Donnally receive?

James O. Donnally received an award of 18,237 Restricted Stock Units under Innventure’s 2024 Equity and Incentive Compensation Plan. These RSUs vest on the earlier of the first anniversary of the grant date or the next regularly scheduled annual stockholder meeting, subject to plan terms.

What gifts of Innventure (INV) stock did James O. Donnally report?

He reported bona fide gifts totaling 22,305 shares of Innventure common stock. Those shares were transferred from his directly owned holdings to the James O. Donnally Revocable Trust, while he retains voting and investment power over the trust’s Innventure shares as described in the filing footnotes.

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

After the reported grant and gift transactions, James O. Donnally’s direct Innventure common stock holdings are 40,542 shares. This figure reflects his position following an 18,237‑share equity award and the reclassification of 22,305 shares to his revocable trust structure.

What indirect Innventure (INV) holdings are associated with James O. Donnally?

The report shows large indirect Innventure positions through family investment entities and trusts. These include shares held by the Donnally Revocable Trust, Our-No Family Holdings LP, and the Glockner Family Venture Fund, with his authority and beneficial ownership differing by entity as detailed in the footnotes.

Does James O. Donnally control Innventure (INV) shares held by the Glockner Family Venture Fund?

The filing states that Innventure shares held by the Glockner Family Venture Fund are reported, but Donnally has no authority over that fund’s investment decisions. He explicitly disclaims beneficial ownership of those shares except to the extent of any pecuniary interest he may have in the fund.

How do the reported Innventure (INV) RSUs vest for James O. Donnally?

The RSUs vest on the earlier of two dates: the first anniversary of the grant date or the next regularly scheduled annual meeting of Innventure stockholders. This vesting schedule is typical for director compensation and is governed by the 2024 Equity and Incentive Compensation Plan.