Welcome to our dedicated page for Innventure SEC filings (Ticker: INV), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Innventure, Inc. filings document an industrial growth conglomerate with operating subsidiaries, common stock and warrant-related capital structure disclosures, and recurring Regulation FD and 8-K updates. Recent records cover financial results, operating-company presentations, Accelsius NeuCool product disclosures, and registration statements for resale of common stock by selling stockholders.
Governance filings include the definitive proxy statement for director elections and auditor ratification, board and committee changes, stock ownership guidelines, and Nasdaq audit-committee compliance disclosures. The filing record also documents risk and forward-looking statement language tied to Innventure’s operating-company model, capital formation arrangements, and previously issued securities.
Innventure, Inc. amends its Form S-3 shelf to register a combined prospectus converting prior registration statements into a single registration on Form S-3/A and to update disclosures and accountant consents. The shelf covers 59,678,407 shares of Common Stock, including 18,386,688 shares issuable upon exercise of Innventure Warrants at an $11.50 exercise price and up to 41,291,719 shares offered for resale by selling stockholders.
The filing outlines potential cash proceeds: $214.4 million if all Innventure Warrants are exercised for cash, up to $75.0 million available under the SEPA with Yorkville, and specified proceeds from Series A Warrants and other exercised instruments. The prospectus describes the plan of distribution, registration- and resale-related mechanics, and lists outstanding convertible instruments and preferred-stock conversion mechanics.
Innventure, Inc. (INV) is an industrial growth company that founds, funds and operates subsidiaries built around disruptive technologies sourced from large corporations and other innovators. It currently focuses on three main platforms: AeroFlexx sustainable liquid packaging, Accelsius data-center liquid cooling, and Refinity advanced plastic-waste recycling.
The company uses a structured “DownSelect” process to screen technologies that can support new businesses with potential target enterprise values of at least $1 billion, and operates them under a conglomerate and shared-services model. Innventure depends heavily on its Innventure Companies for future cash flow and must secure additional financing to fund operations and growth. Its auditors included a going concern explanatory paragraph, citing uncertainty about Innventure’s ability to maintain sufficient liquidity, which could materially affect shareholders.
Innventure, Inc. reported full-year 2025 results showing very early-stage revenue but heavy losses. Revenue for the year was $2.1 million, while net loss reached $475.4 million, driven largely by a non‑cash goodwill impairment of $346.6 million.
Adjusted EBITDA was a loss of $78.8 million, reflecting ongoing operating and growth investments. Cash, cash equivalents and restricted cash increased to $65.4 million at December 31, 2025, up from $11.1 million a year earlier, helped by $139.1 million of net cash provided by financing activities.
Management highlighted a commercial inflection in early 2026 with over $50 million in bookings, operating companies raising capital independently, and a 61% decline in consolidated G&A in 4Q25 versus 4Q24, indicating significant cost discipline alongside efforts to move the platform toward self‑funding growth.
Innventure, Inc. filed a Form S-3 registration statement to register the resale of its common stock by existing selling stockholders. This move consolidates three prior Form S-1 registration statements into a single S-3 filing to streamline the company’s resale registration process.
The shares covered are either already issued and outstanding or issuable upon conversion or exercise of previously issued securities for which Innventure has already received consideration or adopted under existing agreements. The company states this action does not create new equity issuances or stockholder dilution.
Innventure will not receive proceeds from stockholder resales, other than any shares it may elect to issue under its Standby Equity Purchase Agreement with YA II PN, Ltd. or from cash exercises of certain warrants, as described in the new S-3 registration statement.
Innventure, Inc. filed a Form S-3 shelf registration converting prior S-1/S-3 statements and registering 59,678,407 shares of Common Stock for resale and issuance.
The prospectus covers 18,386,688 shares issuable upon exercise of Innventure Warrants (aggregate cash exercise proceeds of $214.4 million if exercised for cash) and up to 41,291,719 shares for resale by selling securityholders, including shares issuable on conversion of Series B and Series C preferred stock, WTI warrants, PIPE-related Series A warrants and Yorkville convertible debentures. Proceeds treatment is described verbatim: the company would receive cash only if warrants are exercised for cash and may receive up to $66.6 million under the SEPA and up to $13.0 million from Series A Warrant cash exercises, each subject to applicable conditions.
Innventure, Inc. received Amendment No. 5 to a Schedule 13D from major holder WE-INN LLC, updating its ownership and recent trading activity in the company’s common stock.
The reporting persons now beneficially own 4,682,970 shares of common stock, representing 7.50% of the outstanding shares, based on 62,471,971 shares outstanding as of November 12, 2025. During March 5–11, 2026, they sold an aggregate 1,000,000 shares in open-market transactions at volume-weighted average prices between $3.04 and $3.21 per share. They state these dispositions are primarily to diversify their investment portfolio and provide liquidity to holders of interests in WE-INN LLC, and reaffirm that they continue to view Innventure as an attractive investment based on its business prospects and strategy.
INV (issuer) notice of proposed sales of Common Stock by WE-Inn LLC under Form 144, listing multiple transactions dated between 10/10/2025 and 03/05/2026.
The excerpt lists individual sales by WE-Inn LLC, including 436,296 shares on 10/22/2025 and 427,301 shares on 12/01/2025, with per-transaction proceeds shown in dollars. The filing identifies the broker as Goldman Sachs & Co. LLC.
Innventure, Inc. is highlighting major operating and financial milestones that it believes show accelerating momentum across its portfolio companies and a stronger capital outlook. The business reports more than $50 million in Q1 2026 bookings from its operating companies, which it presents as a commercial inflection point.
Accelsius is projected to become cash flow positive by year-end 2026, supported by a sales pipeline exceeding $1 billion and planned deployments of its NeuCool® MR250 system, including a large AI data center project in Canada. AeroFlexx and Refinity are launching their own capital raises as they reach commercial and technical milestones, which, together with falling general and administrative expenses and a prior $40 million registered direct offering in January 2026, are expected to materially reduce corporate capital needs and put Innventure on a path to consolidated cash flow positivity in 2028.
The company also plans governance enhancements, with its Board adding two new independent directors and reducing management directors over time, aiming to strengthen independent oversight and align more closely with public-company governance standards.
Innventure, Inc. reported that executive officers Michael Otworth and John Scott had shares of common stock withheld to cover tax obligations from vested restricted stock units settled on February 26, 2026. The number of shares withheld was based on the closing price of the stock on the settlement date and did not involve any open market sales by the executives.
The withholding was non-discretionary, approved under Rule 16b-3, and carried out according to the RSU award agreements, making it exempt from Section 16(b). After these transactions, Mr. Otworth beneficially owns 3,274,030 shares and Dr. Scott beneficially owns 1,814,998 shares, indicating continued significant ownership in the company.
Innventure, Inc. Chief Strategy Officer Scott John Stewart reported a tax-withholding disposition of 150,053 shares of common stock at $2.80 per share. The shares were withheld to cover tax obligations related to vesting restricted stock units, and he held 1,814,998 shares directly after the transaction.