Innovative Food Holdings (IVFH) ex-CEO sells 1,500,000 shares in deal

Rhea-AI Filing Summary

Innovative Food Holdings former CEO and director Robert William Bennett reported multiple sales of IVFH common stock. On January 6, 2026, he sold 1,500,000 shares under a Stock Purchase Agreement with several buyers for aggregate proceeds of $450,000.

He also reported a series of open market sales of common stock between January 8 and January 21, 2026 at weighted average prices ranging from $0.38 to $0.47 per share, leaving 377,571 shares held directly after the last reported sale. Additional sales involved shares owned by his spouse, for which he disclaims beneficial ownership.

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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X

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^*

Bennett Robert William

(Last) (First) (Middle)

C/O INNOVATIVE FOOD HOLDINGS, INC.

2528 S 27TH AVE

(Street)

BROADVIEW IL 60155

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INNOVATIVE FOOD HOLDINGS INC [ IVFH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026

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	01/06/2026		S		1,500,000(1)	D	$0.3	887,101	D
Common Stock	01/08/2026		S		256,833(2)	D	$0.4(3)	630,268	D
Common Stock	01/09/2026		S		59,567(2)	D	$0.39(3)	570,701	D
Common Stock	01/12/2026		S		40,000(2)	D	$0.41(3)	530,701	D
Common Stock	01/13/2026		S		70,000(2)	D	$0.43(3)	460,701	D
Common Stock	01/14/2026		S		3,130(2)	D	$0.43(3)	457,571	D
Common Stock	01/15/2026		S		28,900(2)	D	$0.46(3)	428,671	D
Common Stock	01/16/2026		S		22,500(2)	D	$0.43(3)	406,171	D
Common Stock	01/20/2026		S		2,600(2)	D	$0.43(3)	403,571	D
Common Stock	01/21/2026		S		26,000(2)	D	$0.43(3)	377,571	D
Common Stock	01/08/2026		S		20,500(2)	D	$0.38(3)	84,410	I	See Footnote(4)
Common Stock	01/09/2026		S		30,000(2)	D	$0.39(3)	54,410	I	See Footnote(4)
Common Stock	01/13/2026		S		35,000(2)	D	$0.47(3)	19,410	I	See Footnote(4)
Common Stock	01/16/2026		S		19,410(2)	D	$0.43(3)	0	I	See Footnote(4)

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. In connection with that certain Stock Purchase Agreement, dated as of December 19, 2025, by and among the Reporting Person and several purchasers (collectively as the "Buyers"), the Reporting Person sold an aggregate of 1,500,000 shares of common stock to the Buyers for an aggregate proceed of $450,000.

2. Reflects open market sales of the Issuer's securities.

3. Reflects a weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 range.

4. Owned by spouse. The Reporting Person disclaims beneficial ownership of such shares.

	/s/ Robert W. Bennett	01/28/2026
	** 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.
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FAQ

What insider transaction did Robert William Bennett report for IVFH?

Robert William Bennett reported selling Innovative Food Holdings common stock, including 1,500,000 shares on January 6, 2026 for $450,000 under a Stock Purchase Agreement, plus several smaller open market sales between January 8 and January 21, 2026 at prices around $0.38–$0.47.

How many IVFH shares did the former CEO sell under the Stock Purchase Agreement?

The filing shows a sale of 1,500,000 Innovative Food Holdings common shares under a Stock Purchase Agreement dated December 19, 2025, with the transaction occurring January 6, 2026, for aggregate proceeds of $450,000 paid by several purchasers described collectively as the Buyers.

What prices were disclosed for Robert William Bennett’s open market IVFH stock sales?

The reported open market sales of Innovative Food Holdings common stock used weighted average prices, including $0.38, $0.39, $0.40, $0.41, $0.43, $0.46 and $0.47 per share, reflecting multiple trades on several days rather than single-price transactions for each reported date.

How many IVFH shares did Robert William Bennett hold after the reported direct sales?

After the series of direct sales reported in January 2026, Robert William Bennett held 377,571 shares of Innovative Food Holdings common stock directly. This figure is listed as the amount of securities beneficially owned following the last direct transaction dated January 21, 2026.

Were any of the reported IVFH shares owned indirectly through Bennett’s spouse?

Yes. Some reported common stock transactions involve shares owned by Bennett’s spouse. A footnote explains these shares are owned by his spouse and states that the reporting person disclaims beneficial ownership of such shares, even though the sales are reported on the Form 4.

What role did Robert William Bennett previously hold at Innovative Food Holdings (IVFH)?

The filing identifies Robert William Bennett as a former CEO and director of Innovative Food Holdings. On the relationship section, he is marked under “Other” with the description “Former CEO and Director,” rather than as a current officer, director, or 10% owner.