Innventure, Inc.·4

Jul 1, 6:36 PM ET

Donnally James O 4

4 · Innventure, Inc. · Filed Jul 1, 2026

Research Summary

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Updated

Innventure (INV) Director Donnally Receives Award, Transfers 5,425

What Happened

  • James O. Donnally, a director of Innventure, Inc. (INV), was granted 5,425 fully vested shares of common stock on June 30, 2026 as director compensation under the company’s non‑management director plan (received in lieu of cash). The grant was recorded at $0.00 per share (compensation in lieu of cash).
  • On the same day, Donnally transferred 5,425 shares he directly owned to the James O. Donnally Revocable Trust (a gift/transfer). There was no cash proceeds involved. The Reporting Person retains voting and investment power over the shares held by the trust.

Key Details

  • Transaction dates and prices: June 30, 2026; Award (A) 5,425 shares @ $0.00; Gift/transfer (G) 5,425 shares @ $0.00 (disposed by Donnally) and 5,425 shares @ $0.00 (acquired by the trust).
  • Shares owned after transaction: the filing does not state a consolidated total of Donnally’s post‑transaction holdings.
  • Notable footnotes: F1—shares were fully vested common stock received under the Second Amended and Restated Non‑Management Director Compensation Plan; F2/F3—shares were transferred to the Donnally Revocable Trust and Donnally retains voting and investment power; other footnotes note relationships to certain entities (Glockner Fund, Our‑No Family Holdings) and disclaimers about beneficial ownership.
  • Filing timeliness: Reported on July 1, 2026 for transactions on June 30, 2026 (filed promptly).

Context

  • This filing reflects director compensation and an intra‑family/trust transfer, not an open‑market buy or sale. Gifts/transfers to a revocable trust typically do not signal the director’s change in investment view because Donnally retains control over the shares.
  • No sale proceeds or purchases occurred — the activity is administrative/compensation in nature rather than a market trade.

Insider Transaction Report

Form 4
Period: 2026-06-30
Transactions
  • Award

    Common Stock

    [F1]
    2026-06-30+5,42523,662 total
  • Gift

    Common Stock

    [F2]
    2026-06-305,42518,237 total
  • Gift

    Common Stock

    [F2][F3]
    2026-06-30+5,4251,635,349 total(indirect: See footnote)
Holdings
  • Common Stock

    [F4]
    (indirect: See footnote)
    4,708,121
  • Common Stock

    [F5]
    (indirect: See footnote)
    27,886
Footnotes (5)
  • [F1]Fully vested common stock, par value $0.0001 per share (the "Common Stock"), of Innventure, Inc. (the "Issuer") received by the Reporting Person under the Second Amended and Restated Innventure, Inc. Non-Management Director Compensation Plan (the "Plan") resulting from the Reporting Person's election under the Plan, in lieu of the cash retainers that would have otherwise been paid to the Reporting Person pursuant to the Plan during the second calendar quarter of 2026.
  • [F2]On June 30, 2026, the Reporting Person transferred 5,425 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.
  • [F3]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.
  • [F4]. 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.
  • [F5]Common Stock 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.
Signature
/s/ Suzanne Niemeyer, Attorney-In-Fact|2026-07-01

Documents

1 file
  • 4
    wk-form4_1782945398.xmlPrimary

    FORM 4