SCHEDULE: WE-INN LLC Amends Innventure Stake, Reduces Holdings to 9.1%
Beneficial Ownership Amendment
WE-INN LLC, along with Gregory and Kimberly Wasson, has amended its Schedule 13D filing for Innventure, Inc., reporting a reduced beneficial ownership of 9.1% after recent share dispositions and a pro rata distribution.
Summary
- WE-INN LLC and its affiliates (the "Reporting Persons") now beneficially own 5,682,970 shares of Innventure, Inc. Common Stock.
- This represents approximately 9.1% of the 62,471,971 shares outstanding as of November 12, 2025.
- The Reporting Persons sold 184,777 shares on December 17, 2025, at a volume weighted average price of $4.86 per share.
- An additional 252,502 shares were sold on December 18, 2025, at a volume weighted average price of $4.68 per share.
- On January 15, 2026, WE-INN LLC distributed 2,932,180 shares of Common Stock pro rata to members of Wasson Enterprise LLC for no consideration.
- Concurrently, certain members contributed 2,479,866 shares back to WE-INN LLC in exchange for additional equity in Wasson Enterprise LLC.
- The dispositions were primarily for diversifying investment portfolios and providing liquidity to WE-INN LLC interest holders.
- The Reporting Persons maintain their belief that Innventure, Inc. remains an attractive investment based on its business prospects and strategy.
Sentiment
Score: 4
Explanation: The sentiment is slightly negative due to the significant reduction in beneficial ownership by a key reporting group. While the stated reason is diversification and liquidity, and they maintain a positive outlook on the company, a large insider reduction can still be perceived negatively by the market.
Positives
- The Reporting Persons explicitly stated that the dispositions do not reflect a change in their belief that Innventure, Inc. represents an attractive investment based on its business prospects and strategy.
Negatives
- The Reporting Persons significantly reduced their beneficial ownership from a previously higher stake to 9.1% of the outstanding shares.
- Recent sales of shares occurred at volume weighted average prices of $4.86 and $4.68 per share, indicating a reduction in direct exposure.
Future Outlook
The Reporting Persons' dispositions do not reflect a change in their previously reported belief that Innventure, Inc. represents an attractive investment based on its business prospects and strategy.
Management Comments
- The Reporting Persons made the dispositions primarily for the purposes of diversifying their investment portfolio and providing liquidity to holders of interests in WE-INN LLC.
- Such dispositions do not reflect a change in the Reporting Persons' previously reported belief that Innventure, Inc. represents an attractive investment based on the Issuer's business prospects and strategy.
Industry Context
This filing primarily details changes in beneficial ownership by a specific investment entity and its principals, rather than providing broader industry trends or competitive analysis. The actions reflect portfolio management decisions by the reporting persons.
Related Party Transactions
- On January 15, 2026, WE-INN LLC distributed 2,932,180 shares of Common Stock on a pro rata basis to members of Wasson Enterprise LLC, which owns 100% of the interest in WE-INN LLC. This distribution was made in the ordinary course pursuant to the terms of Wasson Enterprise LLC's operating agreement.
- Also on January 15, 2026, certain members of Wasson Enterprise LLC contributed an aggregate of 2,479,866 shares of Common Stock they received in the Distribution back to WE-INN LLC in exchange for additional equity in Wasson Enterprise LLC.
Stakeholder Impact
- Shareholders may interpret the reduction in beneficial ownership by the Reporting Persons as a potential signal, despite the stated reasons of diversification and liquidity.
- The distribution of shares to members of Wasson Enterprise LLC provides liquidity to those specific interest holders.
Key Dates
| Date | Description |
|---|---|
| 10/07/2024 | Original Schedule 13D filed by WE-INN LLC, Gregory D. Wasson, and Kimberly Wasson. |
| 10/24/2025 | Amendment No. 1 to the Schedule 13D filed. |
| 11/12/2025 | Date as of which 62,471,971 shares of Common Stock were reported outstanding in the Issuer's Form 10-Q. |
| 11/13/2025 | Innventure, Inc.'s Quarterly Report on Form 10-Q filed with the SEC. |
| 11/20/2025 | Amendment No. 2 to the Schedule 13D filed. |
| 12/03/2025 | Amendment No. 3 to the Schedule 13D filed. |
| 12/17/2025 | Sale of 184,777 shares of Common Stock at $4.86 per share. |
| 12/18/2025 | Sale of 252,502 shares of Common Stock at $4.68 per share. |
| 01/15/2026 | WE-INN LLC distributed 2,932,180 shares of Common Stock to members of Wasson Enterprise LLC and received 2,479,866 shares back as a contribution. |
| 01/20/2026 | Date of signature for this Amendment No. 4 to the Schedule 13D. |
Recommendation
holdThe significant reduction in beneficial ownership by a key reporting group, even with the stated reasons of diversification and liquidity, introduces a degree of uncertainty. While the Reporting Persons maintain a positive outlook on Innventure, Inc.'s prospects, the insider selling activity suggests a 'hold' recommendation. Investors should monitor future filings and company performance for clearer directional signals, as this filing alone does not provide a strong catalyst for either buying or selling.
Keywords
Innventure Inc., WE-INN LLC, Schedule 13D, beneficial ownership, stock sales, investment diversification, liquidity, common stock
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