--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-24-043179" form_type: "8-K" ticker: "INV" cik: "0002001557" company_name: "Innventure, Inc." filed_at: "2024-10-09T23:59:59+00:00" generated_at: "2026-05-30T17:31:30.220563+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # Innventure closes SPAC merger with Learn CW; begins trading as INV on Nasdaq ## Summary - Merger closed 10/2/24; Innventure members own 86.3% of 44,602,673 shares outstanding; 18,646,000 warrants issued. - Public shareholders redeemed 8,310,747 shares for ~$91.7M from $103.1M trust; remaining $11.3M used for transaction expenses. - Up to 5M earnout shares conditioned on Accelsius revenue >$15M, new subsidiary with MNC, or AeroFlexx revenue >$15M within 7 years. - Series B preferred financing raised ~$11.0M gross (1,102,000 shares at $10 each); 8% PIK return, mandatory conversion after 5 years. - Founding Investors retain board nomination rights scaled to ownership; initially up to 4 directors. ## SEC filing metadata - accession: 0001140361-24-043179 - form_type: 8-K - ticker: INV - cik: 0002001557 - company_name: Innventure, Inc. - filed_at: 2024-10-09T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 1.01, 2.01, 9.01, 3.02, 4.01, 3.03, 5.01, 5.02, 5.03, 5.05, 5.06 - EDGAR index: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/ef20036737_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-24-043179 - JSON: https://secwatch.observer/filing/0001140361-24-043179.json - Plain text: https://secwatch.observer/filing/0001140361-24-043179.txt ## Source-grounded claims - claim_id: 0dfd2a25b4 claim: James O. Donnally was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: 273e1312d6 claim: Michael Otworth was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: 350afb382c claim: Robert Hutter departed as member of the Board at Innventure, Inc.. evidence_excerpt: Robert Hutter ceased to serve as a member of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: 5a9f423870 claim: Gregory W. Haskell was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: 5c9b6ae607 claim: Elizabeth Williams was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: 6a082c23c6 claim: David Yablunosky was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: bfd53e67d2 claim: Michael Amalfitano was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: d63385760d claim: Suzanne Niemeyer was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: e73e596ca5 claim: Daniel J. Hennessy was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm - claim_id: ede901e47b claim: Bruce Brown was appointed as member of the Board at Innventure, Inc.. evidence_excerpt: each of Gregory W. Haskell, Michael Otworth, David Yablunosky, Suzanne Niemeyer, James O. Donnally, Bruce Brown, Elizabeth Williams, Daniel J. Hennessy, and Michael Amalfitano were appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/2001557/000114036124043179/0001140361-24-043179-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.