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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Innventure, Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
045784108 (CUSIP Number) |
Gerlad Muizelaar WE-INN LLC, 2045 W Grand Ave Ste B, PMB 82152 Chicago, IL, 60612-1577 (312) 248-2523 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
10/22/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 045784108 |
| 1 |
Name of reporting person
WE-INN LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
8,339,985.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
14.37 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Note to Row 13: Calculated based on 58,046,433 shares of Common Stock, par value $0.0001 per share, of Innventure, Inc. outstanding as of October 14, 2025, as reported in the issuer's Registration Statement on Form S-1, filed with the Securities and Exchange Commission on October 23, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
Innventure, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
6900 Tavistock Lakes Blvd, Suite 400, Orlando,
FLORIDA
, 32827. | |
Item 1 Comment:
This Amendment No. 1 (this "Amendment") amends the original Scheduled 13D filed jointly by WE-INN LLC, Gregory D. Wasson, and Kimberly Wasson (collectively, the "Reporting Persons") with the Securities and Exchange Commission on October 7, 2024 (the "Original Statement") and related to the Common Stock, par value $0.0001 per share (the "Common Stock"), of Innventure, Inc., a Delaware corporation (the "Issuer"). Except as set forth herein, the Original Statement is unmodified. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The information contained in subparts (a) and (b) of Item 5 of the Original Statement is hereby amended and restated as follows:
As of the date of this Amendment, the Reporting persons beneficially owned 8,339,985 shares of Common Stock. Based on 58,046,433 shares of Common Stock outstanding as of October 14, 2025, as reported in the Issuer's Registration Statement on Form S-1, filed with the Securities and Exchange Commission on October 23, 2025, the Reporting Persons beneficially owned approximately 14.37% of the Common Stock outstanding. | |
| (c) | The Reporting Persons effected the following transactions with respect to the Common Stock during the past sixty days, all of which were open market sales:
(i) Sold 2,300 shares on October 10, 2025 at a volume weighted average price of $3.92 per share;
(ii) Sold 436,296 shares on October 22, 2025 at a volume weighted average price of $3.01 per share;
(iii) Sold 193,587 shares on October 23, 2025 at a volume weighted average price of $3.13 per share; and
(iv) Sold 263,627 shares on October 24, 2025 at a volume weighted average price of $3.03 per share. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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