Innventure, Inc. Files 8-K on Security Holder Vote Matters

TL;DR

Innventure (formerly Learn SPAC HoldCo) filed an 8-K for a shareholder vote. Keep an eye on what they're voting on.

AI Summary

Innventure, Inc. filed an 8-K on December 4, 2025, reporting on a submission of matters to a vote of security holders. The filing indicates a change in the company's reporting period to December 2, 2025. Innventure, Inc. was formerly known as Learn SPAC HoldCo, Inc., with a name change effective November 17, 2023.

Why It Matters

This filing signals that Innventure, Inc. is engaging in corporate actions requiring shareholder approval, which could impact the company's strategic direction and governance.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of a shareholder vote matter and does not inherently indicate financial distress or significant operational changes.

Key Players & Entities

• Innventure, Inc. (company) — Registrant
• Learn SPAC HoldCo, Inc. (company) — Former company name
• November 17, 2023 (date) — Date of name change
• December 2, 2025 (date) — Date of earliest event reported
• December 4, 2025 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share INV The Nasdaq Stock Market,

Filing Documents

• innv-20251202.htm (8-K) — 32KB
• 0002001557-25-000034.txt ( ) — 149KB
• innv-20251202.xsd (EX-101.SCH) — 2KB
• innv-20251202_lab.xml (EX-101.LAB) — 22KB
• innv-20251202_pre.xml (EX-101.PRE) — 13KB
• innv-20251202_htm.xml (XML) — 3KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On December 2, 2025, Innventure, Inc. (the "Company") held a Special Meeting of Stockholders (the "Special Meeting"). At the close of business on October 14, 2025, the record date for the Special Meeting, there were (i) 58,046,433 shares of common stock, par value $0.0001 per share ("Common Stock"), issued and outstanding, each share entitled to one vote, (ii) 33,144 shares of Series B Preferred Stock, par value of $0.0001 per share (the "Series B Preferred Stock"), issued and outstanding, each share of Series B Preferred Stock entitled to 0.97 votes, and (iii) 150,000 shares of Series C Preferred Stock, par value $0.0001 per share (the "Series C Preferred Stock"), issued and outstanding, each share of Series C Preferred Stock entitled to 1.3 votes, constituting all outstanding voting securities of the Company entitled to vote at the Special Meeting. At the Special Meeting, the holders of shares of the Company's Common Stock, Series B Preferred Stock, and Series C Preferred Stock, representing 35,268,907 votes in aggregate, were present in person or by proxy, constituting a quorum. A description of each matter voted upon at the Special Meeting is described in detail in the Company's Definitive Proxy Statement on Schedule 14A, as filed with the U.S. Securities and Exchange Commission on October 20, 2025. The final votes on the proposals presented at the Special Meeting are set forth below. Proposal 1 : To approve, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of 20% or more of the Company's issued and outstanding Common Stock as of September 15, 2025, in connection with the conversion of the convertible debentures issued to YA II PN, Ltd. ("Yorkville") pursuant to the Securities Purchase Agreement between the Company and Yorkville dated September 15, 2025 ("Proposal 1"). Proposal 1 was approved by vote of stockholders as follows: Votes For Votes Against Abstentions Broke

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. INNVENTURE, INC. Date: December 4, 2025 By: /s/ Suzanne Niemeyer Name: Suzanne Niemeyer Title: General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR