Innventure Inc美股招股说明书(2025-06-04版)

This prospectus supplement updates, amends and supplements the prospectus dated April 23, 2025 (the “Prospectus”), which forms a part of the Post-Effective Amendment to the Registration Statement on Form S-1 (Registration No. 333-282971) and is being filedtoupdate, amend and supplement the information included in the Prospectus with information contained in ourCurrent Report on Form8-Kwhich was filed with the SEC on June 4, 2025 (the “Current Report”). Accordingly, we have attached the Current Report to thisprospectus supplement.Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meaningsspecified in the Prospectus. the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep thisprospectus supplement with your Prospectus for future reference.Shares of our common stock, par value $0.0001 per share (our “Common Stock”), are listed on The Nasdaq Stock Market, LLC under Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued under the The date of this prospectus supplement is June 4, 2025. FORM 8-K/A___________________________________ (Address of principal executive offices and zip code)(321) 209-6787(Registrant's telephone number, including area code) Common Stock, par value $0.0001 pershareINVThe Nasdaq Stock Market, LLC Item 1.01Entry into a Material Definitive Agreement.As previously disclosed in the Current Report on Form 8-K filed by Innventure, Inc., a Delaware corporation (the“Company”), with the Securities and Exchange Commission (the “SEC”) on March 26, 2025, the Company entered into a securities 2025, the Company issued a Convertible Debenture to Yorkville with an original principal amount of $20,000,000 (the “FirstConvertible Debenture”). On May 15, 2025, the Company issued a Convertible Debenture to Yorkville with an original principalamount of $10,000,000 (the “Second Convertible Debenture” and, together with the First Convertible Debenture, the “Debentures”). certain events pursuant to the other terms and conditions of the Debentures.The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the terms of Exhibits and Financial Statements (d) Exhibits.Description of Exhibit