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    Amendment: SEC Form SC 13G/A filed by Innventure Inc.

    11/13/24 4:45:43 PM ET
    $INV
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    SC 13G/A 1 walleye-inv093024a1.htm



     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION
    Washington, DC 20549

     

    SCHEDULE 13G/A

     

    Under the Securities Exchange Act of 1934

    (Amendment No. 1)*



    Innventure, Inc.

    (Name of Issuer)

     

    Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 *

    (Title of Class of Securities)

     

    G54157105

    (CUSIP Number)

     

     

    September 30, 2024
    (Date of Event Which Requires Filing of this Statement)

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    x Rule 13d-1(b)

    o Rule 13d-1(c)

    o Rule 13d-1(d)

     

     

    *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

     

    The information required in 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).

     


     

    CUSIP No.  G54157105
     SCHEDULE 13G/A
    Page 2 of 6 Pages

     

             
    1
    NAME OF REPORTING PERSONS
     
    Walleye Capital LLC
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) o
    (b) o
     
    3
    SEC USE ONLY
     
     
    4
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Minnesota
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
    5
    SOLE VOTING POWER
     
    43,500
    6
    SHARED VOTING POWER
     
    0
    7
    SOLE DISPOSITIVE POWER
     
    43,500
    8
    SHARED DISPOSITIVE POWER
     
    0
    9
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    43,500
    10
    CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
     
     
    o
    11
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     
    0.09%
    12
    TYPE OF REPORTING PERSON
     
    IA

     


     

     

    CUSIP No.  G54157105
     SCHEDULE 13G/A
    Page 3 of 6 Pages

     

    Item 1.(a) Name of Issuer

    Innventure, Inc.

    Item 1.(b) Address of Issuer’s Principal Executive Offices

    6900 Tavistock Lakes Blvd, Suite 400

    Orlando, Florida 32827

    Item 2.(a, b, c) Names of Person Filing, Address of Principal Business Office, Citizenship:

    Walleye Capital LLC, a Minnesota limited liability company

    315 Park Ave. South

    New York, NY 10010

      

    Item 2.(d) Title of Class of Securities

    Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50

     

    Item 2.(e) CUSIP No.:

    G54157105

     

    CUSIP No.  G54157105
     SCHEDULE 13G/A
    Page 4 of 6 Pages

     

     

    Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

      (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
     
      (b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
     
      (c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
     
      (d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
     
      (e) x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
     
      (f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
     
      (g) ¨ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
     
      (h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
     
      (i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
     
      (j) ¨ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
     
      (k) ¨ A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:                            
           

     

    CUSIP No.  G54157105
     SCHEDULE 13G/A
    Page 5 of 6 Pages

     

     

    Item 4. Ownership

    Information with respect to the Reporting Person’s ownership of the Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 as of September 30, 2024, is incorporated by reference to items (5) - (9) and (11) of the cover page for the Reporting Person.

    The amount beneficially owned by the Reporting Person is determined based on 44,602,673 shares of common stock outstanding as of June 30, 2024.

    *This 13G report reflects holdings data of warrants of the previous issuer (Learn CW), which merged with Innventure, Inc. on October 3, 2024. Said warrants have not been exercised as of the date of this filing, but are still held in ownership.

    Item 5. Ownership of Five Percent or Less of a Class

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

    Item 6. Ownership of More Than Five Percent on Behalf of Another Person

    Not Applicable.

    Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

    Not Applicable.

    Item 8. Identification and Classification of Members of the Group

    Not Applicable.

    Item 9. Notice of Dissolution of Group 

    Not Applicable.

    Item 10. Certification

    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

     

     
    CUSIP No.  G54157105
     SCHEDULE 13G
    Page 6 of 6 Pages

     

     

    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.

     

    Dated: November 13, 2024

     

     

     

     

    Walleye Capital LLC

           
      By:  /s/ Thomas Wynn
        Thomas Wynn, Global Chief Compliance Officer
           

     

           
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