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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):September 13, 2022

INNOVATE CORP.
(Exact name of registrant as specified in its charter)
Delaware001-3521054-1708481
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
295 Madison Avenue, 12th Floor
 
New York, NY
 
10017
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 
(202) 235-2690
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.001 per shareVATENew York Stock Exchange
Preferred Stock Purchase Rights
N/ANew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 13, 2022, INNOVATE Corp. (the “Company”) and Joseph Ferraro entered into a Separation and Release Agreement which provides that Mr. Ferraro’s employment will terminate on October 14, 2022, in connection with the Company’s decision to eliminate the Chief Legal Officer position at the Company as of September 14, 2022. Pursuant to the terms of the Company’s Executive Severance Guidelines as of October 21, 2021 (the “Guidelines”), the Company will pay Mr. Ferraro the severance payments and benefits described in and subject to the terms of the Guidelines with the exception that in lieu of the pro-rated annual bonus, Mr. Ferraro will receive a cash amount equal to his 2021 annual bonus. In addition, Mr. Ferraro will serve as an outside consultant to the Company providing legal advice for a period of three (3) months, subject to renewal.

The foregoing description of the terms of the Separation and Release Agreement is a summary of certain of its terms only and is qualified in its entirety by the full text of the Separation and Release Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.Description
10.1
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 16, 2022
INNOVATE Corp. (Registrant)
By:/s/ Michael J. Sena
Name: Michael J. Sena
Title: Chief Financial Officer

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