SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Voigt Paul
(Last) (First) (Middle)
295 MADISON AVENUE
12TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INNOVATE Corp. [ VATE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Interim CEO
3. Date of Earliest Transaction (Month/Day/Year)
10/29/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/29/2024(1) A 95,322 A $0 306,977 D
Common Stock 10/29/2024(2) A 142,857 A $0 449,834 D
Common Stock 7,537 I Jessie Holdings LLC(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock option (Right To Buy) $25(4) 10/29/2024(5) A 100,000(6) 10/29/2024 09/15/2033 Common Stock 100,000 $0 100,000 D
Stock option (Right To Buy) $4.22(7) 10/29/2024(8) A 100,000 09/15/2025 09/15/2034 Common Stock 100,000 $0 100,000 D
Explanation of Responses:
1. The restricted stock unit award (the "RSU") was granted on October 11, 2023, subject to stockholder approval of an amendment to the Second Amended and Restated 2014 Omnibus Equity Award Plan (the "Second A&R 2014 Plan") to increase the number of shares of Common Stock available thereunder to satisfy the settlement of the grant (the "Share Approval Condition"), which was approved by the stockholders on October 4, 2024 effective as of October 29, 2024.
2. The RSU was granted on August 19, 2024, subject to the Share Approval Condition, which was approved by the stockholders on October 4, 2024 effective as of October 29, 2024.
3. Reporting Person is the Manager of Jessie Holdings LLC and has sole voting and investment control.
4. The option award was granted with an exercise price of $25.00 per share (retroactively adjusted to reflect the 1-for-10 reverse split of the Common Stock effective as of August 8, 2024), which price was greater than the fair market value per share on the date of the grant.
5. The option award was granted on September 15, 2023, subject to the Share Approval Condition, which was approved by the stockholders on October 4, 2024 effective as of October 29, 2024.
6. The reported shares have been retroactively adjusted to reflect the 1-for-10 reverse split of the Issuer's Common Stock effective as of August 8, 2024.
7. The option award was granted on September 15, 2024 with an exercise price to be set at 110% of the 10-day VWAP on the date of the grant.
8. The option award was granted on September 15, 2024, subject to the Share Approval Condition, which was approved by the stockholders on October 4, 2024 effective as of October 29, 2024.
Remarks:
/s/ Paul Voigt 10/29/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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