SEC Form 4 · accession 0001011438-26-000482

Innovex International, Inc. · INVX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Consists of shares of common stock, par value $0.01 per share, of the Issuer held directly by Amberjack Capital Fund II, L.P. ("Common Stock") that were sold in an underwritten secondary offering (the "Offering") at a price to Barclays Capital Inc. (the "Underwriter") of $28.71 per share.
• F10(Continued from footnote 9) Mr. Turowsky disclaims beneficial ownership of such securities in excess of his pecuniary interests in the securities.
• F2Consists of shares of Common Stock held directly by Innovex Co-Invest Fund II, L.P. that were sold in the Offering at a price to the Underwriter of $28.71 per share.
• F3Consists of shares of Common Stock held directly by Innovex Co-Invest Fund, L.P. that were sold in the Offering at a price to the Underwriter of $28.71 per share.
• F4Consists of shares of Common Stock held directly by Intervale Capital Fund II, L.P. that were sold in the Offering at a price to the Underwriter of $28.71 per share.
• F5Consists of shares of Common Stock held directly by Intervale Capital Fund II-A, L.P. that were sold in the Offering at a price to the Underwriter of $28.71 per share.
• F6Consists of shares of Common Stock held directly by Intervale Capital Fund III, L.P. that were sold in the Offering at a price to the Underwriter of $28.71 per share.
• F7The general partner of (i) Amberjack Capital Fund II, L.P. is Amberjack Capital GP II, L.P., and the general partner of such general partner is Amberjack Capital Associates II, LLC, (ii) Innovex Co-Invest Fund II, L.P. is Innovex Co-Invest Fund II GP, L.P., and the general partner of such general partner is Innovex Co-Invest Associates, LLC, (iii) Innovex Co-Invest Fund, L.P. is Innovex Co-Invest Fund GP, L.P., and the general partner of such general partner is Innovex Co-Invest Associates, LLC, (iv) Intervale Capital Fund II, L.P. is Intervale Capital GP II, L.P., and the general partner of such general partner is Intervale Capital Associates II, LLC, (v) Intervale Capital Fund II-A, L.P. is Intervale Capital GP II, L.P., and the general partner of such general partner is Intervale Capital Associates II, LLC, and (vi) Intervale Capital Fund III, L.P. is Intervale Capital GP III, L.P., and the general partner of such general partner is Intervale Capital Associates III, LLC.
• F8(Continued from footnote 7) Funds affiliated with Amberjack Capital Partners, L.P. ("Amberjack Capital Partners") are referred to as the "Amberjack Funds".
• F9By virtue of their relationships, the foregoing general partners control all voting and dispositive power over the reported shares held by such Amberjack Fund and therefore may be deemed to be the beneficial owner of such shares. The sole member of Amberjack Capital Associates II, LLC, Innovex Co-Invest Associates, LLC, Intervale Capital Associates II, LLC and Intervale Capital Associates III, LLC is Amberjack Capital Partners, and the general partner of Amberjack Capital Partners is Amberjack Management, LLC ("Amberjack Management"). By virtue of their relationships, Amberjack Capital Partners and Amberjack Management control all voting and dispositive power over the reported shares held by all the Amberjack Funds and therefore may be deemed to be the beneficial owner of such shares. Jason Turowsky is managing partner of Amberjack Management.

Remarks

This Form 4 is the first of two Forms 4 being filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. The second of two Forms 4 was filed by the designated filer Innovex Co-Invest Fund, L.P.