SEC Form 4 · accession 0001140361-26-024317
INNIO N.V. · INIO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ADVENT INTERNATIONAL, L.P.
10% Owner
Abu Dhabi Investment Authority
10% Owner
ADVENT INTERNATIONAL GP, LLC
10% Owner
AI Alpine (Luxembourg) S.a.r.l.
10% Owner
AI Alpine Parent & Cy S.C.A.
10% Owner
Period of report
Jun 5, 2026
Accepted (ET)
Jun 5, 2026 · 6:30 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002109150
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1,F2,F3 | Jun 5, 2026 | S | 103,500,000 | $25.99 | D | 646,500,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The reported securities are directly held by AI Alpine (Luxembourg) S.a r.l. (the "Shareholder"), which is indirectly controlled by AI Alpine Parent & Cy S.C.A. ("AI Alpine Parent"). Various funds and accounts affiliated with Advent International, L.P. and its general partner, Advent International GP, LLC (together with Advent International, L.P., "Advent"), indirectly hold 53.8% of the equity of AI Alpine Parent and, accordingly, Advent exercises voting and investment control of the securities directly held by the Shareholder. The board of Advent International GP, LLC appoints the investment committee of Advent International, L.P. (the "Investment Committee"), which Investment Committee has voting and investment power with respect to the securities directly held by the Shareholder.
- F2Abu Dhabi Investment Authority ("ADIA") indirectly holds approximately 45.0% of the equity of AI Alpine Parent through Luxinva S.A., a wholly owned subsidiary of ADIA. Due to the terms of its relationship with AI Alpine Parent and such indirect holdings, ADIA may, for the purposes of and pursuant to the rules and regulations of the SEC, also be deemed to have beneficial ownership of the securities directly held by the Shareholder. ADIA is a public institution established by the Government of the Emirate of Abu Dhabi.
- F3Each Reporting Person and each other person referenced in this Statement disclaims Section 16 beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, if any, and this Statement shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or any other purpose.
Remarks
The board of directors of the Issuer (the "Board") currently includes members affiliated with certain of the Reporting Persons that were appointed or elected to the Board pursuant to the Relationship Agreement, dated June 4, 2026, between the Issuer and the Shareholder. As a result, the Reporting Persons may be deemed directors by deputization for purposes of Section 16 of the Exchange Act.