When INIO insiders can sell

INNIO N.V. · IPO prospectus filed 2026-06-04 · Single cliff · 180-day lock-up

Scheduled lock-up expiry
2026-12-01

That is the calendar date the clause computes to, counted from the prospectus date. It is the only date computable without knowing a future earnings date, which is why everything that could pull it earlier is printed below it on this page rather than folded into it.

The lock-up clause, in the issuer's words

Every other free lock-up calendar tells you 180 days and moves on. This is the actual sentence the date above was computed from, so that if the words do not support the number, the number is wrong and the filing is one click away.

Substantially all of our existing shareholders, including the selling shareholder, are subject to lock-up agreements with the underwriters of this offering that restrict the shareholders ability to transfer common shares for 180 days from the date of this prospectus, subject to certain exceptions. The lock-up agreements limit the number of common shares that may be sold immediately following the public offering. After this offering, we will have 750,000,000 common shares outstanding. Subject to limitations, 660,000,000 shares (assuming no exercise of the underwriters' option to purchase additional common shares from our Principal Shareholder) will become eligible for sale upon expiration of the lock-up period, as calculated and subject to the other limitations described in more detail in the sections entitled Common Shares Eligible for Future Sale and Underwriting .

Where the share count comes from

The prospectus never prints the number of shares coming free, and nothing in it lets the figure be derived. That is why this deal carries no flow math.

Exceptions written into the lock-up (6)

Each of these is a route by which INIO shares can move before 2026-12-01. The 10b5-1 carve-out is the one worth reading twice: it lets insiders put a selling plan in place during the lock-up, so the first sales can be automatic and immediate rather than discretionary and later.

  • 10b5-1 plan
  • bona fide gift or charitable transfer
  • estate planning or family transfer
  • pledge as collateral
  • option exercise or RSU settlement
  • underwriter discretionary release
10b5-1 plan
…y in connection with the Reorganization described in this prospectus, provided that any lock-up securities received pursuant to this clause (d) remain subject to the terms of the lock-up agreement; (e) to establish Rule 10b5-1 trading plans, provided that those plans do not permit transfers during the restricted period and any required or voluntary public announcement, report or filing states that no transfer may be made under the plan during the restricted period; and (f) pursuant to the sale of lock-up securities to be sold by the lock-up party under the underwriting agreement. In order to facilitate the offering of the common shares, the underwriters may engage in transactions that stabilize, maintain or otherwise affect the price of the common shares.
bona fide gift or charitable transfer
…ned in the lock-up agreements between the underwriters and the lock-up parties do not apply, subject in certain cases to various conditions, to certain transactions, including (a) transfers of lock-up securities: (i) as bona fide gifts, charitable contributions or for bona fide estate planning purposes; (ii) by will, other testamentary document or intestacy; (iii) (A) to any trust for the direct or indirect benefit of the lock-up party or the immediate family of such lock-up party, or if the lock-up party is a trust, to a trustor or beneficiary of the trust or to the estate of a beneficiary of such trust or (B) to any immediate fami…
estate planning or family transfer
With limited exceptions for estate planning, domestic relations orders, certain beneficiary designations and the laws of descent and distribution, awards under the 2026 Plan are generally non-transferable, and are exercisable only by the participant. With regard to tax withholding, exercise price and purchase price obligations arising in connection with awards under the 2026 Plan, the plan administrator may, in its discretion, accept cash or check, provide for net withholding of shares, allow our common shares that meet specified conditions to be repurchased, allow a market sell order or such other consideration as it deems suitable.
pledge as collateral
The total assets pledged as collateral in connection with the Company s borrowing arrangements were: (in millions of $) Dec. 31, 2025 Dec. 31, 2024 Cash and cash equivalents 430.4 31.4 Accounts receivable - net 78.4 99.6 Inventories 221.4 148.8 Other current assets 8.4 3.7 Property, plant, and equipment - net 106.3 97.3 Intangible assets - net 27.8 29.9 Other non-current assets 10.0 5.9 Total 882.7 416.6 The credit agreements include…
option exercise or RSU settlement
In addition, none of the shares issued or issuable upon exercise of options vested as of the expiration of the lock-up period will be eligible for sale at that time. Further, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC may, in their sole discretion, release all or some portion of the shares subject to the lock-up agreements at any time and for any reason. See Common Shares Eligible for Future Sale and Underwriting for more information.
underwriter discretionary release
LLC may, in their sole discretion, release all or some portion of the shares subject to the lock-up agreements at any time and for any reason. See Common Shares Eligible for Future Sale and Underwriting for more information. Sales of a substantial number of such shares upon expiration of the lock-up agreements, the perception that such sales may occur, or early release of these agreements, could have a material and adverse effect on the trading price of our common shares.

What we could not establish

INIO is read but not publishable: the prospectus does not state how many shares come free. So there is no absorb-day figure on this page and no call, and there will not be one until the number exists in a filing.

The common case is a prospectus that says "substantially all" of the locked shares become eligible for sale without ever printing a count. The clause above is quoted in full so you can see that for yourself. An estimate presented with a filing link beside it would read as a filing figure, and that is worse than an admission — it is the one failure mode a reader cannot detect.

How this reading of INIO could be wrong

The lock-up period is restated 3 times in this prospectus. Issuers repeat the clause on the cover, in the summary, in the risk factors and in the underwriting section, and the wording is not always identical. The parser resolved them to one period; if a reader finds a restatement that disagrees, the quote above is the one it used.

The volume is a vendor's, not ours. INIO is not in our own price table, so average daily volume comes from yahoo-finance2 daily bars (symbol not in our price table). Vendor bars for recently listed symbols are the ones most likely to be wrong.

Only 20 sessions of volume history. This is a recent IPO, and early volume is dominated by the offering itself. An average over 20 sessions of a stock that has barely traded is the weakest input on the page, and absorb days inherits every bit of that weakness.

The parser can misread a filing. That is why every number here is printed next to the words it came from. Earlier versions of this parser read the underwriters' 30-day over-allotment window as a 30-day lock-up on five deals, and double-counted one issuer's share total because the offering summary appears on both the cover and in the summary section.

Also unlocking in 2026-12 (13)

Lock-ups cluster, because IPOs cluster: these priced in the same window as INIO and come free in the same month. Several heavy releases landing together is a different situation from one.

DealExpiryShares freeAbsorb days
LFTO
Liftoff Mobile, Inc.
2026-12-015.0M7.4 sessions
SSMR
Sunshine Silver Mining & Refining Co
2026-12-02——
QNT
Quantinuum Inc.
2026-12-02233.0M95.0 sessions
EROC
ERock, Inc.
2026-12-07——
PBLS
Parabilis Medicines, Inc.
2026-12-08——
LIME
Neutron Holdings, Inc.
2026-12-09——
SPCX
SPACE EXPLORATION TECHNOLOGIES CORP
2026-12-0911.96B109 sessions
KARD
Kardigan, Inc.
2026-12-1564.3M124 sessions
FCBM
First Carolina Financial Services, Inc.
2026-12-1520.4M121 sessions
DPC
DPC Holdings Ltd
2026-12-23——
SIND
Sinda Ltd.
2026-12-26——
BSP
Bending Spoons S.p.A.
2026-12-28——
ITG
ITG, Inc./DE/
2026-12-29101.7M129 sessions

Learn to read these clauses yourself

The flow arithmetic on this page — shares unlocking divided by average daily volume, and why the clause has to be read rather than assumed — taught step by step, free.

Lesson 6 →

Radar built 2026-11-07 from EDGAR full-text search over 424B4 filings · all 80 parsed lock-ups and the scoreboard · INIO's prospectus on EDGAR · what funds carried these companies at before listing