Sec Form 13D Filing - Amberjack Capital Partners, L.P. filing for Innovex Downhole Solutions Inc (INVX) - 2025-03-06

The business address or address of its principal office, as applicable, of the Reporting Persons is 4400 Post Oak Parkway, Suite 2760, Houston, Texas 77002.

The Funds are primarily engaged in the business of investing. Amberjack Capital Partners acts as an investment adviser to the Funds and other clients. Amberjack Management is the general partner of Amberjack Capital Partners. Jason Turowsky is managing partner of Amberjack Management. The General Partners are in the business of acting as general partners of the respective Funds. Amberjack Capital GP II is the general partner of Amberjack Capital Fund II. Innovex Co-Invest Fund II GP is the general partner of Innovex Co-Invest Fund II. Innovex Co-Invest Fund GP is the general partner of Innovex Co-Invest Fund. Intervale Capital GP II is the general partner of Intervale Capital Fund II. Intervale Capital GP II is the general partner of Intervale Capital Fund II-A. Intervale Capital GP III is the general partner of Intervale Capital Fund III. The Mid-Tier Entities are in the business of acting as holding companies for the General Partners. Amberjack Capital Associates II is the general partner of Amberjack Capital GP II. Innovex Co-Invest Associates is the general partner of Innovex Co-Invest Fund II GP. Innovex Co-Invest Associates is the general partner of Innovex Co-Invest Fund GP. Intervale Capital Associates II is the general partner of Intervale Capital GP II. Intervale Capital Associates II is the general partner of Intervale Capital GP II. Intervale Capital Associates III is the general partner of Intervale Capital GP III.

During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

i.Amberjack Capital Fund II, L.P. - Delawareii.Innovex Co-Invest Fund II, L.P. - Delawareiii.Innovex Co-Invest Fund, L.P. - Delawareiv.Intervale Capital Fund II, L.P. - Delawarev.Intervale Capital Fund II-A, L.P. - Delawarevi.Intervale Capital Fund III, L.P. - Delawarevii.Amberjack Capital GP II, L.P. - Delawareviii.Innovex Co-Invest Fund II GP, L.P. - Delawareix.Innovex Co-Invest Fund GP, L.P. - Delawarex.Intervale Capital GP II, L.P. - Delawarexi.Intervale Capital GP III, L.P. - Delawarexii.Amberjack Capital Associates II, LLC - Delawarexiii.Innovex Co-Invest Associates, LLC - Delawarexiv.Intervale Capital Associates II, LLC - Delawarexv.Intervale Capital Associates III, LLC - Delawarexvi.Amberjack Capital Partners - Delawarexvii.Amberjack Management, LLC - Delawarexviii.Jason Turowsky - United States

Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:On March 3, 2025, Will Donnell was appointed to the Board as an Amberjack Designee to replace W. Patrick Connelly.

Item 5 of the Schedule 13D is hereby amended and restated as follows:Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. Such information is based on 69,261,035 shares of Common Stock of the Issuer outstanding as of February 26, 2025, as reported in the Issuer's Annual Report on Form 10-K filed with the SEC on March 3, 2025.i.Amberjack Capital Fund IIAs of the date hereof, Amberjack Capital Fund II beneficially owns 21,773,618 shares of Common Stock.Percentage: 31.4%ii.Innovex Co-Invest Fund IIAs of the date hereof, Innovex Co-Invest Fund II beneficially owns 5,083,965 shares of Common Stock.Percentage: 7.3%iii.Innovex Co-Invest FundAs of the date hereof, Innovex Co-Invest Fund beneficially owns 1,204,903 shares of Common Stock.Percentage: 1.7%iv.Intervale Capital Fund IIAs of the date hereof, Intervale Capital Fund II beneficially owns 1,039,364 shares of Common Stock.Percentage: 1.5%v.Intervale Capital Fund II-AAs of the date hereof, Intervale Capital Fund II-A beneficially owns 515 shares of Common Stock.Percentage: Less than 0.1%vi.Intervale Capital Fund IIIAs of the date hereof, Intervale Capital Fund III beneficially owns 267,457 shares of Common Stock.Percentage: 0.4%vii.Amberjack Capital GP IIAmberjack Capital GP II, as the general partner of Amberjack Capital Fund II, may be deemed the beneficial owner of the21,773,618 shares of Common Stock owned by Amberjack Capital Fund II.Percentage: 31.4%viii.Innovex Co-Invest Fund II GPInnovex Co-Invest Fund II GP, as the general partner of Innovex Co-Invest Fund II, may be deemed the beneficial owner of the 5,083,965 shares of Common Stock owned by Innovex Co-Invest Fund II.Percentage: 7.3%ix.Innovex Co-Invest Fund GPInnovex Co-Invest Fund GP, as the general partner of Innovex Co-Invest Fund, may be deemed the beneficial owner of the 1,204,903 shares of Common Stock owned by Innovex Co-Invest Fund.Percentage: 1.7%x.Intervale Capital GP IIIntervale Capital GP II, as the general partner of Intervale Capital Fund II and Intervale Capital Fund II-A, may be deemed the beneficial owner of 1,039,879 shares of Common Stock, comprised of the (i) 1,039,364 shares of Common Stock owned by Intervale Capital Fund II and (ii) 515 shares of Common Stock owned by Intervale Capital Fund II-A.Percentage: 1.5%xi.Intervale Capital GP IIIIntervale Capital GP III, as the general partner of Intervale Capital Fund III, may be deemed the beneficial owner of the 267,457 shares of Common Stock owned by Intervale Capital Fund III.Percentage: 0.4%xii.Amberjack Capital Associates IIAmberjack Capital Associates II, as the general partner of Amberjack Capital GP II, may be deemed the beneficial owner of the 21,773,618 shares of Common Stock owned by Amberjack Capital Fund II.Percentage: 31.4%xiii.Innovex Co-Invest AssociatesInnovex Co-Invest Associates, as the general partner of Innovex Co-Invest Fund II GP and Innovex Co-Invest Fund GP, may be deemed the beneficial owner of 6,288,868 shares of Common Stock, comprised of the (i) 5,083,965 shares of Common Stock owned by Innovex Co-Invest Fund II and (ii) 1,204,903 shares of Common Stock owned by Innovex Co-Invest Fund.Percentage: 9.1%xiv.Intervale Capital Associates IIIntervale Capital Associates II, as the general partner of Intervale Capital GP II, may be deemed the beneficial owner of 1,039,879 shares of Common Stock, comprised of the (i) 1,039,364 shares of Common Stock owned by Intervale Capital Fund II and (ii) 515 shares of Common Stock owned by Intervale Capital Fund II-A.Percentage: 1.5%xv.Intervale Capital Associates IIIIntervale Capital Associates III, as the general partner of Intervale Capital GP III, may be deemed the beneficial owner of the 267,457 shares of Common Stock owned by Intervale Capital Fund III.Percentage: 0.4%xvi.Amberjack Capital PartnersAmberjack Capital Partners, as the sole member of Amberjack Capital Associates II, Innovex Co-Invest Associates, Intervale Capital Associates II, and Intervale Capital Associates III, may bedeemed the beneficial owner of 29,369,822 shares of Common Stock, comprised of the (i) 21,773,618 shares of Common Stock owned by Amberjack Capital Fund II, (ii) 5,083,965 shares ofCommon Stock owned by Innovex Co-Invest Fund II, (iii) 1,204,903 shares of Common Stock owned by Innovex Co-Invest Fund, (iv) 1,039,364 shares of Common Stock owned by Intervale CapitalFund II, (v) 515 shares of Common Stock owned by Intervale Capital Fund II-A, and (vi) 267,457 shares of Common Stock owned by Intervale Capital Fund III.Percentage: 42.4%xvii.Amberjack ManagementAmberjack Management, as the general partner of Amberjack Capital Partners, may be deemed the beneficial owner of29,369,822 shares of Common Stock, comprised of the (i) 21,773,618 shares of Common Stock owned by Amberjack Capital Fund II, (ii) 5,083,965 shares of Common Stock owned by InnovexCo-Invest Fund II, (iii) 1,204,903 shares of Common Stock owned by Innovex Co-Invest Fund, (iv) 1,039,364 shares of Common Stock owned by Intervale Capital Fund II, (v) 515 shares of CommonStock owned by Intervale Capital Fund II-A, and (vi) 267,457 shares of Common Stock owned by Intervale Capital Fund III.Percentage: 42.4%xviii.Jason TurowskyJason Turowsky, as managing partner of Amberjack Management, may be deemed the beneficial owner of 29,369,822 shares of Common Stock, comprised of the (i) 21,773,618 shares ofCommon Stock owned by Amberjack Capital Fund II, (ii) 5,083,965 shares of Common Stock owned byInnovex Co-Invest Fund II, (iii) 1,204,903 shares of Common Stock owned by InnovexCoInvest Fund, (iv) 1,039,364 shares of Common Stock owned by Intervale Capital Fund II, (v) 515 shares of Common Stock owned by Intervale Capital Fund II-A, and (vi) 267,457 shares ofCommon Stock owned by Intervale Capital Fund III.Percentage: 42.4%

i.Amberjack Capital Fund II1. Sole power to vote or direct vote: 21,773,6182. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 21,773,6184. Shared power to dispose or direct the disposition: 0ii.Innovex Co-Invest Fund II1. Sole power to vote or direct vote: 5,083,9652. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 5,083,9654. Shared power to dispose or direct the disposition: 0iii.Innovex Co-Invest Fund1. Sole power to vote or direct vote: 1,204,9032. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 1,204,9034. Shared power to dispose or direct the disposition: 0iv.Intervale Capital Fund II1. Sole power to vote or direct vote: 1,039,3642. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 1,039,3644. Shared power to dispose or direct the disposition: 0v.Intervale Capital Fund II-A1. Sole power to vote or direct vote: 5152. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 5154. Shared power to dispose or direct the disposition: 0vi.Intervale Capital Fund III1. Sole power to vote or direct vote: 267,4572. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 267,4574. Shared power to dispose or direct the disposition: 0vii.Amberjack Capital GP II1. Sole power to vote or direct vote: 21,773,6182. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 21,773,6184. Shared power to dispose or direct the disposition: 0viii.Innovex Co-Invest Fund II GP1. Sole power to vote or direct vote: 5,083,9652. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 5,083,9654. Shared power to dispose or direct the disposition: 0ix.Innovex Co-Invest Fund GP1. Sole power to vote or direct vote: 1,204,9032. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 1,204,9034. Shared power to dispose or direct the disposition: 0x.Intervale Capital GP II1. Sole power to vote or direct vote: 1,039,8792. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 1,039,8794. Shared power to dispose or direct the disposition: 0xi.Intervale Capital GP III1. Sole power to vote or direct vote: 267,4572. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 267,4574. Shared power to dispose or direct the disposition: 0xii.Amberjack Capital Associates II1. Sole power to vote or direct vote: 21,773,6182. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 21,773,6184. Shared power to dispose or direct the disposition: 0xiii.Innovex Co-Invest Associates1. Sole power to vote or direct vote: 6,288,8682. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 6,288,8684. Shared power to dispose or direct the disposition: 0xiv.Intervale Capital Associates II1. Sole power to vote or direct vote: 1,039,8792. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 1,039,8794. Shared power to dispose or direct the disposition: 0xv.Intervale Capital Associates III1. Sole power to vote or direct vote: 267,4572. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 267,4574. Shared power to dispose or direct the disposition: 0xvi.Amberjack Capital Partners1. Sole power to vote or direct vote: 29,369,8222. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 29,369,8224. Shared power to dispose or direct the disposition: 0xvii.Amberjack Management1. Sole power to vote or direct vote: 29,369,8222. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 29,369,8224. Shared power to dispose or direct the disposition: 0xviii. Jason Turowsky1. Sole power to vote or direct vote: 29,369,8222. Shared power to vote or direct vote: 03. Sole power to dispose or direct the disposition: 29,369,8224. Shared power to dispose or direct the disposition: 0

The information in Item 4 is incorporated herein by reference. Except as disclosed in this Schedule 13D, there have been no transactions in the shares of Common Stock effected by the Reporting Persons on behalf of the Funds in the past 60 days.

Not applicable.

Not applicable.

99.1Joint Filing Agreement dated March 5, 2025.