WCAS XII Co-Investors LLC

Row 1 · 2026-09-24 · Sale · Disposed 10,000,000 · Balance 102,576,555

F1: On September 24, 2026, TCO Group Holdings, L.P. sold 10,000,000 shares of common stock, par value $0.001, of InnovAge Holding Corp. (the "Issuer") in an underwritten public offering pursuant to the Issuer's Registration Statement on Form S-3 (File No. 333-297888).

F2: The limited partners of TCO Group Holdings, L.P. may control the voting and dispositive power with respect to the common stock if Welsh, Carson, Anderson & Stowe XII, L.P. ("WCAS XII"), Welsh, Carson, Anderson & Stowe XII Delaware, L.P. ("WCAS XII-D"), Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. ("WCAS XII-DII"), Welsh, Carson, Anderson & Stowe XII Cayman, L.P. ("WCAS XII-C"), WCAS XII Co-Investors LLC ("WCAS XII-Co"), WCAS Management Corporation and WCAS Co-Invest Holdco, L.P. (collectively, the "WCAS Investor") consents to a change to the delegation of authority to the committee of limited partners that controls TCO Group Holdings, L.P.

F3: The general partner of each of WCAS XII and WCAS XII-DII is WCAS XII Associates LLC ("WCAS XII Associates"). The general partner of each of WCAS XII-D and WCAS XII-C is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates.

F4: The managing members of WCAS XII Associates are Thomas A. Scully, Sean Traynor, Anthony deNicola, D. Scott Mackesy, Brian Regan, Michael Donovan, Christopher Hooper, Christopher Solomon, Edward Sobol, Gregory Lau, Frances Higgins, Nicholas O'Leary, Caroline Dechert, Ting Gu, Sydney Ouyang and Ryan Harper (collectively, the "WCAS GP"). The general partner of WCAS Co-Invest Holdco, L.P. is WCAS Co-Invest Associates LLC. The managing members of each of WCAS XII-Co and WCAS Co-Invest Associates, LLC is the WCAS GP. D. Scott Mackesy, Brian Regan and Michael Donovan ("WCAS Board") comprise the board of directors of WCAS Management Corporation. Each of the foregoing entities and individuals disclaim beneficial ownership of the shares held of record by TCO Group Holdings, L.P. except to the extent of its, his or her pecuniary interest therein.

Row 1 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F2: Represents Welsh, Carson, Anderson & Stowe XII Cayman, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates LLC.

F9: Investment and voting decisions with respect to the shares held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. are made by a committee of the managing members of WCAS XII Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). [continues in footnote 10]

F10: [continued from footnote 9] Each managing member of WCAS XII Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Row 2 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F3: Represents Welsh, Carson, Anderson & Stowe XII Delaware II, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC.

F9: Investment and voting decisions with respect to the shares held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. are made by a committee of the managing members of WCAS XII Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). [continues in footnote 10]

F10: [continued from footnote 9] Each managing member of WCAS XII Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Row 3 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F4: Represents Welsh, Carson, Anderson & Stowe XII Delaware, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates LLC.

F9: Investment and voting decisions with respect to the shares held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. are made by a committee of the managing members of WCAS XII Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). [continues in footnote 10]

F10: [continued from footnote 9] Each managing member of WCAS XII Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Row 4 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F5: Represents Welsh, Carson, Anderson & Stowe XII, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII, L.P. is WCAS XII Associates LLC.

F9: Investment and voting decisions with respect to the shares held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. are made by a committee of the managing members of WCAS XII Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). [continues in footnote 10]

F10: [continued from footnote 9] Each managing member of WCAS XII Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Row 5 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F6: Represents WCAS XII Co-Investors LLC's pro-rata interest in the shares of Common Stock held by Holdings LLC. Investment and voting decisions with respect to the shares held by WCAS XII Co-Investors LLC are made by a committee of managing members of WCAS XII Co-Investors LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). Each managing member of WCAS XII Co-Investors LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by WCAS XII Co-Investors LLC except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Row 6 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F7: Represents WCAS Co-Invest Holdco, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of WCAS Co-Invest Holdco, L.P. is WCAS Co-Invest Associates LLC. Investment and voting decisions with respect to the shares held by WCAS Co-Invest Holdco, L.P. are made by a committee of the managing members of WCAS Co-Invest Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). Each managing member of WCAS Co-Invest Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by WCAS Co-Invest Holdco, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Row 7 · Balance Not disclosed

F1: Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.

F8: Represents WCAS Management Corporation's pro-rata interest in the shares of Common Stock held by Holdings LLC. Investment and voting decisions with respect to the shares held by WCAS Management Corporation are made by a committee of the board of directors of WCAS Management Corporation comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). Each member of the board of directors of WCAS Management Corporation disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by WCAS Management Corporation except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.