Item 5.02. Departure of Directors or Certain Officers, Election of Directors, Appointment of Certain Officers, Compensatory Arrangements of Certain Officers.

On June 12, 2022, Michael Gorzynski, Shelly C. Lombard and Kenneth S. Courtis notified the Board of Directors (the "Board") of INNOVATE Corp. (the "Company") that they will not stand for re-election to the Board at the Company's 2022 Annual Meeting of Stockholders (the "Annual Meeting").

Each of Mr. Gorzynski, Ms. Lombard and Mr. Courtis also irrevocably tendered his or her resignation as a director of the Board and any of the Company's subsidiaries, including any applicable committee or subcommittee of the Board or any subsidiary, in each case. Ms. Lombard and Mr. Courtis each served on the Company's Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee. Their resignations will be effective as of 12:01 a.m., Eastern Time on June 17, 2022 and did not result from any disagreements with management or the Board. The Company expects to proceed with the Annual Meeting as scheduled on Thursday, June 16, 2022, at 11:00 a.m., Eastern Time.

A copy of the Company's press release regarding the resignations of Mr. Gorzynski, Ms. Lombard and Mr. Courtis from the Company's Board is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits



(d) Exhibits

Item No.          Description
99.1               Press Release dated     June 1    3, 2022    , titled "    INNOVATE Corp.
                 Announces Directors Michael Gorzynski, Shelly Lombard and Kenneth Courtis Will Not
                 Stand for Re-election    "
104              Cover Page Interactive Data File (the cover page XBRL tags are embedded within the
                 inline XBRL document).

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