Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Share Name	Share Symbol	Market	Type
InnovAge Holding Corporation	NASDAQ:INNV	NASDAQ	Common Stock

	Price Change	% Change	Share Price	Bid Price	Offer Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	0.00	0.00%	3.69	1.49	5.86				0	09:09:57

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________

FORM 10-Q

_______________________________________________________

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2024

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission File Number: 001-40159

_______________________________________________________

InnovAge Holding Corp.

(Exact name of registrant as specified in its charter)

_______________________________________________________


Delaware			81-0710819
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification Number)

8950 E. Lowry Boulevard Denver, CO (Address of Principal Executive Offices)			80230 (Zip Code)

(844) 803-8745

(Registrant’s telephone number, including area code)

_______________________________________________________

Securities registered pursuant to Section 12(b) of the Securities Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	INNV	The Nasdaq Stock Market LLC (Nasdaq Global Select Market)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of January 31, 2025, there were 135,243,747 of the registrant’s common stock outstanding.

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		Page

Part I	Financial Information

Item 1.	Financial Statements (Unaudited)	5

	Condensed Consolidated Balance Sheets as of December 3 1 , 2024 (Unaudited) and June 30, 2024	5

	Condensed Consolidated Statements of Operations for the three and six months ended December 3 1 , 2024 and 2023 (Unaudited)	6

	Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended December 3 1 , 2024 and 2023 (Unaudited)	7

	Condensed Consolidated Statements of Cash Flows for the six months ended December 3 1 , 2024 and 2023 (Unaudited)	9

	Notes to Condensed Consolidated Financial Statements as of December 3 1 , 2024 (Unaudited)	10

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44

Item 4.	Controls and Procedures	45

Part II	Other Information	46

Item 1.	Legal Proceedings	46

Item 1A.	Risk Factors	46

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46

Item 3.	Defaults Upon Senior Securities	46

Item 4.	Mine Safety Disclosures	46

Item 5.	Other Information	46

Item 6.	Exhibits	47

Exhibit Index		47

Signatures		49

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InnovAge Holding Corp. and Subsidiaries

Quarterly Report on Form 10-Q

For the quarterly period ended December 31, 2024

Cautionary Note on Forward-Looking Statements

Throughout this Quarterly Report on Form 10-Q, we make “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This Quarterly Report contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this Quarterly Report on Form 10-Q are forward-looking statements. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events. For example, all statements we make relating to our estimated and projected costs, expenditures, cash flows, growth rates and financial results, our plans and objectives for future operations, growth opportunities or initiatives, strategies or the expected outcome or impact of pending or threatened litigation are forward-looking statements. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that we expected, including:

•the viability of our growth strategy, including our ability to obtain licenses to open our de novo centers in Downey and Bakersfield, California, and our ability to ramp up our de novo centers in Florida;

•our ability to identify, successfully complete and integrate acquisitions, joint ventures and strategic partnerships;

•our ability to attract new participants and retain existing participants and grow our revenue throughout our new and existing centers;

•the impact on our business from ongoing macroeconomic related challenges, including labor shortages, labor competition and inflation;

•the results of periodic inspections, reviews, audits and investigations under the federal and state government programs, and our ability to sufficiently cure any deficiencies identified by the respective federal and state government programs;

•the adverse impact of inspections, reviews, audits, investigations, legal proceedings, enforcement actions and litigation, including the current civil investigative demands initiated by federal and state agencies, as well as the litigation and other proceedings initiated by, or on behalf, of our stockholders;

•the risk that the cost of providing services will exceed our compensation under the Program of All Inclusive Care for the Elderly (“PACE”);

•our increased costs and expenditures in the future and our inability to execute or realize the benefits of our clinical value initiatives and operational value initiatives;

•the dependence of our revenues and operations upon a limited number of government payors;

•the risk that our submissions to government payors may contain inaccurate or unsupportable information, including regarding risk adjustment scores of participants;

•the impact on our business of renegotiation, non-renewal or termination of capitation agreements with government payors;

•the impact of state and federal efforts to reduce healthcare spending;

•the concentration of our presence in Colorado;

•our ability to compete in the healthcare industry, including as a result of new or growing market participants;

•the difficulty to predict our future results, which could cause such results to fall below any guidance we provide;

•our dependence on our senior management team and other key employees;

•the impact of failures by our suppliers or limitations on our ability to access new technology or medical products;

•our ability to manage our operations effectively, execute our business plan, maintain effective levels of service and participant satisfaction and adequately address competitive challenges;

•our ability to establish a presence in new geographic markets;

•the impact on our business of security breaches, loss of data or other disruptions causing the compromise of sensitive information or preventing us from accessing critical information;

•our ability to accurately estimate incurred but not reported medical expense or the risk scores of our participants;

•the impact on our business of the termination of our leases, increases in rent or inability to renew or extend leases;

•the effects of a pandemic, epidemic or outbreak of an infectious disease, such as COVID-19, as well as weather and other factors beyond our control;

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•our ability to adhere to complex and changing government laws and regulations in the healthcare industry, including U.S. Healthcare reform, the regulation of the corporate practice of medicine and the Health Information Technology for Economic and Clinical Health Act of 2009 (the “HITECH Act”), and their implementing regulations (collectively, “HIPAA”), and other privacy laws and regulations in the healthcare industry;

•our status as a “controlled company”;

•the impact of our share repurchase program;

•the enhanced requirements of being a public company;

•the impact on our business of disruptions in our disaster recovery systems or business continuity planning; and

•other factors disclosed in the section entitled “Risk Factors” in our Annual Report for the year ended June 30, 2024 filed with the Securities and Exchange Commission (the “SEC”) on September 10, 2024 ("2024 10-K"), and our subsequent filings with the SEC.

We caution you that the important factors referenced above may not contain all of the factors that are important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our operations in the way we expect. The forward-looking statements included in this Quarterly Report on Form 10-Q are made only as of the date hereof. We undertake no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

Unless otherwise specified or unless the context requires otherwise, all references in this Quarterly Report on Form 10-Q to “InnovAge,” “the Company,” “we,” “us,” and “our,” or similar references, refer to InnovAge Holding Corp. and our consolidated subsidiaries.

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PART I —FINANCIAL INFORMATION

Item 1. Financial Statements

INNOVAGE HOLDING CORP. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)


	December 31, 2024		June 30, 2024
Assets
Current Assets
Cash and cash equivalents	$	46,078	$	56,946
Short-term investments	40,775		45,833
Restricted cash	13		14
Accounts receivable, net of allowance ($756 – December 31, 2024 and $6,729 – June 30, 2024)	49,759		48,106
Prepaid expenses	28,003		18,919
Income tax receivable	3,324		3,324
Total current assets	167,952		173,142
Noncurrent Assets
Property and equipment, net	179,024		193,022
Operating lease assets	25,293		28,416
Investments	2,645		2,645
Deposits and other	5,713		5,949
Goodwill	139,949		139,949
Other intangible assets, net	4,208		4,538
Total noncurrent assets	356,832		374,519
Total assets	$	524,784	$	547,661
Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable and accrued expenses	$	58,048	$	55,459
Reported and estimated claims	59,268		55,404
Due to Medicaid and Medicare	13,857		15,197

Current portion of long-term debt	3,795		3,795
Current portion of finance lease obligations	5,246		4,599
Current portion of operating lease obligations	4,759		4,145

Total current liabilities	144,973		138,599
Noncurrent Liabilities
Deferred tax liability, net	7,896		7,460
Finance lease obligations	8,965		12,743
Operating lease obligations	23,849		26,275
Other noncurrent liabilities	1,353		1,298
Long-term debt, net of debt issuance costs	59,795		61,478
Total liabilities	246,831		247,853
Commitments and Contingencies (See Note 9)
Redeemable Noncontrolling Interests (See Note 4)	21,611		22,200
Stockholders’ Equity
Common stock, $0.001 par value; 500,000,000 authorized as of December 31, 2024 and June 30, 2024; 136,395,383 issued and 135,349,150 outstanding as of December 31, 2024 and 136,152,858 issued and 136,116,299 outstanding as of June 30, 2024	136		136
Treasury stock at cost, 1,046,233 and 36,559 shares as of December 31, 2024 and June 30, 2024, respectively	(6,092)		(179)
Additional paid-in capital	340,874		337,615
Retained deficit	(86,461)		(68,311)
Total InnovAge Holding Corp.	248,457		269,261
Noncontrolling interests	7,885		8,347
Total stockholders’ equity	256,342		277,608
Total liabilities and stockholders’ equity	$	524,784	$	547,661

The accompanying notes are an integral part of these condensed consolidated financial statements.

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INNOVAGE HOLDING CORP. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In thousands, except number of shares and per share data)

(Unaudited)


	Three Months Ended December 31,				Six Months Ended December 31,
	2024		2023		2024		2023
Revenues
Capitation revenue	$	208,674	$	188,561	$	413,474	$	370,734
Other service revenue	325		337		667		648
Total revenues	208,999		188,898		414,141		371,382
Expenses
External provider costs	107,873		100,964		215,087		200,322
Cost of care, excluding depreciation and amortization	64,061		54,321		127,447		109,570
Sales and marketing	7,704		5,859		14,196		11,237
Corporate, general and administrative	28,103		25,249		55,638		54,197
Depreciation and amortization	5,319		4,290		10,730		8,559
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—
Total expenses	221,555		190,683		431,593		383,885
Operating Loss	(12,556)		(1,785)		(17,452)		(12,503)

Other Income (Expense)
Interest expense, net	(760)		(935)		(1,408)		(1,596)
Other income (expense)	(157)		874		80		1,517
Gain (loss) on equity method investment	16		(1,882)		16		(1,882)
Total other expense	(901)		(1,943)		(1,312)		(1,961)
Loss Before Income Taxes	(13,457)		(3,728)		(18,764)		(14,464)
Provision for Income Taxes	34		93		437		319
Net Loss	(13,491)		(3,821)		(19,201)		(14,783)
Less: net loss attributable to noncontrolling interests	(270)		(374)		(1,051)		(1,032)
Net Loss Attributable to InnovAge Holding Corp.	$	(13,221)	$	(3,447)	$	(18,150)	$	(13,751)

Weighted-average number of common shares outstanding - basic	135,439,668		135,887,613		135,604,751		135,839,007
Weighted-average number of common shares outstanding - diluted	135,439,668		135,887,613		135,604,751		135,839,007

Net loss per share - basic	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)
Net loss per share - diluted	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

The accompanying notes are an integral part of these condensed consolidated financial statements.

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INNOVAGE HOLDING CORP. AND SUBSIDIARIES

Condensed Consolidated Statements of Stockholders’ Equity

(In thousands, except share amounts)

(Unaudited)


	For the Three Months Ended December 31, 2024
	Capital Stock			Additional Paid-in Capital		Retained Earnings (Deficit)		Treasury Stock			Noncontrolling Interests		Total Permanent Stockholders' Equity		Redeemable Noncontrolling Interests (Temporary Equity)		Net Income (Loss)
	Shares	Amount						Shares	Amount
Balances, September 30, 2024	135,538,698	$	136	$	339,048	$	(73,240)	837,372	$	(5,000)	$	8,109	$	269,053	$	21,657
Stock-based compensation	29,344	—		1,873		—		—	—		—		1,873		—
Tax withholding related to net share settlements of stock-based compensation awards	(10,031)	—		(47)		—		—	—		—		(47)		—
Shares repurchased at cost	(208,861)	—		—		—		208,861	(1,092)		—		(1,092)		—
Net loss	—	—		—		(13,221)		—	—		(224)		(13,445)		(46)		(13,491)
Balances, December 31, 2024	135,349,150	$	136	$	340,874	$	(86,461)	1,046,233	$	(6,092)	$	7,885	$	256,342	$	21,611

	For the Six Months Ended December 31, 2024
	Capital Stock			Additional Paid-in Capital		Retained Earnings (Deficit)		Treasury Stock			Noncontrolling Interests		Total Permanent Stockholders' Equity		Redeemable Noncontrolling Interests (Temporary Equity)		Net Income (Loss)
	Shares	Amount						Shares	Amount
Balances, June 30, 2024	136,116,299	$	136	$	337,615	$	(68,311)	36,559	$	(179)	$	8,347	$	277,608	$	22,200
Stock-based compensation	370,963	—		4,035		—		—	—		—		4,035		—
Tax withholding related to net share settlements of stock-based compensation awards	(128,438)	—		(776)		—		—	—		—		(776)		—
Shares repurchased at cost	(1,009,674)	—		—		—		1,009,674	(5,913)		—		(5,913)		—
Net loss	—	—		—		(18,150)		—	—		(462)		(18,612)		(589)		(19,201)
Balances, December 31, 2024	135,349,150	$	136	$	340,874	$	(86,461)	1,046,233	$	(6,092)	$	7,885	$	256,342	$	21,611

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	For the Three Months Ended December 31, 2023
	Capital Stock			Additional Paid-in Capital		Retained Earnings (Deficit)		Treasury Stock			Noncontrolling Interests		Total Permanent Stockholders' Equity		Redeemable Noncontrolling Interests (Temporary Equity)		Net Income (Loss)
	Shares	Amount						Shares	Amount
Balances, September 30, 2023	135,884,840	$	136	$	333,316	$	(46,248)	—	$	—	$	5,705	$	292,909	$	12,138
Stock-based compensation	11,552	—		1,766		—		—	—		—		1,766		—
Tax withholding related to net share settlements of stock-based compensation awards	(3,322)	—		(20)		—		—	—		—		(20)		—
Net loss	—	—		—		(3,447)		—	—		(67)		(3,514)		(307)		(3,821)
Balances, December 31, 2023	135,893,070	$	136	$	335,062	$	(49,695)	—	$	—	$	5,638	$	291,141	$	11,831

	For the Six Months Ended December 31, 2023
	Capital Stock			Additional Paid-in Capital		Retained Earnings (Deficit)		Treasury Stock			Noncontrolling Interests		Total Permanent Stockholders' Equity		Redeemable Noncontrolling Interests (Temporary Equity)		Net Income (Loss)
	Shares	Amount						Shares	Amount
Balances, June 30, 2023	135,639,845	$	136	$	332,107	$	(35,944)	—	$	—	$	5,793	$	302,092	$	12,708
Stock-based compensation	359,401	—		3,589		—		—	—		—		3,589		—
Tax withholding related to net share settlements of stock-based compensation awards	(106,176)	—		(634)		—		—	—		—		(634)		—
Net loss	—	—		—		(13,751)		—	—		(155)		(13,906)		(877)		(14,783)
Balances, December 31, 2023	135,893,070	$	136	$	335,062	$	(49,695)	—	$	—	$	5,638	$	291,141	$	11,831

The accompanying notes are an integral part of these condensed consolidated financial statements.

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INNOVAGE HOLDING CORP. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)


	For the Six Months Ended December 31,
	2024		2023
Operating Activities
Net loss	$	(19,201)	$	(14,783)
Adjustments to reconcile net loss to net cash used in operating activities
Gain (loss) on disposal of assets	15		(21)
Provision for uncollectible accounts	524		2,881
Depreciation and amortization	10,730		8,559
Operating lease rentals	3,107		2,346
Impairment of right-of-use asset and construction in progress	8,495		—
Amortization of deferred financing costs	215		215
Stock-based compensation	4,035		3,589
Loss on minority equity interest investment	—		1,882
Deferred income taxes	437		319
Other, net	709		9
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable, net	(2,176)		(21,430)
Prepaid expenses	(9,084)		3,014

Deposits and other	(629)		(1,396)
Accounts payable and accrued expenses	2,717		(2,245)
Reported and estimated claims	3,864		4,137
Due to Medicaid and Medicare	(1,340)		1,122

Operating lease liabilities	(3,181)		(2,362)
Deferred revenue	—		(28,115)
Net cash used in operating activities	(763)		(42,279)
Investing Activities
Purchases of property and equipment	(3,543)		(4,157)
Purchases of short-term investments	(1,147)		(1,179)
Proceeds from sale of short-term investments	6,300		3,000

Acquisition of business	—		(23,916)
Net cash provided by (used in) investing activities	1,610		(26,252)
Financing Activities
Payments for finance lease obligations	(3,130)		(2,107)
Principal payments on long-term debt	(1,898)		(1,897)
Repurchase of equity securities	(5,912)		—

Taxes paid related to net settlements of stock-based compensation awards	(776)		(634)
Net cash used in financing activities	(11,716)		(4,638)

DECREASE IN CASH, CASH EQUIVALENTS & RESTRICTED CASH	(10,869)		(73,169)
CASH, CASH EQUIVALENTS & RESTRICTED CASH, BEGINNING OF PERIOD	56,960		127,265
CASH, CASH EQUIVALENTS & RESTRICTED CASH, END OF PERIOD	$	46,091	$	54,096

Supplemental Cash Flows Information
Interest paid	$	2,305	$	1,254
Income taxes paid	$	1	$	—
Property and equipment included in accounts payable	$	161	$	470
Property and equipment purchased under finance leases	$	—	$	113

The accompanying notes are an integral part of these condensed consolidated financial statements.

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INNOVAGE HOLDING CORP. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1: Business

InnovAge Holding Corp. and its subsidiaries (“InnovAge” or the "Company") are headquartered in Denver, Colorado. The Company’s participant-centered care delivery approach is designed to improve the quality of care the Company’s participants receive, while keeping them in their homes for as long as safely possible. Through the Company’s Program of All-Inclusive Care for the Elderly (“PACE”) program, the Company fulfills a broad range of medical and ancillary services for seniors, including in-center services such as primary care, physical therapy, occupational therapy, speech therapy, dental services, mental health and psychiatric services, meals, and activities; transportation to and from the PACE center and third-party medical appointments; and care management. The Company manages its business as one reportable segment, PACE.

As of December 31, 2024, the Company served approximately 7,480 PACE participants, making it the largest PACE provider in the United States of America (the “U.S.”) based upon participants served, and operated 20 PACE centers across California, Colorado, Florida, New Mexico, Pennsylvania and Virginia.

PACE is a fully-capitated managed care program, which serves the frail elderly, and predominantly dual-eligible, population in a community-based service model. We define dual-eligible seniors as individuals who are 55+ and qualify for benefits under both Medicare and Medicaid. InnovAge provides all needed healthcare services through an all-inclusive, coordinated model of care, and the Company is at risk for 100% of healthcare costs incurred with respect to the care of its participants. PACE programs receive capitation payments directly from Medicare Parts C and D, Medicaid, Veterans Administration (“VA”), and private pay sources. Additionally, under the Medicare Prescription Drug Plan, the Centers for Medicare and Medicaid Services (“CMS”) share part of the risk for providing prescription medication to the Company’s participants.

The Company’s common stock is traded on the Nasdaq Stock Market LLC under the ticker symbol “INNV”.

Note 2: Summary of Significant Accounting Policies

The Company described its significant accounting policies in Note 2, “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended June 30, 2024 (“2024 10-K”). There were no significant changes to those accounting policies during the six months ended December 31, 2024.

Basis of Preparation and Principles of Consolidation

The unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such regulations. These financial statements have been prepared on a basis consistent with the accounting principles applied for the fiscal year ended June 30, 2024. In the opinion of management, all adjustments (consisting of all normal and recurring adjustments) considered necessary for a fair presentation have been included. The condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and variable interest entities (“VIEs”) for which it is the primary beneficiary and entities for which it is the controlling interest. All intercompany accounts and transactions have been eliminated in consolidation.

The Company does not have any components of comprehensive income and comprehensive income is equal to net loss reported in the statements of operations for all periods presented.

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Property and Equipment

Property and equipment were comprised of the following as of December 31, 2024 and June 30, 2024:


dollars in thousands	Estimated Useful Lives	December 31, 2024		June 30, 2024
Land	N/A	$	11,970	$	11,970
Buildings and leasehold improvements	10 - 40 years	156,158		156,064
Software	3 - 5 years	31,009		30,678
Equipment and vehicles	3 - 7 years	70,161		69,495
Construction in progress	N/A	6,859		12,234
		276,157		280,441
Less: accumulated depreciation and amortization		(97,133)		(87,419)
Total property and equipment, net		$	179,024	$	193,022

Depreciation of $5.2 million and $4.1 million was recorded during the three months ended December 31, 2024 and 2023, respectively. Depreciation of $10.4 million and $8.2 million was recorded during the six months ended December 31, 2024 and 2023, respectively.

The Company recorded a $1.4 million impairment of operating lease right-of-use ("ROU") assets and a $7.1 million impairment of construction in progress during the three and six months ended December 31, 2024, related to halting developments to a previously planned de novo center in Louisville, Kentucky that the Company is no longer pursuing. There were no impairments recorded during the three and six months ended December 31, 2023.

Recent Accounting Pronouncements Not Yet Adopted

Segment Reporting

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker. Additionally, ASU 2023-07 requires that all existing annual segment disclosures be provided on an interim basis and clarifies that single reportable segment entities are subject to the disclosure requirement under Topic 280 in its entirety. ASU 2023-07 will be applied retrospectively and is effective for fiscal years beginning after December 15, 2023 and for interim periods in fiscal years beginning after December 15, 2024. The Company is evaluating the impact of ASU 2023-07 on its condensed consolidated financial statements.

Income Taxes

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires additional disclosures related to rate reconciliation, income taxes paid, and other disclosures. ASU 2023-09 requires public companies to annually (i) disclose specific categories in the rate reconciliation and (ii) provide additional information for reconciling items that meet a quantitative threshold. Additionally, ASU 2023-09 requires public companies to annually disclose the amount of income taxes paid, disaggregated by federal, state, and foreign taxes, as well as the amount of income taxes paid by individual jurisdiction. For smaller reporting companies, such as the Company, ASU 2023-09 is effective for annual periods beginning after December 15, 2025. The Company is currently evaluating the impact of ASU 2023-09 on its condensed consolidated financial statements.

The Company does not expect that any other recently issued accounting guidance will have a significant effect on its condensed consolidated financial statements.

Note 3: Revenue Recognition

Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine

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revenue recognition, the Company performs the following five steps: (i) Identify the contract(s) with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; and (v) Recognize revenue as the entity satisfies a performance obligation.

Capitation Revenue and Accounts Receivable

Our capitation revenue relates to contracts with participants in which our performance obligation is to provide healthcare services to the participants. Revenues are recorded during the period our obligations to provide healthcare services are satisfied as noted below within each service type. The Company contracts directly with Medicare and Medicaid on a per member, per month (“PMPM”) basis. We receive 100% of the pooled capitated payment to directly provide or manage the healthcare needs of our participants.

Fees are recorded gross in revenues because the Company is acting as a principal in providing for or overseeing comprehensive care provided to the participants. Neither the Company nor any of its affiliates is a registered insurance company because state law in the states in which it operates does not require such registration for risk-bearing providers.

In general, a participant enrolls in the PACE program and is considered a customer of InnovAge. The Company considers all contracts with participants as a single performance obligation to provide comprehensive medical, health, and social services that integrate acute and long-term care. The Company identified that contracts with customers in the PACE program have similar performance obligations and therefore groups them into one portfolio. This performance obligation is satisfied over time as the Company provides comprehensive care to its participants.

Our revenues are based on the estimated PMPM amounts we expect to be entitled to receive from the capitated fees per participant that are paid monthly by Medicaid, Medicare, the VA, and private pay sources. Medicaid and Medicare capitation revenues are based on PMPM capitation rates under the PACE program. VA is included in “Private Pay and other” and is also capitated. Private pay includes direct payments from participants who do not qualify for the full capitated rate and have to pay all or a portion of the capitated rate. Costs to obtain contracts consist of sales commissions for new enrollees and are included in Deposits and other on our condensed consolidated balance sheets. These costs are amortized over a three-year period which corresponds to the average time a participant is enrolled in the PACE program. As of December 31, 2024 and June 30, 2024, contract assets included within deposits and other were $1.9 million and $2.8 million, respectively.

The Company disaggregates capitation revenue from the following sources for the six months ended:


	December 31,
	2024		2023
Medicaid	56	%	55	%
Medicare	44	%	45	%

Total	100	%	100	%

The Company determined the transaction price for these contracts is the amount we expect to be entitled to, which is the most likely amount. For certain capitation payments, the Company is subject to retroactive premium risk adjustment payments according to the CMS risk adjustment payment timeline. Specifically, there is a midyear true up payment based on updated risk score calculations and a final true up payment to allow for complete diagnosis submission. The Company estimates the amount of the adjustment and records it monthly on a straight-line basis. These adjustments are not expected to be material.

The capitation revenues are recognized based on the estimated PMPM transaction price to transfer the service for a distinct increment of the series (i.e. month). We recognize revenue over time in the month in which participants are entitled to receive comprehensive care benefits during the contract term. As the period between the time of service and time of payment is typically one year or less, the Company elected the practical expedient under ASC 606-10-32-18 and did not adjust for the effects of a significant financing component.

The Company also provides prescription drug benefits in accordance with Medicare Part D. Monthly payments received from CMS and the participants represent the bid amount for providing prescription drug coverage. The portion received from CMS is subject to risk sharing through Medicare Part D risk-sharing corridor provisions. These risk-sharing corridor provisions compare costs targeted in the Company’s bid to actual prescription drug costs. The Company estimates

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and records a monthly adjustment to Medicare Part D revenues associated with these risk-sharing corridor provisions. Medicare Part D comprised 14% and 12% of capitation revenues for the three months ended December 31, 2024 and 2023, respectively. Medicare Part D comprised 14% and 12% of capitation revenues for the six months ended December 31, 2024 and 2023, respectively.

The Company provides comprehensive healthcare services to participants on the basis of capitated or fixed fees per participant that are paid monthly by Medicare, Medicaid, the VA and private pay sources. Our accounts receivable as of December 31, 2024 and June 30, 2024 were primarily from capitation revenue arrangements. The concentration of net receivables from participants and third-party payers was as follows:


	December 31, 2024		June 30, 2024
Medicaid	80	%	71	%
Medicare	11	%	22	%
Private pay and other	9	%	7	%
Total	100	%	100	%

The Company records accounts receivable at net realizable value based upon the estimated amounts the Company expects to be entitled to receive from Medicare, Medicaid, the VA and private pay sources. Estimated reimbursement amounts are adjusted in future periods as final settlements are determined. Accounts are written off as bad debts when they are deemed uncollectible based upon individual credit evaluations and specific circumstances underlying the accounts.

Other Service Revenue and Accounts Receivable

Other service revenue primarily consists of revenues derived from state food grants and rent revenues. Accounts receivable related to other service revenue were not significant as of both December 31, 2024 and June 30, 2024.

Laws and regulations governing the Medicare and Medicaid programs are complex and subject to change, as well as government review. Failure to comply with these laws can expose the entity to significant regulatory action, including fines, penalties, and exclusion from the Medicare and Medicaid programs. See Note 9, “Commitments and Contingencies.”

Note 4: Cost and Equity Method Investments

The Company held cost method investments of $2.6 million as of both December 31, 2024 and June 30, 2024.

Nonconsolidated Entities

Cost Method Investments

The Company maintains one investment that is accounted for using the cost method. The Company's ownership interest is less than 20% of the voting stock of the investment and the Company does not have the ability to exercise significant influence over the operating and financial policies of the investments. The investment does not have a readily determinable fair value and the Company has elected to record the investments at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. During the three and six months ended December 31, 2024 and 2023, there were no observable price changes or impairment recorded.

Jetdoc

In August 2021, the Company acquired a minority interest equal to 806,481 shares of the outstanding common stock of Jetdoc, Inc. (“Jetdoc”), a telehealth and virtual urgent care app dedicated to effectively connecting users with medical professionals, for cash consideration of $2.0 million. We determined that indicators of impairment were present as of December 31, 2023, and recognized an impairment loss of $1.9 million during the three months then ended. During the three months ended March 31, 2024, we determined that the remaining balance of our investment in Jetdoc was impaired and recognized an additional impairment loss of $0.1 million. During the three and six months ended December 31, 2023, there were no observable price changes or impairments recorded. As of December 31, 2024, the Company did not have any ownership interest in Jetdoc.

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DispatchHealth

On June 14, 2019, the Company invested $1.5 million in DispatchHealth Holdings, Inc. ("DispatchHealth"), through the purchase of a portion of its outstanding Series B Preferred Stock. On April 2, 2020, the Company invested an additional $1.1 million through the purchase of a portion of its outstanding Series C Preferred Stock. As of December 31, 2024, the balance of the Company’s investment was $2.6 million, which represents the maximum exposure to loss. The investment does not have a readily determinable fair value and the Company has elected to record the investment at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. During the three and six months ended December 31, 2024 and 2023, there were no observable price changes or impairments.

Equity Method Investments

Pinewood Lodge

Through May 2, 2024, the Company’s operations included a Senior Housing unit that primarily included the accounts of Continental Community Housing (“CCH”), a wholly-owned subsidiary of the Company and the general partner of Pinewood Lodge, LLLP (“PWD”), which was organized to develop, construct, own, maintain, and operate certain apartment complexes intended for rental to low-income elderly individuals aged 62 or older.

PWD was accounted for using the equity method of accounting. As of December 31, 2023, the balance of the Company’s investment in PWD was $0.8 million, which represented the maximum exposure to loss.

On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit. On May 2, 2024, PWD closed on the sale of its Senior Housing property for $9.5 million. Upon completion of the sale, PWD ceased providing senior housing services and in June 2024 was dissolved. Following the dissolution, the remaining proceeds from the sale were distributed in accordance with the partnership agreement and as otherwise agreed by the partners.

Consolidated Entities

Controlling Interest

InnovAge Florida PACE – Orlando

On May 28, 2024, the Company entered into a joint venture with Orlando Health (“OHI”) to develop and manage PACE centers to serve communities in Orlando, Florida. In connection with the joint venture, OHI, InnovAge Orlando PACE II, LLC ("InnovAge Orlando"), the joint venture, and the Company entered into a Contribution Agreement pursuant to which OHI made a cash contribution of $2.9 million to InnovAge Orlando for a proportionate 10% interest ownership. The Company's total contribution was $26.1 million for its controlling membership interest of 90%. As a result, the joint venture’s results are consolidated in the Company’s condensed consolidated financial statements.

Noncontrolling Interest

Senior Housing

The Company’s operations include a 0.01% partnership interest in InnovAge Senior Housing Thornton, LLC (“SH1”), which was organized to develop, construct, own, maintain, and operate certain apartment complexes intended for rental to low-income elderly individuals aged 62 or older.

SH1 is a Variable Interest Entity ("VIE"). The Company is the primary beneficiary of SH1 and consolidates SH1 as it has the power to direct the activities that are most significant to SH1 and has an obligation to absorb losses or the right to receive benefits from SH1. The most significant activity of SH1 is the operation of the senior housing facility. The Company has provided a subordinated loan to SH1 and has provided a guarantee for a convertible term loan held by SH1.

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Redeemable Noncontrolling Interest

InnovAge Sacramento

On March 18, 2019, in connection with the formation of InnovAge Sacramento, the joint venture with Adventist Health System/West (“Adventist”) and Eskaton Properties, Incorporated (“Eskaton”), the Company contributed $9.0 million in cash and land valued at $4.2 million for a 59.9% membership interest in the joint venture. Adventist contributed $5.8 million in cash and Eskaton contributed $3.0 million in cash for membership interests of 26.4% and 13.7%, respectively. In fiscal year 2021, the Company made an additional contribution of $0.1 million and obtained an additional 0.1% membership interest in the joint venture, which resulted in the Company obtaining control and consolidating InnovAge Sacramento as of January 1, 2021.

The InnovAge California PACE-Sacramento LLC Limited Liability Company Agreement (the “JV Agreement”) includes numerous provisions whereby, if certain conditions are met, the joint venture may be required to purchase, at fair market value, certain members’ interests or certain members may be required to purchase, at fair market value, the interests of certain other members. The Company’s investment in InnovAge Sacramento includes a put right for the noncontrolling interest holders to require the Company to repurchase the interest of the noncontrolling interest holders at fair value, after the initial term of the management services agreement in 2028. As of December 31, 2024, none of the conditions specified in the JV Agreement had been met. Accordingly, these put rights held by the noncontrolling interests of the joint venture are required to be presented as temporary equity and are recorded as redeemable noncontrolling interests on our condensed consolidated balance sheets. As of December 31, 2024 and June 30, 2024, the Company's redeemable noncontrolling interest was recorded at fair value of $21.6 million and $22.2 million, respectively.

Note 5: Fair Value Measurements

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants, at the measurement date. A fair value hierarchy was established that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources outside the reporting entity. Unobservable inputs are inputs that reflect the Company’s own assumptions based on market data and assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The sensitivity to changes in inputs and their impact on fair value measurements can be significant.

The three levels of inputs that may be used to measure fair value are:

Level 1Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date

Level 2Quoted prices in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the assets or liabilities

Level 3Unobservable inputs to the valuation techniques that are significant to the fair value measurements of the assets or liabilities

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The following table shows the Company’s cash, cash equivalents and marketable securities by significant investment category as of December 31, 2024 and June 30, 2024:


	December 31, 2024
in thousands	Amortized Cost		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	44,187	$	44,187	$	44,187	$	—
Level 1
Money market funds	1,891		1,891		1,891		—
Mutual funds	40,408		40,775		—		40,775
Total	$	86,486	$	86,853	$	46,078	$	40,775

	June 30, 2024
in thousands	Amortized Cost		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	25,793	$	25,793	$	25,793	$	—
Level 1
Money market funds	31,153		31,153		31,153		—
Mutual funds	45,556		45,833		—		45,833
Total	$	102,502	$	102,779	$	56,946	$	45,833

Recurring Measurements

The Company’s investment in InnovAge Sacramento includes a put right for the noncontrolling interest holders to require the Company to repurchase the interest of the noncontrolling interest holders at fair value, after the initial term of the management services agreement in 2028. As a result, at each fiscal period end the Company reports this put right at the greater of (i) carrying value of the redeemable noncontrolling interest or (ii) fair value of the redeemable noncontrolling interest. Because this asset does not have observable inputs, Level 3 inputs are used to measure fair value. The fair value of the redeemable noncontrolling interest is determined utilizing a discounted cash flow model. As of December 31, 2024 and June 30, 2024, the Company’s redeemable noncontrolling interest was recorded at fair value of $21.6 million and $22.2 million, respectively.

There were no transfers in and out of Level 3 during the six months ended December 31, 2024 and 2023. The Company’s policy is to recognize transfers as of the actual date of the event or change in circumstances.

Note 6: Goodwill and Intangible Assets

Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill amounted to $139.9 million at each of December 31, 2024 and June 30, 2024. Goodwill is not amortized.

Pursuant to ASC 350, “Intangibles – Goodwill and Other,” we review the recoverability of goodwill annually as of April 1 or whenever significant events or changes occur which might impair the recovery of recorded amounts. For purposes of the annual goodwill impairment assessment, the Company identified two reporting units, East and West. There were no indicators of impairment identified and no goodwill impairment recorded during the six months ended December 31, 2024 and 2023.

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Intangible assets consisted of the following as of:


in thousands	December 31, 2024		June 30, 2024
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets	2,000		2,000
Total intangible assets	8,600		8,600
Accumulated amortization	(4,392)		(4,062)
Balance as of end of period	$	4,208	$	4,538

Intangible assets consist primarily of customer relationships acquired through business acquisitions. The Company recorded amortization expense of $0.2 million for each of the three month periods ended December 31, 2024 and 2023. The Company recorded amortization expense of $0.3 million for each of the six month periods ended December 31, 2024 and 2023.

We review the recoverability of other intangible assets in conjunction with long-lived assets whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. There were no intangible asset impairments recorded during the six months ended December 31, 2024 and 2023.

Note 7: Leases

Leasing Arrangements as Lessee

The Company leases certain property and equipment under various third-party operating and finance lease agreements. The Company determines if an arrangement is or contains a lease at the lease inception date by evaluating whether the arrangement conveys the right to use an identified asset and whether the Company obtains substantially all of the economic benefits from and has the ability to direct the use of the asset. The leases are noncancelable and expire on various terms from 2025 through 2037. We determine if an arrangement is a lease upon commencement of the contract. If an arrangement is determined to be a long-term lease (greater than 12 months), we recognize an ROU asset and lease liability based on the present value of the future minimum lease payments over the lease term at the commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. Our lease terms may also include options to extend or terminate the lease when it is reasonably certain that we will exercise those options. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

We have elected to apply the short-term lease exception for contracts that have a lease term of twelve months or less and do not include an option to purchase the underlying asset. Therefore, we do not recognize a ROU asset or lease liability for such contracts. We recognize short-term lease payments as expense on a straight-line basis over the lease term. Variable lease payments that do not depend on an index or rate are recognized as expense. Certain leases include escalations based on inflation indexes and fair market value adjustments. Operating lease liabilities are calculated using the prevailing index or rate at lease commencement for such leases.

The following table presents the components of our ROU assets and their classification in our Balance Sheet as of:


Component of Lease Balances	Balance Sheet Line Items	December 31, 2024		June 30, 2024
in thousands
Assets:
Operating lease assets	Operating lease assets	$	25,293	$	28,416
Finance lease assets	Property and equipment, net	14,182		15,908
Total leased assets		$	39,475	$	44,324

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The Company recorded a $1.4 million impairment of operating lease ROU assets and during each of the three and six months ended December 31, 2024. See Note 2, "Summary of Significant Accounting Policies".

The following table presents the components of our lease cost and the classification of such costs in our condensed consolidated statements of operations for the six months ended December 31:


		Six Months Ended December 31,
Component of Lease Cost	Statements of Operations Line Items	2024		2023
in thousands
Operating lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	$	1,560	$	2,382
Finance lease expense:
Amortization of leased assets	Depreciation and amortization	2,609		2,301
Interest on lease liabilities	Interest expense, net	—		—
Variable lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	4		52
Short-term lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	65		94
Total lease expense		$	4,238	$	4,829

The following table includes the weighted-average lease terms and discount rates for operating and finance leases as of December 31:


Weighted average remaining lease term:	December 31, 2024	December 31, 2023
Operating leases	7.2 years	14.7 years
Finance leases	3.1 years	3.5 years


Weighted average discount rate:	December 31, 2024		December 31, 2023
Operating leases	6.87	%	12.85	%
Finance leases	7.84	%	7.95	%

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to December 31, 2024:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2025	$	6,218	$	6,613	$	12,831
2026	6,062		5,389		11,451
2027	5,757		4,514		10,271
2028	4,967		2,461		7,428
2029	4,112		555		4,667
Thereafter	11,651		—		11,651
Total lease payments	38,767		19,532		58,299
Less liability accretion / imputed interest	(10,159)		(5,321)		(15,480)
Total lease liabilities	28,608		14,211		42,819
Less: Current lease liabilities	4,759		5,246		10,005
Total long-term lease liabilities	$	23,849	$	8,965	$	32,814

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Note 8. Long-Term Debt

Long-term debt consisted of the following at December 31, 2024 and June 30, 2024:


	December 31, 2024		June 30, 2024
	in thousands
Senior secured borrowings:
Term Loan Facility	$	61,875	$	63,750
Convertible term loan	2,215		2,239
Total debt	64,090		65,989
Less: unamortized debt issuance costs	500		716
Less: current maturities	3,795		3,795
Noncurrent maturities	$	59,795	$	61,478

2021 Credit Agreement

On March 8, 2021, the Company entered into a credit agreement (as amended, the “2021 Credit Agreement”) that replaced its prior credit agreement. The 2021 Credit Agreement consists of a senior secured term loan (the “Term Loan Facility”) of $75.0 million principal amount and a revolving credit facility (the “Revolving Credit Facility”) of $100.0 million maximum borrowing capacity, each with a maturity date of March 8, 2026. Borrowing capacity under the Revolving Credit Facility is subject to (i) any issued amounts under our letters of credit, which as of December 31, 2024 was $5.2 million, and (ii) applicable covenant compliance restrictions and any other conditions precedent to borrowing. Loans under the 2021 Credit Agreement are secured by substantially all of the Company’s assets. Principal on the Term Loan Facility is paid each calendar quarter in an amount equal to 1.25% of the initial term loan on closing date.

The 2021 Credit Agreement requires the Company to meet certain operational and reporting requirements, including, but not limited to, a secured net leverage ratio. Additionally, annual capital expenditures and permitted investments, including acquisitions, are limited to amounts specified in the 2021 Credit Agreement. The 2021 Credit Agreement also provides certain restrictions on dividend payments and other equity transactions and requires the Company to make prepayments under specified circumstances. As of December 31, 2024, the Company was in compliance with the covenants of the 2021 Credit Agreement.

The deferred financing costs of $2.0 million are amortized over the term of the underlying debt and unamortized amounts have been offset against long-term debt in the condensed consolidated balance sheets. Total amortization of deferred financing costs was $0.1 million for each of the three months ended December 31, 2024 and 2023. Total amortization of deferred financing costs was $0.2 million for each of the six months ended December 31, 2024 and 2023.

Convertible Term Loan

On June 29, 2015, SH1 entered into a convertible term loan. Principal and interest payments of $0.02 million are due monthly. The loan bears interest at an annual rate of 6.68%, with the remaining principal balance due upon maturity at August 20, 2030. The loan is secured by a deed of trust to Public Trustee, assignment of leases and rents, security agreements, and SH1’s fixture filing.

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Note 9: Commitments and Contingencies

Professional Liability

The Company pays fixed premiums for annual professional liability insurance coverage under a claims-made policy. Under such policy, only claims made and reported to the insurer are covered during the policy term, regardless of when the incident giving rise to the claim occurred. The Company records claim liabilities and expected recoveries, if any, at gross amounts. The Company is not currently aware of any unasserted claims or unreported incidents that are expected to exceed medical malpractice insurance coverage limits.

Litigation

From time to time, the Company may be involved in various legal proceedings and be subject to claims. The Company regularly evaluates the status of claims and legal proceedings in which it is involved in order to assess whether a loss is probable or there is a reasonable possibility that a loss may have been incurred, and to determine whether accruals are appropriate. The Company expenses legal costs as such costs are incurred.

Civil Investigative Demands

In July 2021, the Company received a civil investigative demand from the Attorney General for the State of Colorado under the Colorado Medicaid False Claims Act. The demand requested information and documents regarding Medicaid billing, patient services and referrals in connection with the Company’s PACE program in Colorado. The Company continues to fully cooperate with the Attorney General. The Company is currently unable to predict the outcome of this investigations.

In February 2022, the Company received a civil investigative demand from the Department of Justice (“DOJ”) under the Federal False Claims Act on similar subject matter. The demand requested information and documents regarding audits, billing, orders tracking, and quality and timeliness of patient services in connection with the Company’s PACE programs in the states where the Company operated as of 2022 (California, Colorado, New Mexico, Pennsylvania, and Virginia). In December 2022, the Company received a supplemental civil investigative demand requesting supplemental information on the same matters. The Company and the DOJ have begun discussions to understand their respective positions on this matter. At this time, the Company is unable to predict the outcome of these discussions.

In October 2024, the Company received a civil investigative demand from the DOJ under the Federal False Claims Act on a similar subject matter. The demand requests information and documents regarding the Company's relationship as a PACE provider with residential care facilities in California, Colorado, Virginia and New Mexico, related housing costs, and enrollment practices. The Company is fully cooperating with the DOJ and producing the requested information and documentation. The Company is currently unable to predict the outcome of this investigations.

Stockholder Lawsuits

On October 14, 2021, and subsequently amended on June 21, 2022, the Company was named as a defendant in a putative class action complaint filed in the District Court for the District of Colorado on behalf of individuals who purchased or acquired shares of the Company’s common stock during a specified period (the "Securities Action"). Through the complaint, plaintiffs are asserting claims against the Company, certain of the Company’s officers and directors, Apax Partners, L.P., Welsh, Carson, Anderson & Stowe and the underwriters in the Company’s IPO, alleging violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 for making allegedly inaccurate and misleading statements and omissions in connection with the Company’s IPO and subsequent earnings calls and public filings, and seeking compensatory damages, among other things. On September 13, 2022, the Company and the officer and director defendants and Apax Partners, L.P. and Welsh, Carson, Anderson & Stowe filed a motion to dismiss the amended complaint for failure to state a claim upon which relief can be granted. On December 22, 2023, the District Court granted in part and denied in part the motion to dismiss. On September 17, 2024, plaintiffs filed a second amended complaint to add four additional defendants, WCAS Management Corporation, WCAS Management, L.P., WCAS Management, LLC, and TCO Group Holdings, L.P., renames Apax Partners, L.P. as Apax Partners US LLC and drops Welsh, Carson, Anderson & Stowe as a defendant. On October 25, 2024, WCAS Management Corporation, WCAS Management, L.P., and WCAS Management, LLC filed a motion to dismiss plaintiffs' second amended complaint. On January 10, 2025, the District Court entered an amended order granting plaintiffs' motion to certify a class pursuant to the Federal Rules of Civil Procedure, Rule 23(b)(3). The action is currently stayed as to WCAS

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Management Corporation, WCAS Management L.P., and WCAS Management, LLC but otherwise continues to be in discovery.

On April 20, 2022, the Board of Directors of the Company received a books and records demand pursuant to Section 220 of the Delaware General Corporation Law, from a purported stockholder of the Company, Brian Hall, in connection with the stockholder’s investigation of, among other matters, potential breaches of fiduciary duty, mismanagement, self-dealing, corporate waste or other violations of law by the Company’s Board with respect to these matters. On May 15, 2023, Mr. Hall filed a lawsuit in the Delaware Court of Chancery asserting derivative claims for breach of fiduciary duty against certain of the Company’s current and former officers and directors generally relating to alleged failures by the defendants to take remedial actions to address the matters that resulted in sanctions by CMS at certain of the Company’s centers, and alleged misstatements in the Company’s public filings relating to those matters. On June 28, 2023, upon stipulation of the parties, the court entered an order staying the litigation pending the resolution of the motion to dismiss in the Securities Action or upon fifteen days’ notice by any party to the litigation. On January 22, 2024, upon stipulation of the parties, the court entered an order further staying the litigation pending the close of fact discovery in the Securities Action.

We are currently unable to predict the outcome of these matters.

Because the results of legal proceedings and claims are inherently unpredictable and uncertain, we are currently unable to predict whether the legal proceedings we are involved in will, either individually or in the aggregate, have a material adverse effect on our business, financial condition, or cash flows. The outcomes of legal proceedings and claims could be material to the Company’s operating results for any particular period, depending in part, upon the operating results of such period. Regardless of the outcome, litigation has the potential to have an adverse impact on us due to any related defense and settlement costs, diversion of management resources, and other factors.

Note 10: Stock-based Compensation

A summary of our aggregate stock-based compensation expense is set forth below. Stock-based compensation expense is included in corporate, general and administrative expenses on our condensed consolidated statements of operations.


	Three months ended December 31,				Six months ended December 31,
	2024		2023		2024		2023
	in thousands				in thousands

Stock options	$	180	$	216	$	367	$	439
Profits interests units	159		253		332		629
Restricted stock units	1,534		1,297		3,336		2,521
Total stock-based compensation expense	$	1,873	$	1,766	$	4,035	$	3,589

2020 Equity Incentive Plan

Profits Interests

TCO Group Holdings, L.P. (the “LP”), the Company’s largest shareholder and prior to the IPO, the Company’s parent, maintains the TCO Group Holdings, L.P. Equity Incentive Plan (the "2020 Equity Incentive Plan") pursuant to which interests in the LP in the form of Class B Units (profits interests) may be granted to employees, directors, consultants, advisers, and other services providers (including partners) of the LP or any of its affiliates, including the Company. A maximum number of 16,162,177 Class B Units are authorized for grant under the 2020 Equity Incentive Plan. Both performance-based and time-based units have been issued under the plan. As of December 31, 2024, a total of 15,872,837 profits interests units had been granted under the 2020 Equity Incentive Plan.

The Company used the Monte Carlo option model to determine the fair value of the granted profits interests units at the time of the grant. Expected stock price volatility is based on consideration of indications observed from several publicly traded peer companies. The risk-free interest rate is based on a treasury instrument whose term is consistent with the expected life of the unit. The dividend yield percentage is zero because the Company neither currently pays dividends nor intends to do so during the expected term. The expected term of the units represents the time the units are expected to be

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outstanding. A total of 2,213,700 Class B Units were awarded during the six months ended December 31, 2023 to the Company's Chief Executive Officer, Chief Financial Officer, and Chief Legal Officer. A total of 650,000 Class B Units awarded during the six months ended December 31, 2024 to the Company's President and Chief Operating Officer. The assumptions under the Monte Carlo model related to profit interests units, presented on a weighted-average basis, are provided below:


		2024
Expected volatility		63.0	%
Expected life (years) - time vesting units		1.8
Interest rate		4.18	%
Dividend yield		—
Weighted-average fair value	$	1.43
Fair value of underlying stock	$	5.67

A summary of profits interests activity for the six months ended December 31, 2024 is as follows:


Time-based unit awards	Number of units	Weighted average grant date fair value

Outstanding balance, June 30, 2024	1,287,113	$	5.52
Granted	325,000	$	5.67
Forfeited	—	$	—
Vested	(433,917)	$	1.30
Outstanding balance, December 31, 2024	1,178,196	$	7.12


Performance-based unit awards	Number of units	Weighted average grant date fair value

Outstanding balance, June 30, 2024	1,371,671	$	1.55
Granted	325,000	$	0.99
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	1,696,671	$	1.44

The total unrecognized compensation cost related to profits interests units outstanding as of December 31, 2024 was $4.1 million, comprised (i) $1.7 million related to time-based unit awards expected to be recognized over a weighted-average period of 2.9 years and (ii) $2.4 million related to performance-based unit awards, which will be recorded when it is probable that the performance-based criteria will be met.

2021 Omnibus Incentive Plan

In March 2021, the Compensation Committee of the Board of Directors approved the InnovAge Holding Corp. 2021 Omnibus Incentive Plan (“2021 Omnibus Incentive Plan”), pursuant to which various stock-based awards may be granted to employees, directors, consultants, and advisers. The total number of shares of the Company’s common stock authorized under the 2021 Omnibus Incentive Plan is 14,700,000. The Company has issued time-based restricted stock units under this plan to its employees which generally vest over a three-year period with one-third vesting on each anniversary of the date of grant. Certain other vesting periods have also been used. The grant date fair value of restricted stock units with time-based vesting is based on the closing market price of our common stock on the date of grant. Certain other awards under this plan, including units and stock options, vest upon achieving specific share price performance criteria and are

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determined to have performance-based vesting conditions. The Company has also issued time-based vesting stock options under this plan to its employees which generally vest in equal parts over a three-year period.

Restricted Stock Units

A summary of time-based vesting restricted stock units activity for the six months ended December 31, 2024 is as follows:


Restricted stock units - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	2,864,319	$	8.15
Granted	159,869	$	5.67
Forfeited	(203,528)	$	6.08
Vested	(367,492)	$	6.15
Outstanding balance, December 31, 2024	2,453,168	$	8.45

The total unrecognized compensation cost related to time based restricted stock units outstanding as of December 31, 2024 was $7.6 million and is expected to be recognized over a weighted-average period of 1.7 years.

A summary of performance based vesting restricted stock units activity for the six months ended December 31, 2024 is as follows:


Restricted stock units - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	258,767	$	5.18
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	258,767	$	5.18

The total unrecognized compensation cost related to performance based vesting restricted stock units outstanding as of December 31, 2024 was $0.2 million and is expected to be recognized over a weighted-average period of 1.2 years.

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Nonqualified Stock Options

A summary of time-based vesting stock option activity for the six months ended December 31, 2024 is as follows:


Stock options - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	554,499	$	1.77
Granted	—	$	—
Forfeited	—	$	—
Exercised	—	$	—
Expired	—	$	—
Outstanding balance, December 31, 2024	554,499	$	1.77

Exercisable balance, December 31, 2024	415,872	$	0.21

The total unrecognized compensation costs related to time-based vesting stock options outstanding as of December 31, 2024 was $0.04 million and is expected to be recognized over a weighted-average period of 0.2 years.

A summary of performance-based vesting stock option activity for the six months ended December 31, 2024 is as follows:


Stock options - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	776,299	$	3.08
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	776,299	$	3.08

The total unrecognized compensation cost related to performance-based vesting stock options outstanding as of December 31, 2024 was $0.5 million and is expected to be recognized over a weighted-average period of 1.3 years.

Note 11: Acquisitions

On December 1, 2023, the Company acquired all of the issued and outstanding membership interests of two California-based PACE programs, ConcertoCare PACE of Bakersfield, LLC and ConcertoHealth PACE of Los Angeles, LLC (collectively "Concerto"), from Perfect Health, Inc. d/b/a ConcertoCare, a tech-enabled, value-based provider of at-home, comprehensive care for seniors and other adults with unmet health and social needs, for $23.9 million. We believe the Concerto acquisition complements our California PACE centers. The acquisition was funded through cash on hand. Results of operations from the acquired centers are included in our condensed consolidated statements of operations for the three and six months ended December 31, 2024 and were not significant to our results. Costs related to the acquisition during the six months ended December 31, 2024 were insignificant. Acquisition related costs were expensed as incurred and have been recorded in corporate, general and administrative expenses in our condensed consolidated statements of operations.

The Concerto acquisition was accounted for using the purchase method of accounting. The purchase price has been allocated to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. Goodwill represents the excess of the purchase price over the fair value of net assets acquired. Goodwill recognized

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represents the estimated future economic benefits arising from expected growth opportunities for the Company and is not deductible for income tax purposes.

The following table presents the finalized allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date, measurement period adjustments and the allocation as of December 31, 2024:


	Preliminary allocation		Measurement period adjustments		Adjusted allocation
	in thousands

Cash Consideration	$	23,916	$	—	$	23,916
Total Consideration	$	23,916	$	—	$	23,916

Accounts receivable, net	$	563	$	(124)	$	439
Prepaid expenses	330		739		1,069
Property and equipment, net	7,969		—		7,969
Operating lease assets	6,892		923		7,815
Goodwill	17,348		(1,616)		15,732
Deposits and other	343		—		343
Accounts payable and accrued expenses	(353)		78		(275)
Reported and estimated claims	(111)		—		(111)
Operating lease obligations	(8,941)		—		(8,941)
Finance lease obligations	(124)		—		(124)
Fair value of assets and liabilities	$	23,916	$	—	$	23,916

Since the preliminary allocation, we recognized a measurement period adjustment for lease incentives related to tenant improvements. The adjustment resulted in an increase of $0.7 million to prepaid expenses and $0.9 million to operating lease assets, a decrease of $0.1 million to accounts receivable and $0.1 million to accounts payable and accrued expenses, and a corresponding decrease of $1.6 million to goodwill. The Company does not expect any additional adjustments as the allocation has been finalized.

Note 12: Income Taxes

The Company recorded an income tax expense of $0.03 million and $0.1 million for the three months ended December 31, 2024 and 2023, respectively. The Company recorded an income tax expense of $0.4 million and $0.3 million for the six months ended December 31, 2024 and December 31, 2023, respectively. This represents an effective tax rate of (0.3)% and (2.5)% for the three months ended December 31, 2024 and 2023, respectively. This represents an effective tax rate of (2.3)% and (2.2)% for the six months ended December 31, 2024 and December 31, 2023, respectively.

The effective rate for the six months ended December 31, 2024 was different from the federal statutory rate primarily due to the Company’s book loss offset partially by disallowed officers’ compensation under Internal Revenue Code (“IRC”) Section 162(m), disallowed stock options related to the profit interest units, exclusion of losses from entities not subject to tax, lobbying expenses, a change to the Pennsylvania tax rate, and the increase in the Company's valuation allowance against net operating losses which occurred during the three-month period.

The Company assesses the valuation allowance recorded against deferred tax assets at each reporting date. The determination of whether a valuation allowance for deferred tax assets is appropriate requires the evaluation of positive and negative evidence that can be objectively verified. Consideration must be given to all sources of taxable income available to realize deferred tax assets, including, as applicable, the future reversal of existing temporary differences, future taxable income forecasts exclusive of the reversal of temporary differences and carryforwards, taxable income in carryback years and tax planning strategies. In estimating income taxes, the Company assesses the relative merits and risks of the appropriate income tax treatment of transactions taking into account statutory, judicial, and regulatory guidance. As of the

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six-month period ended December 31, 2024, the Company determined that it is not “more likely than not” that the deferred tax assets associated with certain state net operating losses will be realized and as such continues to maintain a valuation allowance against these state deferred tax assets. The Company also determined it is not "more likely than not" that the deferred tax assets associated with certain federal net operating losses will be realized and as such has included a valuation allowance against these federal deferred tax assets. The Company has provided $22.5 million at December 31, 2024 and $15.9 million at June 30, 2024, as a valuation allowance against its deferred tax assets for federal and state net operating losses and state 163(j) interest expense limitations where there is not sufficient positive evidence to substantiate that these deferred tax assets will be realized at a more-likely-than-not level of assurance.

Note 13: Earnings per Share

Basic earnings (loss) per share (“EPS”) is computed using the weighted-average number of common shares outstanding during the period. Diluted EPS is computed using the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding options and other equity awards, using the treasury stock method and the average market price of the Company’s common stock during the applicable period. When a loss from continuing operations exists, all dilutive securities and potentially dilutive securities are anti-dilutive and are therefore excluded from the computation of diluted EPS. When net income from continuing operations exists, performance-based units are omitted from the calculation of diluted EPS until it is determined that the performance criteria has been met at the end of the reporting period. For the three and six months ended December 31, 2023, 391,598 and 377,025 of potentially dilutive securities were excluded from the weighted-average shares used to calculate the diluted net loss per common share, respectively, as they would have an anti-dilutive effect. During the three and six months ended December 31, 2024, 470,417 and 398,769 of potentially dilutive securities were excluded from the weighted average shares used to calculate the diluted net loss per common share, respectively, as they would have an anti-dilutive effect.

The following table sets forth the computation of basic and diluted net loss per common share:


	Three months ended December 31,				Six months ended December 31,
in thousands, except share values	2024		2023		2024		2023
Net loss attributable to InnovAge Holding Corp.	$	(13,221)	$	(3,447)	$	(18,150)	$	(13,751)
Weighted average common shares outstanding (basic)	135,439,668		135,887,613		135,604,751		135,839,007
EPS (basic)	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

Dilutive shares	—		—		—		—
Weighted average common shares outstanding (diluted)	135,439,668		135,887,613		135,604,751		135,839,007
EPS (diluted)	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

Note 14: Segment Reporting

The Company applies the effective provisions of ASC Topic 280, "Segment Reporting," which establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about operations, major customers and the geographies in which the entity holds material assets and reports revenue. An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the Company’s chief executive officer, who is the chief operating decision maker (“CODM”), and for which discrete financial information is available. The Company has determined that it has three operating segments, two of which are related to the Company’s PACE offering. The PACE-related operating segments are based on two geographic divisions, which are East and West. Due to the similar economic characteristics, nature of services, and customers, we have aggregated our East and West operating segments into one reportable segment for PACE. The Company’s remaining operating segment primarily relates to Senior Housing, which is an immaterial operating segment, and shown below as "Other" along with certain corporate unallocated expenses.

The Company evaluates performance and allocates capital resources to each segment based on an operating model that is designed to maximize the quality of care provided and profitability. The Company does not review assets by segment and therefore assets by segment are not disclosed below. For the periods presented, all of the Company’s long-lived assets were located in the United States and all revenue was earned in the United States.

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The CODM uses Center-level Contribution Margin as the measure for assessing performance of its operating segments. Center-level Contribution Margin is defined as total segment revenues less external provider costs and cost of care (excluding depreciation and amortization). The Company allocates corporate level expenses to its segments with a majority of the allocation going to the PACE segment.

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The following table summarizes the operating results regularly provided to the CODM by segment for the three months ended December 31, 2024 and 2023:


	December 31, 2024						December 31, 2023
(In thousands)	PACE		All other(a)		Totals		PACE		All other(a)		Totals
Capitation revenue	$	208,674	$	—	$	208,674	$	188,561	$	—	$	188,561
Other service revenue	77		248		325		68		269		337
Total revenues	208,751		248		208,999		188,629		269		188,898
External provider costs	107,873		—		107,873		100,964		—		100,964
Cost of care, excluding depreciation and amortization	63,916		145		64,061		54,171		150		54,321
Center-Level Contribution Margin	36,962		103		37,065		33,494		119		33,613
Overhead costs(b)	35,807		—		35,807		31,108		—		31,108
Depreciation and amortization	5,204		115		5,319		4,178		112		4,290
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—		—		—
Interest expense, net	(716)		(44)		(760)		(890)		(45)		(935)
Other income (expense)	(157)		—		(157)		874		—		874
Gain (loss) on equity method investment	16		—		16		(1,882)		—		(1,882)
Loss Before Income Taxes	$	(13,401)	$	(56)	$	(13,457)	$	(3,690)	$	(38)	$	(3,728)


The following table summarizes the operating results regularly provided to the CODM by reportable segment for the six months ended December 31, 2024 and 2023:

	December 31, 2024						December 31, 2023
in thousands	PACE		All other(a)		Totals		PACE		All other(a)		Totals
Capitation revenue	$	413,474	$	—	$	413,474	$	370,734	$	—	$	370,734
Other service revenue	174		493		667		153		495		648
Total revenues	413,648		493		414,141		370,887		495		371,382
External provider costs	215,087		—		215,087		200,322		—		200,322
Cost of care, excluding depreciation and amortization	127,150		297		127,447		109,267		303		109,570
Center-Level Contribution Margin	71,411		196		71,607		61,298		192		61,490
Overhead costs(b)	69,834		—		69,834		65,425		9		65,434
Depreciation and amortization	10,499		231		10,730		8,334		225		8,559
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—		—		—
Interest expense, net	(1,320)		(88)		(1,408)		(1,506)		(90)		(1,596)
Other income (expense)	80		—		80		1,517		—		1,517
Gain (loss) on equity method investment	16		—		16		(1,882)		—		(1,882)
Income (Loss) Before Income Taxes	$	(18,641)	$	(123)	$	(18,764)	$	(14,332)	$	(132)	$	(14,464)

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(a)Center-level Contribution Margin from a segment below the quantitative thresholds is attributable to the Senior Housing operating segment of the Company. This segment has never met any of the quantitative thresholds for determining reportable segments.

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(b)Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

Note 15: Related Party Transactions

Pursuant to the PWD Amended and Restated Agreement of Limited Partnership, CCH helped fund operating deficits and shortfalls of PWD in the form of a loan (the “PWD Loan”). The PWD Loan did not accrue interest. Additionally, CCH was paid an administration fee of less than $0.1 million per year. On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit.

On May 2, 2024, PWD closed on the sale of its Senior Housing property for $9.5 million. Upon completion of the sale, PWD ceased providing senior housing services and was dissolved. Following the dissolution, the remaining proceeds from the sale were distributed in accordance with the partnership agreement and as otherwise agreed by the partners. The Company received net proceeds of $4.8 million in connection with the dissolution.

Note 16: Share Repurchase Program

On June 10, 2024, the Board announced the authorization of a share repurchase program of up to $5.0 million of the Company's common stock. On September 26, 2024, the Board announced the authorization of an additional $2.5 million shares of the Company's common stock. During the three months ended December 31, 2024, the Company repurchased 199,923 shares of its common stock for approximately $1.1 million, all of which were placed in Treasury. During the six months ended December 31, 2024, the Company repurchased 1,001,210 shares of its common stock for approximately $5.9 million, all of which were placed in Treasury.

Note 17: Subsequent Events

On January 2, 2025, the Company completed the acquisition of certain pharmacy assets from Tabula Rasa HealthCare Group, Inc. ("TRHC"), a leading pharmacy care management company, for a total purchase price of $4.8 million. The acquisition was accounted for under the acquisition method in accordance with ASC 805, Business Combinations. Accordingly, the purchase price will be allocated to the identifiable assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The Company is in the process of preparing the preliminary allocation of the purchase price. TRHC will provide management services to the pharmacy business pursuant to a Management Services Agreement with an initial term of five years.

The Company has evaluated subsequent events through February 4, 2025, the date on which the condensed consolidated financial statements were issued and noted there were none except for the matter described above.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q. The discussion contains forward-looking statements that are based on the beliefs of management, as well as assumptions made by, and information currently available to our management. Readers are cautioned not to place undue reliance on any forward-looking statements, as forward-looking statements are not guarantees of future performance and the Company’s actual results may differ significantly due to numerous known and unknown risks and uncertainties, including those discussed below and in the section entitled “Cautionary Note on Forward-Looking Statements.” Those known risks and uncertainties include, but are not limited to, the risk factors identified in the section titled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024 (“2024 10-K”).

Overview

InnovAge Holding Corp. (“InnovAge”) became a public company in March 2021. As of December 31, 2024, the Company served approximately 7,480 PACE participants, and operated 20 PACE centers across California, Colorado, Florida, New Mexico, Pennsylvania, and Virginia.

Trends and Uncertainties Affecting the Company

Increased cost of care. In the second quarter of fiscal year 2025, operating expenses increased $30.9 million, or 16.2%, compared to the second quarter of fiscal year 2024 due to census growth and increased cost of care per participant primarily as a result of increased salaries, wages and benefits associated with increased headcount and higher wage rates. Additionally, total external provider costs increased in the six month period ended December 31, 2024 compared to 2023 due to census growth partially offset by a reduction in cost per participant as a result of efforts to mitigate the effects of rising costs. In fiscal year 2024 and through the first two quarters of fiscal year 2025, we continued to strengthen our payer capabilities and reduced external provider costs per participant, which we believe to be a result of our maturing clinical value initiatives, which we began implementing in fiscal year 2023, and our operational value initiatives, which we began implementing in fiscal year 2024. While we expect to continue to experience elevated operating expenses through fiscal year 2025 for the reasons stated above, we also expect that our clinical value initiatives and operational value initiatives will help offset increasing cost of care.

Census and capitation revenue. We experienced, and continue to experience, delays and increased gaps in eligibility both for new enrollments and Medicaid redetermination applications during fiscal years 2024 and 2025 as a result of processing delays and other enrollment and redetermination procedures that vary by State and county. Specifically, in the State of California, processing delays have resulted in our inability to collect a portion of accounts receivables from the State leading to higher allowances against accounts receivable and corresponding write-offs. We are working to increase the proportion of new enrollments submitted prior to the first enrollment deadline each month to minimize enrollment efforts required by the State. We expect to continue mitigating measures during the remainder of fiscal year 2025, which include utilizing State approved third-party eligibility partners to expedite applications and escalating delayed cases to State administrators. During fiscal year 2024 and the first two quarters of fiscal year 2025, these delays and eligibility gaps have not had a material effect on the Company's financial statements or operations. We will continue to assess the situation as it evolves.

Labor market. The healthcare sector continues to experience a complex set of challenges in hiring additional professionals. Specifically, the demand for healthcare services has been steadily increasing due to an aging population and a greater focus on health and wellness in society. In addition, there are systemic challenges related to workforce training and the pipeline of qualified professionals, which have not kept pace with this growing demand. Wage pressure in the healthcare industry is a significant concern. Wage pressure arises when there is a high demand for healthcare services but a limited supply of qualified professionals, leading to increased competition for workers and upward pressure on wages. The rapidly aging population has increased the demand for healthcare services, especially for geriatrics. Simultaneously, many experienced healthcare workers are reaching retirement age, reducing the workforce supply.

In addition, an aging population combined with a shortage of clinicians, creates pressures and increased demand on the limited number of residential facilities. There is uncertainty regarding the access of our participants to residential facilities.

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The high demand for such facilities may lead such facilities prioritizing patients who are private payors to avoid the frequently changing Medicare and Medicaid program reimbursement rates and rules, annual caps and regulatory requirements.

Additionally, as a result of the adoption of California Senate Bill No. 525 ("SB 525"), which raises minimum wage for many California healthcare workers and will impact many of our contractors and other third-party providers, combined with other macroeconomic factors, our California centers have received provider requests to increase rates to cover their increased labor costs. As a result of competition generated by SB 525 and other California market conditions, we have received rate increases from third party vendors, including home health and care partner services, increasing our cost of care in California. We also increased our wages for impacted healthcare workers and other comparable market positions in the California market. These increases did not have a material impact on our cost of care or labor costs, financial statements or operations for fiscal year 2024 or the three and six months ended December 31, 2024. We will continue to evaluate the impact of this and other similar future legislation on our business. For additional information on the various risks posed by macroeconomic events, regulation, and employee matters, please see the section entitled “Risk Factors” included in Part I, Item 1A of our 2024 10-K.

Key Factors Affecting Our Performance

Our historical financial performance has been, and we expect our financial performance in the future to be, driven by the following factors:

•Our participants. We focus on providing all-inclusive care to frail, high-cost, dual-eligible seniors. We directly contract with government payors, such as Medicare and Medicaid, through PACE and receive a capitated risk-adjusted payment to manage the totality of a participant’s medical care across all settings. InnovAge manages participants that are, on average, more complex and medically fragile than other Medicare-eligible patients, including those in Medicare Advantage (“MA”) programs. As a result, we receive larger payments for our participants compared to MA participants. This is driven by two factors: (i) we believe we manage a higher acuity population, with an average risk adjustment factor (“RAF”) score of 2.45 based on InnovAge data as of December 31, 2024; and (ii) we have Medicaid spend in addition to Medicare. Our participants are managed on a capitated, or at-risk basis, where InnovAge is financially responsible for all participant medical costs. Our comprehensive care model and globally capitated payments are designed to cover participants from enrollment until the end of life, including coverage for participants requiring hospice and palliative care. For dual-eligible participants, we receive per member, per month (“PMPM”) payments directly from Medicare and Medicaid, which provides recurring revenue streams and significant visibility into our revenue. The Medicare portion of our capitated payment is risk-based on the underlying medical conditions and frailty of each participant. We continue to strengthen our expanding payer capabilities so that our revenue more accurately reflects the acuity of the populations we serve.

•Our ability to grow enrollment and capacity within existing centers. We believe all seniors should have access to the type of all-inclusive care offered by the PACE model. Several factors can affect our ability to grow enrollment and capacity within existing centers, including sanctions issued by regulators or suspensions of State attestations required to open new de novo centers.

•Our ability to maintain high participant satisfaction and retention. Our comprehensive individualized care model and frequency of interaction with participants generates high levels of participant satisfaction. Our average participant tenure was 3.1 years as of December 31, 2024, measured as tenure from enrollment to disenrollment, among our centers that have been operated by us for at least five years. Furthermore, we experience low levels of voluntary disenrollment, averaging 6.9% annually over the last three fiscal years.

•Effectively managing the cost of care for our participants. We receive capitated payments to manage the totality of a participant’s medical care across all settings. The risk pool of our population is highly acute. Together with the factors disclosed above (increased salaries, wages and benefits,annual increases in assisted living and nursing facility unit cost and general medical inflation) our external provider costs and cost of care, excluding depreciation and amortization, represented approximately 83% of our revenue in the six months ended December 31, 2024.

•Center-level Contribution Margin. The Company's management uses Center-level Contribution Margin as the measure for assessing performance of its operating segments. As we serve more participants in existing

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centers, we expect to leverage our fixed cost base at those centers and increase the value of a center to our business increases over time.

•Our ability to expand via de novo centers within existing and new markets. Several factors can affect our ability to open de novo centers, including sanctions issued by regulators, legal, community or other obstacles in the construction of such centers, and our ability to hire and train enough workers to ramp up these centers to maturity. In response to an audit to our Sacramento center and a medical review of our San Bernardino center, which have been previously disclosed, the California Department of Health Care Services (“DHCS") notified us that it was suspending its attestations in support of the planned de novo center in Downey and the recently acquired planned de novo center in Bakersfield. CMS has closed its process and DHCS's process is ongoing. While the planned California de novo centers are precluded from opening at this time, DHCS notified us that it would consider restoring the State Attestations upon our successful remediation of the deficiencies raised in our Sacramento center and its completion of the medical review (and any potential resultant remediation that may be required) in our San Bernardino center.

•Execute tuck-in acquisitions and partnerships. Since fiscal year 2019, we have acquired and integrated four PACE organizations for a total of eight operational centers (excluding the PACE center in Bakersfield, California, which is not yet operational). These acquisitions represent expansion of our InnovAge Platform into one new state and five new markets. By bringing acquired organizations under the InnovAge Platform, we hope to further realize revenue growth and improve operational efficiency and care delivery post-integration. We also have pursued and intend to continue pursuing additional relationships with key stakeholders, existing organizations and other care providers in order to form partnerships in target geography, such as the joint venture we entered into at our Orlando PACE center with Orlando Health during the fourth quarter of fiscal year 2024. On January 2, 2025, with the goal of supporting our growth and improving pharmacy cost-management, we completed the acquisition of certain pharmacy assets from Tabula Rasa HealthCare Group, Inc. (“TRHC”), a leading pharmacy care management company, for a total purchase price of $4.8 million. TRHC will provide management services to the pharmacy business pursuant to a Management Services Agreement with an initial term of five years.

•Our ability to maintain high quality of regulatory compliance. The Company's priority is to continue to maintain high quality of regulatory compliance in all its centers.

•Contracting with government payors. Our economic model relies on our capitated arrangements with government payors, namely Medicare and Medicaid. We view the government not only as a payor but also as a key partner in our efforts to expand into new geographies and access more participants in our existing markets. Maintaining, supporting and growing these relationships in existing markets as well as new geographies, is critical to our long-term success.

•Investing to support growth. We intend to continue investing in our centers, value-based care model, and sales and marketing organization to support long-term growth. We expect our expenses to increase in absolute dollars for the foreseeable future to support our growth due, partially, to additional costs we incur in connection with our audits to our centers, remediation plans and current and potential legal and regulatory proceedings. We plan to invest in future growth judiciously and maintain focus on managing our results of operations. We are investing to increase our sophistication as a payor to drive clinical value, improve outcomes, and manage cost trends. Accordingly, in the short term, we expect the activities noted above to increase our expenses as a percentage of revenue, but in the longer term, we anticipate that these investments will positively impact our business and results of operations.

•Seasonality of our business. Our operational and financial results, including medical costs and per-participant revenue true-ups, will experience some variability depending upon the time of year in which they are measured. Medical costs vary most significantly as a result of (i) the weather, with certain illnesses, such as the influenza and COVID-19 viruses, being more prevalent during colder months of the year, which generally increases per-participant costs, and (ii) the number of business days in a period, with shorter periods generally having lower medical costs, all else equal. Per-participant revenue true-ups represent the difference between our estimate of per-participant capitation revenue to be received and actual revenue received from CMS, which is based on CMS’s determination of a participant’s RAF score as measured twice per year and is based on the evolving acuity of a participant. Where there is a difference between our estimate and the final determination from CMS, we may record either an increase or decrease in true-up revenue. Historically, these

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true-up payments typically occur between May and August, but the timing of these payments is determined by CMS, and we have neither visibility into nor control over the timing of such payments. The variability of participant enrollments during the open enrollment period has also been impacted by additional offerings by MA and other competitors. We believe that, as a result of these additional offerings, we experienced higher than expected disenrollments during the third quarter of fiscal 2024.

Components of Results of Operations

Revenue

Capitation Revenue. In order to provide comprehensive services to manage the totality of a participant’s medical care across all settings, we receive fixed or capitated fees per participant that are paid monthly by Medicare, Medicaid, Veterans Affairs (“VA”) and private pay sources.

Medicaid and Medicare capitation revenues are based on PMPM capitation rates under the PACE program. The PACE state contracts between us and the respective state Medicaid administering agency are renewed annually each June 30 in all states other than California and Pennsylvania, which contract on a calendar-year basis. We are currently operating in good standing under each of our PACE state contracts. For a discussion of our revenue recognition policies, please see Critical Accounting Estimates below and Note 2 “Summary of Significant Accounting Policies” to our consolidated financial statements included in our 2024 10-K.

Other Service Revenue. Other service revenue primarily consists of revenues derived from state food grants and rent revenues. For a discussion of our revenue recognition policies, please see Critical Accounting Estimates below and Note 2, “Summary of Significant Accounting Policies” to our consolidated financial statements included in our 2024 10-K.

Operating Expenses

External Provider Costs. External provider costs consist primarily of the costs for medical care provided by non-InnovAge providers. We separate external provider costs into four categories: inpatient (e.g., hospital), housing (e.g., assisted living and skilled nursing facility), outpatient and pharmacy. In aggregate, external provider costs represent the largest portion of our expenses.

Cost of Care, Excluding Depreciation and Amortization. Cost of care, excluding depreciation and amortization, includes the costs we incur to operate our care delivery model. This includes costs related to salaries, wages and benefits for IDT and other center-level staff, participant transportation, medical supplies, occupancy, insurance and other operating costs. IDT employees include medical doctors, registered nurses, social workers, physical, occupational, and speech therapists, nursing assistants, and transportation workers. Other center-level employees include clinic managers, dieticians, activity assistants and certified nursing assistants. Cost of care excludes any expenses associated with sales and marketing activities incurred at a local level as well as any allocation of our corporate, general and administrative expenses. A portion of our cost of care, including our employee-related costs, is directly related to the number of participants cared for in a center. The remainder of our cost of care is fixed relative to the number of participants we serve, such as occupancy and insurance expenses. As a result, as revenue increases due to census growth, cost of care, excluding depreciation and amortization, moderately decreases as a percentage of revenue. As we open new centers, we expect cost of care, excluding depreciation and amortization, to increase in absolute dollars due to higher census and facility related costs.

Sales and Marketing. Sales and marketing expenses consist of employee-related expenses, including salaries, commissions, and employee benefits costs, for all employees engaged in marketing, sales, community outreach and sales support as well as financial eligibility support for both prospective and existing participants. These employee-related expenses capture all costs for both our field-based and corporate sales and marketing teams. Sales and marketing expenses also include local and centralized advertising costs, as well as the infrastructure required to support our marketing efforts. We expect these costs to increase in absolute dollars over time as we continue to grow our participant census. We evaluate our sales and marketing expenses relative to our participant growth and will invest more heavily in sales and marketing from time-to-time to the extent we believe such investment can accelerate our growth without negatively affecting profitability.

Corporate, General and Administrative Expenses. Corporate, general and administrative expenses include employee-related expenses, including salaries and related costs. In addition, general and administrative expenses include all corporate technology and occupancy costs associated with our corporate office. We expect our general and administrative expenses

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to increase in absolute dollars due to the additional legal, accounting, insurance, investor relations and other costs that we incur as a public company, as well as other costs associated with compliance and continuing to grow our business. However, we anticipate general and administrative expenses to decrease as a percentage of revenue over the long term, although such expenses may fluctuate as a percentage of revenue from period to period due to the timing and amount of these expenses.

Depreciation and Amortization. Depreciation and amortization expenses are primarily attributable to our buildings and leasehold improvements and our equipment and vehicles. Depreciation and amortization are recorded using the straight-line method over the shorter of estimated useful life or lease terms, to the extent the assets are being leased.

For more information relating to the components of our results of operations, see Results of Operations below and Note 2 “Summary of Significant Accounting Policies” to our consolidated financial statements included in our 2024 10-K.

Results of Operations

The following table sets forth our consolidated results of operations for the periods presented:


	Three Months Ended December 31,				Six Months Ended December 31,
in thousands	2024		2023		2024		2023
Revenues
Capitation revenue	$	208,674	$	188,561	$	413,474	$	370,734
Other service revenue	325		337		667		648
Total revenues	208,999		188,898		414,141		371,382
Expenses
External provider costs	107,873		100,964		215,087		200,322
Cost of care, excluding depreciation and amortization	64,061		54,321		127,447		109,570
Sales and marketing	7,704		5,859		14,196		11,237
Corporate, general and administrative	28,103		25,249		55,638		54,197
Depreciation and amortization	5,319		4,290		10,730		8,559
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—
Total expenses	221,555		190,683		431,593		383,885
Operating Loss	(12,556)		(1,785)		(17,452)		(12,503)

Other Income (Expense)
Interest expense, net	(760)		(935)		(1,408)		(1,596)
Other income (expense)	(157)		874		80		1,517
Gain (loss) on equity method investment	16		(1,882)		16		(1,882)
Total other expense	(901)		(1,943)		(1,312)		(1,961)
Loss Before Income Taxes	(13,457)		(3,728)		(18,764)		(14,464)
Provision for Income Taxes	34		93		437		319
Net Loss	(13,491)		(3,821)		(19,201)		(14,783)
Less: net loss attributable to noncontrolling interests	(270)		(374)		(1,051)		(1,032)
Net Loss Attributable to InnovAge Holding Corp.	$	(13,221)	$	(3,447)	$	(18,150)	$	(13,751)

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Revenues


	Three Months Ended December 31,				Change				Six Months Ended December 31,				Change
	2024		2023		$		%		2024		2023		$		%
in thousands
Capitation revenue	$	208,674	$	188,561	$	20,113	10.7	%	$	413,474	$	370,734	$	42,740	11.5	%
Other service revenue	325		337		(12)		(3.6)	%	667		648		19		2.9	%
Total revenues	$	208,999	$	188,898	$	20,101	10.6	%	$	414,141	$	371,382	$	42,759	11.5	%

Capitation revenue. Capitation revenue was $208.7 million for the three months ended December 31, 2024, an increase of $20.1 million, or 10.7%, compared to $188.6 million for the three months ended December 31, 2023. This increase was driven by a $0.7 million, or 0.3%, increase in capitation rates coupled with $19.4 million, or 10.3%, increase in member months for the three months ended December 31, 2024 as compared to the three months ended December 31, 2023. The increase in capitation rates for the three months ended December 31, 2024 was primarily driven by (i) a 5.2% annual increase in Medicaid capitation rates as determined by the States partially offset by revenue reserve and (ii) a 1.6% decrease in Medicare capitation rates as a result of an out of cycle risk score true up payment received in the prior year. The increase in member months was primarily due to growth in our California and Colorado centers and to a lesser extent due to the addition of de novo centers in Florida and the Concerto acquisition.

Capitation revenue was $413.5 million for the six months ended December 31, 2024, an increase of $42.7 million, or 11.5%, compared to $370.7 million for the six months ended December 31, 2023. This increase was driven by a $6.2 million, or 1.5%, increase in capitation rates coupled with a $36.6 million, or 9.9%, increase in member months for the six months ended December 31, 2024 as compared to the six months ended December 31, 2023. The increase in capitation rates includes a 5.5% increase in Medicaid rates partially offset by revenue reserve and a 0.4% decrease in Medicare rates due to an out of cycle risk score true up payment received in the prior year.

Operating Expenses


	Three Months Ended December 31,				Change				Six Months Ended December 31,				Change
	2024		2023		$		%		2024		2023		$		%
in thousands
External provider costs	$	107,873	$	100,964	$	6,909	6.8%		$	215,087	$	200,322	$	14,765	7.4%
Cost of care (excluding depreciation and amortization)	64,061		54,321		9,740		17.9%		127,447		109,570		17,877		16.3%
Sales and marketing	7,704		5,859		1,845		31.5	%	14,196		11,237		2,959		26.3	%
Corporate, general, and administrative	28,103		25,249		2,854		11.3%		55,638		54,197		1,441		2.7%
Depreciation and amortization	5,319		4,290		1,029		24.0%		10,730		8,559		2,171		25.4%
Impairment of right-of-use asset and construction in progress	$	8,495	$	—	8,495		100.0%		$	8,495	$	—	8,495		100.0%
Total operating expenses	$	221,555	$	190,683	$	30,872			$	431,593	$	383,885	$	47,708

External provider costs. External provider costs were $107.9 million for the three months ended December 31, 2024, an increase of $6.9 million, or 6.8%, compared to $101.0 million for the three months ended December 31, 2023. The increase was driven by an increase of $10.4 million, or 10.3%, in member months partially offset by a decrease of $3.5 million, or 3.1% in cost per participant for the three months ended December 31, 2024 as compared to the three months ended December 31, 2023. The decrease in cost per participant for the three months ended December 31, 2024 was primarily driven by a decrease in inpatient, assisted living, permanent nursing facility, and short stay skilled nursing facility utilization coupled with a decrease in external hospice care associated with the transition of this function to internal clinical resources. This was partially offset by an increase in inpatient unit cost, an annual increase in pharmacy cost, and an annual increase in assisted living and permanent nursing facility unit cost.

External provider costs were $215.1 million for the six months ended December 31, 2024, an increase of $14.8 million, or 7.4%, compared to $200.3 million for the six months ended December 31, 2023. This increase was driven by an increase of $19.8 million, or 9.9%, in member months partially offset by a decrease of $5.0 million, or 2.3%, in cost per

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participant for the six months ended December 31, 2024 as compared to the six months ended December 31, 2023. The decrease in cost per participant was primarily driven by a decrease in inpatient, assisted living, permanent nursing facility and short stay skilled nursing facility utilization coupled with a decrease in external hospice care associated with the transition of this function to internal clinical resources. This was partially offset by an increase in inpatient unit cost, an annual increase in pharmacy cost, and an annual increase in assisted living and permanent nursing facility unit cost.

Cost of care (excluding depreciation and amortization). Cost of care (excluding depreciation and amortization) expense was $64.1 million for the three months ended December 31, 2024, an increase of $9.7 million, or 17.9%, compared to $54.3 million for the three months ended December 31, 2023, due to an increase of $4.1 million, or 6.9%, in cost per participant coupled with an increase of $5.6 million, or 10.3%, in member months. The increase for the three months ended December 31, 2024 as compared to the three months ended December 31, 2023 was primarily driven by (i) a $6.6 million increase in salaries, wages and benefits associated with increased headcount and higher wage rates, (ii) $0.9 million in contract provider expense in California associated with growth, (iii) $0.9 million in de novo occupancy and administrative expense associated with opening centers in Florida and the Concerto acquisition, and (iv) $0.8 million in increased software license fees.

Cost of care (excluding depreciation and amortization) expense was $127.4 million for the six months ended December 31, 2024, an increase of $17.9 million, or 16.3%, compared to $109.6 million for the six months ended December 31, 2023, due to an increase of $7.1 million, or 5.9%, in cost per participant coupled with an increase of $10.8 million, or 9.9%, in member months. The increase for the six months ended December 31, 2024 as compared to the six months ended December 31, 2023 was primarily driven by (i) a $12.3 million increase in salaries, wages, and benefits associated with increased headcount and higher wage rates, (ii) $1.6 million in increased software license fees, (iii) $1.6 million in de novo occupancy and administrative expense associated with opening centers in Florida and the Concerto acquisition, (iv) $1.5 million in contract provider expense in California associated with growth, and (v) $0.5 million in contract provider recruiting expense.

Sales and marketing. Sales and marketing expenses were $7.7 million for the three months ended December 31, 2024, an increase of $1.8 million, or 31.5%, compared to $5.9 million for the three months ended December 31, 2023, primarily due to increased headcount and marketing expense to support growth.

Sales and marketing expenses were $14.2 million for the six months ended December 31, 2024, an increase of $3.0 million, or 26.3%, compared to $11.2 million for the six months ended December 31, 2023 primarily due to increased headcount and marketing spend to support growth.

Corporate, general and administrative. Corporate, general and administrative expenses were $28.1 million for the three months ended December 31, 2024, an increase of $2.9 million, or 11.3%, compared to $25.2 million for the three months ended December 31, 2023. This increase for the three months ended December 31, 2024 as compared to the three months ended December 31, 2023 was primarily due to (i) $1.9 million increase in employee compensation and benefits as the result of an increase in headcount and wage rates to support compliance and bolster organizational capabilities, (ii) $0.9 million in consulting expense primarily in support of the pharmacy acquisition, (iii) $0.7 million in fees associated with claims payment integrity audits, (iv) $0.4 million increase in software license fees, and (v) $0.5 million in recruiting fees. These increases in cost were partially offset by (i) $1.4 million reduction in consulting expense associated with improving organizational capabilities including the transition to a new electronic medical record ("EMR") system and (ii) $0.5 million reduction in insurance expense.

Corporate, general and administrative expenses were $55.6 million for the six months ended December 31, 2024, an increase of $1.4 million, or 2.7%, compared to $54.2 million for the six months ended December 31, 2023. This increase for the six months ended December 31, 2024 as compared to the six months ended December 31, 2023 was primarily due to (i) $4.3 million increase in employee compensation and benefits as the result of an increase in headcount and wage rates to support compliance and bolster organizational capabilities, (ii) $0.9 million in fees associated with claims payment integrity audits, (iii) $0.6 million in recruiting fees (iv) $0.5 million in consulting expense, and (v) $0.4 million increase in software license fees. These increases in cost were partially offset by (i) $4.0 million reduction in consulting expense associated with improving organizational capabilities including the transition to a new EMR system and (ii) $1.0 million reduction in insurance expense.

Impairment of right-of-use ("ROU") asset and construction in progress. Impairment of ROU asset and construction in progress were $8.5 million for each of the three and six months ended December 31, 2024. This increase was due to the Company recording a $1.4 million impairment of operating lease ROU assets and a $7.1 million impairment of

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construction in progress during each of the three and six months ended December 31, 2024, related to halting developments to a previously planned de novo center in Louisville, Kentucky that the Company is no longer pursuing. There were no impairments recorded during the three and six months ended December 31, 2023.

Other Expense


	Three Months Ended December 31,				Change			Six Months Ended December 31,				Change
	2024		2023		$		%	2024		2023		$		%
in thousands
Interest expense, net	$	(760)	$	(935)	$	175	(18.7)%	$	(1,408)	$	(1,596)	$	188	(11.8)%

Other income (expense)	(157)		874		(1,031)		(118.0)%	80		1,517		(1,437)		(94.7)%
Gain (loss) on equity method investment	16		(1,882)		1,898		(100.9)%	16		(1,882)		1,898		(100.9)%
Total other expense	$	(901)	$	(1,943)	$	1,042		$	(1,312)	$	(1,961)	$	649

Interest expense, net. Interest expense, net, consists primarily of interest payments on our outstanding borrowings, net of interest income earned on our cash and cash equivalents and restricted cash. Interest expense, net was $0.8 million for the three months ended December 31, 2024, a decrease of $0.2 million, or 18.7%, compared to $0.9 million for the three months ended December 31, 2023. The decrease for the three months ended December 31, 2024 as compared to the three months ended December 31, 2023 was primarily due to interest expense of $1.6 million, which was partially offset by interest income of $0.9 million from money market funds for the three months ended December 31, 2024. Interest expense of $1.8 million was partially offset by interest income of $0.9 million during the three months ended December 31, 2023.

Interest expense, net was $1.4 million for the six months ended December 31, 2024, a decrease of $0.2 million, or 11.8%, compared to $1.6 million for the six months ended December 31, 2023. This decrease for the six months ended December 31, 2024 as compared to the six months ended December 31, 2023 was due to interest expense of $3.4 million, which was partially offset by interest income of $2.0 million from money market funds for the six months ended December 31, 2024. Interest expense of $3.6 million was partially offset by interest income of $2.0 million during the six months ended December 31, 2023.

Other income (expense). Other income (expense) consists primarily of the net proceeds received from the sale of or disposal of property and equipment and unrealized gains and losses related to short-term investments. Other income for the three months ended December 31, 2024 decreased $1.0 million, or 118.0%, compared to the three months ended December 31, 2023. The decrease was primarily due to unrealized gains of $0.1 million for the three months ended December 31, 2024 compared to unrealized gains of $0.2 million for the three months ended December 31, 2023.

Other income (expense) for the six months ended December 31, 2024 decreased $1.4 million, or 94.7%, compared to the six months ended December 31, 2023. This decrease was primarily due to dividends received of $1.2 million during the six months ended December 31, 2023 compared to none in the current period.

Gain (loss) on equity method investment. Gain (loss) in equity method investment was negligible for the three and six months ended December 31, 2024, an increase of $1.9 million, or 100.9%, compared to $1.9 million for the three and six months ended December 31, 2023. The increase was due to the recognized impairment losses of $1.9 million related to our minority equity investment in Jetdoc during the three and six months ended December 31, 2023.

Provision for Income Taxes

The Company and its subsidiaries calculate federal and state income taxes currently payable and for deferred income taxes arising from temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured pursuant to enacted tax laws and rates applicable to periods in which those temporary differences are expected to be recovered or settled. The impact on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment. The members of InnovAge Senior Housing Thornton, LLC ("SH1") and InnovAge Sacramento have elected to be taxed as partnerships, and no provision (benefit) for income taxes for SH1 or InnovAge Sacramento is included in the condensed consolidated financial statements. Further, the Company entered into a joint venture called InnovAge Florida PACE –

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Orlando on May 28, 2024 and its members elected to be taxed as a partnership. No provision (benefit) for income taxes for InnovAge Orlando is included in the condensed consolidated financial statements for activity occurring from joint venture formation date through the balance of the fiscal year.

A valuation allowance is provided to the extent that it is more likely than not that deferred tax assets will not be realized. Tax benefits from uncertain tax positions are recognized when it is more likely than not that the position will be sustained upon examination based on the technical merits of the position. The amount recognized is measured as the largest amount of benefit that has a greater than 50% likelihood of being realized upon settlement. The Company recognizes interest and penalty expense associated with uncertain tax positions as a component of provision (benefit) for income taxes.

During the three months ended December 31, 2024 and 2023, we reported an income tax expense of $0.03 million and $0.1 million, respectively. During the six months ended December 31, 2024 and 2023, we reported an income tax expense of $0.4 million and $0.3 million, respectively. The decrease of $0.1 million for the six months ended December 31, 2024 compared to the six months ended December 31, 2023, was primarily due to (i) our pretax book loss recognized during the six months ended December 31, 2024, as compared to pretax book loss recognized during the six months ended December 31, 2023, (ii) a discrete item to account for the impact of the decreasing Pennsylvania tax rate on our state deferred tax liabilities, and (iii) the change in our valuation allowance.

Net Loss Attributable to Noncontrolling Interests.

SH1 is a Variable Interest Entity (“VIE”). The Company is the primary beneficiary of SH1 and consolidates SH1. The Company is the primary beneficiary of SH1 because it has the power to direct the activities that are most significant to SH1 and has an obligation to absorb losses or the right to receive benefits from SH1. The most significant activity of SH1 is the operation of the housing facility. The Company has provided a subordinated loan to SH1 and has provided a guarantee for the convertible term loan held by SH1. The SH1 interest is reflected within equity as noncontrolling interests. Our share of earnings is recorded in the consolidated statements of operations and the share of the other noncontrolling interest holders’ earnings are recorded as net loss attributable to noncontrolling interests.

Key Business Metrics and Non-GAAP Measures

In addition to our GAAP financial information, we review a number of operating and financial metrics, including the following key metrics and non-GAAP measures, to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans and make strategic decisions. We believe these metrics provide additional perspective and insights when analyzing our core operating performance from period to period and evaluating trends in historical operating results. These key business metrics and non-GAAP measures should not be considered superior to, or a

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substitute for, and should be read in conjunction with, the GAAP financial information presented herein. These measures may not be comparable to similarly-titled performance indicators used by other companies.


	Six months ended December 31,
	2024			2023
	dollars in thousands
Key Business Metrics:
Centers(a)	20			18
Census(a)(b)	7,480			6,780
Total Member Months(a)(b)	43,580			39,670

Center-level Contribution Margin(c)	$	71,607		$	61,490
Center-level Contribution Margin as a % of revenue(c)	17.3		%	16.6		%

GAAP Measures:
Net loss	$	(19,201)		$	(14,783)
Net loss margin	(4.6)		%	(4.0)		%

Non-GAAP Measures:
Adjusted EBITDA(c)	$	12,346		$	8,280
Adjusted EBITDA Margin(c)	3.0		%	2.2		%

________________________

(a)The Company operated 20 PACE centers as of December 31, 2024. Includes InnovAge Sacramento and InnovAge Orlando, which the Company owns and controls through joint ventures and are consolidated in our financial statements.

(b)Amounts are approximate.

(c)Center-level Contribution Margin, Center-level Contribution Margin as a percentage of revenue, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures. For a definition and reconciliation of these non-GAAP measures to the most closely comparable GAAP measures for the period indicated, see below.

Centers

We define our centers as those centers open for business and attending to participants at the end of a particular period.

Census

Our census is comprised of our capitated participants for whom we are financially responsible for their total healthcare costs.

Total Member Months

We define Total Member Months as the total number of participants multiplied by the number of months within a year in which each participant was enrolled in our program. We believe this is a useful metric as it more precisely tracks the number of participants we serve throughout the year.

Center-level Contribution Margin

The Company's management uses Center-level Contribution Margin as the measure for assessing performance of its operating segments. We define Center-level Contribution Margin as total revenues less external provider costs and cost of care, excluding depreciation and amortization, which includes all medical and pharmacy costs. For purposes of evaluating Center-level Contribution Margin on a center-by-center basis, we do not allocate our sales and marketing expenses or corporate, general and administrative expenses across our centers. Center-level Contribution Margin was $71.6 million and $61.5 million for the six months ended December 31, 2024 and 2023, respectively. The increase in Center-level Contribution Margin for the six months ended December 31, 2024 compared to the six months ended December 31, 2023 was primarily due to a 11.5% increase in total revenue, offset by a 10.5% increase in external provider costs and cost of

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care, excluding depreciation and amortization, during the same period. For more information relating to Center-level Contribution Margin, see Note 14 “Segment Reporting” to our condensed consolidated financial statements. A reconciliation of Center-level Contribution Margin to loss before income taxes, the most directly comparable GAAP measure, for each of the periods is as follows:



	Six Months Ended December 31, 2024							Six Months Ended December 31, 2023
(In thousands)	PACE		All other(a)		Totals			PACE		All other(a)		Totals
Capitation revenue	$	413,474	$	—	$	413,474		$	370,734	$	—	$	370,734
Other service revenue	174		493		667			153		495		648
Total revenues	413,648		493		414,141			370,887		495		371,382
External provider costs	215,087		—		215,087			200,322		—		200,322
Cost of care, excluding depreciation and amortization	127,150		297		127,447			109,267		303		109,570
Center-Level Contribution Margin	71,411		196		71,607			61,298		192		61,490
Overhead costs(b)	69,834		—		69,834			65,425		9		65,434
Depreciation and amortization	10,499		231		10,730			8,334		225		8,559
Impairment of right-of-use asset and construction in progress	8,495		—		8,495			—		—		—
Interest expense, net	(1,320)		(88)		(1,408)			(1,506)		(90)		(1,596)
Other income (expense)	80		—		80			1,517		—		1,517
Gain (loss) on equity method investment	16		—		16			(1,882)		—		(1,882)
Loss Before Income Taxes	$	(18,641)	$	(123)	$	(18,764)		$	(14,332)	$	(132)	$	(14,464)
Loss Before Income Taxes as a % of revenue					(4.5)		%					(3.9)		%
Center- Level Contribution Margin as a % of revenue					17.3		%					16.6		%

_________________________________

(b)Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

Adjusted EBITDA and Adjusted EBITDA Margin

We define Adjusted EBITDA as net loss adjusted for interest expense, net, other investment income, depreciation and amortization, and provision (benefit) for income tax as well as addbacks for non-recurring expenses or exceptional items, including charges relating to management equity compensation, litigation costs and settlements, M&A diligence, transaction and integration, business optimization, EMR implementation, impairment of ROU asset and construction in progress, and loss on minority equity interest. Adjusted EBITDA margin is Adjusted EBITDA expressed as a percentage of our total revenue. For the six months ended December 31, 2024 and 2023, net loss was $19.2 million and $14.8 million, respectively, representing a year-over-year decrease of 29.9%. Adjusted EBITDA was $12.3 million and $8.3 million, for the six months ended December 31, 2024 and 2023, respectively, representing a year-over-year increase of 49.1%. For the six months ended December 31, 2024, net loss margin was 4.6%, as compared to net loss margin of 4.0% for the six months ended December 31, 2023. For the six months ended December 31, 2024, our Adjusted EBITDA margin was 3.0%, as compared to our Adjusted EBITDA margin for the six months ended December 31, 2023 of 2.2%. The increase in Adjusted EBITDA and Adjusted EBITDA margin was primarily due to (i) increased capitation rates and (ii) lower per participant external provider costs, partially offset by (i) increased center-level headcount and wage rates associated with census growth and a competitive labor market and (ii) increased sales and marketing and corporate, general and administrative expense.

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Adjusted EBITDA and Adjusted EBITDA margin are supplemental measures of operating performance monitored by management that are not defined under GAAP and that do not represent, and should not be considered as, an alternative to net loss and net loss margin, respectively, as determined by GAAP. We believe that Adjusted EBITDA and Adjusted EBITDA margin are appropriate measures of operating performance because the metrics eliminate the impact of revenue and expenses that do not relate to our ongoing business performance and certain noncash expenses, allowing us to more effectively evaluate our core operating performance and trends from period to period. We believe that Adjusted EBITDA and Adjusted EBITDA margin help investors and analysts in comparing our results across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. These non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation from, or as a substitute for, the analysis of other GAAP financial measures, including net loss and net loss margin. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed to imply that our future results will be unaffected by the types of items excluded from the calculation of Adjusted EBITDA. The use of the term Adjusted EBITDA varies from others in our industry. Effective for the year ended June 30, 2024 and going forward, the Company revised its calculation of Adjusted EBITDA to no longer exclude de novo center development costs and to reflect the impact of other investment income. The presentation for the six months ended December 31, 2023 has been recast to conform to the current presentation.

A reconciliation of net loss to Adjusted EBITDA, the most directly comparable GAAP measure, for each of the periods is as follows:


	Three months ended December 31,				Six months ended December 31,
	2024		2023		2024		2023

Net loss	$	(13,491)	$	(3,821)	$	(19,201)	$	(14,783)
Interest expense, net	760		935		1,408		1,596
Other investment income(a)	141		(871)		(95)		(1,198)
Depreciation and amortization	5,319		4,290		10,730		8,559
Provision for income tax	34		93		437		319
Stock-based compensation	1,873		1,766		4,035		3,589
Litigation costs and settlement(b)	1,405		198		4,464		1,905
M&A diligence, transaction and integration(c)	1,275		284		1,380		174
Business optimization(d)	58		774		693		2,933
EMR implementation(e)	—		1,370		—		3,304
Impairment of right-of-use asset and construction in progress(f)	8,495		—		8,495		—
Loss on minority equity interest(g)	—		1,882		—		1,882
Adjusted EBITDA	$	5,869	$	6,900	$	12,346	$	8,280

________________________

(a)Reflects investment income related to short-term investments included in our consolidated statement of operations. Effective for the year ended June 30, 2024 and going forward, the Company has revised the calculation for Adjusted EBITDA to reflect the impact of investment income. The presentation for the three and six months ended December 31, 2023 has been recast to reflect the impact of other investment income.

(b)Reflects charges/(credits) related to litigation by stockholders, litigation related to de novo center, and civil investigative demands. Refer to Note 9, "Commitments and Contingencies" to our condensed consolidated financial statements for more information regarding litigation by stockholders and civil investigative demands. Costs reflected consist of litigation costs considered one-time in nature and outside of the ordinary course of business based on the following considerations which we assess regularly: (i) the frequency of similar cases that have been brought to date, or are expected to be brought within two years, (ii) complexity of the case, (iii) nature of the remedies sought, (iv) litigation posture of the Company, (v) counterparty involved, and (vi) the Company's overall litigation strategy.

(c)Reflects charges related to M&A transaction and integrations. The presentation for the three and six months ended December 31, 2023 has been recast to no longer exclude de novo center development costs.

(d)Reflects charges related to business optimization initiatives. Such charges relate to one-time investments in projects designed to enhance our technology and compliance systems and improve and support the efficiency and effectiveness of our operations.

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For the three months ended December 31, 2024, this primarily includes costs related to other non-recurring projects aimed at reducing costs and improving efficiencies. For the six months ended December 31, 2024, this includes (i) $0.4 million of costs associated with organizational restructure and (ii) $0.3 million related to other non-recurring projects aimed at reducing costs and improving efficiencies. For the three months ended December 31, 2023, this includes (i) $0.4 million of costs associated with third party consultants as we implement our core provider initiatives, assess our risk-bearing capabilities, and strengthen our enterprise capabilities and (ii) $0.4 million related to other non-recurring projects aimed at reducing costs and improving efficiencies. For the six months ended December 31,2023, this includes (i) $2.2 million of costs associated with third party consultants as we implement our core provider initiatives, assess our risk-bearing capabilities, and strengthen our enterprise capabilities, (ii) $0.3 million of costs associated with organizational restructure, and (iii) $0.4 million related to other non-recurring projects aimed at reducing costs and improving efficiencies.

(e)Reflects non-recurring expenses relating to the implementation of a new EMR vendor.

(f)Reflects impairment charges related to ROU asset and construction in progress related to halting developments to a previously planned de novo center in Louisville, Kentucky that the Company is no longer pursuing.

(g)Reflects impairment charges related to our minority equity interest in Jetdoc, Inc.

Liquidity and Capital Resources

General

To date, we have financed our operations principally through cash flows from operations and through borrowings under our credit facilities, and from the sale of common stock in our IPO that occurred in March 2021. As of December 31, 2024, we had cash and cash equivalents of $46.1 million, a decrease of $10.8 million from June 30, 2024. The decrease in cash and cash equivalents was primarily due to timing of cash receipts for services provided and share repurchase activity. Our cash and cash equivalents primarily consist of highly liquid investments in demand deposit accounts and cash.

Our capital resources are generally used to fund (i) debt service requirements, the majority of which relate to the quarterly principal payments of the Term Loan Facility (as defined below) due 2026, (ii) finance and operating lease obligations, which are generally paid on a monthly basis and include maturities through 2028 and 2032, respectively, (iii) the operations of our business, (iv) income tax payments, which are generally due on a quarterly and annual basis, (v) capital additions, which include acquisitions and de novo centers, and (vi) share repurchases authorized under the Board approved program. We also plan to continue investing in resources and initiatives to provide necessary and quality services to our participants. Collectively, these obligations are expected to represent a significant liquidity requirement of our Company on both a short-term (next 12 months) and long-term (beyond 12 months) basis.

As of December 31, 2024, we had $64.1 million of long-term debt outstanding. As of December 31, 2024, we had future minimum operating lease payments under non-cancellable leases through the year 2037 of $38.8 million. We also had non-cancellable finance lease agreements with third parties through the year 2028 with future minimum payments of $19.5 million. For additional information, see Note 7, “Leases”, Note 8, “Long-Term Debt”, and Note 9, “Commitments and Contingencies” in our condensed consolidated financial statements.

We believe that our cash and cash equivalents and our cash flows from operations, available funds, and access to financing sources, including our Revolving Credit Facility (each discussed and defined below), will be sufficient to fund our operating and capital needs for the next 12 months and beyond. We have based this estimate on assumptions that may prove to be wrong, and we could use our available capital resources sooner than we currently expect. Our actual results could vary because of, and our future capital requirements will depend on, many factors, including our growth rate, our ability to retain and grow the number of PACE participants, and the expansion of sales and marketing activities and other costs of operating the business. We may in the future enter into arrangements to acquire or invest in complementary businesses, services and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, or if we cannot expand our operations or otherwise capitalize on our business opportunities because we lack sufficient capital, our business, results of operations, and financial condition would be adversely affected.

On March 8, 2021, the Company entered into a credit agreement (as amended, the "2021 Credit Agreement") that consists of a senior secured term loan (the “Term Loan Facility”) of $75.0 million principal amount and a revolving credit facility (the “Revolving Credit Facility”) of $100.0 million maximum borrowing capacity. The borrowing capacity under the Revolving Credit Facility is subject (i) any issued amounts under our letters of credit and (ii) applicable covenant compliance restrictions and any other conditions precedent to borrowing. Principal on the Term Loan Facility is paid each calendar quarter in an amount equal to 1.25% of the initial term loan on closing date.

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Outstanding principal amounts under the 2021 Credit Agreement accrue interest at a variable interest rate. As of December 31, 2024, the interest rate on the Term Loan Facility was 6.94%. Under the terms of the 2021 Credit Agreement, the Revolving Credit Facility fee accrues at 0.25% of the average daily unused amount and is paid quarterly. As of December 31, 2024, we had no borrowings outstanding, $5.2 million of letters of credit issued, and $94.8 million of remaining borrowing capacity under the Revolving Credit Facility. As of December 31, 2024, we also had $2.2 million principal amount outstanding under our convertible term loan. Monthly principal and interest payments for the convertible term loan are approximately $0.02 million, and the loan bears interest at an annual rate of 6.68%. The remaining principal balance is due upon maturity, which is August 20, 2030.

For more information about our debt, see Note 8 “Long-Term Debt” to our condensed consolidated financial statements.

Other than with respect to share repurchases, we currently intend to retain substantially all available funds and any future earnings to fund the development and growth of our business and to repay indebtedness, and do not anticipate paying any cash dividends in the foreseeable future.

Condensed Consolidated Statements of Cash Flows

Our condensed consolidated statements of cash flows for the six months ended December 31, 2024 and 2023 are summarized as follows:


	Six months ended December 31,
	2024		2023		$ Change
in thousands
Net cash used in operating activities	$	(763)	$	(42,279)	$	41,516
Net cash provided by (used in) investing activities	1,610		(26,252)		27,862
Net cash used in financing activities	(11,716)		(4,638)		(7,078)
Net change in cash, cash equivalents and restricted cash	$	(10,869)	$	(73,169)	$	62,300

Operating Activities. The change in net cash used in operating activities for the six months ended December 31, 2024 compared to the six months ended December 31, 2023 was primarily due to the net effect of (i) net loss of $19.2 million in the current year period compared to a net loss of $14.8 million in the prior year period, as described further above, and (ii) a decrease in accounts receivable primarily attributable to the timing of receipt of payments for certain Medicaid receivables.

Investing Activities. The change in net cash provided by (used in) investing activities for the six months ended December 31, 2024 compared to the six months ended December 31, 2023 was primarily due to the effect of (i) the $23.9 million acquisition of the two de novo centers acquired from Concerto in the prior year period and (ii) a $3.3 million increase in proceeds from the sale of short-term investments in the current year period compared to the prior year period.

Financing activities. The increase in net cash used in financing activities for the six months ended December 31, 2024 compared to the six months ended December 31, 2023 was primarily due to $5.9 million used for the repurchase of the Company's stock in the current year period.

Emerging Growth Company and Smaller Reporting Company

We qualify as an “emerging growth company” pursuant to the provisions of the Jumpstart Our Business Startups (“JOBS”) Act and a “smaller reporting company” as defined by the Exchange Act. For as long as we are an “emerging growth company” or a “smaller reporting company,” we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” or “smaller reporting companies,” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act, only being required to present two years of audited financial statements, plus unaudited condensed consolidated financial statements for applicable interim periods and the related discussion in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” reduced disclosure obligations regarding executive compensation in our periodic reports, proxy statements and registration statements, exemptions from

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the requirements of holding non-binding advisory “say-on-pay” votes on executive compensation and stockholder advisory votes on golden parachute compensation.

In addition, under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies. We intend to take advantage of the longer phase-in periods for the adoption of new or revised financial accounting standards under the JOBS Act until we are no longer an emerging growth company. Our election to use the phase-in periods permitted by this election may make it difficult to compare our financial statements to those of non-emerging growth companies and other emerging growth companies that have opted out of the longer phase-in periods permitted under the JOBS Act and who will comply with new or revised financial accounting standards. If we were to subsequently elect instead to comply with public company effective dates, such election would be irrevocable pursuant to the JOBS Act.

Critical Accounting Estimates

The discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from these estimates under different assumptions or conditions, impacting our reported results of operations and financial condition.

Certain accounting estimates involve significant judgments and assumptions by management, which have a material impact on the carrying value of assets and liabilities and the recognition of income and expenses. We consider these accounting estimates to be critical accounting estimates. The estimates and assumptions used by management are based on historical experience and other factors, which are believed to be reasonable under the circumstances.

For a description of our estimates regarding our critical accounting estimates, see “Critical Accounting Estimates” in the 2024 10-K.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of exposure due to potential changes in inflation or interest rates. We do not hold financial instruments for trading purposes.

Interest rate risk

As of December 31, 2024, we had total outstanding debt of $61.9 million in principal amount under the Term Loan Facility, $2.2 million under the convertible term loan, and no outstanding debt under the Revolving Credit Facility (each as defined in Note 8, “Long-Term Debt” to our condensed consolidated financial statements). As of June 30, 2024, we had total outstanding debt of $63.8 million in principal amount under the Term Loan Facility and $2.2 million under the convertible term loan. As of December 31, 2024, the interest rate on the Term Loan Facility was 6.94%. We are exposed to changes in interest rates as a result of our variable-rate borrowings under the 2021 Credit Agreement. Generally, the Company may designate specific borrowings under the 2021 Credit Agreement as either base rate borrowings or Secured Overnight Financing Rate (“SOFR”) borrowings. We amended our 2021 Credit Agreement during fiscal year 2024 to replace the London Interbank Offered Rate (“LIBOR”) reference rate with SOFR prior to the discontinuance of LIBOR. As of December 31, 2024, based on our secured net leverage ratio, the margins of our borrowings under the Term Loan Facility and Revolving Credit Facility (as defined in Note 8, “Long-Term Debt” to our condensed consolidated financial statements) were all SOFR borrowings.

We had cash and cash equivalents of $46.1 million and $56.9 million as of December 31, 2024 and June 30, 2024, respectively, which are deposited with high credit quality financial institutions and are primarily in demand deposit accounts.

Our cash and cash equivalents and interest payments in respect of our debt are subject to market risk due to changes in interest rates. We do not believe that an increase or decrease in interest rates of 100 basis points would have a material effect on our business, financial condition or results of operations.

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We had short-term investments of $40.8 million and $45.8 million as of December 31, 2024 and June 30, 2024, respectively, which are primarily invested in managed income funds managed by major financial institutions. The funds mainly invest in investment grade, U.S. denominated short-term fixed and floating rate debt securities. Securities are subject to market risk and sensitive to changes in interest rates. While the instruments held by the funds are generally less sensitive to interest rate changes than instruments with longer maturities due to their short-term nature, the funds may face a heightened level of interest rate risk due to changes in monetary policy. During periods when interest rates are low or negative, the funds yields, and total returns may also be low, or the funds may be unable to maintain positive returns. We do not believe that an increase or decrease in interest rates of 100 basis points would have a material effect on these short-term investments.

Inflation risk

Based on our analysis of the periods presented, we believe that inflation has not had a material effect on our operating results. There can be no assurance that future inflation will not have an adverse impact on our operating results and financial condition.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this Report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of December 31, 2024.

Changes in Internal Control Over Financial Reporting

There have been no changes in internal control over financial reporting during the quarter ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings

For information regarding our material pending legal proceedings, refer to Note 9 “Commitments and Contingencies” to our Condensed Consolidated Financial Statements located in Item 1 of Part I of this Quarterly Report on Form 10-Q.

Item 1.A Risk Factors

Information regarding our risk factors is disclosed in Item 1A of our 2024 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

Stock repurchases during the three months ended December 31, 2024 were as follow:


Period	Total Number of Shares Purchased(a)	Average Price Paid per Share(b)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(a)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs(a)
October 1 - 31, 2024	74,516	$	5.84	435,089	$	2,012,342
November 1 - 30, 2024	41,594	5.48		227,858	1,784,484
December 1 - 31, 2024	83,813	4.49		376,372	1,408,112
Total	199,923	5.20		1,039,319

___________________________________

(a)On June 10, 2024, the Company’s Board of Directors announced the approval of a share repurchase program authorizing the repurchase of up to $5.0 million of the Company’s common stock, with no expiration date. On September 26, 2024, the Board announced the authorization of an additional $2.5 million shares of the Company's common stock available for repurchase under the program. For further information regarding stock repurchase activity, see Note 16. "Share Repurchase Program" to our Condensed Consolidated Financial Statements located in Item I of Part I of this Quarterly Report on Form 10-Q.

(b)Average price paid per share does not include costs associated with the repurchases.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

The following is a list of all exhibits filed or furnished as part of this report:

EXHIBIT INDEX


Exhibit No.						Description

3.1						Second Amended and Restated Certificate of Incorporation of InnovAge Holding Corp., filed March 3, 2021 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 8, 2021).

3.2*						Certificate of A mendment to the Second Amended and Restated Certificate of Incorporation of InnovAge Holding Corp.

3.3						Amended and Restated Bylaws of InnovAge Holding Corp., effective March 3, 2021 (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed with the SEC on March 8, 2021).

10.1						Employment Agreement, dated October 31, 2024, by and between Total Community Options, Inc. and Michael Scarbrough (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the SEC on November 4, 2024).

10.2						Class B Unit Award Agreement, effective November 4, 2024, by and between TCO Group Holdings, L.P. and Michael Scarbrough (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed with the SEC on November 4, 2024).

10.3						Transition and Separation Agreement, dated as of October 31, 2024, by and between Total Community Options, Inc. and Christine Bent (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed with the SEC on November 4, 2024).

10.4						Amended Employment Agreement, dated as of October 31, 2024, by and between Total Community Options, Inc. and Patrick Blair (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed with the SEC on November 4, 2024).

31.1*						Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*						Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1†						Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2†						Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101						The following financial information from InnovAge Holding Corp's Quarterly Report on Form 10-Q for the quarter ended December 31, 2024 formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) the Condensed Consolidated Balance Sheets (unaudited), (ii) the Condensed Consolidated Statements of Operations (unaudited), (iii) the Condensed Consolidated Statements of Stockholders' Equity (unaudited), (iv) the Condensed Consolidated Statements of Cash Flows (unaudited), and (v) Notes to the Condensed Consolidated Financial Statements (unaudited).

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104						Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

________________________

*Filed herewith.

†The certifications furnished in Exhibit 32.1 and Exhibit 32.2 hereto are deemed “furnished” with this Quarterly Report on Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, duly authorized.


	INNOVAGE HOLDING CORP.

Date: February 4, 2025	By:	/s/ Benjamin C. Adams
	Name:	Benjamin C. Adams
	Title:	Chief Financial Officer (Duly Authorized Officer and Principal Financial and Accounting Officer)

Delaware The First State Page 1 5862513 8100 Authentication: 205064062 SR# 20244398302 Date: 12-07-24 You may verify this certificate online at corp.delaware.gov/authver.shtml I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF “INNOVAGE HOLDING CORP.”, FILED IN THIS OFFICE ON THE FIFTH DAY OF DECEMBER, A.D. 2024, AT 12:06 O`CLOCK P.M. Exhibit 3.2

Exhibit 31.1

Certification Pursuant to Section 302 of Sarbanes-Oxley Act of 2002

I, Patrick Blair, certify that:

1.I have reviewed this quarterly report on Form 10-Q of InnovAge Holding Corp.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: February 4, 2025
	By:	/s/ Patrick Blair
	Name:	Patrick Blair
	Title:	Chief Executive Officer

Exhibit 31.2

Certification Pursuant to Section 302 of Sarbanes-Oxley Act of 2002

I, Benjamin C. Adams, certify that:

1.I have reviewed this quarterly report on Form 10-Q of InnovAge Holding, Corp.;

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: February 4, 2025


	By:	/s/ Benjamin C. Adams
	Name:	Benjamin C. Adams
	Title:	Chief Financial Officer

Exhibit 32.1

Certification of Chief Executive Officer

Pursuant to Rule 18 U.S.C. Section 1350

In connection with the Quarterly Report on Form 10-Q of InnovAge Holding Corp. (the “Company”) for the fiscal quarter ended December 31, 2024 as filed with the U.S. Securities and Exchange Commission (the “Report”), I, Patrick Blair, Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date: February 4, 2025


	By:	/s/ Patrick Blair
	Name:	Patrick Blair
	Title:	Chief Executive Officer

Exhibit 32.2

Certification of Chief Financial Officer

Pursuant to Rule 18 U.S.C. Section 1350

In connection with the Quarterly Report on Form 10-Q of InnovAge Holding Corp. (the “Company”) for the fiscal quarter ended December 31, 2024 as filed with the U.S. Securities and Exchange Commission (the “Report”), I, Benjamin C. Adams, Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date: February 4, 2025


	By:	/s/ Benjamin C. Adams
	Name:	Benjamin C. Adams
	Title:	Chief Financial Officer

Cover - shares	6 Months Ended
Cover - shares	Dec. 31, 2024	Jan. 31, 2025
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Dec. 31, 2024
Document Transition Report	false
Entity File Number	001-40159
Entity Registrant Name	InnovAge Holding Corp.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-0710819
Entity Address, Address Line One	8950 E. Lowry Boulevard
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80230
City Area Code	844
Local Phone Number	803-8745
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	INNV
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		135,243,747
Entity Central Index Key	0001834376
Current Fiscal Year End Date	--06-30
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Current Assets
Cash and cash equivalents	$ 46,078	$ 56,946
Short-term investments	40,775	45,833
Restricted cash	13	14
Accounts receivable, net of allowance ($756 – December 31, 2024 and $6,729 – June 30, 2024)	49,759	48,106
Prepaid expenses	28,003	18,919
Income tax receivable	3,324	3,324
Total current assets	167,952	173,142
Noncurrent Assets
Property and equipment, net	179,024	193,022
Operating lease assets	25,293	28,416
Investments	2,645	2,645
Deposits and other	5,713	5,949
Goodwill	139,949	139,949
Other intangible assets, net	4,208	4,538
Total noncurrent assets	356,832	374,519
Total assets	524,784	547,661
Current Liabilities
Accounts payable and accrued expenses	58,048	55,459
Reported and estimated claims	59,268	55,404
Due to Medicaid and Medicare	13,857	15,197
Current portion of long-term debt	3,795	3,795
Current portion of finance lease obligations	5,246	4,599
Current portion of operating lease obligations	4,759	4,145
Total current liabilities	144,973	138,599
Noncurrent Liabilities
Deferred tax liability, net	7,896	7,460
Finance lease obligations	8,965	12,743
Operating lease obligations	23,849	26,275
Other noncurrent liabilities	1,353	1,298
Long-term debt, net of debt issuance costs	59,795	61,478
Total liabilities	246,831	247,853
Commitments and Contingencies (See Note 9)
Redeemable Noncontrolling Interests (See Note 4)	21,611	22,200
Stockholders’ Equity
Common stock, $0.001 par value; 500,000,000 authorized as of December 31, 2024 and June 30, 2024; 136,395,383 issued and 135,349,150 outstanding as of December 31, 2024 and 136,152,858 issued and 136,116,299 outstanding as of June 30, 2024	136	136
Treasury stock at cost, 1,046,233 and 36,559 shares as of December 31, 2024 and June 30, 2024, respectively	(6,092)	(179)
Additional paid-in capital	340,874	337,615
Retained deficit	(86,461)	(68,311)
Total InnovAge Holding Corp.	248,457	269,261
Noncontrolling interests	7,885	8,347
Total stockholders’ equity	256,342	277,608
Total liabilities and stockholders’ equity	$ 524,784	$ 547,661

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Statement of Financial Position [Abstract]
Allowance for loss	$ 756	$ 6,729
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock authorized (in shares)	500,000,000	500,000,000
Common stock issued (in shares)	136,395,383	136,152,858
Common stock outstanding (in shares)	135,349,150	136,116,299
Treasury stock at cost (in shares)	1,046,233	36,559

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Revenues
Total revenues	$ 208,999,000	$ 188,898,000	$ 414,141,000	$ 371,382,000
Expenses
External provider costs	107,873,000	100,964,000	215,087,000	200,322,000
Cost of care, excluding depreciation and amortization	64,061,000	54,321,000	127,447,000	109,570,000
Sales and marketing	7,704,000	5,859,000	14,196,000	11,237,000
Corporate, general and administrative	28,103,000	25,249,000	55,638,000	54,197,000
Depreciation and amortization	5,319,000	4,290,000	10,730,000	8,559,000
Impairment of right-of-use asset and construction in progress	8,495,000	0	8,495,000	0
Total expenses	221,555,000	190,683,000	431,593,000	383,885,000
Operating Loss	(12,556,000)	(1,785,000)	(17,452,000)	(12,503,000)
Other Income (Expense)
Interest expense, net	(760,000)	(935,000)	(1,408,000)	(1,596,000)
Other income (expense)	(157,000)	874,000	80,000	1,517,000
Gain (loss) on equity method investment	16,000	(1,882,000)	16,000	(1,882,000)
Total other expense	(901,000)	(1,943,000)	(1,312,000)	(1,961,000)
Income (Loss) Before Income Taxes	(13,457,000)	(3,728,000)	(18,764,000)	(14,464,000)
Provision for Income Taxes	34,000	93,000	437,000	319,000
Net Loss	(13,491,000)	(3,821,000)	(19,201,000)	(14,783,000)
Less: net loss attributable to noncontrolling interests	(270,000)	(374,000)	(1,051,000)	(1,032,000)
Net Loss Attributable to InnovAge Holding Corp.	$ (13,221,000)	$ (3,447,000)	$ (18,150,000)	$ (13,751,000)
Weighted-average number of common shares outstanding - basic (in shares)	135,439,668	135,887,613	135,604,751	135,839,007
Weighted-average number of common shares outstanding - diluted (in shares)	135,439,668	135,887,613	135,604,751	135,839,007
Net loss per share - basic (in dollars per share)	$ (0.10)	$ (0.03)	$ (0.13)	$ (0.10)
Net loss per share - diluted (in dollars per share)	$ (0.10)	$ (0.03)	$ (0.13)	$ (0.10)
Capitation revenue
Revenues
Total revenues	$ 208,674,000	$ 188,561,000	$ 413,474,000	$ 370,734,000
Other service revenue
Revenues
Total revenues	$ 325,000	$ 337,000	$ 667,000	$ 648,000

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Capital Stock	Additional Paid-in Capital	Retained Earnings (Deficit)	Treasury Stock	Noncontrolling Interests
Balances, Beginning (in shares) at Jun. 30, 2023		135,639,845
Balances, Beginning at Jun. 30, 2023	$ 302,092	$ 136	$ 332,107	$ (35,944)	$ 0	$ 5,793
Treasury Stock, Beginning (in shares) at Jun. 30, 2023					0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		359,401
Stock-based compensation	3,589		3,589
Tax withholding related to net share settlements of stock-based compensation awards (in shares)		(106,176)
Tax withholding related to net share settlements of stock-based compensation awards	(634)		(634)
Net loss	(13,906)			(13,751)		(155)
Balances, Ending (in shares) at Dec. 31, 2023		135,893,070
Balances, Ending at Dec. 31, 2023	291,141	$ 136	335,062	(49,695)	$ 0	5,638
Treasury Stock, Ending (in shares) at Dec. 31, 2023					0
Beginning balance at Jun. 30, 2023	12,708
Redeemable non-controlling interests (Temporary Equity)
Net loss	(877)
Ending balance at Dec. 31, 2023	11,831
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	(14,783)
Balances, Beginning (in shares) at Sep. 30, 2023		135,884,840
Balances, Beginning at Sep. 30, 2023	292,909	$ 136	333,316	(46,248)	$ 0	5,705
Treasury Stock, Beginning (in shares) at Sep. 30, 2023					0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		11,552
Stock-based compensation	1,766		1,766
Tax withholding related to net share settlements of stock-based compensation awards (in shares)		(3,322)
Tax withholding related to net share settlements of stock-based compensation awards	(20)		(20)
Net loss	(3,514)			(3,447)		(67)
Balances, Ending (in shares) at Dec. 31, 2023		135,893,070
Balances, Ending at Dec. 31, 2023	291,141	$ 136	335,062	(49,695)	$ 0	5,638
Treasury Stock, Ending (in shares) at Dec. 31, 2023					0
Beginning balance at Sep. 30, 2023	12,138
Redeemable non-controlling interests (Temporary Equity)
Net loss	(307)
Ending balance at Dec. 31, 2023	11,831
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	$ (3,821)
Balances, Beginning (in shares) at Jun. 30, 2024	136,116,299	136,116,299
Balances, Beginning at Jun. 30, 2024	$ 277,608	$ 136	337,615	(68,311)	$ (179)	8,347
Treasury Stock, Beginning (in shares) at Jun. 30, 2024	36,559				36,559
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		370,963
Stock-based compensation	$ 4,035		4,035
Tax withholding related to net share settlements of stock-based compensation awards (in shares)		(128,438)
Tax withholding related to net share settlements of stock-based compensation awards	(776)		(776)
Shares repurchased at cost (in shares)		1,009,674			1,009,674
Shares repurchased at cost	(5,913)				$ (5,913)
Net loss	$ (18,612)			(18,150)		(462)
Balances, Ending (in shares) at Dec. 31, 2024	135,349,150	135,349,150
Balances, Ending at Dec. 31, 2024	$ 256,342	$ 136	340,874	(86,461)	$ (6,092)	7,885
Treasury Stock, Ending (in shares) at Dec. 31, 2024	1,046,233				1,046,233
Beginning balance at Jun. 30, 2024	$ 22,200
Redeemable non-controlling interests (Temporary Equity)
Net loss	(589)
Ending balance at Dec. 31, 2024	21,611
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	(19,201)
Balances, Beginning (in shares) at Sep. 30, 2024		135,538,698
Balances, Beginning at Sep. 30, 2024	269,053	$ 136	339,048	(73,240)	$ (5,000)	8,109
Treasury Stock, Beginning (in shares) at Sep. 30, 2024					837,372
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation (in shares)		29,344
Stock-based compensation	1,873		1,873
Tax withholding related to net share settlements of stock-based compensation awards (in shares)		(10,031)
Tax withholding related to net share settlements of stock-based compensation awards	(47)		(47)
Shares repurchased at cost (in shares)		208,861			208,861
Shares repurchased at cost	(1,092)				$ (1,092)
Net loss	$ (13,445)			(13,221)		(224)
Balances, Ending (in shares) at Dec. 31, 2024	135,349,150	135,349,150
Balances, Ending at Dec. 31, 2024	$ 256,342	$ 136	$ 340,874	$ (86,461)	$ (6,092)	$ 7,885
Treasury Stock, Ending (in shares) at Dec. 31, 2024	1,046,233				1,046,233
Beginning balance at Sep. 30, 2024	$ 21,657
Redeemable non-controlling interests (Temporary Equity)
Net loss	(46)
Ending balance at Dec. 31, 2024	21,611
Redeemable non-controlling interests (Temporary Equity)
Net Income (Loss)	$ (13,491)

Condensed Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Operating Activities
Net loss	$ (19,201,000)	$ (14,783,000)
Adjustments to reconcile net loss to net cash used in operating activities
Gain (loss) on disposal of assets	15,000	(21,000)
Provision for uncollectible accounts	524,000	2,881,000
Depreciation and amortization	10,730,000	8,559,000
Operating lease rentals	3,107,000	2,346,000
Impairment of right-of-use asset and construction in progress	8,495,000	0
Amortization of deferred financing costs	215,000	215,000
Stock-based compensation	4,035,000	3,589,000
Loss on minority equity interest investment	0	1,882,000
Deferred income taxes	437,000	319,000
Other, net	709,000	9,000
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable, net	(2,176,000)	(21,430,000)
Prepaid expenses	(9,084,000)	3,014,000
Deposits and other	(629,000)	(1,396,000)
Accounts payable and accrued expenses	2,717,000	(2,245,000)
Reported and estimated claims	3,864,000	4,137,000
Due to Medicaid and Medicare	(1,340,000)	1,122,000
Operating lease liabilities	(3,181,000)	(2,362,000)
Deferred revenue	0	(28,115,000)
Net cash used in operating activities	(763,000)	(42,279,000)
Investing Activities
Purchases of property and equipment	(3,543,000)	(4,157,000)
Purchases of short-term investments	(1,147,000)	(1,179,000)
Proceeds from sale of short-term investments	6,300,000	3,000,000
Acquisition of business	0	(23,916,000)
Net cash provided by (used in) investing activities	1,610,000	(26,252,000)
Financing Activities
Payments for finance lease obligations	(3,130,000)	(2,107,000)
Principal payments on long-term debt	(1,898,000)	(1,897,000)
Repurchase of equity securities	(5,912,000)	0
Taxes paid related to net settlements of stock-based compensation awards	(776,000)	(634,000)
Net cash used in financing activities	(11,716,000)	(4,638,000)
DECREASE IN CASH, CASH EQUIVALENTS & RESTRICTED CASH	(10,869,000)	(73,169,000)
CASH, CASH EQUIVALENTS & RESTRICTED CASH, BEGINNING OF PERIOD	56,960,000	127,265,000
CASH, CASH EQUIVALENTS & RESTRICTED CASH, END OF PERIOD	46,091,000	54,096,000
Supplemental Cash Flows Information
Interest paid	2,305,000	1,254,000
Income taxes paid	1,000	0
Property and equipment included in accounts payable	161,000	470,000
Property and equipment purchased under finance leases	$ 0	$ 113,000

Business	6 Months Ended
Business	Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business	Business InnovAge Holding Corp. and its subsidiaries (“InnovAge” or the "Company") are headquartered in Denver, Colorado. The Company’s participant-centered care delivery approach is designed to improve the quality of care the Company’s participants receive, while keeping them in their homes for as long as safely possible. Through the Company’s Program of All-Inclusive Care for the Elderly (“PACE”) program, the Company fulfills a broad range of medical and ancillary services for seniors, including in-center services such as primary care, physical therapy, occupational therapy, speech therapy, dental services, mental health and psychiatric services, meals, and activities; transportation to and from the PACE center and third-party medical appointments; and care management. The Company manages its business as one reportable segment, PACE. As of December 31, 2024, the Company served approximately 7,480 PACE participants, making it the largest PACE provider in the United States of America (the “U.S.”) based upon participants served, and operated 20 PACE centers across California, Colorado, Florida, New Mexico, Pennsylvania and Virginia. PACE is a fully-capitated managed care program, which serves the frail elderly, and predominantly dual-eligible, population in a community-based service model. We define dual-eligible seniors as individuals who are 55+ and qualify for benefits under both Medicare and Medicaid. InnovAge provides all needed healthcare services through an all-inclusive, coordinated model of care, and the Company is at risk for 100% of healthcare costs incurred with respect to the care of its participants. PACE programs receive capitation payments directly from Medicare Parts C and D, Medicaid, Veterans Administration (“VA”), and private pay sources. Additionally, under the Medicare Prescription Drug Plan, the Centers for Medicare and Medicaid Services (“CMS”) share part of the risk for providing prescription medication to the Company’s participants. The Company’s common stock is traded on the Nasdaq Stock Market LLC under the ticker symbol “INNV”.

Summary of Significant Accounting Policies

6 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Preparation and Principles of Consolidation

The Company does not have any components of comprehensive income and comprehensive income is equal to net loss reported in the statements of operations for all periods presented.

Property and Equipment

Property and equipment were comprised of the following as of December 31, 2024 and June 30, 2024:


dollars in thousands	Estimated Useful Lives	December 31, 2024		June 30, 2024
Land	N/A	$	11,970	$	11,970
Buildings and leasehold improvements	10 - 40 years	156,158		156,064
Software	3 - 5 years	31,009		30,678
Equipment and vehicles	3 - 7 years	70,161		69,495
Construction in progress	N/A	6,859		12,234
		276,157		280,441
Less: accumulated depreciation and amortization		(97,133)		(87,419)
Total property and equipment, net		$	179,024	$	193,022

Recent Accounting Pronouncements Not Yet Adopted

Segment Reporting

Income Taxes

The Company does not expect that any other recently issued accounting guidance will have a significant effect on its condensed consolidated financial statements.

Revenue Recognition

6 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Capitation Revenue and Accounts Receivable

The Company disaggregates capitation revenue from the following sources for the six months ended:


	December 31,
	2024		2023
Medicaid	56	%	55	%
Medicare	44	%	45	%

Total	100	%	100	%


	December 31, 2024		June 30, 2024
Medicaid	80	%	71	%
Medicare	11	%	22	%
Private pay and other	9	%	7	%
Total	100	%	100	%

Other Service Revenue and Accounts Receivable

Cost and Equity Method Investments	6 Months Ended
Cost and Equity Method Investments	Dec. 31, 2024
Investments, Debt and Equity Securities [Abstract]
Cost and Equity Method Investments	Cost and Equity Method Investments The Company held cost method investments of $2.6 million as of both December 31, 2024 and June 30, 2024. Nonconsolidated Entities Cost Method Investments The Company maintains one investment that is accounted for using the cost method. The Company's ownership interest is less than 20% of the voting stock of the investment and the Company does not have the ability to exercise significant influence over the operating and financial policies of the investments. The investment does not have a readily determinable fair value and the Company has elected to record the investments at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. During the three and six months ended December 31, 2024 and 2023, there were no observable price changes or impairment recorded. Jetdoc In August 2021, the Company acquired a minority interest equal to 806,481 shares of the outstanding common stock of Jetdoc, Inc. (“Jetdoc”), a telehealth and virtual urgent care app dedicated to effectively connecting users with medical professionals, for cash consideration of $2.0 million. We determined that indicators of impairment were present as of December 31, 2023, and recognized an impairment loss of $1.9 million during the three months then ended. During the three months ended March 31, 2024, we determined that the remaining balance of our investment in Jetdoc was impaired and recognized an additional impairment loss of $0.1 million. During the three and six months ended December 31, 2023, there were no observable price changes or impairments recorded. As of December 31, 2024, the Company did not have any ownership interest in Jetdoc. DispatchHealth On June 14, 2019, the Company invested $1.5 million in DispatchHealth Holdings, Inc. ("DispatchHealth"), through the purchase of a portion of its outstanding Series B Preferred Stock. On April 2, 2020, the Company invested an additional $1.1 million through the purchase of a portion of its outstanding Series C Preferred Stock. As of December 31, 2024, the balance of the Company’s investment was $2.6 million, which represents the maximum exposure to loss. The investment does not have a readily determinable fair value and the Company has elected to record the investment at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer. During the three and six months ended December 31, 2024 and 2023, there were no observable price changes or impairments. Equity Method Investments Pinewood Lodge Through May 2, 2024, the Company’s operations included a Senior Housing unit that primarily included the accounts of Continental Community Housing (“CCH”), a wholly-owned subsidiary of the Company and the general partner of Pinewood Lodge, LLLP (“PWD”), which was organized to develop, construct, own, maintain, and operate certain apartment complexes intended for rental to low-income elderly individuals aged 62 or older. PWD was accounted for using the equity method of accounting. As of December 31, 2023, the balance of the Company’s investment in PWD was $0.8 million, which represented the maximum exposure to loss. On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit. On May 2, 2024, PWD closed on the sale of its Senior Housing property for $9.5 million. Upon completion of the sale, PWD ceased providing senior housing services and in June 2024 was dissolved. Following the dissolution, the remaining proceeds from the sale were distributed in accordance with the partnership agreement and as otherwise agreed by the partners. Consolidated Entities Controlling Interest InnovAge Florida PACE – Orlando On May 28, 2024, the Company entered into a joint venture with Orlando Health (“OHI”) to develop and manage PACE centers to serve communities in Orlando, Florida. In connection with the joint venture, OHI, InnovAge Orlando PACE II, LLC ("InnovAge Orlando"), the joint venture, and the Company entered into a Contribution Agreement pursuant to which OHI made a cash contribution of $2.9 million to InnovAge Orlando for a proportionate 10% interest ownership. The Company's total contribution was $26.1 million for its controlling membership interest of 90%. As a result, the joint venture’s results are consolidated in the Company’s condensed consolidated financial statements. Noncontrolling Interest Senior Housing The Company’s operations include a 0.01% partnership interest in InnovAge Senior Housing Thornton, LLC (“SH1”), which was organized to develop, construct, own, maintain, and operate certain apartment complexes intended for rental to low-income elderly individuals aged 62 or older. SH1 is a Variable Interest Entity ("VIE"). The Company is the primary beneficiary of SH1 and consolidates SH1 as it has the power to direct the activities that are most significant to SH1 and has an obligation to absorb losses or the right to receive benefits from SH1. The most significant activity of SH1 is the operation of the senior housing facility. The Company has provided a subordinated loan to SH1 and has provided a guarantee for a convertible term loan held by SH1. Redeemable Noncontrolling Interest InnovAge Sacramento On March 18, 2019, in connection with the formation of InnovAge Sacramento, the joint venture with Adventist Health System/West (“Adventist”) and Eskaton Properties, Incorporated (“Eskaton”), the Company contributed $9.0 million in cash and land valued at $4.2 million for a 59.9% membership interest in the joint venture. Adventist contributed $5.8 million in cash and Eskaton contributed $3.0 million in cash for membership interests of 26.4% and 13.7%, respectively. In fiscal year 2021, the Company made an additional contribution of $0.1 million and obtained an additional 0.1% membership interest in the joint venture, which resulted in the Company obtaining control and consolidating InnovAge Sacramento as of January 1, 2021. The InnovAge California PACE-Sacramento LLC Limited Liability Company Agreement (the “JV Agreement”) includes numerous provisions whereby, if certain conditions are met, the joint venture may be required to purchase, at fair market value, certain members’ interests or certain members may be required to purchase, at fair market value, the interests of certain other members. The Company’s investment in InnovAge Sacramento includes a put right for the noncontrolling interest holders to require the Company to repurchase the interest of the noncontrolling interest holders at fair value, after the initial term of the management services agreement in 2028. As of December 31, 2024, none of the conditions specified in the JV Agreement had been met. Accordingly, these put rights held by the noncontrolling interests of the joint venture are required to be presented as temporary equity and are recorded as redeemable noncontrolling interests on our condensed consolidated balance sheets. As of December 31, 2024 and June 30, 2024, the Company's redeemable noncontrolling interest was recorded at fair value of $21.6 million and $22.2 million, respectively.

Fair Value Measurements

6 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

The three levels of inputs that may be used to measure fair value are:

Level 1Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date

Level 2Quoted prices in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the assets or liabilities

Level 3Unobservable inputs to the valuation techniques that are significant to the fair value measurements of the assets or liabilities

The following table shows the Company’s cash, cash equivalents and marketable securities by significant investment category as of December 31, 2024 and June 30, 2024:


	December 31, 2024
in thousands	Amortized Cost		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	44,187	$	44,187	$	44,187	$	—
Level 1
Money market funds	1,891		1,891		1,891		—
Mutual funds	40,408		40,775		—		40,775
Total	$	86,486	$	86,853	$	46,078	$	40,775

	June 30, 2024
in thousands	Amortized Cost		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	25,793	$	25,793	$	25,793	$	—
Level 1
Money market funds	31,153		31,153		31,153		—
Mutual funds	45,556		45,833		—		45,833
Total	$	102,502	$	102,779	$	56,946	$	45,833

Recurring Measurements

Goodwill and Intangible Assets

6 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill amounted to $139.9 million at each of December 31, 2024 and June 30, 2024. Goodwill is not amortized.

Intangible assets consisted of the following as of:


in thousands	December 31, 2024		June 30, 2024
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets	2,000		2,000
Total intangible assets	8,600		8,600
Accumulated amortization	(4,392)		(4,062)
Balance as of end of period	$	4,208	$	4,538

Leases

6 Months Ended

Dec. 31, 2024

Leases [Abstract]

Leases

Leasing Arrangements as Lessee

The following table presents the components of our ROU assets and their classification in our Balance Sheet as of:


Component of Lease Balances	Balance Sheet Line Items	December 31, 2024		June 30, 2024
in thousands
Assets:
Operating lease assets	Operating lease assets	$	25,293	$	28,416
Finance lease assets	Property and equipment, net	14,182		15,908
Total leased assets		$	39,475	$	44,324

The following table presents the components of our lease cost and the classification of such costs in our condensed consolidated statements of operations for the six months ended December 31:


		Six Months Ended December 31,
Component of Lease Cost	Statements of Operations Line Items	2024		2023
in thousands
Operating lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	$	1,560	$	2,382
Finance lease expense:
Amortization of leased assets	Depreciation and amortization	2,609		2,301
Interest on lease liabilities	Interest expense, net	—		—
Variable lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	4		52
Short-term lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	65		94
Total lease expense		$	4,238	$	4,829

The following table includes the weighted-average lease terms and discount rates for operating and finance leases as of December 31:


Weighted average remaining lease term:	December 31, 2024	December 31, 2023
Operating leases	7.2 years	14.7 years
Finance leases	3.1 years	3.5 years


Weighted average discount rate:	December 31, 2024		December 31, 2023
Operating leases	6.87	%	12.85	%
Finance leases	7.84	%	7.95	%

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to December 31, 2024:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2025	$	6,218	$	6,613	$	12,831
2026	6,062		5,389		11,451
2027	5,757		4,514		10,271
2028	4,967		2,461		7,428
2029	4,112		555		4,667
Thereafter	11,651		—		11,651
Total lease payments	38,767		19,532		58,299
Less liability accretion / imputed interest	(10,159)		(5,321)		(15,480)
Total lease liabilities	28,608		14,211		42,819
Less: Current lease liabilities	4,759		5,246		10,005
Total long-term lease liabilities	$	23,849	$	8,965	$	32,814

Leases

Leasing Arrangements as Lessee

The following table presents the components of our ROU assets and their classification in our Balance Sheet as of:


Component of Lease Balances	Balance Sheet Line Items	December 31, 2024		June 30, 2024
in thousands
Assets:
Operating lease assets	Operating lease assets	$	25,293	$	28,416
Finance lease assets	Property and equipment, net	14,182		15,908
Total leased assets		$	39,475	$	44,324

The following table presents the components of our lease cost and the classification of such costs in our condensed consolidated statements of operations for the six months ended December 31:


		Six Months Ended December 31,
Component of Lease Cost	Statements of Operations Line Items	2024		2023
in thousands
Operating lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	$	1,560	$	2,382
Finance lease expense:
Amortization of leased assets	Depreciation and amortization	2,609		2,301
Interest on lease liabilities	Interest expense, net	—		—
Variable lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	4		52
Short-term lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	65		94
Total lease expense		$	4,238	$	4,829

The following table includes the weighted-average lease terms and discount rates for operating and finance leases as of December 31:


Weighted average remaining lease term:	December 31, 2024	December 31, 2023
Operating leases	7.2 years	14.7 years
Finance leases	3.1 years	3.5 years


Weighted average discount rate:	December 31, 2024		December 31, 2023
Operating leases	6.87	%	12.85	%
Finance leases	7.84	%	7.95	%

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to December 31, 2024:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2025	$	6,218	$	6,613	$	12,831
2026	6,062		5,389		11,451
2027	5,757		4,514		10,271
2028	4,967		2,461		7,428
2029	4,112		555		4,667
Thereafter	11,651		—		11,651
Total lease payments	38,767		19,532		58,299
Less liability accretion / imputed interest	(10,159)		(5,321)		(15,480)
Total lease liabilities	28,608		14,211		42,819
Less: Current lease liabilities	4,759		5,246		10,005
Total long-term lease liabilities	$	23,849	$	8,965	$	32,814

Long-Term Debt

6 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Long-Term Debt

Long-term debt consisted of the following at December 31, 2024 and June 30, 2024:


	December 31, 2024		June 30, 2024
	in thousands
Senior secured borrowings:
Term Loan Facility	$	61,875	$	63,750
Convertible term loan	2,215		2,239
Total debt	64,090		65,989
Less: unamortized debt issuance costs	500		716
Less: current maturities	3,795		3,795
Noncurrent maturities	$	59,795	$	61,478

2021 Credit Agreement

Convertible Term Loan

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Professional Liability The Company pays fixed premiums for annual professional liability insurance coverage under a claims-made policy. Under such policy, only claims made and reported to the insurer are covered during the policy term, regardless of when the incident giving rise to the claim occurred. The Company records claim liabilities and expected recoveries, if any, at gross amounts. The Company is not currently aware of any unasserted claims or unreported incidents that are expected to exceed medical malpractice insurance coverage limits. Litigation From time to time, the Company may be involved in various legal proceedings and be subject to claims. The Company regularly evaluates the status of claims and legal proceedings in which it is involved in order to assess whether a loss is probable or there is a reasonable possibility that a loss may have been incurred, and to determine whether accruals are appropriate. The Company expenses legal costs as such costs are incurred. Civil Investigative Demands In July 2021, the Company received a civil investigative demand from the Attorney General for the State of Colorado under the Colorado Medicaid False Claims Act. The demand requested information and documents regarding Medicaid billing, patient services and referrals in connection with the Company’s PACE program in Colorado. The Company continues to fully cooperate with the Attorney General. The Company is currently unable to predict the outcome of this investigations. In February 2022, the Company received a civil investigative demand from the Department of Justice (“DOJ”) under the Federal False Claims Act on similar subject matter. The demand requested information and documents regarding audits, billing, orders tracking, and quality and timeliness of patient services in connection with the Company’s PACE programs in the states where the Company operated as of 2022 (California, Colorado, New Mexico, Pennsylvania, and Virginia). In December 2022, the Company received a supplemental civil investigative demand requesting supplemental information on the same matters. The Company and the DOJ have begun discussions to understand their respective positions on this matter. At this time, the Company is unable to predict the outcome of these discussions. In October 2024, the Company received a civil investigative demand from the DOJ under the Federal False Claims Act on a similar subject matter. The demand requests information and documents regarding the Company's relationship as a PACE provider with residential care facilities in California, Colorado, Virginia and New Mexico, related housing costs, and enrollment practices. The Company is fully cooperating with the DOJ and producing the requested information and documentation. The Company is currently unable to predict the outcome of this investigations. Stockholder Lawsuits On October 14, 2021, and subsequently amended on June 21, 2022, the Company was named as a defendant in a putative class action complaint filed in the District Court for the District of Colorado on behalf of individuals who purchased or acquired shares of the Company’s common stock during a specified period (the "Securities Action"). Through the complaint, plaintiffs are asserting claims against the Company, certain of the Company’s officers and directors, Apax Partners, L.P., Welsh, Carson, Anderson & Stowe and the underwriters in the Company’s IPO, alleging violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 for making allegedly inaccurate and misleading statements and omissions in connection with the Company’s IPO and subsequent earnings calls and public filings, and seeking compensatory damages, among other things. On September 13, 2022, the Company and the officer and director defendants and Apax Partners, L.P. and Welsh, Carson, Anderson & Stowe filed a motion to dismiss the amended complaint for failure to state a claim upon which relief can be granted. On December 22, 2023, the District Court granted in part and denied in part the motion to dismiss. On September 17, 2024, plaintiffs filed a second amended complaint to add four additional defendants, WCAS Management Corporation, WCAS Management, L.P., WCAS Management, LLC, and TCO Group Holdings, L.P., renames Apax Partners, L.P. as Apax Partners US LLC and drops Welsh, Carson, Anderson & Stowe as a defendant. On October 25, 2024, WCAS Management Corporation, WCAS Management, L.P., and WCAS Management, LLC filed a motion to dismiss plaintiffs' second amended complaint. On January 10, 2025, the District Court entered an amended order granting plaintiffs' motion to certify a class pursuant to the Federal Rules of Civil Procedure, Rule 23(b)(3). The action is currently stayed as to WCAS Management Corporation, WCAS Management L.P., and WCAS Management, LLC but otherwise continues to be in discovery. On April 20, 2022, the Board of Directors of the Company received a books and records demand pursuant to Section 220 of the Delaware General Corporation Law, from a purported stockholder of the Company, Brian Hall, in connection with the stockholder’s investigation of, among other matters, potential breaches of fiduciary duty, mismanagement, self-dealing, corporate waste or other violations of law by the Company’s Board with respect to these matters. On May 15, 2023, Mr. Hall filed a lawsuit in the Delaware Court of Chancery asserting derivative claims for breach of fiduciary duty against certain of the Company’s current and former officers and directors generally relating to alleged failures by the defendants to take remedial actions to address the matters that resulted in sanctions by CMS at certain of the Company’s centers, and alleged misstatements in the Company’s public filings relating to those matters. On June 28, 2023, upon stipulation of the parties, the court entered an order staying the litigation pending the resolution of the motion to dismiss in the Securities Action or upon fifteen days’ notice by any party to the litigation. On January 22, 2024, upon stipulation of the parties, the court entered an order further staying the litigation pending the close of fact discovery in the Securities Action. We are currently unable to predict the outcome of these matters. Because the results of legal proceedings and claims are inherently unpredictable and uncertain, we are currently unable to predict whether the legal proceedings we are involved in will, either individually or in the aggregate, have a material adverse effect on our business, financial condition, or cash flows. The outcomes of legal proceedings and claims could be material to the Company’s operating results for any particular period, depending in part, upon the operating results of such period. Regardless of the outcome, litigation has the potential to have an adverse impact on us due to any related defense and settlement costs, diversion of management resources, and other factors.

Stock-based Compensation

6 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation


	Three months ended December 31,				Six months ended December 31,
	2024		2023		2024		2023
	in thousands				in thousands

Stock options	$	180	$	216	$	367	$	439
Profits interests units	159		253		332		629
Restricted stock units	1,534		1,297		3,336		2,521
Total stock-based compensation expense	$	1,873	$	1,766	$	4,035	$	3,589

2020 Equity Incentive Plan

Profits Interests


		2024
Expected volatility		63.0	%
Expected life (years) - time vesting units		1.8
Interest rate		4.18	%
Dividend yield		—
Weighted-average fair value	$	1.43
Fair value of underlying stock	$	5.67

A summary of profits interests activity for the six months ended December 31, 2024 is as follows:


Time-based unit awards	Number of units	Weighted average grant date fair value

Outstanding balance, June 30, 2024	1,287,113	$	5.52
Granted	325,000	$	5.67
Forfeited	—	$	—
Vested	(433,917)	$	1.30
Outstanding balance, December 31, 2024	1,178,196	$	7.12


Performance-based unit awards	Number of units	Weighted average grant date fair value

Outstanding balance, June 30, 2024	1,371,671	$	1.55
Granted	325,000	$	0.99
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	1,696,671	$	1.44

2021 Omnibus Incentive Plan

Restricted Stock Units

A summary of time-based vesting restricted stock units activity for the six months ended December 31, 2024 is as follows:


Restricted stock units - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	2,864,319	$	8.15
Granted	159,869	$	5.67
Forfeited	(203,528)	$	6.08
Vested	(367,492)	$	6.15
Outstanding balance, December 31, 2024	2,453,168	$	8.45

A summary of performance based vesting restricted stock units activity for the six months ended December 31, 2024 is as follows:


Restricted stock units - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	258,767	$	5.18
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	258,767	$	5.18

Nonqualified Stock Options

A summary of time-based vesting stock option activity for the six months ended December 31, 2024 is as follows:


Stock options - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	554,499	$	1.77
Granted	—	$	—
Forfeited	—	$	—
Exercised	—	$	—
Expired	—	$	—
Outstanding balance, December 31, 2024	554,499	$	1.77

Exercisable balance, December 31, 2024	415,872	$	0.21

A summary of performance-based vesting stock option activity for the six months ended December 31, 2024 is as follows:


Stock options - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	776,299	$	3.08
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	776,299	$	3.08

Acquisitions

6 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Acquisitions

represents the estimated future economic benefits arising from expected growth opportunities for the Company and is not deductible for income tax purposes.


	Preliminary allocation		Measurement period adjustments		Adjusted allocation
	in thousands

Cash Consideration	$	23,916	$	—	$	23,916
Total Consideration	$	23,916	$	—	$	23,916

Accounts receivable, net	$	563	$	(124)	$	439
Prepaid expenses	330		739		1,069
Property and equipment, net	7,969		—		7,969
Operating lease assets	6,892		923		7,815
Goodwill	17,348		(1,616)		15,732
Deposits and other	343		—		343
Accounts payable and accrued expenses	(353)		78		(275)
Reported and estimated claims	(111)		—		(111)
Operating lease obligations	(8,941)		—		(8,941)
Finance lease obligations	(124)		—		(124)
Fair value of assets and liabilities	$	23,916	$	—	$	23,916

Income Taxes	6 Months Ended
Income Taxes	Dec. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company recorded an income tax expense of $0.03 million and $0.1 million for the three months ended December 31, 2024 and 2023, respectively. The Company recorded an income tax expense of $0.4 million and $0.3 million for the six months ended December 31, 2024 and December 31, 2023, respectively. This represents an effective tax rate of (0.3)% and (2.5)% for the three months ended December 31, 2024 and 2023, respectively. This represents an effective tax rate of (2.3)% and (2.2)% for the six months ended December 31, 2024 and December 31, 2023, respectively. The effective rate for the six months ended December 31, 2024 was different from the federal statutory rate primarily due to the Company’s book loss offset partially by disallowed officers’ compensation under Internal Revenue Code (“IRC”) Section 162(m), disallowed stock options related to the profit interest units, exclusion of losses from entities not subject to tax, lobbying expenses, a change to the Pennsylvania tax rate, and the increase in the Company's valuation allowance against net operating losses which occurred during the three-month period. The Company assesses the valuation allowance recorded against deferred tax assets at each reporting date. The determination of whether a valuation allowance for deferred tax assets is appropriate requires the evaluation of positive and negative evidence that can be objectively verified. Consideration must be given to all sources of taxable income available to realize deferred tax assets, including, as applicable, the future reversal of existing temporary differences, future taxable income forecasts exclusive of the reversal of temporary differences and carryforwards, taxable income in carryback years and tax planning strategies. In estimating income taxes, the Company assesses the relative merits and risks of the appropriate income tax treatment of transactions taking into account statutory, judicial, and regulatory guidance. As of the six-month period ended December 31, 2024, the Company determined that it is not “more likely than not” that the deferred tax assets associated with certain state net operating losses will be realized and as such continues to maintain a valuation allowance against these state deferred tax assets. The Company also determined it is not "more likely than not" that the deferred tax assets associated with certain federal net operating losses will be realized and as such has included a valuation allowance against these federal deferred tax assets. The Company has provided $22.5 million at December 31, 2024 and $15.9 million at June 30, 2024, as a valuation allowance against its deferred tax assets for federal and state net operating losses and state 163(j) interest expense limitations where there is not sufficient positive evidence to substantiate that these deferred tax assets will be realized at a more-likely-than-not level of assurance.

Earnings per Share

6 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Earnings per Share

The following table sets forth the computation of basic and diluted net loss per common share:


	Three months ended December 31,				Six months ended December 31,
in thousands, except share values	2024		2023		2024		2023
Net loss attributable to InnovAge Holding Corp.	$	(13,221)	$	(3,447)	$	(18,150)	$	(13,751)
Weighted average common shares outstanding (basic)	135,439,668		135,887,613		135,604,751		135,839,007
EPS (basic)	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

Dilutive shares	—		—		—		—
Weighted average common shares outstanding (diluted)	135,439,668		135,887,613		135,604,751		135,839,007
EPS (diluted)	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

Segment Reporting

6 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment Reporting

The following table summarizes the operating results regularly provided to the CODM by segment for the three months ended December 31, 2024 and 2023:


	December 31, 2024						December 31, 2023
(In thousands)	PACE		All other(a)		Totals		PACE		All other(a)		Totals
Capitation revenue	$	208,674	$	—	$	208,674	$	188,561	$	—	$	188,561
Other service revenue	77		248		325		68		269		337
Total revenues	208,751		248		208,999		188,629		269		188,898
External provider costs	107,873		—		107,873		100,964		—		100,964
Cost of care, excluding depreciation and amortization	63,916		145		64,061		54,171		150		54,321
Center-Level Contribution Margin	36,962		103		37,065		33,494		119		33,613
Overhead costs(b)	35,807		—		35,807		31,108		—		31,108
Depreciation and amortization	5,204		115		5,319		4,178		112		4,290
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—		—		—
Interest expense, net	(716)		(44)		(760)		(890)		(45)		(935)
Other income (expense)	(157)		—		(157)		874		—		874
Gain (loss) on equity method investment	16		—		16		(1,882)		—		(1,882)
Loss Before Income Taxes	$	(13,401)	$	(56)	$	(13,457)	$	(3,690)	$	(38)	$	(3,728)


The following table summarizes the operating results regularly provided to the CODM by reportable segment for the six months ended December 31, 2024 and 2023:

	December 31, 2024						December 31, 2023
in thousands	PACE		All other(a)		Totals		PACE		All other(a)		Totals
Capitation revenue	$	413,474	$	—	$	413,474	$	370,734	$	—	$	370,734
Other service revenue	174		493		667		153		495		648
Total revenues	413,648		493		414,141		370,887		495		371,382
External provider costs	215,087		—		215,087		200,322		—		200,322
Cost of care, excluding depreciation and amortization	127,150		297		127,447		109,267		303		109,570
Center-Level Contribution Margin	71,411		196		71,607		61,298		192		61,490
Overhead costs(b)	69,834		—		69,834		65,425		9		65,434
Depreciation and amortization	10,499		231		10,730		8,334		225		8,559
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—		—		—
Interest expense, net	(1,320)		(88)		(1,408)		(1,506)		(90)		(1,596)
Other income (expense)	80		—		80		1,517		—		1,517
Gain (loss) on equity method investment	16		—		16		(1,882)		—		(1,882)
Income (Loss) Before Income Taxes	$	(18,641)	$	(123)	$	(18,764)	$	(14,332)	$	(132)	$	(14,464)

_________________________________

(b)Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

Related Party Transactions	6 Months Ended
Related Party Transactions	Dec. 31, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions Pursuant to the PWD Amended and Restated Agreement of Limited Partnership, CCH helped fund operating deficits and shortfalls of PWD in the form of a loan (the “PWD Loan”). The PWD Loan did not accrue interest. Additionally, CCH was paid an administration fee of less than $0.1 million per year. On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit. On May 2, 2024, PWD closed on the sale of its Senior Housing property for $9.5 million. Upon completion of the sale, PWD ceased providing senior housing services and was dissolved. Following the dissolution, the remaining proceeds from the sale were distributed in accordance with the partnership agreement and as otherwise agreed by the partners. The Company received net proceeds of $4.8 million in connection with the dissolution.

Share Repurchase Program	6 Months Ended
Share Repurchase Program	Dec. 31, 2024
Equity [Abstract]
Share Repurchase Program	Share Repurchase Program On June 10, 2024, the Board announced the authorization of a share repurchase program of up to $5.0 million of the Company's common stock. On September 26, 2024, the Board announced the authorization of an additional $2.5 million shares of the Company's common stock. During the three months ended December 31, 2024, the Company repurchased 199,923 shares of its common stock for approximately $1.1 million, all of which were placed in Treasury. During the six months ended December 31, 2024, the Company repurchased 1,001,210 shares of its common stock for approximately $5.9 million, all of which were placed in Treasury.

Subsequent Events	6 Months Ended
Subsequent Events	Dec. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On January 2, 2025, the Company completed the acquisition of certain pharmacy assets from Tabula Rasa HealthCare Group, Inc. ("TRHC"), a leading pharmacy care management company, for a total purchase price of $4.8 million. The acquisition was accounted for under the acquisition method in accordance with ASC 805, Business Combinations. Accordingly, the purchase price will be allocated to the identifiable assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The Company is in the process of preparing the preliminary allocation of the purchase price. TRHC will provide management services to the pharmacy business pursuant to a Management Services Agreement with an initial term of five years. The Company has evaluated subsequent events through February 4, 2025, the date on which the condensed consolidated financial statements were issued and noted there were none except for the matter described above.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Pay vs Performance Disclosure
Net loss attributable to InnovAge Holding Corp.	$ (13,221)	$ (3,447)	$ (18,150)	$ (13,751)

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2024
Accounting Policies [Abstract]
Basis of Preparation and Principles of Consolidation	Basis of Preparation and Principles of Consolidation The unaudited interim condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such regulations. These financial statements have been prepared on a basis consistent with the accounting principles applied for the fiscal year ended June 30, 2024. In the opinion of management, all adjustments (consisting of all normal and recurring adjustments) considered necessary for a fair presentation have been included. The condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and variable interest entities (“VIEs”) for which it is the primary beneficiary and entities for which it is the controlling interest. All intercompany accounts and transactions have been eliminated in consolidation. The Company does not have any components of comprehensive income and comprehensive income is equal to net loss reported in the statements of operations for all periods presented.
Recent Accounting Pronouncements Not Yet Adopted	Recent Accounting Pronouncements Not Yet Adopted Segment Reporting In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker. Additionally, ASU 2023-07 requires that all existing annual segment disclosures be provided on an interim basis and clarifies that single reportable segment entities are subject to the disclosure requirement under Topic 280 in its entirety. ASU 2023-07 will be applied retrospectively and is effective for fiscal years beginning after December 15, 2023 and for interim periods in fiscal years beginning after December 15, 2024. The Company is evaluating the impact of ASU 2023-07 on its condensed consolidated financial statements. Income Taxes In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires additional disclosures related to rate reconciliation, income taxes paid, and other disclosures. ASU 2023-09 requires public companies to annually (i) disclose specific categories in the rate reconciliation and (ii) provide additional information for reconciling items that meet a quantitative threshold. Additionally, ASU 2023-09 requires public companies to annually disclose the amount of income taxes paid, disaggregated by federal, state, and foreign taxes, as well as the amount of income taxes paid by individual jurisdiction. For smaller reporting companies, such as the Company, ASU 2023-09 is effective for annual periods beginning after December 15, 2025. The Company is currently evaluating the impact of ASU 2023-09 on its condensed consolidated financial statements. The Company does not expect that any other recently issued accounting guidance will have a significant effect on its condensed consolidated financial statements.

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Property and Equipment

Property and equipment were comprised of the following as of December 31, 2024 and June 30, 2024:


dollars in thousands	Estimated Useful Lives	December 31, 2024		June 30, 2024
Land	N/A	$	11,970	$	11,970
Buildings and leasehold improvements	10 - 40 years	156,158		156,064
Software	3 - 5 years	31,009		30,678
Equipment and vehicles	3 - 7 years	70,161		69,495
Construction in progress	N/A	6,859		12,234
		276,157		280,441
Less: accumulated depreciation and amortization		(97,133)		(87,419)
Total property and equipment, net		$	179,024	$	193,022

Revenue Recognition (Tables)

6 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The Company disaggregates capitation revenue from the following sources for the six months ended:


	December 31,
	2024		2023
Medicaid	56	%	55	%
Medicare	44	%	45	%

Total	100	%	100	%

Schedule of Concentration of Net Receivable

The concentration of net receivables from participants and third-party payers was as follows:


	December 31, 2024		June 30, 2024
Medicaid	80	%	71	%
Medicare	11	%	22	%
Private pay and other	9	%	7	%
Total	100	%	100	%

Fair Value Measurements (Tables)

6 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Cash, Cash Equivalents and Marketable Securities by Significant Investment Category

The following table shows the Company’s cash, cash equivalents and marketable securities by significant investment category as of December 31, 2024 and June 30, 2024:


	December 31, 2024
in thousands	Amortized Cost		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	44,187	$	44,187	$	44,187	$	—
Level 1
Money market funds	1,891		1,891		1,891		—
Mutual funds	40,408		40,775		—		40,775
Total	$	86,486	$	86,853	$	46,078	$	40,775

	June 30, 2024
in thousands	Amortized Cost		Fair Value		Cash and Cash Equivalents		Short- term Investments
Cash	$	25,793	$	25,793	$	25,793	$	—
Level 1
Money market funds	31,153		31,153		31,153		—
Mutual funds	45,556		45,833		—		45,833
Total	$	102,502	$	102,779	$	56,946	$	45,833

Goodwill and Intangible Assets (Tables)

6 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Asset

Intangible assets consisted of the following as of:


in thousands	December 31, 2024		June 30, 2024
Definite-lived intangible assets	$	6,600	$	6,600
Indefinite-lived intangible assets	2,000		2,000
Total intangible assets	8,600		8,600
Accumulated amortization	(4,392)		(4,062)
Balance as of end of period	$	4,208	$	4,538

Leases (Tables)

6 Months Ended

Dec. 31, 2024

Leases [Abstract]

Schedule of Balance Sheet Classification

The following table presents the components of our ROU assets and their classification in our Balance Sheet as of:


Component of Lease Balances	Balance Sheet Line Items	December 31, 2024		June 30, 2024
in thousands
Assets:
Operating lease assets	Operating lease assets	$	25,293	$	28,416
Finance lease assets	Property and equipment, net	14,182		15,908
Total leased assets		$	39,475	$	44,324

Schedule of Components of Lease Cost

The following table presents the components of our lease cost and the classification of such costs in our condensed consolidated statements of operations for the six months ended December 31:


		Six Months Ended December 31,
Component of Lease Cost	Statements of Operations Line Items	2024		2023
in thousands
Operating lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	$	1,560	$	2,382
Finance lease expense:
Amortization of leased assets	Depreciation and amortization	2,609		2,301
Interest on lease liabilities	Interest expense, net	—		—
Variable lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	4		52
Short-term lease cost	Cost of care excluding depreciation and amortization and Corporate, general and administrative	65		94
Total lease expense		$	4,238	$	4,829

Schedule of Weighted Average Lease Terms and Discount Rates

The following table includes the weighted-average lease terms and discount rates for operating and finance leases as of December 31:


Weighted average remaining lease term:	December 31, 2024	December 31, 2023
Operating leases	7.2 years	14.7 years
Finance leases	3.1 years	3.5 years


Weighted average discount rate:	December 31, 2024		December 31, 2023
Operating leases	6.87	%	12.85	%
Finance leases	7.84	%	7.95	%

Schedule of Future Maturities of Lease Payments for Operating Leases

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to December 31, 2024:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2025	$	6,218	$	6,613	$	12,831
2026	6,062		5,389		11,451
2027	5,757		4,514		10,271
2028	4,967		2,461		7,428
2029	4,112		555		4,667
Thereafter	11,651		—		11,651
Total lease payments	38,767		19,532		58,299
Less liability accretion / imputed interest	(10,159)		(5,321)		(15,480)
Total lease liabilities	28,608		14,211		42,819
Less: Current lease liabilities	4,759		5,246		10,005
Total long-term lease liabilities	$	23,849	$	8,965	$	32,814

Schedule of Future Maturities of Lease Payments for Finance Leases

The following table includes the future maturities of lease payments for operating leases and finance leases for periods subsequent to December 31, 2024:


in thousands	Operating Lease		Finance Lease		Total
Amount remaining in 2025	$	6,218	$	6,613	$	12,831
2026	6,062		5,389		11,451
2027	5,757		4,514		10,271
2028	4,967		2,461		7,428
2029	4,112		555		4,667
Thereafter	11,651		—		11,651
Total lease payments	38,767		19,532		58,299
Less liability accretion / imputed interest	(10,159)		(5,321)		(15,480)
Total lease liabilities	28,608		14,211		42,819
Less: Current lease liabilities	4,759		5,246		10,005
Total long-term lease liabilities	$	23,849	$	8,965	$	32,814

Long-Term Debt (Tables)

6 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consisted of the following at December 31, 2024 and June 30, 2024:


	December 31, 2024		June 30, 2024
	in thousands
Senior secured borrowings:
Term Loan Facility	$	61,875	$	63,750
Convertible term loan	2,215		2,239
Total debt	64,090		65,989
Less: unamortized debt issuance costs	500		716
Less: current maturities	3,795		3,795
Noncurrent maturities	$	59,795	$	61,478

Stock-based Compensation (Tables)

6 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-based Compensation Expense


	Three months ended December 31,				Six months ended December 31,
	2024		2023		2024		2023
	in thousands				in thousands

Stock options	$	180	$	216	$	367	$	439
Profits interests units	159		253		332		629
Restricted stock units	1,534		1,297		3,336		2,521
Total stock-based compensation expense	$	1,873	$	1,766	$	4,035	$	3,589

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions

The assumptions under the Monte Carlo model related to profit interests units, presented on a weighted-average basis, are provided below:


		2024
Expected volatility		63.0	%
Expected life (years) - time vesting units		1.8
Interest rate		4.18	%
Dividend yield		—
Weighted-average fair value	$	1.43
Fair value of underlying stock	$	5.67

Schedule of Profits Interests Transactions and Number of Units Outstanding

A summary of profits interests activity for the six months ended December 31, 2024 is as follows:


Time-based unit awards	Number of units	Weighted average grant date fair value

Outstanding balance, June 30, 2024	1,287,113	$	5.52
Granted	325,000	$	5.67
Forfeited	—	$	—
Vested	(433,917)	$	1.30
Outstanding balance, December 31, 2024	1,178,196	$	7.12


Performance-based unit awards	Number of units	Weighted average grant date fair value

Outstanding balance, June 30, 2024	1,371,671	$	1.55
Granted	325,000	$	0.99
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	1,696,671	$	1.44

Schedule of Restricted Stock Units Activity

A summary of time-based vesting restricted stock units activity for the six months ended December 31, 2024 is as follows:


Restricted stock units - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	2,864,319	$	8.15
Granted	159,869	$	5.67
Forfeited	(203,528)	$	6.08
Vested	(367,492)	$	6.15
Outstanding balance, December 31, 2024	2,453,168	$	8.45

A summary of performance based vesting restricted stock units activity for the six months ended December 31, 2024 is as follows:


Restricted stock units - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	258,767	$	5.18
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	258,767	$	5.18

Schedule of Stock Option Activity

A summary of time-based vesting stock option activity for the six months ended December 31, 2024 is as follows:


Stock options - time based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	554,499	$	1.77
Granted	—	$	—
Forfeited	—	$	—
Exercised	—	$	—
Expired	—	$	—
Outstanding balance, December 31, 2024	554,499	$	1.77

Exercisable balance, December 31, 2024	415,872	$	0.21

A summary of performance-based vesting stock option activity for the six months ended December 31, 2024 is as follows:


Stock options - performance based	Number of awards	Weighted average grant-date fair value per share

Outstanding balance, June 30, 2024	776,299	$	3.08
Granted	—	$	—
Forfeited	—	$	—
Vested	—	$	—
Outstanding balance, December 31, 2024	776,299	$	3.08

Acquisitions (Tables)

6 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Preliminary Allocation of the Purchase Price


	Preliminary allocation		Measurement period adjustments		Adjusted allocation
	in thousands

Cash Consideration	$	23,916	$	—	$	23,916
Total Consideration	$	23,916	$	—	$	23,916

Accounts receivable, net	$	563	$	(124)	$	439
Prepaid expenses	330		739		1,069
Property and equipment, net	7,969		—		7,969
Operating lease assets	6,892		923		7,815
Goodwill	17,348		(1,616)		15,732
Deposits and other	343		—		343
Accounts payable and accrued expenses	(353)		78		(275)
Reported and estimated claims	(111)		—		(111)
Operating lease obligations	(8,941)		—		(8,941)
Finance lease obligations	(124)		—		(124)
Fair value of assets and liabilities	$	23,916	$	—	$	23,916

Schedule of Assets Acquired and Liabilities Assumed


	Preliminary allocation		Measurement period adjustments		Adjusted allocation
	in thousands

Cash Consideration	$	23,916	$	—	$	23,916
Total Consideration	$	23,916	$	—	$	23,916

Accounts receivable, net	$	563	$	(124)	$	439
Prepaid expenses	330		739		1,069
Property and equipment, net	7,969		—		7,969
Operating lease assets	6,892		923		7,815
Goodwill	17,348		(1,616)		15,732
Deposits and other	343		—		343
Accounts payable and accrued expenses	(353)		78		(275)
Reported and estimated claims	(111)		—		(111)
Operating lease obligations	(8,941)		—		(8,941)
Finance lease obligations	(124)		—		(124)
Fair value of assets and liabilities	$	23,916	$	—	$	23,916

Earnings per Share (Tables)

6 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Net Loss Per Common Share

The following table sets forth the computation of basic and diluted net loss per common share:


	Three months ended December 31,				Six months ended December 31,
in thousands, except share values	2024		2023		2024		2023
Net loss attributable to InnovAge Holding Corp.	$	(13,221)	$	(3,447)	$	(18,150)	$	(13,751)
Weighted average common shares outstanding (basic)	135,439,668		135,887,613		135,604,751		135,839,007
EPS (basic)	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

Dilutive shares	—		—		—		—
Weighted average common shares outstanding (diluted)	135,439,668		135,887,613		135,604,751		135,839,007
EPS (diluted)	$	(0.10)	$	(0.03)	$	(0.13)	$	(0.10)

Segment Reporting (Tables)

6 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Operating Results by Reportable Segments

The following table summarizes the operating results regularly provided to the CODM by segment for the three months ended December 31, 2024 and 2023:


	December 31, 2024						December 31, 2023
(In thousands)	PACE		All other(a)		Totals		PACE		All other(a)		Totals
Capitation revenue	$	208,674	$	—	$	208,674	$	188,561	$	—	$	188,561
Other service revenue	77		248		325		68		269		337
Total revenues	208,751		248		208,999		188,629		269		188,898
External provider costs	107,873		—		107,873		100,964		—		100,964
Cost of care, excluding depreciation and amortization	63,916		145		64,061		54,171		150		54,321
Center-Level Contribution Margin	36,962		103		37,065		33,494		119		33,613
Overhead costs(b)	35,807		—		35,807		31,108		—		31,108
Depreciation and amortization	5,204		115		5,319		4,178		112		4,290
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—		—		—
Interest expense, net	(716)		(44)		(760)		(890)		(45)		(935)
Other income (expense)	(157)		—		(157)		874		—		874
Gain (loss) on equity method investment	16		—		16		(1,882)		—		(1,882)
Loss Before Income Taxes	$	(13,401)	$	(56)	$	(13,457)	$	(3,690)	$	(38)	$	(3,728)


The following table summarizes the operating results regularly provided to the CODM by reportable segment for the six months ended December 31, 2024 and 2023:

	December 31, 2024						December 31, 2023
in thousands	PACE		All other(a)		Totals		PACE		All other(a)		Totals
Capitation revenue	$	413,474	$	—	$	413,474	$	370,734	$	—	$	370,734
Other service revenue	174		493		667		153		495		648
Total revenues	413,648		493		414,141		370,887		495		371,382
External provider costs	215,087		—		215,087		200,322		—		200,322
Cost of care, excluding depreciation and amortization	127,150		297		127,447		109,267		303		109,570
Center-Level Contribution Margin	71,411		196		71,607		61,298		192		61,490
Overhead costs(b)	69,834		—		69,834		65,425		9		65,434
Depreciation and amortization	10,499		231		10,730		8,334		225		8,559
Impairment of right-of-use asset and construction in progress	8,495		—		8,495		—		—		—
Interest expense, net	(1,320)		(88)		(1,408)		(1,506)		(90)		(1,596)
Other income (expense)	80		—		80		1,517		—		1,517
Gain (loss) on equity method investment	16		—		16		(1,882)		—		(1,882)
Income (Loss) Before Income Taxes	$	(18,641)	$	(123)	$	(18,764)	$	(14,332)	$	(132)	$	(14,464)

_________________________________

(b)Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

Business (Details)	6 Months Ended
Business (Details)	Dec. 31, 2024 segment participant center
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments \| segment	1
Number of PACE participants \| participant	7,480
Number of PACE centers excluding non-consolidating joint ventures \| center	20
Percentage of obligation for health care costs	100.00%

Summary of Significant Accounting Policies - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Summary of Significant Accounting Policies
Property and equipment, gross	$ 276,157	$ 280,441
Less: accumulated depreciation and amortization	(97,133)	(87,419)
Total property and equipment, net	179,024	193,022
Land
Summary of Significant Accounting Policies
Property and equipment, gross	11,970	11,970
Buildings and leasehold improvements
Summary of Significant Accounting Policies
Property and equipment, gross	$ 156,158	156,064
Buildings and leasehold improvements \| Minimum
Summary of Significant Accounting Policies
Estimated Useful Lives	10 years
Buildings and leasehold improvements \| Maximum
Summary of Significant Accounting Policies
Estimated Useful Lives	40 years
Software
Summary of Significant Accounting Policies
Property and equipment, gross	$ 31,009	30,678
Software \| Minimum
Summary of Significant Accounting Policies
Estimated Useful Lives	3 years
Software \| Maximum
Summary of Significant Accounting Policies
Estimated Useful Lives	5 years
Equipment and vehicles
Summary of Significant Accounting Policies
Property and equipment, gross	$ 70,161	69,495
Equipment and vehicles \| Minimum
Summary of Significant Accounting Policies
Estimated Useful Lives	3 years
Equipment and vehicles \| Maximum
Summary of Significant Accounting Policies
Estimated Useful Lives	7 years
Construction in progress
Summary of Significant Accounting Policies
Property and equipment, gross	$ 6,859	$ 12,234

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Summary of Significant Accounting Policies
Depreciation	$ 5,200,000	$ 4,100,000	$ 10,400,000	$ 8,200,000
Operating lease, impairment loss	1,400,000		1,400,000
Impairment	8,495,000	$ 0	8,495,000	$ 0
Construction in progress
Summary of Significant Accounting Policies
Impairment of right-of-use asset and construction in progress	$ 7,100,000		$ 7,100,000

Revenue Recognition - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023	Jun. 30, 2024
Revenue Recognition
Pooled capitated payment			100.00%
Amortization period of cost to obtain contract			3 years
Contract assets	$ 1.9		$ 1.9		$ 2.8
Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Revenue Recognition
Risk percentage			100.00%	100.00%
Medicare Part D \| Revenue from Contract with Customer Benchmark \| Customer Concentration Risk
Revenue Recognition
Risk percentage	14.00%	12.00%	14.00%	12.00%

Revenue Recognition - Schedule of Disaggregation of Revenue (Details) - Revenue from Contract with Customer Benchmark - Customer Concentration Risk	6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Revenue Recognition
Risk percentage	100.00%	100.00%
Medicaid
Revenue Recognition
Risk percentage	56.00%	55.00%
Medicare
Revenue Recognition
Risk percentage	44.00%	45.00%

Revenue Recognition - Schedule of Concentration of Net Receivable (Details) - Accounts Receivable - Customer Concentration Risk	6 Months Ended	12 Months Ended
	Dec. 31, 2024	Jun. 30, 2024
Revenue Recognition
Risk percentage	100.00%	100.00%
Medicaid
Revenue Recognition
Risk percentage	80.00%	71.00%
Medicare
Revenue Recognition
Risk percentage	11.00%	22.00%
Private pay and other
Revenue Recognition
Risk percentage	9.00%	7.00%

Cost and Equity Method Investments - Narrative (Details)				1 Months Ended	3 Months Ended			6 Months Ended		12 Months Ended
	May 28, 2024 USD ($)	May 02, 2024 USD ($)	Mar. 18, 2019 USD ($)	Aug. 31, 2021 USD ($) shares	Dec. 31, 2024 USD ($) investment	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2024 USD ($) investment	Dec. 31, 2023 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2024 USD ($)	Apr. 02, 2020 USD ($)	Jun. 14, 2019 USD ($)
Debt and Equity Securities, FV-NI [Line Items]
Equity method investments					$ 2,600,000			$ 2,600,000			$ 2,600,000
Number of investments \| investment					1			1
Observable price changes					$ 0		$ 0	$ 0	$ 0
Proceeds from sale of senior housing property		$ 4,800,000
Cash and cash equivalents			$ 9,000,000.0		46,078,000			46,078,000			56,946,000
Land			$ 4,200,000
Redeemable noncontrolling interests					21,600,000			$ 21,600,000			$ 22,200,000
InnovAge Sacramento
Debt and Equity Securities, FV-NI [Line Items]
Percentage of additional membership interest										0.10%
InnovAge Florida PACE – Orlando
Debt and Equity Securities, FV-NI [Line Items]
Cash contributions	$ 26,100,000
Controlling membership interest	90.00%
InnovAge Sacramento
Debt and Equity Securities, FV-NI [Line Items]
Membership interest (as a percent)			59.90%
Pinewood Lodge, LLP (PWD)
Debt and Equity Securities, FV-NI [Line Items]
Proceeds from sale of senior housing property		$ 9,500,000
Variable Interest Entity, Not Primary Beneficiary
Debt and Equity Securities, FV-NI [Line Items]
Maximum exposure amount in VIE							800,000		800,000
Cash contributions										$ 100,000
Variable Interest Entity, Not Primary Beneficiary \| Adventist Health System/West Joint Venture
Debt and Equity Securities, FV-NI [Line Items]
Cash contributions			$ 5,800,000
Variable Interest Entity, Not Primary Beneficiary \| Eskaton
Debt and Equity Securities, FV-NI [Line Items]
Cash contributions			$ 3,000,000.0
Variable Interest Entity, Not Primary Beneficiary \| InnovAge Florida PACE – Orlando
Debt and Equity Securities, FV-NI [Line Items]
Cash and cash equivalents	$ 2,900,000
Membership interest (as a percent)	10.00%
Variable Interest Entity, Not Primary Beneficiary \| InnovAge Sacramento \| Adventist Health System/West Joint Venture
Debt and Equity Securities, FV-NI [Line Items]
Membership interest (as a percent)			26.40%
Variable Interest Entity, Not Primary Beneficiary \| InnovAge Sacramento \| Eskaton
Debt and Equity Securities, FV-NI [Line Items]
Membership interest (as a percent)			13.70%
Variable Interest Entity, Primary Beneficiary
Debt and Equity Securities, FV-NI [Line Items]
Partnership interest (as a percent)								0.01%
Jetdoc, Inc.
Debt and Equity Securities, FV-NI [Line Items]
Observable price changes							0		0
Shares acquired (in shares) \| shares				806,481
Payments to acquire investments				$ 2,000,000.0
Loss on minority equity interest investment						$ 100,000	1,900,000
Dispatch Health Holdings, Inc.
Debt and Equity Securities, FV-NI [Line Items]
Observable price changes					0		$ 0	$ 0	$ 0
Maximum exposure to loss of the cost method investments					$ 2,600,000			$ 2,600,000
Dispatch Health Holdings, Inc. \| Series B Preferred Stock
Debt and Equity Securities, FV-NI [Line Items]
Equity securities, FV-NI, current													$ 1,500,000
Dispatch Health Holdings, Inc. \| Series C Preferred Stock
Debt and Equity Securities, FV-NI [Line Items]
Equity securities, FV-NI, current												$ 1,100,000

Fair Value Measurements - Schedule of Fair Value of Cash, Cash Equivalents and Marketable Securities by Significant Investment Category (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	$ 86,486	$ 102,502
Fair Value	86,853	102,779
Cash and Cash Equivalents	46,078	56,946
Short- term Investments	40,775	45,833
Cash
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	44,187	25,793
Fair Value	44,187	25,793
Cash and Cash Equivalents	44,187	25,793
Short- term Investments	0	0
Money market funds \| Level 1
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	1,891	31,153
Fair Value	1,891	31,153
Cash and Cash Equivalents	1,891	31,153
Short- term Investments	0	0
Mutual funds \| Level 1
Fair values, Assets Measured on a Recurring Basis
Amortized Cost	40,408	45,556
Fair Value	40,775	45,833
Cash and Cash Equivalents	0	0
Short- term Investments	$ 40,775	$ 45,833

Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Sep. 30, 2024	Jun. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Redeemable noncontrolling interests	$ 21,611	$ 21,657	$ 22,200	$ 11,831	$ 12,138	$ 12,708

Goodwill and Intangible Assets - Narrative (Details)	3 Months Ended		6 Months Ended
Goodwill and Intangible Assets - Narrative (Details)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2024 USD ($) reporting_unit	Dec. 31, 2023 USD ($)	Jun. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 139,949,000		$ 139,949,000		$ 139,949,000
Number of reporting units \| reporting_unit			2
Impairment loss			$ 0	$ 0
Intangible asset amortization expense	$ 200,000	$ 200,000	300,000	300,000
Intangible asset impairments			$ 0	$ 0

Goodwill and Intangible Assets - Schedule of Intangible Asset (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Intangible Assets, Net (Including Goodwill) [Abstract]
Definite-lived intangible assets	$ 6,600	$ 6,600
Indefinite-lived intangible assets	2,000	2,000
Total intangible assets	8,600	8,600
Accumulated amortization	(4,392)	(4,062)
Balance as of end of period	$ 4,208	$ 4,538

Leases - Schedule of Balance Sheet Classification (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Assets:
Operating lease assets	$ 25,293	$ 28,416
Finance lease assets	$ 14,182	$ 15,908
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Total leased assets	$ 39,475	$ 44,324

Leases - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
Leases - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2024
Leases [Abstract]
Operating lease, impairment loss	$ 1.4	$ 1.4

Leases - Schedule of Components of Lease Cost (Details) - USD ($) $ in Thousands	6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Component of Lease Cost
Total lease expense	$ 4,238	$ 4,829
Cost of care excluding depreciation and amortization and Corporate, general and administrative
Component of Lease Cost
Operating lease cost	1,560	2,382
Variable lease cost	4	52
Short-term lease cost	65	94
Depreciation and amortization
Component of Lease Cost
Amortization of leased assets	2,609	2,301
Interest expense, net
Component of Lease Cost
Interest on lease liabilities	$ 0	$ 0

Leases - Schedule of Weighted Average Lease Terms and Discount Rates (Details)	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Weighted average remaining lease term, Operating leases	7 years 2 months 12 days	14 years 8 months 12 days
Weighted average remaining lease term, Finance leases	3 years 1 month 6 days	3 years 6 months
Weighted average discount rate, Operating leases	6.87%	12.85%
Weighted average discount rate, Finance leases	7.84%	7.95%

Leases - Schedule of Future Maturities of Lease Payments for Operating / Finance Leases (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Operating Lease
Amount remaining in 2025	$ 6,218
2026	6,062
2027	5,757
2028	4,967
2029	4,112
Thereafter	11,651
Total lease payments	38,767
Less liability accretion / imputed interest	(10,159)
Total lease liabilities	28,608
Less: Current lease liabilities	4,759	$ 4,145
Total long-term lease liabilities	23,849	26,275
Finance Lease
Amount remaining in 2025	6,613
2026	5,389
2027	4,514
2028	2,461
2029	555
Thereafter	0
Total lease payments	19,532
Less liability accretion / imputed interest	(5,321)
Total lease liabilities	14,211
Less: Current lease liabilities	5,246	4,599
Total long-term lease liabilities	8,965	$ 12,743
Total
Amount remaining in 2025	12,831
2026	11,451
2027	10,271
2028	7,428
2029	4,667
Thereafter	11,651
Total lease payments	58,299
Less liability accretion / imputed interest	(15,480)
Total lease liabilities	42,819
Less: Current lease liabilities	10,005
Total long-term lease liabilities	$ 32,814

Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Jun. 30, 2024
Debt Instrument [Line Items]
Total debt	$ 64,090	$ 65,989
Less: unamortized debt issuance costs	500	716
Less: current maturities	3,795	3,795
Long-term debt, net of debt issuance costs	59,795	61,478
Term Loan Facility
Debt Instrument [Line Items]
Total debt	61,875	63,750
Convertible term loan
Debt Instrument [Line Items]
Total debt	$ 2,215	$ 2,239

Long-Term Debt - Narrative (Details) - USD ($)			3 Months Ended		6 Months Ended
Long-Term Debt - Narrative (Details) - USD ($)	Mar. 08, 2021	Jun. 29, 2015	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023	Jun. 30, 2024
Debt Instrument [Line Items]
Total debt			$ 64,090,000		$ 64,090,000		$ 65,989,000
Term Loan Facility
Debt Instrument [Line Items]
Total debt			61,875,000		61,875,000		63,750,000
Convertible term loan
Debt Instrument [Line Items]
Interest rate (as a percent)		6.68%
Total debt			2,215,000		2,215,000		$ 2,239,000
Monthly principal and interest payments		$ 20,000.00
2021 Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Loan amount	$ 100,000,000.0
Letters of credit, issued amounts			5,200,000		5,200,000
Commitment fee percentage	0.25%
Total debt			0		0
Remaining borrowing capacity			94,800,000		94,800,000
Deferred financing costs amortized			2,000,000.0		2,000,000.0
Amortization of deferred financing costs			$ 100,000	$ 100,000	$ 200,000	$ 200,000
2021 Credit Agreement \| Term Loan Facility
Debt Instrument [Line Items]
Loan amount	$ 75,000,000.0
Percentage of aggregate outstanding principal amount (as a percent)	1.25%
Interest rate (as a percent)			6.94%		6.94%

Commitments and Contingencies (Details) - defendant	Sep. 17, 2024	Jun. 28, 2023
Commitments and Contingencies Disclosure [Abstract]
Pending litigation, additional defendants added to amended complaint	4
Pending litigation, motion to dismiss resolution, notice period		15 days

Stock-based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	$ 1,873	$ 1,766	$ 4,035	$ 3,589
Stock options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	180	216	367	439
Profits interests units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	159	253	332	629
Restricted stock units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation expense	$ 1,534	$ 1,297	$ 3,336	$ 2,521

Stock-based Compensation - Profits Interests (Details) - USD ($) $ in Millions	6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Common Class B
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)	650,000	2,213,700
Profits interests units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Dividend yield	0.00%
Unrecognized compensation cost	$ 4.1
Time Vesting Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)	325,000
Unrecognized compensation cost	$ 1.7
Weighted-average period (in years)	2 years 10 months 24 days
Performance Vesting Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)	325,000
Unrecognized compensation cost	$ 2.4
2020 Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Profits interests granted (in shares)	15,872,837
Maximum \| 2020 Equity Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized (in shares)	16,162,177

Stock-based Compensation - Schedule of Monte Carlo Option Pricing Model (Details) - Profits interests units	6 Months Ended
	Dec. 31, 2024 $ / shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected volatility	63.00%
Expected life (years) - time vesting units	1 year 9 months 18 days
Interest rate	4.18%
Dividend yield	0.00%
Weighted-average fair value (in dollars per share)	$ 1.43
Fair value of underlying stock (in dollars per share)	$ 5.67

Stock-based Compensation - Schedule of Profits Interests Transactions and Number of Units Outstanding (Details)	6 Months Ended
	Dec. 31, 2024 $ / shares shares
Time Vesting Units
Number of units
Outstanding balance, beginning (in shares) \| shares	1,287,113
Granted (in shares) \| shares	325,000
Forfeited (in shares) \| shares	0
Vested (in shares) \| shares	(433,917)
Outstanding balance, ending (in shares) \| shares	1,178,196
Weighted average grant date fair value
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 5.52
Granted (in dollars per share) \| $ / shares	5.67
Forfeited (in dollars per share) \| $ / shares	0
Vested (in dollars per share) \| $ / shares	1.30
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 7.12
Performance Vesting Units
Number of units
Outstanding balance, beginning (in shares) \| shares	1,371,671
Granted (in shares) \| shares	325,000
Forfeited (in shares) \| shares	0
Vested (in shares) \| shares	0
Outstanding balance, ending (in shares) \| shares	1,696,671
Weighted average grant date fair value
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 1.55
Granted (in dollars per share) \| $ / shares	0.99
Forfeited (in dollars per share) \| $ / shares	0
Vested (in dollars per share) \| $ / shares	0
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 1.44

Stock-based Compensation - 2021 Omnibus Incentive Plan (Details)	1 Months Ended
	Mar. 31, 2021 shares
Time Based Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period	3 years
Time Based Restricted Stock Units \| Vesting, Year 1
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting	33.33%
Time Based Restricted Stock Units \| Vesting, Year 2
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting	33.33%
Time Based Restricted Stock Units \| Vesting, Year 3
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Percentage of vesting	33.33%
Time-Based Stock Options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period	3 years
2021 Omnibus Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized (in shares)	14,700,000

Stock-based Compensation - Schedule of Restricted Stock Units Activity (Details) $ / shares in Units, $ in Millions	6 Months Ended
	Dec. 31, 2024 USD ($) $ / shares shares
Time Based Restricted Stock Units
Number of awards
Outstanding balance, beginning (in shares) \| shares	2,864,319
Granted (in shares) \| shares	159,869
Forfeited (in shares) \| shares	(203,528)
Vested (in shares) \| shares	(367,492)
Outstanding balance, ending (in shares) \| shares	2,453,168
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 8.15
Granted (in dollars per share) \| $ / shares	5.67
Forfeited (in dollars per share) \| $ / shares	6.08
Vested (in dollars per share) \| $ / shares	6.15
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 8.45
Unrecognized compensation cost \| $	$ 7.6
Weighted-average period (in years)	1 year 8 months 12 days
Performance Based Restricted Stock Units
Number of awards
Outstanding balance, beginning (in shares) \| shares	258,767
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	0
Vested (in shares) \| shares	0
Outstanding balance, ending (in shares) \| shares	258,767
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 5.18
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	0
Vested (in dollars per share) \| $ / shares	0
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 5.18
Unrecognized compensation cost \| $	$ 0.2
Weighted-average period (in years)	1 year 2 months 12 days

Stock-based Compensation - Schedule of Time-based Awards (Details) - Time-based Options Awards $ / shares in Units, $ in Thousands	6 Months Ended
	Dec. 31, 2024 USD ($) $ / shares shares
Number of awards
Outstanding balance, beginning (in shares) \| shares	554,499
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	0
Exercised (in shares) \| shares	0
Expired (in shares) \| shares	0
Outstanding balance, ending (in shares) \| shares	554,499
Exercisable balance (in shares) \| shares	415,872
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 1.77
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	0
Exercised (in dollars per share) \| $ / shares	0
Expired (in dollars per share) \| $ / shares	0
Outstanding balance, ending (in dollars per share) \| $ / shares	1.77
Exercisable balance (in dollars per share) \| $ / shares	$ 0.21
Unrecognized compensation cost \| $	$ 40
Weighted-average period (in years)	2 months 12 days

Stock-based Compensation - Schedule of Performance-based Awards (Details) - Performance Shares $ / shares in Units, $ in Millions	6 Months Ended
	Dec. 31, 2024 USD ($) $ / shares shares
Number of awards
Outstanding balance, beginning (in shares) \| shares	776,299
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	0
Vested (in shares) \| shares	0
Outstanding balance, ending (in shares) \| shares	776,299
Weighted average grant-date fair value per share
Outstanding balance, beginning (in dollars per share) \| $ / shares	$ 3.08
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	0
Vested (in dollars per share) \| $ / shares	0
Outstanding balance, ending (in dollars per share) \| $ / shares	$ 3.08
Unrecognized compensation cost \| $	$ 0.5
Weighted-average period (in years)	1 year 3 months 18 days

Acquisitions - Narrative (Details)			6 Months Ended		13 Months Ended
Acquisitions - Narrative (Details)	Dec. 30, 2024 USD ($)	Dec. 01, 2023 USD ($) program	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 30, 2024 USD ($)
Business Acquisition [Line Items]
Cash payments to acquire business			$ 0	$ 23,916,000
Measurement period, decrease to accounts receivable, net					$ 124,000
Concerto
Business Acquisition [Line Items]
Number of programs acquired \| program		2
Cash payments to acquire business	$ 23,916,000	$ 23,916,000
Goodwill expected to be deductible for income tax purposes		$ 0
Measurement period adjustments, prepaid expenses					739,000
Measurement period adjustments, operating lease assets					923,000
Measurement period, decrease to accounts receivable, net					100,000
Measurement period adjustments, decrease to accounts payable and accrued expenses					78,000
Measurement period adjustments, decrease to goodwill					$ 1,616,000

Acquisitions - Schedule of Business Acquisitions, by Acquisition (Details) - USD ($) $ in Thousands			6 Months Ended		13 Months Ended
	Dec. 30, 2024	Dec. 01, 2023	Dec. 31, 2024	Dec. 31, 2023	Dec. 30, 2024	Jun. 30, 2024
Business Acquisition [Line Items]
Cash Consideration			$ 0	$ 23,916
Measurement period, adjustments accounts receivable, net					$ (124)
Goodwill			139,949			$ 139,949
Concerto
Business Acquisition [Line Items]
Cash Consideration	$ 23,916	$ 23,916
Total Consideration	$ 23,916	23,916
Accounts receivable, net		563	439
Measurement period, adjustments accounts receivable, net					(100)
Prepaid expenses		330	1,069
Measurement period adjustments, prepaid expenses					739
Property and equipment, net		7,969	7,969
Operating lease assets		6,892	7,815
Measurement period adjustments, operating lease assets					923
Goodwill		17,348	15,732
Measurement period adjustments, goodwill					(1,616)
Deposits and other		343	343
Accounts payable and accrued expenses		(353)	(275)
Measurement period adjustments, decrease to accounts payable and accrued expenses					78
Reported and estimated claims		(111)	(111)
Operating lease obligations		(8,941)	(8,941)
Finance lease obligations		(124)	(124)
Fair value of assets and liabilities		$ 23,916	$ 23,916
Measurement period adjustments, fair value of assets and liabilities					$ 0

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023	Jun. 30, 2024
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 34	$ 93	$ 437	$ 319
Effective tax rate (as a percent)	(0.30%)	(2.50%)	(2.30%)	(2.20%)
Valuation allowance	$ 22,500		$ 22,500		$ 15,900

Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Earnings Per Share [Abstract]
Potentially anti-dilutive shares (in shares)	470,417	391,598	398,769	377,025
Net loss attributable to InnovAge Holding Corp.	$ (13,221)	$ (3,447)	$ (18,150)	$ (13,751)
Weighted average common shares outstanding (basic) (in shares)	135,439,668	135,887,613	135,604,751	135,839,007
EPS (basic) (in dollars per share)	$ (0.10)	$ (0.03)	$ (0.13)	$ (0.10)
Dilutive shares (in shares)	0	0	0	0
Weighted average common shares outstanding (diluted) (in shares)	135,439,668	135,887,613	135,604,751	135,839,007
EPS (diluted) (in dollars per share)	$ (0.10)	$ (0.03)	$ (0.13)	$ (0.10)

Segment Reporting - Narrative (Details)	6 Months Ended
Segment Reporting - Narrative (Details)	Dec. 31, 2024 segment division
Segment Reporting Information [Line Items]
Number of operating segments	3
Number of reportable segments	1
PACE
Segment Reporting Information [Line Items]
Number of operating segments	2
Number of geographic divisions \| division	2

Segment Reporting - Schedule of Operating Results by Reportable Segments (Details) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Segment Reporting Information [Line Items]
Total revenues	$ 208,999,000	$ 188,898,000	$ 414,141,000	$ 371,382,000
External provider costs	107,873,000	100,964,000	215,087,000	200,322,000
Cost of care, excluding depreciation and amortization	64,061,000	54,321,000	127,447,000	109,570,000
Center-Level Contribution Margin	37,065,000	33,613,000	71,607,000	61,490,000
Overhead costs	35,807,000	31,108,000	69,834,000	65,434,000
Depreciation and amortization	5,319,000	4,290,000	10,730,000	8,559,000
Impairment of right-of-use asset and construction in progress	8,495,000	0	8,495,000	0
Interest expense, net	(760,000)	(935,000)	(1,408,000)	(1,596,000)
Other income (expense)	(157,000)	874,000	80,000	1,517,000
Gain (loss) on equity method investment	16,000	(1,882,000)	16,000	(1,882,000)
Income (Loss) Before Income Taxes	(13,457,000)	(3,728,000)	(18,764,000)	(14,464,000)
Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	208,674,000	188,561,000	413,474,000	370,734,000
Other service revenue
Segment Reporting Information [Line Items]
Total revenues	325,000	337,000	667,000	648,000
PACE
Segment Reporting Information [Line Items]
Total revenues	208,751,000	188,629,000	413,648,000	370,887,000
External provider costs	107,873,000	100,964,000	215,087,000	200,322,000
Cost of care, excluding depreciation and amortization	63,916,000	54,171,000	127,150,000	109,267,000
Center-Level Contribution Margin	36,962,000	33,494,000	71,411,000	61,298,000
Overhead costs	35,807,000	31,108,000	69,834,000	65,425,000
Depreciation and amortization	5,204,000	4,178,000	10,499,000	8,334,000
Impairment of right-of-use asset and construction in progress	8,495,000	0	8,495,000	0
Interest expense, net	(716,000)	(890,000)	(1,320,000)	(1,506,000)
Other income (expense)	(157,000)	874,000	80,000	1,517,000
Gain (loss) on equity method investment	16,000	(1,882,000)	16,000	(1,882,000)
Income (Loss) Before Income Taxes	(13,401,000)	(3,690,000)	(18,641,000)	(14,332,000)
PACE \| Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	208,674,000	188,561,000	413,474,000	370,734,000
PACE \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	77,000	68,000	174,000	153,000
All other
Segment Reporting Information [Line Items]
Total revenues	248,000	269,000	493,000	495,000
External provider costs	0	0	0	0
Cost of care, excluding depreciation and amortization	145,000	150,000	297,000	303,000
Center-Level Contribution Margin	103,000	119,000	196,000	192,000
Overhead costs	0	0	0	9,000
Depreciation and amortization	115,000	112,000	231,000	225,000
Impairment of right-of-use asset and construction in progress	0	0	0	0
Interest expense, net	(44,000)	(45,000)	(88,000)	(90,000)
Other income (expense)	0	0	0	0
Gain (loss) on equity method investment	0	0	0	0
Income (Loss) Before Income Taxes	(56,000)	(38,000)	(123,000)	(132,000)
All other \| Capitation revenue
Segment Reporting Information [Line Items]
Total revenues	0	0	0	0
All other \| Other service revenue
Segment Reporting Information [Line Items]
Total revenues	$ 248,000	$ 269,000	$ 493,000	$ 495,000

Related Party Transactions (Details) - USD ($) $ in Millions		6 Months Ended
	May 02, 2024	Dec. 31, 2024
Related Party Transaction [Line Items]
Proceeds from sale of senior housing property	$ 4.8
Pinewood Lodge, LLP (PWD)
Related Party Transaction [Line Items]
Proceeds from sale of senior housing property	$ 9.5
Administrative Fee Per Year
Related Party Transaction [Line Items]
Administrative fee per year		$ 0.1

Share Repurchase Program (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
Share Repurchase Program (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2024	Sep. 26, 2024	Jun. 10, 2024
Common Stock
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share repurchase program, number of shares repurchased (in shares)	199,923	1,001,210
Payments for repurchase of common stock	$ 1.1	$ 5.9
June 2024 Repurchase Program
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share repurchase program, authorized, amount				$ 5.0
September 2024 Repurchase Program
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share repurchase program, authorized, amount			$ 2.5

Subsequent Events (Details) - Subsequent Event - Tabula Rasa HealthCare Group, Inc. $ in Millions	Jan. 02, 2025 USD ($)
Subsequent Event [Line Items]
Business combination, consideration transferred	$ 4.8
Future management services to be provided, term	5 years

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INNV InnovAge Holding Corporation