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SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* ROTH JAY W (Last) (First) (Middle) C/O VENU HOLDING CORPORATION 1755 TELSTAR DRIVE, SUITE 501 (Street) COLORADO SPRINGS CO 80920 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Venu Holding Corp [ VENU ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) CEO & Chairman
	3. Date of Earliest Transaction (Month/Day/Year) 03/10/2026
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001								9,253,644	D
Common Stock, par value $0.001(1)	03/10/2026		P		62,500	A	$4(2)	62,500	I	By JWR Living Trust dated November 19, 2012(3)
Common Stock, par value $0.001								999,720	I	By KMR Living Trust dated November 19, 2012(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Warrants (right to buy)(1)	$5	03/10/2026		P		62,500		03/10/2026(5)	03/10/2031(5)	Common Stock, par value $0.001	62,500	$4(2)	62,500	I	By JWR Living Trust dated November 19, 2012(3)

Explanation of Responses:

1. These securities of Venu Holding Corporation (the "Issuer") were purchased in the Issuer's registered underwritten public offering, which closed on March 10, 2026 (the "Offering"). Each share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), sold in the Offering was accompanied by a warrant to purchase one share of Common Stock (collectively, the "Common Warrants").

2. Represents the aggregate purchase price for each share of Common Stock and accompanying Common Warrant purchased in the Offering.

3. These securities are owned directly by the JWR Living Trust dated November 19, 2012 (the "JWR Living Trust"), of which Mr. Jay W. Roth is a trustee. As a trustee, Mr. Roth is deemed to have indirect beneficial ownership of the securities held by the JWR Living Trust.

4. These shares of Common Stock are owned directly by the KMR Living Trust dated November 19, 2012 (the "KMR Living Trust"), of which Mr. Roth is a trustee. As a trustee, Mr. Roth is deemed to have indirect beneficial ownership of the securities held by the KMR Living Trust.

5. These Common Warrants are immediately exercisable and will expire on the fifth anniversary of their issuance, subject to the beneficial-ownership limitation set forth in the Common Warrants, which prohibits the holder from exercising the Common Warrants if such exercise would cause the holder, together with its affiliates, to own more than 4.99% of the Issuer's total number of shares of Common Stock then issued and outstanding.

	/s/ Heather Atkinson, as attorney-in-fact for Jay W. Roth	03/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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