Thomas D. Lehrman - Apr 22, 2024 Form 4 Insider Report for Ibotta, Inc. (IBTA)

Role: Director
Signature: /s/ David Shapiro, by power of attorney
Stock symbol: IBTA
Transactions as of: Apr 22, 2024
Transactions value $: -$22,742,808
Form type: 4
Date filed: 4/22/2024, 04:05 PM
Previous filing: Apr 17, 2024
Next filing: Sep 5, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	IBTA	Common Stock	Other		-4.55K	-100%		0	Apr 22, 2024	Direct	F1
transaction	IBTA	Class A Common Stock	Other		+4.55K			4.55K	Apr 22, 2024	Direct	F1, F2
transaction	IBTA	Common Stock	Conversion of derivative security		+359K			359K	Apr 22, 2024	Direct	F3, F4, F5, F6
transaction	IBTA	Common Stock	Conversion of derivative security		+172K			172K	Apr 22, 2024	See footnote	F5, F7
transaction	IBTA	Common Stock	Conversion of derivative security		+235K			235K	Apr 22, 2024	See footnote	F5, F6, F8
transaction	IBTA	Common Stock	Conversion of derivative security		+267K			267K	Apr 22, 2024	See footnote	F5, F6, F9
transaction	IBTA	Common Stock	Other		-359K	-100%		0	Apr 22, 2024	Direct	F1
transaction	IBTA	Common Stock	Other		-172K	-100%		0	Apr 22, 2024	See footnote	F1, F10
transaction	IBTA	Common Stock	Other		-235K	-100%		0	Apr 22, 2024	See footnote	F1, F11
transaction	IBTA	Common Stock	Other		-267K	-100%		0	Apr 22, 2024	See footnote	F1, F12
transaction	IBTA	Class A Common Stock	Other		+359K	+7898.86%		364K	Apr 22, 2024	Direct	F1, F13
transaction	IBTA	Class A Common Stock	Other		+172K			172K	Apr 22, 2024	See footnote	F1, F10
transaction	IBTA	Class A Common Stock	Other		+235K			235K	Apr 22, 2024	See footnote	F1, F11
transaction	IBTA	Class A Common Stock	Other		+267K			267K	Apr 22, 2024	See footnote	F1, F12
transaction	IBTA	Class A Common Stock	Sale	-$7.9M	-89.8K	-24.69%	$88.00^*	274K	Apr 22, 2024	Direct	F13, F14
transaction	IBTA	Class A Common Stock	Sale	-$3.79M	-43.1K	-25%	$88.00^*	129K	Apr 22, 2024	See footnote	F10, F14
transaction	IBTA	Class A Common Stock	Sale	-$5.18M	-58.9K	-25%	$88.00^*	177K	Apr 22, 2024	See footnote	F11, F14
transaction	IBTA	Class A Common Stock	Sale	-$5.87M	-66.8K	-25%	$88.00^*	200K	Apr 22, 2024	See footnote	F12, F14

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	IBTA	Series Seed Preferred Stock	Conversion of derivative security		-67.6K	-100%		0	Apr 22, 2024	Common Stock	67.6K		Direct	F3
transaction	IBTA	Series A Preferred Stock	Conversion of derivative security		-24.4K	-100%		0	Apr 22, 2024	Common Stock	24.4K		Direct	F4
transaction	IBTA	Series C Preferred Stock	Conversion of derivative security		-172K	-100%		0	Apr 22, 2024	Common Stock	172K		Direct	F5
transaction	IBTA	Series C-1 Preferred Stock	Conversion of derivative security		-94.8K	-100%		0	Apr 22, 2024	Common Stock	94.8K		Direct	F6
transaction	IBTA	Series C Preferred Stock	Conversion of derivative security		-172K	-100%		0	Apr 22, 2024	Common Stock	172K		See footnote	F5, F7
transaction	IBTA	Series C Preferred Stock	Conversion of derivative security		-172K	-100%		0	Apr 22, 2024	Common Stock	172K		See footnote	F5, F8
transaction	IBTA	Series C Preferred Stock	Conversion of derivative security		-172K	-100%		0	Apr 22, 2024	Common Stock	172K		See footnote	F5, F9
transaction	IBTA	Series C-1 Preferred Stock	Conversion of derivative security		-63.2K	-100%		0	Apr 22, 2024	Common Stock	63.2K		See footnote	F6, F8
transaction	IBTA	Series C-1 Preferred Stock	Conversion of derivative security		-94.8K	-100%		0	Apr 22, 2024	Common Stock	94.8K		See footnote	F6, F9

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock (the "IPO").
F2	These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
F3	Each share of Series Seed Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date.
F4	Each share of Series A Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date.
F5	Each share of Series C Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date.
F6	Each share of Series C-1 Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date.
F7	The shares are held by Four Ways, LLC, of which the Reporting Person is a member and has voting and investment control ("Four Ways, LLC").
F8	The shares are held by Haystack Partners I LP, of which the Reporting Person is a partner and has voting and investment control ("Haystack Partners I LP").
F9	The shares are held by LFP 2, LLC, of which the Reporting Person is a member and has voting and investment control ("LFP 2, LLC").
F10	The shares are held by Four Ways, LLC.
F11	The shares are held by Haystack Partners I LP.
F12	The shares are held by LFP 2, LLC.
F13	Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
F14	Pursuant to the IPO, on April 17, 2024, the Issuer, the selling stockholders named in the Underwriting Agreement (as defined below) and the underwriters of the IPO (the "Underwriters") entered into an Underwriting Agreement (the "Underwriting Agreement"). Pursuant to the Underwriting Agreement, each of (i) the Reporting Person sold 89,751 shares of Class A Common Stock of the Issuer, (ii) Four Ways, LLC sold 43,066 shares of Class A Common Stock of the Issuer, (iii) Haystack Partners I LP sold 58,863 shares of Class A Common Stock of the Issuer, and (iv) LFP 2, LLC sold 66,761 shares of Class A Common Stock of the Issuer to the Underwriters at a per share sale price of $88.00. The per share sale price reported in this Form 4 does not reflect underwriting discounts.