Bryan Leach - Apr 22, 2024 Form 4 Insider Report for Ibotta, Inc. (IBTA)

Signature
/s/ David Shapiro, by power of attorney
Stock symbol
IBTA
Transactions as of
Apr 22, 2024
Transactions value $
$0
Form type
4
Date filed
4/22/2024, 04:06 PM
Previous filing
Apr 17, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IBTA Common Stock Other -3.15M -100% 0 Apr 22, 2024 Direct F1
transaction IBTA Common Stock Other -405K -100% 0 Apr 22, 2024 See footnote F1, F2
transaction IBTA Common Stock Other -45K -100% 0 Apr 22, 2024 See footnote F1, F3
transaction IBTA Common Stock Other -405K -100% 0 Apr 22, 2024 See footnote F1, F4
transaction IBTA Common Stock Other -45K -100% 0 Apr 22, 2024 See footnote F1, F5
transaction IBTA Class A Common Stock Other +3.15M 3.15M Apr 22, 2024 Direct F1, F6
transaction IBTA Class A Common Stock Other +405K 405K Apr 22, 2024 See footnote F1, F2
transaction IBTA Class A Common Stock Other +45K 45K Apr 22, 2024 See footnote F1, F3
transaction IBTA Class A Common Stock Other +405K 405K Apr 22, 2024 See footnote F1, F4
transaction IBTA Class A Common Stock Other +45K 45K Apr 22, 2024 See footnote F1, F5
transaction IBTA Class A Common Stock Other -2.77M -87.8% 385K Apr 22, 2024 Direct F7, F8
transaction IBTA Class A Common Stock Other -405K -100% 0 Apr 22, 2024 See footnote F2, F7
transaction IBTA Class A Common Stock Other -45K -100% 0 Apr 22, 2024 See footnote F3, F7
transaction IBTA Class A Common Stock Other -405K -100% 0 Apr 22, 2024 See footnote F4, F7
transaction IBTA Class A Common Stock Other -45K -100% 0 Apr 22, 2024 See footnote F5, F7

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 Class B Common Stock Other +2.77M 2.77M Apr 22, 2024 Class A Common Stock 2.77M Direct F7, F9
transaction IBTA Class B Common Stock Other +405K 405K Apr 22, 2024 Class A Common Stock 405K See footnote F2, F7, F9
transaction IBTA Class B Common Stock Other +45K 45K Apr 22, 2024 Class A Common Stock 45K See footnote F3, F7, F9
transaction IBTA Class B Common Stock Other +405K 405K Apr 22, 2024 Class A Common Stock 405K See footnote F4, F7, F9
transaction IBTA Class B Common Stock Other +45K 45K Apr 22, 2024 Class A Common Stock 45K See footnote F5, F7, F9
transaction IBTA Class B Common Stock Sale -450K -16.25% 2.32M Apr 22, 2024 Class A Common Stock 450K Direct F7, F9, F10
transaction IBTA Class B Common Stock Sale -40.5K -10% 365K Apr 22, 2024 Class A Common Stock 40.5K See footnote F7, F9, F10, F11
transaction IBTA Class B Common Stock Sale -40.5K -10% 365K Apr 22, 2024 Class A Common Stock 40.5K See footnote F7, F9, F10, F12
transaction IBTA Employee Stock Option (right to buy) Other -212K -100% 0 Apr 22, 2024 Common Stock 212K $3.99 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +212K 212K Apr 22, 2024 Class A Common Stock 212K $3.99 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -30K -100% 0 Apr 22, 2024 Common Stock 30K $5.05 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +30K 30K Apr 22, 2024 Class A Common Stock 30K $5.05 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -50K -100% 0 Apr 22, 2024 Common Stock 50K $5.35 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +50K 50K Apr 22, 2024 Class A Common Stock 50K $5.35 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -50K -100% 0 Apr 22, 2024 Common Stock 50K $12.75 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +50K 50K Apr 22, 2024 Class A Common Stock 50K $12.75 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -250K -100% 0 Apr 22, 2024 Common Stock 250K $8.30 Direct F1, F14
transaction IBTA Employee Stock Option (right to buy) Other +250K 250K Apr 22, 2024 Class A Common Stock 250K $8.30 Direct F1, F14
transaction IBTA Employee Stock Option (right to buy) Other -176K -100% 0 Apr 22, 2024 Common Stock 176K $22.20 Direct F1, F15
transaction IBTA Employee Stock Option (right to buy) Other +176K 176K Apr 22, 2024 Class A Common Stock 176K $22.20 Direct F1, F15
transaction IBTA Employee Stock Option (right to buy) Other -176K -100% 0 Apr 22, 2024 Common Stock 176K $22.20 Direct F1, F16
transaction IBTA Employee Stock Option (right to buy) Other +176K 176K Apr 22, 2024 Class A Common Stock 176K $22.20 Direct F1, F16
transaction IBTA Employee Stock Option (right to buy) Other -25K -100% 0 Apr 22, 2024 Common Stock 25K $19.25 Direct F1, F17
transaction IBTA Employee Stock Option (right to buy) Other +25K 25K Apr 22, 2024 Class A Common Stock 25K $19.25 Direct F1, F17
transaction IBTA Employee Stock Option (right to buy) Other -60K -100% 0 Apr 22, 2024 Common Stock 60K $10.40 Direct F1, F18
transaction IBTA Employee Stock Option (right to buy) Other +60K 60K Apr 22, 2024 Class A Common Stock 60K $10.40 Direct F1, F18
* 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 By Spouse as Trustee for the Elysian 2021 Legacy Trust u/a/d May 11, 2021 (the "Elysian 2021 Legacy Trust").
F3 By Spouse as Trustee for the Elysian 2024 GST Trust u/a/d March 20, 2024.
F4 By Spouse as Trustee for the Orion 2021 Legacy Trust u/a/d May 11, 2021 (the "Orion 2021 Legacy Trust").
F5 By Spouse as Trustee for the Orion 2024 GST Trust u/a/d March 20, 2024.
F6 Certain of these securities are restricted stock units ("RSUs") and performance stock units ("PSUs"). Each RSU and PSU 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 and PSU.
F7 Following the reclassification of Common Stock into Class A Common Stock, certain shares of Class A Common Stock were exchanged at a 1:1 ratio for shares of Class B Common Stock in a transaction previously approved by the Issuer's board of directors.
F8 These securities are RSUs and PSUs. Each RSU and PSU 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 and PSU.
F9 Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F10 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) Bryan Leach sold 450,003 shares of Class B Common Stock of the Issuer, (ii) the Elysian 2021 Legacy Trust sold 40,500 shares of Class B Common Stock of the Issuer, and (iii) the Orion 2021 Legacy Trust sold 40,500 shares of Class B Common Stock of the Issuer to the Underwriters at a per share sale price of $88.00. Each such share of Class B Common Stock automatically converted into one share of Class A Common Stock immediately following such sales to the Underwriters. The per share sale price reported in this Form 4 does not reflect underwriting discounts.
F11 The shares are held by the Elysian 2021 Legacy Trust.
F12 The shares are held by the Orion 2021 Legacy Trust.
F13 All of the shares subject to the option are fully vested and exercisable as of the date hereof.
F14 1/48th of the shares subject to the option vested on January 8, 2021 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date..
F15 1/48th of the shares subject to the option vested on August 15, 2021 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.
F16 1/48th of the shares subject to the option vested on August 15, 2022 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.
F17 1/36th of the shares subject to the option vested on February 3, 2022 and 1/36th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.
F18 1/48th of the shares subject to the option vested on February 16, 2023 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.