Richard Todd Schwartz - Nov 15, 2024 Form 4 Insider Report for Rush Street Interactive, Inc. (RSI)

Signature
/s/ Kyle Sauers as Attorney-in-fact
Stock symbol
RSI
Transactions as of
Nov 15, 2024
Transactions value $
-$2,153,175
Form type
4
Date filed
11/19/2024, 06:16 PM
Previous filing
Sep 30, 2024
Next filing
Dec 10, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RSI Class A Common Stock Sale -$1.15M -104K -5.75% $11.02 1.7M Nov 15, 2024 Direct F1, F2
transaction RSI Class V Voting Stock Gift $0 -1.17M -14.12% $0.00 7.1M Nov 15, 2024 Direct F3
transaction RSI Class V Voting Stock Gift $0 -1.17M -16.45% $0.00 5.93M Nov 15, 2024 Direct F4
transaction RSI Class V Voting Stock Gift $0 +1.17M $0.00 1.17M Nov 15, 2024 By Spouse F5
transaction RSI Class V Voting Stock Gift $0 +1.17M $0.00 1.17M Nov 15, 2024 By Trust F5
transaction RSI Class A Common Stock Sale -$1.01M -90K -5.28% $11.20 1.61M Nov 18, 2024 Direct F1, F6

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 RSI Class A Common Units of Rush Street Interactive, L.P. Gift $0 -1.17M -14.12% $0.00 7.1M Nov 15, 2024 Class A Common Stock 1.17M Direct F7, F8
transaction RSI Class A Common Units of Rush Street Interactive, L.P. Gift $0 -1.17M -16.45% $0.00 5.93M Nov 15, 2024 Class A Common Stock 1.17M Direct F7, F9
transaction RSI Class A Common Units of Rush Street Interactive, L.P. Gift $0 +1.17M $0.00 1.17M Nov 15, 2024 Class A Common Stock 1.17M By Spouse F5, F7
transaction RSI Class A Common Units of Rush Street Interactive, L.P. Gift $0 +1.17M $0.00 1.17M Nov 15, 2024 Class A Common Stock 1.17M By Trust F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 Shares were sold pursuant to a 10b5-1 Plan dated August 16, 2024.
F2 The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $10.74 to $11.39 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 Represents a bona fide gift of shares of Class V Voting Stock of the Issuer to the Reporting Person's spouse for estate planning purposes.
F4 For estate planning purposes, the Reporting Person gifted shares of Class V Voting Stock of the Issuer to an irrevocable trust for the benefit of the Reporting Person's spouse and children, of which the Reporting Person's spouse is the trustee.
F5 The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such securities are beneficially owned by the Reporting Person for Section 16 or any other purpose.
F6 The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $11.164 to $11.3 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F7 Pursuant to the Amended and Restated Limited Partnership Agreement of Rush Street Interactive, L.P. ("RSI LP"), beginning on June 29, 2021, the Class A Common Units of RSI LP ("RSI Units") beneficially owned by the reporting person may be exchanged, subject to certain conditions, for one share of Class A Common Stock of the Issuer. Upon such exchange, an equivalent number of shares of Class V Voting Stock then held by the reporting person will be canceled.
F8 Represents a bona fide gift of RSI Units to the Reporting Person's spouse for estate planning purposes.
F9 For estate planning purposes, the Reporting Person gifted RSI Units to an irrevocable trust for the benefit of the Reporting Person's spouse and children, of which the Reporting Person's spouse is the trustee.