Nathaniel Morris - Aug 15, 2022 Form 3 Insider Report for Rubicon Technologies, Inc. (RBT)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Nathaniel Morris
Stock symbol
RBT
Transactions as of
Aug 15, 2022
Transactions value $
$0
Form type
3
Date filed
8/15/2022, 08:49 PM
Next filing
Oct 21, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RBT Class V Common Stock 22.9M Aug 15, 2022 By RGH, Inc. F1, F2

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
holding RBT Class B Units Aug 15, 2022 Class A Common Stock 22.9M By RGH, Inc. F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares of Class V Common Stock represent a voting interest in the issuer on all matters on which stockholders generally are entitled to vote, but do not represent an economic interest in the issuer, as described further in the Certificate of Incorporation of the issuer. Class B Units of Rubicon Technologies Holdings, LLC ("Class B Units"), a subsidiary of the issuer, are exchangeable into cash and/or Class A Common Stock of the issuer on a one-for-one basis (subject to adjustment) pursuant to the Eighth Amended and Restated Limited Liability Company Agreement of Rubicon Technologies Holdings, LLC. Upon exchange of a Class B Unit, a corresponding share of Class V Common Stock held by such exchanging holder will be automatically cancelled by the issuer for no consideration.
F2 Securities are held by RGH, Inc. ("RGH"). Mr. Morris is the chief executive officer of RGH, Inc. and has sole voting and dispositive power over the securities held by RGH. Mr. Morris disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

Remarks:

Exhibit 24 - Power of Attorney