Philip Rodoni - Aug 29, 2022 Form 4 Insider Report for Rubicon Technologies, Inc. (RBT)

Role: Chief Technology Officer
Signature: /s/ William D. Meyer as Attorney-in-Fact for Philip Rodoni
Stock symbol: RBT
Transactions as of: Aug 29, 2022
Transactions value $: $0
Form type: 4
Date filed: 8/31/2022, 08:50 AM
Previous filing: Aug 15, 2022
Next filing: Oct 25, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RBT	Class V Common Stock	Disposed to Issuer		-792K	-59.23%		545K	Aug 29, 2022	Direct	F1, F2
transaction	RBT	Class A Common Stock	Conversion of derivative security		+792K			792K	Aug 29, 2022	Direct	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
transaction	RBT	Class B Units	Conversion of derivative security		-792K	-59.23%		545K	Aug 29, 2022	Class A Common Stock	792K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	On August 29, 2022, the Reporting Person exchanged 791,733 Class B Units of Rubicon Technologies Holdings, LLC for 791,733 shares of Class A Common Stock. In connection with the exchange, 791,733 shares of Class V Common Stock were automatically cancelled by the Issuer for no consideration.
F2	The Class B Units 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.

Content

On August 29, 2022, the Reporting Person exchanged 791,733 Class B Units of Rubicon Technologies Holdings, LLC for 791,733 shares of Class A Common Stock. In connection with the exchange, 791,733 shares of Class V Common Stock were automatically cancelled by the Issuer for no consideration.

The Class B Units 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.