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

Signature
/s/ David Shapiro, by power of attorney
Issuer symbol
IBTA
Transactions as of
22 Apr 2024
Net transactions value
$0
Form type
4
Filing time
22 Apr 2024, 16:06:11 UTC
Previous filing
17 Apr 2024
Next filing
03 Dec 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IBTA Common Stock Other -3,153,048 -100% 0 22 Apr 2024 Direct F1
transaction IBTA Common Stock Other -405,000 -100% 0 22 Apr 2024 See footnote F1, F2
transaction IBTA Common Stock Other -45,000 -100% 0 22 Apr 2024 See footnote F1, F3
transaction IBTA Common Stock Other -405,000 -100% 0 22 Apr 2024 See footnote F1, F4
transaction IBTA Common Stock Other -45,000 -100% 0 22 Apr 2024 See footnote F1, F5
transaction IBTA Class A Common Stock Other +3,153,048 3,153,048 22 Apr 2024 Direct F1, F6
transaction IBTA Class A Common Stock Other +405,000 405,000 22 Apr 2024 See footnote F1, F2
transaction IBTA Class A Common Stock Other +45,000 45,000 22 Apr 2024 See footnote F1, F3
transaction IBTA Class A Common Stock Other +405,000 405,000 22 Apr 2024 See footnote F1, F4
transaction IBTA Class A Common Stock Other +45,000 45,000 22 Apr 2024 See footnote F1, F5
transaction IBTA Class A Common Stock Other -2,768,427 -88% 384,621 22 Apr 2024 Direct F7, F8
transaction IBTA Class A Common Stock Other -405,000 -100% 0 22 Apr 2024 See footnote F2, F7
transaction IBTA Class A Common Stock Other -45,000 -100% 0 22 Apr 2024 See footnote F3, F7
transaction IBTA Class A Common Stock Other -405,000 -100% 0 22 Apr 2024 See footnote F4, F7
transaction IBTA Class A Common Stock Other -45,000 -100% 0 22 Apr 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 +2,768,427 2,768,427 22 Apr 2024 Class A Common Stock 2,768,427 Direct F7, F9
transaction IBTA Class B Common Stock Other +405,000 405,000 22 Apr 2024 Class A Common Stock 405,000 See footnote F2, F7, F9
transaction IBTA Class B Common Stock Other +45,000 45,000 22 Apr 2024 Class A Common Stock 45,000 See footnote F3, F7, F9
transaction IBTA Class B Common Stock Other +405,000 405,000 22 Apr 2024 Class A Common Stock 405,000 See footnote F4, F7, F9
transaction IBTA Class B Common Stock Other +45,000 45,000 22 Apr 2024 Class A Common Stock 45,000 See footnote F5, F7, F9
transaction IBTA Class B Common Stock Sale -450,003 -16% 2,318,424 22 Apr 2024 Class A Common Stock 450,003 Direct F7, F9, F10
transaction IBTA Class B Common Stock Sale -40,500 -10% 364,500 22 Apr 2024 Class A Common Stock 40,500 See footnote F7, F9, F10, F11
transaction IBTA Class B Common Stock Sale -40,500 -10% 364,500 22 Apr 2024 Class A Common Stock 40,500 See footnote F7, F9, F10, F12
transaction IBTA Employee Stock Option (right to buy) Other -212,000 -100% 0 22 Apr 2024 Common Stock 212,000 $3.99 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +212,000 212,000 22 Apr 2024 Class A Common Stock 212,000 $3.99 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -30,000 -100% 0 22 Apr 2024 Common Stock 30,000 $5.05 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +30,000 30,000 22 Apr 2024 Class A Common Stock 30,000 $5.05 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -50,000 -100% 0 22 Apr 2024 Common Stock 50,000 $5.35 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +50,000 50,000 22 Apr 2024 Class A Common Stock 50,000 $5.35 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -50,000 -100% 0 22 Apr 2024 Common Stock 50,000 $12.75 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other +50,000 50,000 22 Apr 2024 Class A Common Stock 50,000 $12.75 Direct F1, F13
transaction IBTA Employee Stock Option (right to buy) Other -250,000 -100% 0 22 Apr 2024 Common Stock 250,000 $8.30 Direct F1, F14
transaction IBTA Employee Stock Option (right to buy) Other +250,000 250,000 22 Apr 2024 Class A Common Stock 250,000 $8.30 Direct F1, F14
transaction IBTA Employee Stock Option (right to buy) Other -176,471 -100% 0 22 Apr 2024 Common Stock 176,471 $22.20 Direct F1, F15
transaction IBTA Employee Stock Option (right to buy) Other +176,471 176,471 22 Apr 2024 Class A Common Stock 176,471 $22.20 Direct F1, F15
transaction IBTA Employee Stock Option (right to buy) Other -176,471 -100% 0 22 Apr 2024 Common Stock 176,471 $22.20 Direct F1, F16
transaction IBTA Employee Stock Option (right to buy) Other +176,471 176,471 22 Apr 2024 Class A Common Stock 176,471 $22.20 Direct F1, F16
transaction IBTA Employee Stock Option (right to buy) Other -25,000 -100% 0 22 Apr 2024 Common Stock 25,000 $19.25 Direct F1, F17
transaction IBTA Employee Stock Option (right to buy) Other +25,000 25,000 22 Apr 2024 Class A Common Stock 25,000 $19.25 Direct F1, F17
transaction IBTA Employee Stock Option (right to buy) Other -60,000 -100% 0 22 Apr 2024 Common Stock 60,000 $10.40 Direct F1, F18
transaction IBTA Employee Stock Option (right to buy) Other +60,000 60,000 22 Apr 2024 Class A Common Stock 60,000 $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.