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Ibotta, Inc. Director's Dealing 2024

Apr 22, 2024

32523_dirs_2024-04-22_51a01748-3524-4488-b4cc-80a7985e31d9.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ibotta, Inc. (IBTA)
CIK: 0001538379
Period of Report: 2024-04-22

Reporting Person: El Tabib Amir (N/A)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2024-04-22 Common Stock J 95767 Disposed 0 Direct
2024-04-22 Class A Common Stock J 95767 Acquired 95767 Direct
2024-04-22 Class A Common Stock M 5000 $12.75 Acquired 100767 Direct
2024-04-22 Class A Common Stock M 2573 $8.30 Acquired 103340 Direct
2024-04-22 Class A Common Stock M 3611 $19.25 Acquired 106951 Direct
2024-04-22 Class A Common Stock M 104 $10.40 Acquired 107055 Direct
2024-04-22 Class A Common Stock M 6473 $25.64 Acquired 113528 Direct
2024-04-22 Class A Common Stock S 23000 $88 Disposed 90528 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2024-04-22 Employee Stock Option (right to buy) $12.75 J 5000 Disposed 2030-02-04 Common Stock (5000) Direct
2024-04-22 Employee Stock Option (right to buy) $12.75 J 5000 Acquired 2030-02-04 Class A Common Stock (5000) Direct
2024-04-22 Employee Stock Option (right to buy) $6.55 J 625 Disposed 2030-05-05 Common Stock (625) Direct
2024-04-22 Employee Stock Option (right to buy) $6.55 J 625 Acquired 2030-05-05 Class A Common Stock (625) Direct
2024-04-22 Employee Stock Option (right to buy) $8.30 J 8198 Disposed 2030-12-08 Common Stock (8198) Direct
2024-04-22 Employee Stock Option (right to buy) $8.30 J 8198 Acquired 2030-12-08 Class A Common Stock (8198) Direct
2024-04-22 Employee Stock Option (right to buy) $22.20 J 47775 Disposed 2031-07-15 Common Stock (47775) Direct
2024-04-22 Employee Stock Option (right to buy) $22.20 J 47775 Acquired 2031-07-15 Class A Common Stock (47775) Direct
2024-04-22 Employee Stock Option (right to buy) $22.20 J 20000 Disposed 2031-08-03 Common Stock (20000) Direct
2024-04-22 Employee Stock Option (right to buy) $22.20 J 20000 Acquired 2031-08-03 Class A Common Stock (20000) Direct
2024-04-22 Employee Stock Option (right to buy) $19.25 J 5000 Disposed 2032-08-02 Common Stock (5000) Direct
2024-04-22 Employee Stock Option (right to buy) $19.25 J 5000 Acquired 2032-08-02 Class A Common Stock (5000) Direct
2024-04-22 Employee Stock Option (right to buy) $10.40 J 3647 Disposed 2033-03-07 Common Stock (3647) Direct
2024-04-22 Employee Stock Option (right to buy) $10.40 J 3647 Acquired 2033-03-07 Class A Common Stock (3647) Direct
2024-04-22 Employee Stock Option (right to buy) $25.64 J 82500 Disposed 2033-12-05 Common Stock (82500) Direct
2024-04-22 Employee Stock Option (right to buy) $25.64 J 82500 Acquired 2033-12-05 Class A Common Stock (82500) Direct
2024-04-22 Employee Stock Option (right to buy) $12.75 M 5000 Disposed 2030-02-04 Class A Common Stock (5000) Direct
2024-04-22 Employee Stock Option (right to buy) $8.30 M 2573 Disposed 2030-12-08 Class A Common Stock (2573) Direct
2024-04-22 Employee Stock Option (right to buy) $19.25 M 3611 Disposed 2032-08-02 Class A Common Stock (3611) Direct
2024-04-22 Employee Stock Option (right to buy) $10.40 M 104 Disposed 2033-03-07 Class A Common Stock (104) Direct
2024-04-22 Employee Stock Option (right to buy) $25.64 M 6473 Disposed 2033-12-05 Class A Common Stock (6473) Direct

Footnotes

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: Certain of these securities are restricted stock units ("RSUs"). Each RSU 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.

F3: 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, the Reporting Person sold 23,000 shares of Class A Common Stock of the Issuer to the Underwriters at a per share sale price of $88.00. The per share sale price reported in this Form 4 does not reflect underwriting discounts.

F4: All of the shares subject to the option are fully vested and exercisable as of the date hereof.

F5: This option, originally for 15,000 shares of Common Stock, vested as to 1/48th of the shares on June 5, 2020 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.

F6: This option, originally for 30,000 shares of Common Stock, vested as to 1/48th of the shares 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.

F7: 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.

F8: The shares subject to this option become eligible to vest (eligible shares) upon the extension of certain key business agreements. In order for any eligible shares to vest, the Reporting Person must remain continuously employed through April 1 following the fiscal year in which the goal is achieved. In addition, if there is a change in control by certain Ibotta Performance Network ("IPN") partners, then 50% of the shares subject to this option will immediately vest, and the remaining portion of this option will immediately terminate and be cancelled.

F9: 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.

F10: This option, originally for 5,000 shares of Common Stock, vested as to 1/48th of the shares 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.

F11: 1/48th of the shares subject to the option vested on December 10, 2023 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.

F12: This option, originally for 5,000 shares of Common Stock, vested as to 1/36th of the shares 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.

F13: This option, originally for 82,500 shares of Common Stock, vested as to 1/48th of the shares on December 10, 2023 and 1/48th of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each vesting date.