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Ibotta Inc.

07/06/2026 | Press release | Distributed by Public on 07/06/2026 15:09

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
Leach Bryan
2. Issuer Name and Ticker or Trading Symbol
Ibotta, Inc. [IBTA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO AND PRESIDENT
(Last) (First) (Middle)
C/O IBOTTA, INC., 1400 16TH STREET, SUITE 600
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
(Street)
DENVER, CO 80202
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 07/01/2026 M(1) 15,834 A $3.99 882,318(2) D
Class A Common Stock 07/01/2026 S(1) 4,045 D $34.6344(3) 878,273(2) D
Class A Common Stock 07/01/2026 S(1) 11,789 D $35.3437(4) 866,484(2) D
Class A Common Stock 07/01/2026 C(1)(5) 2,074 A $ 0 2,074 I See footnote(6)
Class A Common Stock 07/01/2026 S(1) 523 D $34.6181(3) 1,551 I See footnote(6)
Class A Common Stock 07/01/2026 S(1) 1,551 D $35.346(4) 0 I See footnote(6)
Class A Common Stock 07/01/2026 C(1)(7) 2,074 A $ 0 2,074 I See footnote(8)
Class A Common Stock 07/01/2026 S(1) 536 D $34.6534(3) 1,538 I See footnote(8)
Class A Common Stock 07/01/2026 S(1) 1,538 D $35.3399(4) 0 I See footnote(8)
Class A Common Stock 07/02/2026 M(1) 6,061 A $3.99 872,545(2) D
Class A Common Stock 07/02/2026 S(1) 5,773 D $35.2956(9) 866,772(2) D
Class A Common Stock 07/02/2026 S(1) 288 D $35.7942(10) 866,484(2) D
Class A Common Stock 07/02/2026 C(1)(11) 1,094 A $ 0 1,094 I See footnote(8)
Class A Common Stock 07/02/2026 S(1) 1,044 D $35.2966(9) 50 I See footnote(8)
Class A Common Stock 07/02/2026 S(1) 50 D $35.7938(10) 0 I See footnote(8)
Class A Common Stock 07/02/2026 C(1)(12) 1,094 A $ 0 1,094 I See footnote(6)
Class A Common Stock 07/02/2026 S(1) 1,041 D $35.2953(9) 53 I See footnote(6)
Class A Common Stock 07/02/2026 S(1) 53 D $35.7908(10) 0 I See footnote(6)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $3.99 07/01/2026 M(1) 15,834 (13) 01/16/2027 Class A Common Stock 15,834 $ 0 165,870 D
Class B Common Stock (14) 07/01/2026 C(1) 2,074 (14) (14) Class A Common Stock 2,074 $ 0 117,926 I See footnote(6)
Class B Common Stock (14) 07/01/2026 C(1) 2,074 (14) (14) Class A Common Stock 2,074 $ 0 117,926 I See footnote(8)
Employee Stock Option (right to buy) $3.99 07/02/2026 M(1) 6,061 (13) 01/16/2027 Class A Common Stock 6,061 $ 0 159,809 D
Class B Common Stock (14) 07/02/2026 C(1) 1,094 (14) (14) Class A Common Stock 1,094 $ 0 116,832 I See footnote(6)
Class B Common Stock (14) 07/02/2026 C(1) 1,094 (14) (14) Class A Common Stock 1,094 $ 0 116,832 I See footnote(8)
Class B Common Stock (14) (14) (14) Class A Common Stock 289,500 289,500 I See footnote(15)
Class B Common Stock (14) (14) (14) Class A Common Stock 2,208,424 2,208,424 D
Class B Common Stock (14) (14) (14) Class A Common Stock 289,500 289,500 I See footnote(16)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Leach Bryan
C/O IBOTTA, INC.
1400 16TH STREET, SUITE 600
DENVER, CO 80202
X X CEO AND PRESIDENT

Signatures

/s/ David T. Shapiro, by power of attorney 07/06/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The transactions reflected on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on March 5, 2026.
(2) 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.
(3) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.98 to $34.98 per share. The Reporting Person undertakes to provide 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 above.
(4) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.985 to $35.695 per share. The Reporting Person undertakes to provide 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 above.
(5) The Elysian 2024 GST Trust u/a/d/ March 20, 2024, converted 2,074 shares of Class B Common Stock into a like number of shares of Class A Common Stock.
(6) By Spouse as Trustee for the Elysian 2024 GST Trust u/a/d March 20, 2024.
(7) The Orion 2024 GST Trust u/a/d/ March 20, 2024, converted 2,074 shares of Class B Common Stock into a like number of shares of Class A Common Stock.
(8) By Spouse as Trustee for the Orion 2024 GST Trust u/a/d March 20, 2024.
(9) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.72 to $35.685 per share. The Reporting Person undertakes to provide 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 above.
(10) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.7225 to $35.935 per share. The Reporting Person undertakes to provide 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 above.
(11) The Orion 2024 GST Trust u/a/d/ March 20, 2024, converted 1,094 shares of Class B Common Stock into a like number of shares of Class A Common Stock.
(12) The Elysian 2024 GST Trust u/a/d/ March 20, 2024, converted 1,094 shares of Class B Common Stock into a like number of shares of Class A Common Stock.
(13) All of the shares subject to the option are fully vested and exercisable as of the date hereof.
(14) Shares of Class B Common Stock are convertible into shares of Class A Common Stock on a 1-for-1 basis at no cost, at any time, at the election of the holder.
(15) By Spouse as Trustee for the Elysian 2021 Legacy Trust u/a/d May 11, 2021.
(16) By Spouse as Trustee for the Orion 2021 Legacy Trust u/a/d May 11, 2021.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Ibotta Inc. published this content on July 06, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on July 06, 2026 at 21:10 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]