Filing Details
- Accession Number:
- 0000950170-24-046512
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-04-22 17:15:05
- Reporting Period:
- 2024-04-22
- Accepted Time:
- 2024-04-22 17:15:05
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1538379 | Ibotta Inc. | IBTA | () | KS |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
923338 | Koch Industries Inc | 4111 E. 37Th Street North Wichita KS 67220 | No | No | No | No | |
2019322 | Kdt Ibotta Holdings, Llc | 4111 E. 37Th Street North Wichita KS 67220 | No | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Disposition | 2024-04-22 | 647,926 | $0.00 | 0 | No | 4 | J | Direct | |
Class A Common Stock | Acquisiton | 2024-04-22 | 647,926 | $0.00 | 647,926 | No | 4 | J | Direct | |
Common Stock | Acquisiton | 2024-04-22 | 4,151,214 | $0.00 | 4,151,214 | No | 4 | C | Direct | |
Common Stock | Disposition | 2024-04-22 | 4,151,214 | $0.00 | 4,151,214 | No | 4 | J | Direct | |
Class A Common Stock | Acquisiton | 2024-04-22 | 4,151,214 | $0.00 | 4,799,140 | No | 4 | J | Direct | |
Class A Common Stock | Acquisiton | 2024-04-22 | 1,089,989 | $63.80 | 5,889,129 | No | 4 | C | Direct | |
Class A Common Stock | Disposition | 2024-04-22 | 1,500,000 | $88.00 | 4,389,129 | No | 4 | S | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | J | Direct | |
No | 4 | J | Direct | |
No | 4 | C | Direct | |
No | 4 | J | Direct | |
No | 4 | J | Direct | |
No | 4 | C | Direct | |
No | 4 | S | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series D Preferred Stock | Disposition | 2024-04-22 | 4,151,214 | $0.00 | 4,151,214 | $0.00 |
Class A Common Stock | Convertible Unsecured Subordinated Promissory Note | Disposition | 2024-04-22 | 1,089,989 | $0.00 | 1,089,989 | $63.80 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Direct | ||
0 | No | 4 | C | Direct |
Footnotes
- Pursuant to a reclassification exempt under Rule 16b-7, each share of common stock, par value $0.00001 per share ("Common Stock"), of Ibotta, Inc. (the "Issuer") automatically reclassified into shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock"), of the Issuer on a one-to-one basis immediately prior to the completion of the Issuer's initial public offering (the "IPO").
- Securities are held by KDT Ibotta Holdings, LLC ("KDT Ibotta"). KDT Ibotta is a subsidiary of Koch Disruptive Technologies, LLC ("KDT"), KDT is a subsidiary of Koch Disruptive Technologies Holdings, LLC ("KDT Holdings"), KDT Holdings is a subsidiary of Koch Investments Group, LLC ("KIG"), KIG is a subsidiary of Koch Investments Group Holdings, LLC ("KIG Holdings") and KIG Holdings is a subsidiary of Koch Industries, Inc. ("Koch Industries"). Each of Koch Industries, KIG Holdings, KIG, KDT Holdings and KDT may be deemed to beneficially own the securities of the Issuer held by KDT Ibotta by virtue of Koch Industries' beneficial ownership of KIG Holdings, KIG Holdings' beneficial ownership of KIG, KIG's beneficial ownership of KDT Holdings, KDT Holdings' beneficial ownership of KDT, and KDT's beneficial ownership of KDT Ibotta. Each of Koch Industries, KIG Holdings, KIG, KDT Holdings and KDT disclaims such beneficial ownership except to the extent of their pecuniary interest therein.
- Each share of Series D redeemable convertible preferred stock par value $0.00001 per share ("Series D Preferred Stock") of the Issuer automatically converted into Common Stock on a one-for-one basis immediately prior to the completion of the IPO and had no expiration date.
- The principal amount of the Convertible Unsecured Subordinated Promissory Note (together with accrued interest thereon) automatically converted into shares of Class A Common Stock at a conversion price equal to $63.80 immediately prior to the completion of the IPO. The Convertible Unsecured Subordinated Promissory Note has a maturity date of March 24, 2027. The treatment of the Convertible Unsecured Subordinated Promissory Note in the IPO was exempt pursuant to Rule 16b-6.
- 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, KDT Ibotta sold 1,500,000 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.