Ibotta CTO reports 25,018 shares sold across accounts

All four sales were effected under a Rule 10b5-1 trading plan established March 6, 2026, including transactions involving shares held by Swanson's spouse.

Rhea-AI Filing Summary

Ibotta, Inc. chief technology officer Luke Roy Swanson reported direct sales of 8,764 Class A shares at a weighted average $49.9204 per share on October 21, 2026, and 3,695 at $49.9739 per share on October 22. Shares held by his spouse were also reported sold: 9,075 at a weighted average $49.9134 per share on October 21 and 3,484 at $49.9587 per share on October 22. The four transactions totaled 25,018 shares and were effected under a Rule 10b5-1 trading plan established March 6, 2026.

Insider Trade Summary 10b5-1

Net Seller: 25,018 shares

Net Sell 6 txns

Insider Swanson Luke Roy

Role CHIEF TECHNOLOGY OFFICER

Sold 25,018 shs ($1.25M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F6, F3	3,695	$49.9739	$185K
Sale	Class A Common Stock F1, F6, F5	3,484	$49.9587	$174K
Sale	Class A Common Stock F1, F2, F3	8,764	$49.9204	$438K
Sale	Class A Common Stock F1, F4, F5	9,075	$49.9134	$453K
holding	Class A Common Stock F7	--	--	--
holding	Class A Common Stock F8	--	--	--

Holdings After Transaction: Class A Common Stock — 431,233 shares (Direct); Class A Common Stock — 473,428 shares (Indirect, See footnote)

Footnotes (8)

1. F1. The transactions reflected on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan established by the Reporting Person on March 6, 2026.
2. F2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.90 to $49.96 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.
3. F3. 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.
4. F4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.90 to $50.00 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. F5. These shares are held by Reporting Person's spouse.
6. F6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.90 to $50.28 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.
7. F7. The shares are held by Flat Tops Ventures, LLC, which is 1% owned by the Reporting Person and 99% owned by the Swanson 2021 Irrevocable Trust for the benefit of the Reporting Person's children.
8. F8. These shares are held by Flat Tops 2024 Trust, of which Reporting Person's spouse is trustee, and Reporting Person's spouse and children are beneficiaries.

Key Figures

Direct shares sold: 8,764 shares Weighted average sale price: $49.9204 per share Spouse-held shares sold: 9,075 shares +5 more

8 metrics

Direct shares sold 8,764 shares October 21, 2026

Weighted average sale price $49.9204 per share Direct sale on October 21, 2026

Spouse-held shares sold 9,075 shares October 21, 2026

Weighted average sale price $49.9134 per share Spouse-held shares sold on October 21, 2026

Direct shares sold 3,695 shares October 22, 2026

Weighted average sale price $49.9739 per share Direct sale on October 22, 2026

Spouse-held shares sold 3,484 shares October 22, 2026

Weighted average sale price $49.9587 per share Spouse-held shares sold on October 22, 2026

Key Terms

Rule 10b5-1 trading plan, weighted average price, restricted stock units

3 terms

Rule 10b5-1 trading plan regulatory

"effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"reported price in Column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

restricted stock units financial

"Certain of these securities are restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many IBTA shares were reported sold by Luke Roy Swanson and in spouse-held accounts?

A total of 25,018 Class A shares were reported sold across direct holdings and shares held by Swanson's spouse. The reported sales comprised 8,764 direct and 9,075 spouse-held shares on October 21, 2026, followed by 3,695 direct and 3,484 spouse-held shares on October 22.

What prices were reported for the IBTA share sales?

The reported weighted average prices were $49.9204 per share for 8,764 direct shares and $49.9134 per share for 9,075 spouse-held shares on October 21, 2026. On October 22, the prices were $49.9739 for 3,695 direct shares and $49.9587 for 3,484 spouse-held shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/23/2026 - 04:25 PM EDT Accepted by SEC EDGAR 10/23/2026 - 04:24 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Swanson Luke Roy

(Last) (First) (Middle)

C/O IBOTTA, INC.

1400 16TH STREET, SUITE 600

(Street)

DENVER COLORADO 80202

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ibotta, Inc. [ IBTA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF TECHNOLOGY OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	10/21/2026		S(1)		8,764	D	$49.9204(2)	434,928(3)	D
Class A Common Stock	10/21/2026		S(1)		9,075	D	$49.9134(4)	229,867	I	See footnote(5)
Class A Common Stock	10/22/2026		S(1)		3,695	D	$49.9739(6)	431,233(3)	D
Class A Common Stock	10/22/2026		S(1)		3,484	D	$49.9587(6)	226,383	I	See footnote(5)
Class A Common Stock								45,045	I	See footnote(7)
Class A Common Stock								202,000	I	See footnote(8)

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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

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 6, 2026.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.90 to $49.96 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.

3. 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.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.90 to $50.00 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. These shares are held by Reporting Person's spouse.

6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.90 to $50.28 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.

7. The shares are held by Flat Tops Ventures, LLC, which is 1% owned by the Reporting Person and 99% owned by the Swanson 2021 Irrevocable Trust for the benefit of the Reporting Person's children.

8. These shares are held by Flat Tops 2024 Trust, of which Reporting Person's spouse is trustee, and Reporting Person's spouse and children are beneficiaries.

Remarks:

	/s/ David T. Shapiro, by power of attorney	10/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)