[Form 4] Ibotta, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Marisa Daspit, Chief People Officer of Ibotta, Inc. (IBTA), reported an insider sale. On 09/05/2025 she sold 2,956 shares of Class A common stock at $26.94 per share under a Rule 10b5-1 trading plan established May 29, 2025. After the sale she beneficially owned 52,132 shares, some of which are restricted stock units (RSUs) that convert to Class A shares subject to vesting conditions. The Form 4 was signed by power of attorney on 09/09/2025.

Positive

• Transaction executed under a Rule 10b5-1 plan, indicating pre-scheduled trading and reduced likelihood of opportunistic timing
• Full disclosure of RSUs in beneficial ownership clarifies that part of the holding is subject to vesting conditions

Negative

• Officer sold shares (2,956 shares), which represents a reduction in insider holdings
• No additional context provided about the purpose of the sale beyond the 10b5-1 plan

Insights

Securities Analyst

TL;DR: Routine insider sale under a 10b5-1 plan; transparency is maintained and the transaction appears scheduled.

The filing shows an officer-initiated sale of 2,956 Class A shares at $26.94 per share executed under a pre-established Rule 10b5-1 trading plan dated May 29, 2025. The reporting person remains a meaningful holder with 52,132 shares, including RSUs subject to vesting. For investors, this is a disclosure of insider liquidity rather than a change in control or a company-level event. No derivative transactions or amendments are reported.

Corporate Governance Expert

TL;DR: Governance practices followed; 10b5-1 plan reduces questions about timing.

The report identifies the transaction as occurring pursuant to a Rule 10b5-1 plan, which is a common governance mechanism to avoid allegations of opportunistic trading. The presence of RSUs in the reported beneficial ownership is noted and appropriately disclosed. There are no indications of unusual or ad hoc trading in this filing.

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^*

Daspit Marisa

(Last) (First) (Middle)

C/O IBOTTA, INC.

1801 CALIFORNIA STREET, SUITE 400

(Street)

DENVER CO 80202

(City) (State) (Zip)

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 PEOPLE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

4. If Amendment, Date of 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

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	09/05/2025		S(1)		2,956	D	$26.94	52,132(2)	D

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 transaction reflected on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the Reporting Person on May 29, 2025.

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.

Remarks:

	/s/ David T. Shapiro, by power of attorney	09/09/2025
	** 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.

FAQ

What transaction did Marisa Daspit (IBTA) report on Form 4?

She sold 2,956 shares of Ibotta Class A common stock on 09/05/2025 at $26.94 per share.

Was the sale by the IBTA officer part of a trading plan?

Yes. The sale was effected under a Rule 10b5-1 trading plan established on May 29, 2025.

How many IBTA shares does the reporting person own after the transaction?

52,132 shares beneficially owned following the reported transaction; some are RSUs subject to vesting.

Does the Form 4 show any option or derivative activity for IBTA by this reporting person?

No. Table II for derivative securities shows no reported transactions or holdings in this filing.

Who filed the Form 4 for Marisa Daspit and when was it signed?

The Form 4 was signed by power of attorney (David T. Shapiro) on 09/09/2025.