Ibotta (IBTA) Form 4 details RSU tax withholding share transaction

Rhea-AI Filing Summary

Ibotta, Inc. reported an insider equity transaction by its Chief Revenue Officer on 12/01/2025. The Form 4 shows that 3,871 shares of Class A common stock were withheld by the company at a price of $23.86 per share to cover income tax withholding obligations arising from the vesting and net settlement of previously reported restricted stock units (RSUs). This was not an open-market sale by the officer. After this tax withholding event, the officer beneficially owned 121,466 shares of Class A common stock, held directly. Some of these holdings consist of RSUs, each representing a right to receive one share of Class A common stock, subject to applicable vesting conditions.

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

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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 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^*

Riedy Christopher J

(Last) (First) (Middle)

C/O IBOTTA, INC.

1400 16TH STREET, SUITE 600

(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 Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		F(1)		3,871	D	$23.86	121,466(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. This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of previously reported restricted stock units ("RSUs").

2. Certain of these securities are 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	12/03/2025
	** 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.
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FAQ

What insider transaction did Ibotta (IBTA) report in this Form 4?

The filing reports that the Chief Revenue Officer had 3,871 shares of Ibotta Class A common stock withheld by the company on 12/01/2025 to satisfy tax withholding obligations related to vesting RSUs.

Was the Ibotta (IBTA) Form 4 transaction an open-market sale?

No. The Form 4 clarifies that this transaction is not a sale of shares by the reporting person, but a withholding of shares by Ibotta to cover income tax and remittance obligations on vested RSUs.

How many Ibotta (IBTA) shares does the insider own after this transaction?

Following the reported tax withholding, the Chief Revenue Officer beneficially owns 121,466 shares of Ibotta Class A common stock in direct ownership.

At what price were the Ibotta (IBTA) shares withheld for taxes?

The 3,871 withheld shares were valued at a price of $23.86 per share for the purpose of satisfying income tax withholding obligations.

What are the RSUs mentioned in the Ibotta (IBTA) Form 4 filing?

The filing notes that certain securities are restricted stock units (RSUs), each representing a contingent right to receive one share of Ibotta's Class A common stock, subject to vesting schedules and conditions.

What is the reporting person’s role at Ibotta (IBTA)?

The reporting person is identified as an Officer of Ibotta, serving as the company’s Chief Revenue Officer.