Ibotta CFO Maintains Strong Position Despite Required Share Withholding

Rhea-AI Filing Summary

Insider Trading Update: Valarie L. Sheppard, who serves as both Director and Interim CFO of Ibotta, reported a Form 4 filing on June 28, 2025, disclosing transactions in the company's Class A Common Stock.

Key Transaction Details:

• On June 17, 2025, 1,585 shares were withheld by Ibotta at $41.34 per share
• The withholding was for tax purposes related to vesting of restricted stock units (RSUs)
• Following the transaction, Sheppard holds 36,317 shares directly

This transaction represents a routine share withholding for tax obligations rather than an open market sale. Some of Sheppard's remaining holdings include RSUs that will convert to Class A Common Stock upon meeting vesting requirements. The filing was signed by David T. Shapiro via power of attorney on June 18, 2025.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sheppard Valarie L

Role Interim CFO

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	1,585	$41.34	$66K

Holdings After Transaction: Class A Common Stock — 36,317 shares (Direct)

Footnotes (1)

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. 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.

Form 4 Insider Transactions: What Each Field Means →

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).

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^*

Sheppard Valarie L

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Interim CFO

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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	06/17/2025		F(1)		1,585	D	$41.34	36,317(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.

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	06/18/2025
	** 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

How many shares of IBTA stock were withheld from Valarie Sheppard on June 17, 2025?

According to the Form 4 filing, 1,585 shares of IBTA Class A Common Stock were withheld by the company at a price of $41.34 per share to satisfy tax withholding obligations related to the vesting of restricted stock units.

What is Valarie Sheppard's role at IBTA?

According to the Form 4 filing, Valarie L. Sheppard serves as both a Director and Interim CFO of Ibotta, Inc. (IBTA).

How many IBTA shares does Valarie Sheppard own after the June 17, 2025 transaction?

Following the reported transaction, Valarie Sheppard beneficially owns 36,317 shares of IBTA Class A Common Stock directly. Some of these securities are in the form of restricted stock units (RSUs) that will vest over time.

What was the purpose of IBTA's share withholding on June 17, 2025?

The share withholding was conducted to satisfy Ibotta's income tax withholding and remittance obligations in connection with the vesting and net settlement of previously reported restricted stock units. This was not a discretionary sale by the insider.

What was the price per share for IBTA's tax withholding transaction on June 17, 2025?

The shares were withheld at a price of $41.34 per share of IBTA Class A Common Stock.