[SCHEDULE 13G] Ibotta, Inc. SEC Filing

Rhea-AI Filing Summary

Clark Jermoluk Founders Fund I LLC and James H. Clark reported beneficial ownership of 3,841,308 shares of Ibotta, Inc. Class A common stock, representing 15.2% of the Class A shares outstanding. The shares are held directly by Fund I, which is 95% owned by the JHC Family 2016 Trust, an entity controlled by Mr. Clark. The filing shows no sole voting or dispositive power and instead reports shared voting and dispositive power over the disclosed shares. The Reporting Persons disclaim status as a group and provided a joint filing agreement as an exhibit.

Positive

• Material ownership disclosed: Reporting Persons beneficially own 3,841,308 Class A shares, equal to 15.2% of the class.
• Clear control chain disclosed: Fund I is 95% owned by the JHC Family 2016 Trust, which is controlled by James H. Clark.

Negative

• None.

Insights

Securities Analyst

TL;DR: A single investor group discloses a material 15.2% Class A stake with shared control, increasing transparency about ownership concentration.

This Schedule 13G reports that Clark Jermoluk Founders Fund I LLC holds 3,841,308 Class A shares of Ibotta, representing 15.2% of outstanding Class A stock based on the issuer's reported 25,261,362 shares. The ownership is held by Fund I, which is 95% owned by the JHC Family 2016 Trust controlled by James H. Clark, and both Reporting Persons indicate shared voting and disposition rights rather than sole control. The filing is informational under passive investor disclosure rules and clarifies beneficial ownership and control relationships relevant to shareholder composition.

Corporate Governance Expert

TL;DR: Disclosure clarifies beneficial ownership and control link between a fund and an individual but shows no sole control over shares.

The report identifies the beneficial owner, the chain of control through the JHC Family 2016 Trust, and that voting and dispositive powers are shared. The Reporting Persons expressly disclaim group status. For governance analysis, the filing signals a concentrated investor with potential influence but not unilateral voting authority, useful for assessing coalition-building risks and board engagement dynamics.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

IBOTTA, INC.

(Name of Issuer)

Class A Common Stock, $0.00001 par value per share

(Title of Class of Securities)

451051106

(CUSIP Number)

09/30/2024

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 451051106

1

Names of Reporting Persons

Clark Jermoluk Founders Fund I LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,841,308.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,841,308.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,841,308.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

15.2 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 451051106

1

Names of Reporting Persons

James H. Clark

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,841,308.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,841,308.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,841,308.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

15.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: IBOTTA, INC.
(b)	Address of issuer's principal executive offices: 1801 California Street, Suite 400, Denver, CO, 80202.
Item 2.
(a)	Name of person filing: The names of the persons filing this report (collectively, the "Reporting Persons") are: Clark Jermoluk Founders Fund I LLC ("Fund I") James H. Clark ("Clark") The Reporting Persons expressly disclaim status as a "group" for purposes of this Schedule 13G.
(b)	Address or principal business office or, if none, residence: c/o EisnerAmper Advisory Group, LLC 505 S. Flager Dr., Suite 900 West Palm Beach, FL 33401
(c)	Citizenship: Fund I Delaware Clark United States
(d)	Title of class of securities: Class A Common Stock, $0.00001 par value per share
(e)	CUSIP No.: 451051106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person as of the date of this filing and is incorporated by reference. The Reporting Persons' ownership of the Issuer's securities consists of 3,841,308 shares of Class A common stock held directly by Fund I. Fund I is 95% owned by the the JHC Family 2016 Trust (the "JHC Trust"). The JHC Trust is an entity controlled by Clark.
(b)	Percent of class: Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the Class A common stock of the Issuer beneficially owned by such Reporting Person as of the date of this filing and is incorporated by reference. The percentage set forth in each row 11 is based upon 25,261,362 shares of Class A common stock outstanding as of July 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on August 13, 2025.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Row 5 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of the date of this filing and is incorporated by reference.
	(ii) Shared power to vote or to direct the vote: Row 6 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of the date of this filing and is incorporated by reference.
	(iii) Sole power to dispose or to direct the disposition of: Row 7 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of the date of this filing and is incorporated by reference.
	(iv) Shared power to dispose or to direct the disposition of: Row 8 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of the date of this filing and is incorporated by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Clark Jermoluk Founders Fund I LLC

Signature:	/s/ Louis M. Cohen
Name/Title:	Louis M. Cohen, Manager
Date:	09/12/2025

James H. Clark

Signature:	/s/ James H. Clark
Name/Title:	James H. Clark
Date:	09/12/2025

Exhibit Information

Exhibit 99.1 Joint Filing Agreement

FAQ

How many Ibotta (IBTA) Class A shares do Clark Jermoluk Founders Fund I LLC and James H. Clark report owning?

They report beneficial ownership of 3,841,308 Class A shares.

What percentage of IBTA Class A stock does the filing represent?

The reported shares represent 15.2% of Class A common stock based on 25,261,362 shares outstanding.

Does either reporting person have sole voting or dispositive power over the shares?

No. The filing reports 0 sole voting power and 0 sole dispositive power, with shared voting and dispositive power reported.

Who ultimately controls the fund that holds the shares?

Fund I is 95% owned by the JHC Family 2016 Trust, an entity controlled by James H. Clark.

Did the Reporting Persons file as a group?

They expressly disclaim status as a group but submitted a joint filing agreement as an exhibit.