Rush Street Interactive (RSI) holders disclose 46.5% Class A stake

Rhea-AI Filing Summary

Rush Street Interactive, Inc. received an updated Schedule 13D/A from major shareholders led by Neil G. Bluhm. Bluhm now reports beneficial ownership of 100,085,274 Class A equivalent shares, or 46.5% of the class on an as‑diluted basis, through direct holdings, RSILP Units paired with Class V shares, and stock options.

The NGB 2013 Grandchildren's Dynasty Trust holds 96,399,630 Class A equivalent shares (44.8%), the NGB 2016 Revocable Trust holds 2,195,752 shares (1.0%), and Rush Street Interactive GP, LLC holds 1,362,663 shares (0.6%). Richard Schwartz reports beneficial ownership of 7,292,836 Class A equivalent shares (5.9%). Percentages use 115,626,347 Class A shares outstanding as of July 29, 2026, adjusted for certain RSILP and option shares.

The amendment also discloses that Richard Schwartz converted and sold 158,334 shares of Class A on July 1, 2026 at a weighted average price of $31.2148 per share, and another 158,334 shares on August 3, 2026 at a weighted average of $28.0239, in market transactions under a Rule 10b5‑1 trading plan.

Filing Explained

The amendment corrects Class A ownership measurement to an as-diluted basis, including shares issuable on conversion and option exercise.

A Schedule 13D/A tracks ownership above 5%; this amendment reports the Class A percentages on an as-diluted basis, correcting the prior approach that treated Class A and Class V percentages separately.

The revised measurement includes 99,289,627 Class A shares issuable upon conversion of RSILP Units and 127,229 shares issuable upon exercise of options for the Bluhm Reporting Persons, alongside 115,626,347 Class A shares outstanding as of July 29, 2026.

The filing also states that Richard Schwartz, Neil G. Bluhm, and the Dynasty Trust may be deemed part of a group through a voting agreement, while the reporting persons disclaim beneficial ownership for purposes beyond the applicable reporting rules.

Key Figures

Neil G. Bluhm beneficial ownership: 100,085,274 shares of Class A Common Stock (as converted) Neil G. Bluhm percent of class: 46.5% Dynasty Trust holdings: 96,399,630 shares of Class A Common Stock (as converted) +4 more

7 metrics

Neil G. Bluhm beneficial ownership 100,085,274 shares of Class A Common Stock (as converted) Beneficial ownership representing 46.5% of the Class A Common Stock on an as-diluted basis

Neil G. Bluhm percent of class 46.5% Percent of Class A Common Stock on an as-diluted basis reported in Amendment No. 3

Dynasty Trust holdings 96,399,630 shares of Class A Common Stock (as converted) Shares issuable upon conversion of RSILP Units held by NGB 2013 Grandchildren's Dynasty Trust, 44.8% of class

Richard Schwartz holdings 7,292,836 shares of Class A Common Stock (as converted) Beneficial ownership consisting of RSILP Units and vested stock options, equal to 5.9% of class

Shares outstanding baseline 115,626,347 shares of Class A Common Stock Shares outstanding as of July 29, 2026 used to calculate ownership percentages

July 1, 2026 Schwartz sale 158,334 shares at $31.2148 weighted average price Class A shares sold after RSILP Unit conversion in market transactions under a Rule 10b5-1 plan

August 3, 2026 Schwartz sale 158,334 shares at $28.0239 weighted average price Class A shares sold after RSILP Unit conversion in market transactions under a Rule 10b5-1 plan

Key Terms

RSILP Units, Class V Common Stock, Voting Agreement, Rule 13d-5, +1 more

5 terms

RSILP Units financial

"Class A Common Stock issuable upon conversion of RSILP Units"

Class V Common Stock financial

"together with an equivalent number of shares of Class V Common Stock"

Voting Agreement financial

"by virtue of Richard Schwartz, Neil G. Bluhm and the Dynasty Trust being a party to the Voting Agreement"

A voting agreement is a legally binding pact in which shareholders promise to cast their votes the same way on certain corporate matters, such as electing directors or approving a merger. It matters to investors because it changes who controls company decisions and makes outcomes more predictable—like a group of neighbors agreeing in advance to vote the same way on a community rule, it can strengthen or limit the influence of other shareholders and affect the company’s future direction.

Rule 13d-5 regulatory

"may be deemed to be a member of a "group", as defined in Rule 13d-5 of the Exchange Act"

Rule 10b5-1 plan regulatory

"sold such shares in market transactions pursuant to a 10b5-1 plan"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

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

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Available on EDGAR 08/03/2026 - 08:45 PM Accepted by SEC EDGAR 08/03/2026 - 08:45 PM Learn about SEC filing dates

FAQ

How much of Rush Street Interactive (RSI) does Neil G. Bluhm beneficially own?

Neil G. Bluhm beneficially owns 100,085,274 Class A equivalent shares of Rush Street Interactive, representing 46.5% of the class on an as‑diluted basis. This includes direct Class A shares, RSILP Units paired with Class V shares, and stock options exercisable within 60 days.

What is Richard Schwartz's ownership stake in Rush Street Interactive (RSI)?

Richard Schwartz beneficially owns 7,292,836 Class A equivalent shares of Rush Street Interactive, or 5.9% of the class. His stake consists of 6,101,187 shares issuable upon conversion of RSILP Units and 1,191,649 shares issuable upon exercise of vested stock options.

How were percent-of-class figures calculated in this Rush Street Interactive (RSI) Schedule 13D/A?

Percentages are reported on an as‑diluted basis. They start from 115,626,347 Class A shares outstanding as of July 29, 2026, then add specific Class A shares issuable from RSILP Unit conversions and stock options beneficially owned by the respective reporting persons.

What recent stock sales by Richard Schwartz in Rush Street Interactive (RSI) are disclosed?

Richard Schwartz converted and sold 158,334 Class A shares on July 1, 2026 at a weighted average of $31.2148, and another 158,334 shares on August 3, 2026 at $28.0239. These market transactions were executed under a pre‑arranged Rule 10b5‑1 trading plan.

Who are the Bluhm Reporting Persons in the Rush Street Interactive (RSI) filing?

The Bluhm Reporting Persons are Neil G. Bluhm, the NGB 2016 Revocable Trust, the NGB 2013 Grandchildren's Dynasty Trust, and Rush Street Interactive GP, LLC. Together they hold large positions mainly through RSILP Units convertible into Class A stock and related Class V shares.

What change does this Amendment No. 3 make to prior Rush Street Interactive (RSI) ownership reporting?

This amendment revises ownership to report the percent of Class A Common Stock on an as‑diluted basis. Earlier disclosures showed separate percentages for Class A and Class V shares; the new approach combines them into a single diluted Class A percentage for each reporting person.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

Rush Street Interactive, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

782011100

(CUSIP Number)

Neil G. Bluhm
Richard Schwartz, 900 N. Michigan Avenue, Suite 950
Chicago, IL, 60611
(312) 915-1086

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/30/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 782011100

1

Name of reporting person

BLUHM NEIL

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 100,085,274.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 100,085,274.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

100,085,274.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

46.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The reported amount represents (i) 668,418 shares of Class A Common Stock, (ii) 99,289,627 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) and (iii) 127,229 shares of Class A Common Stock issuable upon conversion of stock options. The percent of class is calculated based on 115,626,347 shares of Class A Common Stock outstanding as of July 29, 2026 as reported in the Issuer's Form 10-Q filed on July 30, 2026, as increased by (i) 99,289,627 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) beneficially owned by the Bluhm Reporting Persons (as defined below) and (ii) 127,229 shares of Class A Common Stock issuable upon conversion of stock options beneficially owned by the Bluhm Reporting Persons.

SCHEDULE 13D

CUSIP Number(s): 782011100

1

Name of reporting person

NGB 2016 REVOCABLE TRUST

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,195,752.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,195,752.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,195,752.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The reported amount represents (i) 668,418 shares of Class A Common Stock and (ii) 1,527,334 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock). The percent of class is calculated based on 115,626,347 shares of Class A Common Stock outstanding as of July 29, 2026 as reported in the Issuer's Form 10-Q filed on July 30, 2026, as increased by (i) 99,289,627 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) beneficially owned by the Bluhm Reporting Persons and (ii) 127,229 shares of Class A Common Stock issuable upon conversion of stock options beneficially owned by the Bluhm Reporting Persons.

SCHEDULE 13D

CUSIP Number(s): 782011100

1

Name of reporting person

NGB 2013 Grandchildren's Dynasty Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 96,399,630.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 96,399,630.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

96,399,630.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

44.8 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The reported amount represents 96,399,630 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock). The percent of class is calculated based on 115,626,347 shares of Class A Common Stock outstanding as of July 29, 2026 as reported in the Issuer's Form 10-Q filed on July 30, 2026, as increased by (i) 99,289,627 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) beneficially owned by the Bluhm Reporting Persons and (ii) 127,229 shares of Class A Common Stock issuable upon conversion of stock options beneficially owned by the Bluhm Reporting Persons.

SCHEDULE 13D

CUSIP Number(s): 782011100

1

Name of reporting person

Rush Street Interactive GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ILLINOIS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,362,663.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,362,663.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

1,362,663.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.6 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The reported amount represents 1,362,663 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock). The percent of class is calculated based on 115,626,347 shares of Class A Common Stock outstanding as of July 29, 2026 as reported in the Issuer's Form 10-Q filed on July 30, 2026, as increased by (i) 99,289,627 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) beneficially owned by the Bluhm Reporting Persons and (ii) 127,229 shares of Class A Common Stock issuable upon conversion of stock options beneficially owned by the Bluhm Reporting Persons.

SCHEDULE 13D

CUSIP Number(s): 782011100

1

Name of reporting person

Richard Schwartz

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 7,292,836.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 7,292,836.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

7,292,836.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.9 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The reported amount represents (i) 6,101,187 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) and (ii) 1,191,649 shares of Class A Common Stock issuable upon conversion of stock options that have vested or will vest and be exercisable within 60 days. The percent of class is calculated based on 115,626,347 shares of Class A Common Stock outstanding as of July 29, 2026 as reported in the Issuer's Form 10-Q filed on July 30, 2026, as increased by 6,101,187 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) beneficially owned by the Reporting Person and 1,191,649 shares of Class A Common Stock issuable upon conversion of stock options beneficially owned by the Reporting Person.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock
(b)	Name of Issuer: Rush Street Interactive, Inc.
(c)	Address of Issuer's Principal Executive Offices: 900 N. Michigan Avenue, Suite 950, Chicago, ILLINOIS , 60611.
Item 1 Comment: This Amendment relates to the Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), of Rush Street Interactive, Inc., a Delaware corporation (the "Issuer"). The address of the principal executive office of the Issuer is 900 N. Michigan Ave, Suite 950, Chicago, IL 60611. EXPLANATORY NOTE This Amendment No. 3 to Schedule 13D ("Amendment No. 3") amends and supplements, as set forth below, the Schedule 13D filed by certain of the Reporting Persons with respect to the Issuer on January 8, 2021, as amended by Amendment No. 1 filed on March 2, 2023 and Amendment No. 2 filed on May 7, 2026 (as amended, the "Schedule 13D"). The Schedule 13D is amended and supplemented by adding the information contained herein, and only those items amended are reported herein. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	Items 5(a)-(c) of the Schedule 13D are hereby amended and restated as follows and as set forth in subsections (a), (b) and (c) below: The responses of the Reporting Persons set forth in rows (11) and (13) of the cover pages and the comments to the cover pages of this Amendment No. 3 are incorporated by reference into this Item 5(a). The percent of class is calculated based on 115,626,347 shares of Class A Common Stock outstanding as of July 29, 2026 as reported in the Issuer's Form 10-Q filed on July 30, 2026, as increased by certain amounts of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) or options beneficially owned by certain of the Reporting Persons, as applicable, as detailed in the comments to the cover pages. The previously disclosed percentages in the 13D calculated Class A Common Stock and Class V Common Stock as separate precents. However, this Amendment No. 3 corrects this approach and reports the percent of Class A Common Stock on an as diluted basis. The Revocable Trust is the direct beneficial owner of 668,418 shares of Class A Common Stock and 1,527,334 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock). Neil G. Bluhm is the sole trustee and sole beneficiary of the Revocable Trust. The Dynasty Trust is the direct beneficial owner of 96,399,630 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock). Neil G. Bluhm is a trustee of the Dynasty Trust. Rush Street Interactive GP is the direct beneficial owner of 1,362,663 shares of Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock). Rush Street Interactive GP is managed by a board of managers consisting of Neil G. Bluhm, Andrew G. Bluhm, and Gregory A. Carlin. Neil G. Bluhm, through his control of over 81% of the units of Rush Street Interactive GP, possesses the ability to appoint the managers to the board of managers. As a result, Neil G. Bluhm may be deemed to possess indirect beneficial ownership of the shares of Class V Common Stock held by Rush Street Interactive GP. Neil G. Bluhm disclaims beneficial ownership of the securities held by the Rush Street Interactive GP. Neil Bluhm is the direct beneficial owner of 127,229 shares of Class A Common Stock issuable upon conversion of 127,229 stock options that have vested or will vest and be exercisable within 60 days. Neil Bluhm, together with The Revocable Trust, The Dynasty Trust and Rush Street Interactive GP are referred to herein as the "Bluhm Reporting Persons". Richard Schwartz is the direct beneficial owner of 6,101,187 Class A Common Stock issuable upon conversion of RSILP Units (together with an equivalent number of shares of Class V Common Stock) and 1,191,649 shares of Class A Common Stock issuable upon conversion of stock options that have vested. As described in Item 2 of Amendment No. 1, by virtue of Richard Schwartz, Neil G. Bluhm and the Dynasty Trust being a party to the Voting Agreement, such Reporting Persons may be deemed to be a member of a "group", as defined in Rule 13d-5 of the Exchange Act, and each of the Reporting Persons may be deemed to beneficially own the shares of Class V Common Stock and Class A Common Stock beneficially owned by each other solely for such purposes. Pursuant to Rule 13d-4 of the Act, the Reporting Persons declare that filing this statement shall not be deemed an admission that the Reporting Persons are the beneficial owners of the reported securities, for purposes of Section 13(d) and/or Section 13(g) or for any other purpose.
(b)	The responses of the Reporting Persons set forth in rows (7) through (10) of the cover pages of this Amendment No. 3 and the information set forth in Item 5(a) hereof are incorporated by reference into this Item 5(b).
(c)	On July 1, 2026, Richard Schwartz converted 158,334 RSILP Units (and an equivalent number of shares of Class V Common Stock) into 158,334 shares of Class A Common Stock and sold such shares in market transactions pursuant to a 10b5-1 plan at a weighted average price of $31.2148 per share. These shares were sold in multiple transactions at prices ranging from $29.95 to $31.66 per share. On August 3, 2026, Richard Schwartz converted 158,334 RSILP Units (and an equivalent number of shares of Class V Common Stock) into 158,334 shares of Class A Common Stock and sold such shares in market transactions pursuant to a 10b5-1 plan at a weighted average price of $28.0239 per share. These shares were sold in multiple transactions at prices ranging from $26.38 to $28.90 per share. Other than as set forth above, the Reporting Persons have not effected any other transactions in the Class A Common Stock in the prior 60 days.
Item 7.	Material to be Filed as Exhibits.
	Exhibit I Joint Filing Agreement among the Reporting Persons (incorporated by reference to Exhibit I to the Schedule 13D/A filed by the Reporting Persons on March 2, 2023).

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.

BLUHM NEIL

Signature:	/s/ Kyle Sauers
Name/Title:	Neil G. Bluhm, by Kyle Sauers, attorney-in-fact
Date:	08/03/2026

NGB 2016 REVOCABLE TRUST

Signature:	/s/ Kyle Sauers
Name/Title:	Neil G. Bluhm, Trustee, by Kyle Sauers, attorney-in-fact
Date:	08/03/2026

NGB 2013 Grandchildren's Dynasty Trust

Signature:	/s/ Kyle Sauers
Name/Title:	Neil G. Bluhm, Trustee, by Kyle Sauers, attorney-in-fact
Date:	08/03/2026

Rush Street Interactive GP, LLC

Signature:	/s/ Kyle Sauers
Name/Title:	Attorney-in-fact
Date:	08/03/2026

Richard Schwartz

Signature:	/s/ Kyle Sauers
Name/Title:	Richard T. Schwartz, by Kyle Sauers, attorney-in-fact
Date:	08/03/2026