12/19/2025 | Press release | Distributed by Public on 12/19/2025 17:21
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class A Common Units of Rush Street Interactive, L.P. | (4) | 12/19/2025 | G | 500,000 | (4) | (4) | Class A Common Stock | 500,000 | $ 0 | 106,911,780 | I | By NGB 2013 Grandchildren's Dynasty Trust(1) | |||
| Class A Common Units of Rush Street Interactive, L.P. | (4) | (4) | (4) | Class A Common Stock | 1,527,334 | 1,527,334 | I | By NGB 2016 Revocable Trust(2) | |||||||
| Class A Common Units of Rush Street Interactive, L.P. | (4) | (4) | (4) | Class A Common Stock | 1,362,663 | 1,362,663 | I | By Rush Street Interactive GP, LLC(3) | |||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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BLUHM NEIL C/O RUSH STREET INTERACTIVE, INC. 900 N. MICHIGAN AVENUE, SUITE 950 CHICAGO, IL 60611 |
X | X | Executive Chairman | |
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NGB 2013 GRANDCHILDREN'S DYNASTY TRUST C/O RUSH STREET INTERACTIVE, INC. 900 N. MICHIGAN AVENUE, SUITE 950 CHICAGO, IL 60611 |
X | X | Executive Chairman | |
| Neil Bluhm: /s/ Kyle Sauers as Attorney-in-fact | 12/19/2025 | |
| **Signature of Reporting Person | Date | |
| NGB 2013 Grandchildren's Dynasty Trust: /s/ Kyle Sauers as Attorney-in-fact | 12/19/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | These securities are held by NGB 2013 Grandchildren's Dynasty Trust (the "NGB Dynasty Trust"). The Reporting Person is the grantor and a trustee of NGB Dynasty Trust and exercises voting and investment control over the securities held thereby. |
| (2) | As of the date of filing this Form 4, these securities are held by the NGB 2016 Revocable Trust (the "NGB Revocable Trust"). The Reporting Person is the grantor, sole trustee and sole beneficiary of the NGB Revocable Trust. |
| (3) | These securities are held by Rush Street Interactive GP, LLC (the "RSI GP"). The Reporting Person is a manager of RSI GP and exercises sole voting and investment control over, and may be deemed to have an indirect beneficial ownership with respect to, the securities held thereby. |
| (4) | Pursuant to the Amended and Restated Limited Partnership Agreement of Rush Street Interactive, L.P. ("RSI LP"), beginning on June 29, 2021, the Class A Common Units of RSI LP ("RSI Units") beneficially owned by the Reporting Person may be exchanged, subject to certain conditions, for one share of Class A Common Stock of the Issuer. Upon such exchange, an equivalent number of shares of Class V Voting Stock then held by the Reporting Person will be canceled. |