Ibotta Inc.

12/18/2025 | Press release | Distributed by Public on 12/18/2025 18:00

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Clark Jermoluk Founders Fund I LLC
2. Issuer Name and Ticker or Trading Symbol
Ibotta, Inc. [IBTA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
EISNERAMPER ADVISORY GROUP, LLC, 505 S. FLAGER DR., SUITE 900
3. Date of Earliest Transaction (Month/Day/Year)
04/24/2024
(Street)
WEST PALM BEACH, FL 33401
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
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 04/25/2024 S 11,363 D $88 556,818 I See footnote(1)
Class A Common Stock 5,762,457 D(2)
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)
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 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Clark Jermoluk Founders Fund I LLC
EISNERAMPER ADVISORY GROUP, LLC
505 S. FLAGER DR., SUITE 900
WEST PALM BEACH, FL 33401
X
CLARK JAMES H
EISNERAMPER ADVISORY GROUP, LLC
505 S. FLAGER DR., SUITE 900
WEST PALM BEACH, FL 33401
X

Signatures

/s/ Louis M. Cohen, Manager of Clark Jermoluk Founders Fund I LLC 12/18/2025
**Signature of Reporting Person Date
/s/ James H. Clark 12/18/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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) The shares are held by Monaco Partners, L.P. ("Monaco Partners"). The general partner of Monaco Partners is Clark Ventures, which is wholly owned by the JHC Family 2016 Trust (the "JHC Trust"). The JHC Trust is an entity controlled by James H. Clark. Mr. Clark disclaims beneficial ownership of the shares held by Monaco Partners, except to the extent of his pecuniary interest therein.
(2) The shares are held by Clark Jermoluk Founders Fund I LLC, which is 95% owned by the JHC Trust. Mr. Clark disclaims beneficial ownership of the shares held by Clark Jermoluk Founders Fund I LLC, except to the extent of his pecuniary interest therein.

Remarks:
The number of securities reported in Column 5 of Table I represent the number of securities beneficially owned immediately following the transaction reported herein and do not reflect transactions that occurred on dates subsequent thereto. Form 4s filed by the reporting persons on November 15, 2024, December 2, 2024, May 30, 2025, June 3, 2025, June 5, 2025, June 9, 2025, June 11, 2025, June 13, 2025, June 17, 2025, June 20, 2025, June 24, 2025, June 26, 2025 and June 30, 2025 are deemed amended hereby to give effect to the transaction effected on April 25, 2024 reported herein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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