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 * Leach Bryan 2. Issuer Name and Ticker or Trading Symbol Ibotta, Inc. [IBTA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO AND PRESIDENT (Last) (First) (Middle) C/O IBOTTA, INC., 1400 16TH STREET, SUITE 600 3. Date of Earliest Transaction (Month/Day/Year) 03/02/2026 (Street) DENVER, CO 80202 4. If Amendment, Date 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 (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(1) 03/02/2026 C(2) 60,000 A $ 0 945,122(3) D Class A Common Stock 03/02/2026 G(2) 60,000 D $ 0 885,122(3) D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Class B Common Stock

(4)

03/02/2026

C(2)

60,000

(4)

(4)

Class A Common Stock

60,000

$ 0

2,258,424

D

Class B Common Stock

(4)

(4)

(4)

Class A Common Stock

364,500(4)

364,500

I

See footnote(5)

Class B Common Stock

(4)

(4)

(4)

Class A Common Stock

364,500(4)

364,500

I

See footnote(6)

Class B Common Stock

(4)

(4)

(4)

Class A Common Stock

45,000(4)

45,000

I

See footnote(7)

Class B Common Stock

(4)

(4)

(4)

Class A Common Stock

45,000(4)

45,000

I

See footnote(8)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Leach Bryan C/O IBOTTA, INC. 1400 16TH STREET, SUITE 600 DENVER, CO 80202	X	X	CEO AND PRESIDENT

Signatures

/s/ David T. Shapiro, by power of attorney		03/04/2026
**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)	Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock at the election of, and at no cost to, the reporting person.
(2)	On March 2, 2026, the reporting person converted 60,000 shares of Class B Common Stock into a like number of shares of Class A Common Stock and gifted (i) 20,000 of such shares of Class A Common Stock to his mother, (ii) 20,000 of such shares of Class A Common Stock to his niece, and (iii) 20,000 of such shares of Class A Common Stock to his nephew. The gift transactions are exempt from Section 16(b) by virtue of Rule 16b-5 promulgated under the Securities Act of 1933, as amended.
(3)	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.
(4)	Shares of Class B Common Stock are convertible into shares of Class A Common Stock on a 1-for-1 basis at no cost, at any time, at the election of the holder.
(5)	By Spouse as Trustee for the Elysian 2021 Legacy Trust u/a/d May 11, 2021.
(6)	By Spouse as Trustee for the Orion 2021 Legacy Trust u/a/d May 11, 2021.
(7)	By Spouse as Trustee for the Elysian 2024 GST Trust u/a/d March 20, 2024.
(8)	By Spouse as Trustee for the Orion 2024 GST Trust u/a/d March 20, 2024.

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