Item 5. Other Information
Item 5. Other Information
Securities Trading Plans of Directors and Executive Officers
No directors or officers, as defined in Rule 16a-1(f), have adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Regulation S-K Item 408, during the fiscal quarter ended March 31, 2024.
93
Table of Contents
Item 6. Exhibits
Incorporated by Reference
Exhibit Number Description Form File Number Exhibit Filing Date Filed Herewith
3.1 Amended and Restated Certificate of Incorporation of the r egistrant .
8-K 001-42018 3.1 April 22, 2024
3.2 Amended and Restated Bylaws of the r egistrant .
8-K 001-42018 3.2 April 22, 2024
4.1 Form of Class A common stock certificate of the registrant.
S-1/A 333-278172 4.1 April 08, 2024
4.2# Warrant Agreement by and between the registrant and Walmart Inc., dated May 17, 2021.
S-1 333-278172 4.3 March 22, 2024
4.3 Amendment to Warrant Agreement by and between the registrant and Walmart Inc., dated March 21, 2024 .
S-1 333-278172 4.4 March 22, 2024
10.1+ 2024 Equity Incentive Plan and forms of agreement thereunder.
S-1/A 333-278172 10.1 April 08, 2024
10.2+ 2024 Employee Stock Purchase Plan and forms of agreement thereunder.
S-1/A 333-278172 10.2 April 08, 2024
10.3+ 2011 Equity Incentive Plan and forms of agreement thereunder.
S-1 333-278172 10.3 March 22, 2024
10.4+ Executive Incentive Compensation Plan .
S-1 333-278172 10.4 March 22, 2024
10.5+ Outside Director Compensation Policy.
S-1/A 333-278172 10.5 April 08, 2024
10.6+ Form of Indemnification Agreement between the registrant and each of its directors and executive officers.
S-1 333-278172 10.6 March 22, 2024
10.7+ Confirmatory Employment Letter, by and between the registrant and Bryan Leach, effective as of March 14, 2024.
S-1 333-278172 10.7 March 22, 2024
10.8+ Confirmatory Employment Letter, by and between the registrant and Sunit Patel, effective as of March 14, 2024.
S-1 333-278172 10.8 March 22, 2024
10.9+ Confirmatory Employment Letter, by and between the registrant and Marisa Daspit, effective as of March 14, 2024.
S-1 333-278172 10.9 March 22, 2024
10.10+ Confirmatory Employment Letter, by and between the registrant and Richard Donahue, effective as of March 14, 2024.
S-1 333-278172 10.10 March 22, 2024
10.11+ Offer Letter, by and between the registrant and David T. Shapiro, effective as of March 14, 2024.
S-1 333-278172 10.11 March 22, 2024
10.12+ Confirmatory Employment Letter, by and between the registrant and Amir El Tabib, effective as of March 14, 2024.
S-1 333-278172 10.12 March 22, 2024
94
Table of Contents
Incorporated by Reference
Exhibit Number Description Form File Number Exhibit Filing Date Filed Herewith
10.13+ Confirmatory Employment Letter, by and between the registrant and Chris Jensen, effective as of March 14, 2024.
S-1 333-278172 10.13 March 22, 2024
10.14+ Confirmatory Employment Letter, by and between the registrant and Luke Swanson, effective as of March 15, 2024.
S-1 333-278172 10.14 March 22, 2024
10.15+ Change in Control and Severance Agreement between the registrant and Sunit Patel, effective as of March 19, 2024.
S-1 333-278172 10.16 March 22, 2024
10.16+ Change in Control and Severance Agreement between the registrant and Marisa Daspit, effective as of March 14, 2024.
S-1 333-278172 10.17 March 22, 2024
10.17+ Change in Control and Severance Agreement between the registrant and Rich Donahue, effective as of March 14, 2024.
S-1 333-278172 10.18 March 22, 2024
10.18+ Change in Control and Severance Agreement between the registrant and David T. Shapiro, effective as of February 11, 2024.
S-1 333-278172 10.19 March 22, 2024
10.19+ Change in Control and Severance Agreement between the registrant and Amir El Tabib, effective as of March 14, 2024.
S-1 333-278172 10.20 March 22, 2024
10.20+ Change in Control and Severance Agreement between the registrant and Chris Jensen, effective as of March 16, 2024.
S-1 333-278172 10.21 March 22, 2024
10.21 Form of Equity Exchange Right Agreement between the registrant, Bryan Leach and certain entities affiliated with Bryan Leach.
S-1 333-278172 10.30 March 22, 2024
10.22 Form of Share Exchange Agreement between the registrant, Bryan Leach and certain entities affiliated with Bryan Leach.
S-1 333-278172 10.31 March 22, 2024
10.23+ Form of Restricted Stock Unit Award Agreement between the registrant and Bryan Leach .
S-1/A 333-278172 10.32 April 08, 2024
31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
95
Table of Contents
Incorporated by Reference
Exhibit Number Description Form File Number Exhibit Filing Date Filed Herewith
32.1^ Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
32.2^ Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
101.SCH Inline XBRL Taxonomy Extension Schema Document X
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document X
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document X
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document X
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document X
104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) X
_______________
^ This certification accompanies the Quarterly Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed “filed” by the registrant for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. This will not be deemed to be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.
+ Indicated management contract or compensatory plan.
# Certain confidential information contained in this exhibit has been omitted because it is both (i) not material; and (ii) the type that the registrant treats as private or confidential.
96
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
IBOTTA, INC.
Date: May 30, 2024 By: /s/ Bryan Leach
Bryan Leach
Founder, Chief Executive Officer, President, and Chairman of the Board of Directors
(Principal Executive Officer)
Date: May 30, 2024 By: /s/ Sunit Patel
Sunit Patel
Chief Financial Officer
(Principal Financial Officer)
Date: May 30, 2024 By: /s/ Jared Chomko
Jared Chomko
Vice President, Accounting
(Principal Accounting Officer)
97
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.