SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
GOLD JUDITH
(Last) (First) (Middle)
C/O RUSH STREET INTERACTIVE, INC.
900 N. MICHIGAN AVENUE, SUITE 950
(Street)
CHICAGO IL 60611
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Rush Street Interactive, Inc. [ RSI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/08/2024
4. If Amendment, Date of 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
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 08/08/2024 C 150,000 A $0(1) 150,000 I By Daniel S. Kotcher Revocable Trust u/t/a dated December 7, 2012(2)
Class V Voting Stock 08/08/2024 D 150,000 D $0(1) 415,083(1)(3) I By Daniel S. Kotcher Revocable Trust u/t/a dated December 7, 2012(2)
Class A Common Stock 08/09/2024 S 150,000 D $9.5 0 I By Daniel S. Kotcher Revocable Trust u/t/a dated December 7, 2012(2)
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 Securities Underlying Derivative Security (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: 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 A Common Units of Rush Street Interactive, L.P. (4) 08/08/2024 C 150,000 (4) (4) Class A Common Stock 150,000 $0 415,083 I By Daniel S. Kotcher Revocable Trust u/t/a dated December 7, 2012(2)
Explanation of Responses:
1. On August 8, 2024, the reporting person's spouse exchanged, pursuant to the Amended and Restated Limited Partnership Agreement of Rush Street Interactive, LP. ("RSI LP"), 150,000 Class A Common Stock Units ("RSI Units") for 150,000 shares of Class A Common Stock of the Issuer, together with an equivalent number of Class V Voting Stock of the Issuer held by the reporting person's spouse being canceled.
2. Consists of securities held by the Daniel S. Kotcher Revocable Trust u/t/a dated December 7, 2012 (the "Kotcher Trust"). The reporting person is a beneficiary of the Kotcher Trust and may be deemed to have a beneficial ownership interest with respect to the securities held thereby, and the reporting person's husband, Daniel Kotcher, serves as trustee of the Kotcher Trust and exercises sole voting and investment control over such securities. The reporting person disclaims beneficial ownership of the securities held by the Kotcher Trust except to the extent of her actual pecuniary interest therein.
3. The shares of Class V Voting Stock of the Issuer provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Voting Stock will be entitled to vote as a common stockholder of the Issuer, with the number of votes equal to the number of shares of Class V Voting Stock held at the time of such vote.
4. Pursuant to the Amended and Restated Limited Partnership Agreement of RSI LP, beginning on June 29, 2021, the RSI Units beneficially owned by the reporting person's spouse may be exchanged, at any time, at the election of the holder, and has no expiration date, 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's spouse will be canceled.
Remarks:
/s/ Kyle Sauers as Attorney-in-fact 08/09/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
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