0001387131-22-009754.txt : 20220913 0001387131-22-009754.hdr.sgml : 20220913 20220913161635 ACCESSION NUMBER: 0001387131-22-009754 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220815 FILED AS OF DATE: 20220913 DATE AS OF CHANGE: 20220913 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Enrich Jose Miguel CENTRAL INDEX KEY: 0001878117 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40910 FILM NUMBER: 221240933 MAIL ADDRESS: STREET 1: 781 CRANDON BLVD 902 CITY: KEY BISCAYNE STATE: FL ZIP: 33149 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rubicon Technologies, Inc. CENTRAL INDEX KEY: 0001862068 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 883703651 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 W MAIN STREET, SUITE 610 CITY: LEXINGTON STATE: KY ZIP: 40507 BUSINESS PHONE: (844) 479-1507 MAIL ADDRESS: STREET 1: 100 W MAIN STREET, SUITE 610 CITY: LEXINGTON STATE: KY ZIP: 40507 FORMER COMPANY: FORMER CONFORMED NAME: Founder SPAC DATE OF NAME CHANGE: 20210513 3 1 rbt-form3_081522.xml INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES X0206 3 2022-08-15 0 0001862068 Rubicon Technologies, Inc. RBT 0001878117 Enrich Jose Miguel 781 CRANDON BLVD 902 KEY BISCAYNE FL 33149 0 0 1 0 Class A common stock 740000 I By MBI Holdings LP Class A common stock 140000 I By Bolis Holdings LP Class A common stock 150000 I By DGR Holdings LP Class A common stock 150000 I By Pequeno Holdings LP Class V common stock 10513712 I By MBI Holdings LP Class V common stock 9952755 I By GFAPCH FO, S.C. Class B Units Class A common stock 10513712 I By MBI Holdings LP Class B Units Class A common stock 9952755 I By GFAPCH FO, S.C. MBI Holdings LP ("MBI") acquired shares of Class A ordinary shares, par value $0.0001 per share, of Founder SPAC (the "Founder Shares") prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A common stock, par value $0.0001 per share, of the Issuer ("Class A Common Stock"). MBI disclaims beneficial ownership over the securities reported herein, except to the extent of its pecuniary interest therein, if any. Bolis Holdings LLC ("Bolis LLC") is the general partner of Bolis LP ("Bolis LP"). Bolis LP acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A Common Stock of the Issuer. DGR Holdings LLC ("DGR LLC") is the general partner of DGR LP ("DGR LP"). DGR LP acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A Common Stock of the Issuer. Pequeno Holdings LLC ("Pequeno LLC") is the general partner of Pequeno LP ("Pequeno LP"). Pequeno LP acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Founder Shares were converted on a one-to-one basis into shares of Class A Common Stock of the Issuer. Shares of Class V Common Stock, par value $0.0001 per share ("Class V Common Stock") represent a voting interest in the issuer on all matters on which stockholders generally are entitled to vote, but do not represent an economic interest in the issuer, as described further in the Certificate of Incorporation of the issuer. Class B Units of Rubicon Technologies Holdings, LLC ("Class B Units"), a subsidiary of the issuer, are exchangeable into cash and/or Class A Common Stock of the issuer on a one-for-one basis (subject to adjustment) pursuant to the Eighth Amended and Restated Limited Liability Company Agreement of Rubicon Technologies Holdings, LLC. Upon exchange of a Class B Unit, a corresponding share of Class V Common Stock held by such exchanging holder will be automatically cancelled by the issuer for no consideration. GFAPCH FO, S.C., a Mexican corporation ("GFAPCH"), is the general partner of each of RUBCN Holdings LP ("RUBCN Holdings"), RUBCN IV LP ("RUBCN IV"), and RUBCN Holdings V LP ("RUBCN Holdings V"). GFAPCH acquired Founder Shares prior to the closing of the Issuer's Business Combination on August 15, 2022. Following the closing of the Issuer's Business Combination, Founder SPAC was renamed Rubicon Technologies, Inc. and the Class V ordinary shares, were converted on a one-to-one basis into shares of Common V Common Stock of the Issuer, through which RUBCN Holdings directly owns 5,897,164 shares of Class V Common Stock and equivalent number of Class B Units, RUBCN IV directly owns 4,055,591 shares of Class V Common Stock and equivalent number of Class B Units, and RUBCN Holdings V directly owns 7,131,512 shares of Class V Common Stock and equivalent number of Class B Units. Enrich is the general partner of MBI, the sole director of each of Bolis LLC, Pequeno LLC, DGR LLC, and GFAPCH and has voting and dispositive control over such securities and may be deemed to beneficially own such securities held by MBI, GFAPCH, Bolis LP, Pequeno LP, and DGR LP. Mr. Enrich disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. /s/ Jose Miguel Enrich 2022-09-13