Ribbit LEAP Form 3 / Cynthia McAdam ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person^*

McAdam Cynthia

(Last)

(First)

(Middle)

C/O RIBBIT LEAP, LTD.

364 UNIVERSITY AVE.

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/10/2020

3. Issuer Name and Ticker or Trading Symbol
Ribbit LEAP, Ltd. [ LEAP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B ordinary shares	⁽¹⁾	⁽¹⁾	Class A ordinary shares	4,472,222⁽²⁾	0	I	See footnote⁽⁵⁾
Class L ordinary shares	⁽³⁾	⁽³⁾	Class A ordinary shares	12,777,778⁽⁴⁾	0	I	See footnote⁽⁵⁾

Explanation of Responses:

1. The Class B ordinary shares will convert at the option of the holder thereof into Class A ordinary shares of the issuer at any time after the issuer's initial business combination, on a one-for-one basis, subject to adjustment for subdivisions, share dividends, reorganizations, recapitalizations and the like.

2. The Class B ordinary shares include up to 583,333 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.

3. The Class L ordinary shares will convert into Class A ordinary shares of the issuer after the issuer's initial business combination only to the extent certain triggering events occur prior to the 10th anniversary of the issuer's initial business combination as described in the issuer's registration statement.

4. The Class L ordinary shares include up to 1,666,667 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.

5. Consists of Class B ordinary shares and Class L ordinary shares shares held by Ribbit LEAP Sponsor, Ltd. (the "Sponsor") of which the Reporting Person is an officer. As such, the Reporting Person has voting and investment discretion and may be deemed to have beneficial ownership with respect to the Class B ordinary shares and Class L ordinary shares directly held by the Sponsor. The Reporting Person disclaims beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

	/s/ Cynthia McAdam	09/10/2020
	** 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 5 (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.

Ribbit LEAP (LEAP) Form 3Ribbit LEAP / Cynthia McAdam ownership change