Sec Form 4 Filing - RPII Order LLC @ Olo Inc. - 2021-03-16

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person RPII Order LLC 2. Issuer Name and Ticker or Trading Symbol Olo Inc. [ OLO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THE RAINE GROUP, 65 EAST 55TH STREET, 24TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/16/2021 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/16/2021 A 7,974 A( 1 ) $ 0 7,974 I See footnotes( 2 )( 3 ) CLASS A COMMON STOCK 03/16/2021 A 7,974 A( 1 ) $ 0 7,974 I See footnote( 4 ) CLASS A COMMON STOCK 06/16/2022 A 17,954 A( 1 ) $ 0 25,928 I See footnotes( 2 )( 3 ) CLASS A COMMON STOCK 06/16/2022 A 17,954 A( 1 ) $ 0 25,928 I See footnote( 4 ) CLASS A COMMON STOCK 409,426 I See footnote( 5 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RPII Order LLC C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Raine Partners II LP C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Raine Associates II LP C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Raine Management LLC C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Raine Group LLC C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Raine Holdings LLC C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Raine Capital LLC C/O THE RAINE GROUP 65 EAST 55TH STREET, 24TH FLOOR NEW YORK, NY10022 X Signatures RPII Order LLC, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date Raine Partners II LP, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date Raine Associates II LP, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date Raine Management LLC, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date The Raine Group LLC, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date Raine Holdings LLC, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date Raine Capital LLC, by /s/ Alfred J. Chianese, attorney-in-fact 12/05/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a grant of restricted stock units ("RSUs") which convert into shares of Class A Common Stock on a one-for-one basis. The RSUs will fully vest on the earlier of (i) the one year anniversary of the grant date and (ii) the day immediately prior to the Issuer's next annual meeting of stockholders following the grant date, subject to the Reporting Person's continuous service with the Issuer as of such vesting date. ( 2 )These shares are held of record by Brandon Gardner, a member of the board of directors (the "Board") of Olo Inc. (the "Company"). Mr. Gardner is a partner of Raine Holdings LLC ("Raine Holdings"), which is the majority member of The Raine Group LLC ("Raine Group"), which is the manager of Raine Management LLC ("Raine Management"), which is the general partner of Raine Associates II LP ("Raine Associates"), which is the general partner of Raine Partners II LP ("Raine Partners"), which is the sole manager of RPII Order LLC ("RPII"). Raine Capital LLC ("Raine Capital") is investment manager to Raine Partners. ( 3 )(Continued from Footnote 2) By virtue of these relationships, the Reporting Persons may be deemed to beneficially own the shares held of record by Mr. Gardner. The Reporting Persons disclaim beneficial ownership over shares held by Mr. Gardner except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. ( 4 )These shares are held of record by Colin Neville, a member of the Company's Board. Mr. Neville is a partner of Raine Holdings, which is the majority member of Raine Group, which is the manager of Raine Management, which is the general partner of Raine Associates, which is the general partner of Raine Partners, which is the sole manager of RPII. Raine Capital is investment manager to Raine Partners. By virtue of these relationships, the Reporting Persons may be deemed to beneficially own the shares held of record by Mr. Neville. The Reporting Persons disclaim beneficial ownership over shares held by Mr. Neville except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. ( 5 )These shares are held directly by Raine Associates. The shares may also be deemed to be beneficially owned by Raine Management, as the general partner of Raine Associates, Raine Group, as the manager of Raine Management, Raine Holdings, as the majority member of Raine Group, as well as Raine Capital as investment manager to Raine Partners. The Reporting Persons disclaim beneficial ownership over shares held by RPII except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.

Remarks: Exhibit List: Exhibit 24 - Power of Attorney

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).

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