Sec Form 4 Filing - Gayhardt Donald @ Katapult Holdings, Inc. - 2023-06-06

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 Gayhardt Donald 2. Issuer Name and Ticker or Trading Symbol Katapult Holdings, Inc. [ KPLT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 5204 TENNYSON PARKWAY ST. 500 3. Date of Earliest Transaction (MM/DD/YY) 06/06/2023 (Street) PLANO, TX75024-7141 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Common Stock 06/06/2023 M 23,810 ( 1 ) A $ 0 151,786 D Common Stock 06/06/2023 A 238,095 ( 2 ) A $ 0 389,881 D

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 Restricted Stock Units ( 1 ) 06/06/2023 M 23,810 ( 3 ) ( 3 ) Common Stock 23,810 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Gayhardt Donald 5204 TENNYSON PARKWAY ST. 500 PLANO, TX75024-7141 X X Signatures /s/ By: Christopher Towers, as Attorney-in-Fact for Don Gayhardt 06/08/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Restricted stock units ("RSUs") convert into shares of the Issuer's Common Stock on a one-for-one basis. The transaction represents the deferral of settlement of 23,810 vested RSUs pursuant to the Reporting Person's election under the Issuer's Non-Employee Directors Deferred Compensation Plan. ( 2 )Annual grant of deferred restricted stock units ("DSUs") for service as a director of the Issuer. Each DSU vests on the earlier of (i) June 6, 2024 and (ii) the date of the Issuer's 2024 Annual Meeting of Stockholders; subject to the Reporting Person's continued service as a director of the Issuer through the vesting date, and represents a contingent right to receive one share of the Issuer's common stock. ( 3 )On September 9, 2021, the Reporting Person was granted RSUs, of which the remaining 23,810 vested on June 6, 2023. Settlement of the remaining DSUs is deferred upon vesting pursuant to the Reporting Person's election under the Issuer's Non-Employee Directors Deferred Compensation Plan

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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