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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Morris Nathaniel		 2. Issuer Name and Ticker or Trading Symbol

Rubicon Technologies, Inc. [ RBT ] 		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)

100 W MAIN STREET, SUITE 610		 3. Date of Earliest Transaction (MM/DD/YYYY)

10/19/2022
(Street)

LEXINGTON, KY 40507
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 10/19/2022  A  8378986 (1)A$0.00 8378986 D (2) 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
(1) Represents 8,378,986 restricted stock units ("RSUs") granted under the Rubicon Technologies, Inc. 2022 Equity Incentive Plan. Each RSU represents the right to receive one share of Class A common stock of the Issuer. The RSUs will vest on February 10, 2023.
(2) Mr. Morris previously reported in a joint Form 3 filing with RGH, Inc. ("RGH") filed with the SEC on August 15, 2022, an indirect beneficial interest in 22,917,675 shares of Class V Common Stock of the Issuer and 22,917,675 Class B Units of Rubicon Technologies Holdings, LLC, a subsidiary of the issuer (collectively, the "Reported Securities"), as a result of Mr. Morris serving as the Chief Executive Officer of RGH, the direct owner of the Reported Securities. On October 3, 2022, Mr. Morris stepped down as Chief Executive Officer of RGH and thereafter no longer had a reportable beneficial interest in the Reported Securities.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Morris Nathaniel
100 W MAIN STREET, SUITE 610
LEXINGTON, KY 40507		XX
Signatures
/s/ William D. Meyer as Attorney-in Fact for Nathaniel Morris10/21/2022
**Signature of Reporting PersonDate
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.
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