0001596961-23-000077.txt : 20231215 0001596961-23-000077.hdr.sgml : 20231215 20231215183448 ACCESSION NUMBER: 0001596961-23-000077 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231213 FILED AS OF DATE: 20231215 DATE AS OF CHANGE: 20231215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kennedy Michael W CENTRAL INDEX KEY: 0001640084 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38248 FILM NUMBER: 231491776 MAIL ADDRESS: STREET 1: 901 W. WALNUT HILL LN STREET 2: SUITE 110A CITY: IRVING STATE: TX ZIP: 75038 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RumbleOn, Inc. CENTRAL INDEX KEY: 0001596961 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 463951329 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 901 W. WALNUT HILL LANE STREET 2: SUITE 110A CITY: IRVING STATE: TX ZIP: 75038 BUSINESS PHONE: 214-771-9952 MAIL ADDRESS: STREET 1: 901 W. WALNUT HILL LANE STREET 2: SUITE 110A CITY: IRVING STATE: TX ZIP: 75038 FORMER COMPANY: FORMER CONFORMED NAME: RumbleON, Inc. DATE OF NAME CHANGE: 20170213 FORMER COMPANY: FORMER CONFORMED NAME: Smart Server, Inc DATE OF NAME CHANGE: 20140114 4 1 wk-form4_1702683280.xml FORM 4 X0508 4 2023-12-13 0 0001596961 RumbleOn, Inc. RMBL 0001640084 Kennedy Michael W C/O RUMBLEON, INC. 901 W. WALNUT HILL LANE, SUITE 110A IRVING TX 75038 1 1 0 0 Chief Executive Officer 0 Stock options (Right to purchase) 5.85 2023-12-13 4 A 0 825000 0 A 2033-11-01 Class B Common Stock 825000 825000 D These options vest when the minimum closing price of RMBL common stock remains at or above the minimum closing price for at least 30 consecutive trading days ("Target"), subject to his continuous employment and the other terms of the grant. Vesting at each applicable Target is as follows: 125,000 at $12; 175,000 at $17; 200,000 at $22; 225,000 at $35; and 100,000 at $40. The award was granted outside of the Company's shareholder-approved stock incentive plan as an inducement to Mr. Kennedy's entry into employment and approved by the Compensation Committee of the Board of Directors, in accordance with Nasdaq Listing Rule 5635(c)(4). Pursuant to Mr. Kennedy's employment agreement, the award was granted after the conclusion of two trading days following the completion of the Company's Rights Offering, which closed on December 8, 2023, and the exercise price per share was determined as the price of RMBL at the conclusion of trading on the day before the grant. /s/Mathew W. Grynwald, Attorney-in-fact for Michael W. Kennedy 2023-12-15