0001596961 false 0001596961 2023-10-19 2023-10-19 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 19, 2023

 

RumbleOn, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   001-38248   46-3951329
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

901 W. Walnut Hill Lane, Suite 110A

Irving, Texas

   75038
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (214) 771-9952

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class B Common Stock, $0.001 par value   RMBL   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Resignation of Interim Chief Executive Officer and Director

Consistent with section 1(a)(ii) of the Cooperation Agreement filed as Exhibit 10.1 to the Company’s Form 8-K, dated June 30, 2023, in light of the appointment of Mike Kennedy to serve as Chief Executive Officer, Mark Tkach confirmed on October 19, 2023, his intent to resign his roles as Interim Chief Executive Officer and as a director of the Company, contingent upon the commencement of Mr. Kennedy’s employment and effective as of that same date, which is anticipated to be November 1, 2023. Mr. Tkach’s decision to resign as Interim Chief Executive Officer and as a director did not result from any disagreement with the Company on any matter relating to the Company's operations, policies, and practices. Following his resignation, Mr. Tkach will continue to provide consulting and advisory services through the remainder of the term of his employment agreement and will be appointed to a board observer role. Furthermore, given Mr. Tkach’s significant experience and expertise in the powersports industry, subject to compliance with Nasdaq listing requirements and other relevant considerations, the Board may consider nominating Mr. Tkach to serve or appointing him as a director of the Company at an appropriate future date.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.    Description
     
104   Cover Page Interactive Data File (embedded within the inline XBRL document)

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  RUMBLEON, INC. 
   
Date: October 25, 2023                /s/ Mathew W. Grynwald
  Mathew W. Grynwald
  General Counsel & Secretary

 

 

 

v3.23.3
Cover
Oct. 19, 2023
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Oct. 19, 2023
Entity File Number 001-38248
Entity Registrant Name RumbleOn, Inc.
Entity Central Index Key 0001596961
Entity Tax Identification Number 46-3951329
Entity Incorporation, State or Country Code NV
Entity Address, Address Line One 901 W. Walnut Hill Lane
Entity Address, Address Line Two Suite 110A
Entity Address, City or Town Irving
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75038
City Area Code (214)
Local Phone Number 771-9952
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class B Common Stock, $0.001 par value
Trading Symbol RMBL
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
RumbleOn (NASDAQ:RMBL)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more RumbleOn Charts.
RumbleOn (NASDAQ:RMBL)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more RumbleOn Charts.