Sec Form 4 Filing - Tkach Cameron @ RumbleOn, Inc. - 2025-06-04

Insider filing report for Changes in Beneficial Ownership
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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
Tkach Cameron
2. Issuer Name and Ticker or Trading Symbol
RumbleOn, Inc. [ RMBL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Vice President, COO
(Last) (First) (Middle)
901 W. WALNUT HILL LANE, SUITE 110A
3. Date of Earliest Transaction (MM/DD/YY)
06/04/2025
(Street)
IRVING, TX75038
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
Class B Common Stock 06/04/2025 A 190,000 ( 1 ) A $ 0 271,677 D
Class B Common Stock 06/04/2025 A 120,000 ( 2 ) A $ 0 391,677 ( 3 ) 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
< table style="width: 90%;">
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Tkach Cameron
901 W. WALNUT HILL LANE
SUITE 110A
IRVING, TX75038
Executive Vice President, COO
Signatures
/s/ Melissa Bengtson, Attorney-in-Fact for Cameron Tkach 06/06/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Reporting Person's appointment as COO effective as of January 13, 2025 ("Commencement Date"), he was granted a one-time award of 190,000 time-based restricted stock units (the "RSUs") that will vest in three substantially equal installments on the anniversary of the Commencement Date in 2026, 2027 and 2028, subject to his continued service with the Company through each such vesting date and any other terms of the employment agreement he entered into with the Company on January 24, 2025 (the "COO Employment Agreement"). Each RSU represents a right to receive a share of the Company's Class B Common Stock.
( 2 )Pursuant to the COO Employment Agreement and the Company's 2017 Stock Incentive Plan, as amended (the "Plan"), the Reporting Person will receive a one-time grant of 120,000 performance units (the "PSUs") under the Plan. A PSU represents a right to receive a share of the Company's Class B Common Stock. The PSUs will vest based on the achievement of minimum closing stock prices for 20 consecutive trading days ("Target"), with 40,000 PSUs vesting at each Target of $11, $17, and $23, subject to his continued service with the Company through each such vesting date and any other terms of the COO Employment Agreement.
( 3 )Includes 206,289 shares underlying RSUs not yet vested and 134,205 shares underlying PSUs that have not yet been earned.

Remarks:
Exhibit 24 - Power of Attorney

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