RumbleOn, Inc. 8-K Summary
Business Context and Reporting Period
This Form 8-K reports the results of the 2022 Annual Meeting of Stockholders held on June 14, 2022. The registrant is RumbleOn, Inc., a Nevada corporation trading on The Nasdaq Stock Market LLC under the symbol "RMBL". The filing addresses the submission of matters to a vote of security holders.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
Two proposals were voted upon at the Annual Meeting. Class A common stockholders held ten votes per share, while Class B common stockholders held one vote per share.
- Proposal 1: Election of Directors
- Peter Levy: Elected. Received 50,000 votes for (Class A) and 6,636,332 votes for (Class B). Withheld votes were 0 (Class A) and 3,876,149 (Class B).
- Denmar Dixon: Elected. Received 50,000 votes for (Class A) and 6,531,698 votes for (Class B). Withheld votes were 0 (Class A) and 3,980,783 (Class B).
- Proposal 2: Advisory Approval of Executive Compensation
- Class A: 50,000 votes for; 0 against; 0 abstain.
- Class B: 6,562,514 votes for; 2,766,068 against; 1,183,899 abstain.
There were no broker non-votes on either proposal.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the dual-class voting structure where Class A shares carry 10 votes per share versus 1 vote per share for Class B.
- Note the significant number of votes withheld or cast against proposals by Class B shareholders, particularly on the executive compensation proposal (2.7 million votes against).
- Confirm the terms of the newly elected directors, Peter Levy and Denmar Dixon, which extend until the 2025 Annual Meeting.