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RideNow Group, Inc. Director's Dealing 2019

Aug 20, 2019

33803_dirs_2019-08-19_0e37efa5-d889-4d17-b72b-83df8cfe1564.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RumbleON, Inc. (RMBL)
CIK: 0001596961
Period of Report: 2019-08-15

Reporting Person: Dixon Denmar John (N/A)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-08-15 Class B Common Stock M 17000 Acquired 187500 Direct
2019-08-16 Class B Common Stock P 47000 $3.76 Acquired 234500 Direct
2019-08-16 Class B Common Stock P 250 $3.72 Acquired 1250 Indirect
2019-08-19 Class B Common Stock P 250 $3.82 Acquired 1500 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-08-15 Restricted Stock Units $ M 17000 Disposed Class B Common Stock (17000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class B Common Stock 12750 Indirect
Class B Common Stock 1052829 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $ Class B Common Stock (17500) 17500 Direct
Restricted Stock Units $ Class B Common Stock (35000) 35000 Direct

Footnotes

F1: Represents shares of RMBL Class B Common Stock received upon vesting of Restricted Stock Units ("RSUs"). The shares of common stock were delivered on August 15, 2019.

F2: Includes 52,811 shares held in a joint account with the Reporting Person's spouse.

F3: Represents the weighted average purchase price of the shares purchased ranging from a low of $3.64 to a high of $3.85 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F4: Represents the weighted average purchase price of the shares purchased ranging from a low of $3.68 to a high of $3.75 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F5: Represents shares owned by the Reporting Person's son.

F6: Represents shares owned by the Reporting Person's spouse.

F7: Represents shares owned through Blue Flame Capital, LLC, an entity controlled by the Reporting Person.

F8: Each RSU represents a contingent right to receive one share of RMBL Class B Common Stock.

F9: These RSUs were granted on June 25, 2018.

F10: The RSUs vest (1) 20% on the last day of the thirteenth month following the grant date, (2) 2.5% monthly on the last day of each month beginning on the last day of the fourteenth month following the grant date through the last of the twenty-fifth month following the grant date and (3) 4.17% monthly on the last day of each month beginning on the last day of the twenty-sixth month following the grant date through the last day of the thirty-seventh month following the grant date.

F11: These RSUs were granted on March 31, 2017.

F12: These RSUs were granted on June 3, 2019

F13: The RSUs vest one year from the grant date, and are subject to prorata vesting if a director leaves the Board of Directors before the one year period.