RideNow Group, Inc. — Director's Dealing 2019

Jun 6, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RumbleON, Inc. (RMBL)
CIK: 0001596961
Period of Report: 2019-06-03

Reporting Person: Dixon Denmar John (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-06-03	Class B Common Stock	M	10500	—	Acquired	162689	Direct
2019-06-04	Class B Common Stock	P	7811	$4.20	Acquired	170500	Direct
2019-06-04	Class B Common Stock	P	5000	$4.23	Acquired	12750	Indirect
2019-06-04	Class B Common Stock	P	295	$4.15	Acquired	1000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-06-03	Restricted Stock Units	$	A	35000	Acquired		Class B Common Stock (35000)	Direct
2019-06-03	Restricted Stock Units	$	M	10500	Disposed		Class B Common Stock (28000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class B Common Stock	1052829	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Class B Common Stock (85000)	85000	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 June 3, 2019.

F2: Includes 50,000 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 $4.16 to a high of $4.23 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: Includes 52,811 shares held in a joint account with the Reporting Person's spouse.

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

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

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: 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.

F10: These RSUs were granted on March 31, 2017.

F11: 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.

F12: These RSUs were granted on June 25, 2018.