Form 4: RumbleOn CEO Michael Quartieri Acquires Shares Through Stock Grants

RumbleOn's CEO, Michael Quartieri, reports the acquisition of Class B Common Stock through restricted stock units and performance units granted as part of his employment agreement.

Summary

• Michael Quartieri, CEO of RumbleOn, Inc., filed a Form 4 detailing changes in beneficial ownership.
• On March 12, 2025, Quartieri acquired 400,000 shares of Class B Common Stock through a one-time award of time-based restricted stock units (RSUs).
• These RSUs will vest in three substantially equal installments on the anniversary of his commencement date (January 13, 2025) in 2026, 2027, and 2028, contingent upon his continued service.
• Additionally, Quartieri is set to receive 450,000 performance units (PSUs), subject to shareholder approval for increasing the share reserve under the company's 2017 Stock Incentive Plan.
• The PSUs will vest based on achieving minimum closing stock prices for 20 consecutive trading days, with 150,000 PSUs vesting at targets of $11, $17, and $23, also contingent on continued service.

Sentiment

Score: 7

Explanation: The document indicates standard executive compensation practices, aligning management with shareholder interests, which is generally viewed positively.

Positives

• The grant of RSUs and PSUs aligns the CEO's interests with the long-term performance of the company.
• The vesting schedule of the PSUs incentivizes the CEO to drive stock price appreciation.

Risks

• The vesting of PSUs is contingent on shareholder approval for increasing the share reserve under the company's 2017 Stock Incentive Plan.
• Failure to achieve the stock price targets would result in the CEO not receiving the full amount of PSUs.

Future Outlook

The vesting of RSUs and PSUs is contingent upon continued service and, in the case of PSUs, achieving specific stock price targets, suggesting a focus on long-term growth and shareholder value.

Industry Context

Stock grants to executives are a common practice in the industry to align management's interests with those of shareholders and incentivize performance.

Stakeholder Impact

• Shareholders may view the stock grants positively as they align management's interests with the company's performance.
• Employees may be motivated by the potential for company growth and stock price appreciation.

Next Steps

• Shareholder approval for increasing the share reserve under the Company's 2017 Stock Incentive Plan.
• Achievement of stock price targets for PSU vesting.
• Continued service of the CEO for RSU and PSU vesting.

Key Dates