4/A: RumbleOn Director Rebecca Polak Amends SEC Filing to Include Power of Attorney for Equity Grant Disclosure

Sentiment:

Insider Transaction Amendment


RumbleOn, Inc. Director Rebecca C. Polak filed an amended Form 4 to include a Power of Attorney, detailing an annual equity grant of 61,728 Class B Common Stock units that vest in June 2026.

Summary

  • Rebecca C. Polak, a Director of RumbleOn, Inc. (RMBL), filed an amended Form 4 (Form 4/A) to correct an omission from her original filing.
  • The amendment's primary purpose is to include Exhibit 24, a Power of Attorney, which was inadvertently left out of the initial Form 4.
  • The original Form 4 reported an acquisition of 61,728 shares of Class B Common Stock on June 4, 2025.
  • These shares represent an annual director equity grant in the form of Restricted Stock Units (RSUs), granted at a price of $0.
  • The RSUs are scheduled to vest on June 4, 2026, with pro rata vesting if Ms. Polak leaves the board before that date.
  • Following this transaction, Ms. Polak beneficially owns 145,566 shares of Class B Common Stock directly.
  • The Power of Attorney designates Melissa Bengtson as attorney-in-fact to execute and file Section 16 and Section 13 forms on behalf of Ms. Polak.

Sentiment

Score: 6

Explanation: The document reports a routine annual equity grant to a director, which is a positive for aligning interests, and a minor administrative correction to an SEC filing. Overall, it's a neutral to slightly positive procedural update.

Positives

  • The grant of 61,728 Class B Common Stock units to Director Rebecca C. Polak aligns her interests with shareholders, as the value of her compensation is tied to the company's stock performance.
  • The equity grant is part of the annual director compensation, indicating a standard practice for retaining and incentivizing board members.

Negatives

  • The need for an amendment (Form 4/A) indicates a minor administrative oversight in the initial filing, though it has been promptly corrected.

Future Outlook

The Restricted Stock Units granted to Director Rebecca C. Polak are scheduled to vest on June 4, 2026, subject to pro rata vesting if she departs from the board prior to this date.

Management Comments

  • This Form 4/A is being filed solely to include Exhibit 24 (Power of Attorney), which was inadvertently omitted in the original Form 4.

Industry Context

This filing is a routine insider transaction disclosure and a procedural amendment, common across all publicly traded companies, reflecting standard corporate governance practices for director compensation and SEC reporting compliance.

Comparison to Industry Standards

  • The grant of Restricted Stock Units (RSUs) as part of director compensation is a common practice among publicly traded companies, aligning director incentives with shareholder value.
  • The vesting schedule and pro rata terms are also standard for such equity awards.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Power of Attorney GrantRebecca C. Polak granted a Power of Attorney to Melissa Bengtson to execute and file Section 16 (Forms 3, 4, 5) and Section 13(d) or (g) forms on her behalf, ensuring compliance with SEC reporting requirements.06/06/2025Enhances efficiency and ensures timely compliance with insider trading and beneficial ownership reporting obligations for the director.

Related Party Transactions

  • The acquisition of 61,728 Class B Common Stock units by Director Rebecca C. Polak as an annual equity grant is a related party transaction, representing compensation from the company to a board member.

Stakeholder Impact

  • Shareholders: The equity grant aligns the director's interests with shareholders, as her compensation value is tied to the company's stock performance. The amendment ensures transparency and compliance with regulatory reporting.
  • Management/Board: The Power of Attorney streamlines the process for SEC filings for the director, reducing administrative burden.

Next Steps

  • The 61,728 Restricted Stock Units granted to Rebecca C. Polak are expected to vest on June 4, 2026.
  • Melissa Bengtson will continue to act as attorney-in-fact for Rebecca C. Polak for future SEC filings related to her holdings in RumbleOn, Inc.

Key Dates

DateDescription
06/04/2025Date of transaction: acquisition of 61,728 Class B Common Stock units (RSUs) by Rebecca C. Polak.
06/06/2025Date of original Form 4 filing and execution date of the Power of Attorney.
06/04/2026Vesting date for the 61,728 Restricted Stock Units granted to Rebecca C. Polak.

Keywords

RumbleOn, RMBL, SEC Form 4/A, Insider Trading, Beneficial Ownership, Equity Grant, Restricted Stock Units, Director Compensation, Corporate Governance, Power of Attorney

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