Form 4: Vroom Director Robert Mylod Jr. Reports Acquisition of Restricted Stock Units
Insider Transaction Report
Vroom, Inc. Director Robert J. Mylod Jr. has reported the acquisition of 3,796 Restricted Stock Units (RSUs) and updated his beneficial ownership, including indirect holdings through Annox Capital, LLC.
Summary
- Robert J. Mylod Jr., a Director of Vroom, Inc. (VRM), acquired 3,796 shares of Common Stock in the form of Restricted Stock Units (RSUs) on June 12, 2025.
- These RSUs were granted at a price of $0.00 per share, indicating they are part of a compensation or incentive plan.
- Following this transaction, Mr. Mylod directly beneficially owns 10,285 shares of Common Stock.
- Additionally, Mr. Mylod indirectly beneficially owns 13,171 shares of Common Stock through Annox Capital, LLC, where he is the managing member. He disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.
- The acquired RSUs are subject to vesting, which will occur on the earlier of the day immediately preceding the date of the first annual meeting of stockholders following the grant date, or June 12, 2026, contingent on his continued service.
Sentiment
Score: 6
Explanation: The sentiment is mildly positive as a director receiving equity compensation aligns their interests with shareholders, indicating continued commitment. However, it's a routine disclosure and doesn't reflect significant operational news.
Positives
- The acquisition of Restricted Stock Units by a director aligns management's interests with those of shareholders, as the value of the RSUs is tied to the company's stock performance.
Risks
- The vesting of the 3,796 Restricted Stock Units is contingent upon the Reporting Person's continued service through the applicable vesting date, meaning the shares are not guaranteed if service ceases.
Future Outlook
The 3,796 Restricted Stock Units are expected to vest on the earlier of the day immediately preceding the date of the first annual meeting of stockholders following the grant date, or June 12, 2026, provided the Reporting Person continues his service.
Management Comments
- "The Restricted Stock Units will vest on the earlier of the day immediately preceding the date of the first annual meeting of stockholders following the date of grant, or June 12, 2026, subject to the Reporting Person's continued service through the applicable vesting date."
- "The Reporting Person is the managing member of Annox Capital, LLC and as a result may be deemed to beneficially own the securities held of record by Annox Capital, LLC. The Reporting Person disclaims such beneficial ownership except to the extent of his pecuniary interest therein, if any."
Industry Context
This Form 4 filing is a routine disclosure of an insider transaction (director RSU grant) and does not provide broader industry context or trends. It reflects standard corporate governance practices regarding executive compensation and disclosure.
Comparison to Industry Standards
- The grant of Restricted Stock Units (RSUs) to directors is a common form of equity compensation across various industries, aligning director incentives with shareholder value.
- The disclosure of direct and indirect beneficial ownership, along with disclaimers for indirect holdings, adheres to standard SEC reporting requirements for insider transactions, comparable to practices at other publicly traded companies.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Robert J. Mylod, Jr. granted a Power of Attorney to Anna-Lisa Corrales, Jonathan Sandison, and Elizabeth Schutte to prepare, execute, and submit SEC Forms ID, 3, 4, and 5 on his behalf for Vroom, Inc. securities. | 2024-11-28 | Streamlines the process for the director to comply with Section 16 reporting requirements, ensuring timely and accurate filings. |
Related Party Transactions
- Robert J. Mylod Jr. indirectly beneficially owns 13,171 shares of Common Stock through Annox Capital, LLC, where he serves as the managing member. He disclaims beneficial ownership except to the extent of his pecuniary interest.
Stakeholder Impact
- Shareholders: The grant of RSUs to a director can be seen as a positive for shareholders as it aligns the director's financial interests with the company's stock performance.
Next Steps
- The Restricted Stock Units are scheduled to vest on the earlier of the day immediately preceding the date of the first annual meeting of stockholders following the grant date, or June 12, 2026.
Key Dates
| Date | Description |
|---|---|
| 2024-11-28 | Date Robert J Mylod, Jr. executed the Power of Attorney authorizing individuals to file SEC forms on his behalf. |
| 2025-06-12 | Date of the transaction where 3,796 Restricted Stock Units were acquired by Robert J. Mylod Jr. |
| 2025-06-16 | Date the Form 4 was signed by Anna-Lisa Corrales, Attorney-in-Fact for Robert J. Mylod Jr. |
| 2026-06-12 | Latest possible vesting date for the Restricted Stock Units, subject to continued service. |
Keywords
Vroom Inc., VRM, SEC Form 4, Restricted Stock Units, RSU, Beneficial Ownership, Director Compensation, Insider Transaction, Robert J Mylod Jr., Annox Capital LLC
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