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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 10, 2025

VROOM, INC.

(Exact name of registrant as specified in its charter)



Delaware	001-39315	90-1112566
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

4700 Mercantile Dr.

Fort Worth, TX 76137

(Address of principal executive offices) (Zip Code)

(518) 535-9125

(Registrant’s telephone number, include area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value per share	VRM	The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On November 10, 2025, Vroom, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 7.01. Regulation FD Disclosure.

On November 10, 2025, the Company posted a corporate slide presentation with financial results for the quarter ended September 30, 2025 on its investor relations website, https://ir.vroom.com/news-events/events-and-presentations. The presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and will accompany management’s comments.

The information contained in Item 2.02, including Exhibit 99.1 hereto, and in Item 7.01, including Exhibit 99.2 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits relating to Item 2.02 and Item 7.01 shall be deemed to be furnished, and not filed:


Exhibit No.		Description

99.1		Press Release dated November 10, 2025.
99.2		Earnings Presentation for the Quarter Ended September 30, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	VROOM, INC.

Date: November 10, 2025	By:	/s/ Tom Shortt
		Tom Shortt
		Chief Executive Officer

EX-99.1 2 vrm-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

Vroom Announces Third Quarter 2025 Results

Continued Investment in our Long-Term Strategic Plan

NEW YORK – November 10, 2025 – Vroom, Inc. (Nasdaq:VRM) today announced financial results for the third quarter ended September 30, 2025.

HIGHLIGHTS OF THIRD QUARTER 2025

•

$59.2 million consolidated total available liquidity(1) as of September 30, 2025, consisting of:

$12.4 million cash and cash equivalents

$11.8 million of liquidity available to UACC under the warehouse credit facilities

$35.0 million of available liquidity from delayed draw facility, further strengthening our liquidity position to execute our long-term strategy

•

$(27.1) million net loss from continuing operations for the three months ended September 30, 2025

•

$(25.7) million adjusted net loss(2) for the three months ended September 30, 2025

$(15.3) million unfavorable mark-to-market for the three months ended September 30, 2025 on the fair value portfolio

$4.5 million favorable mark-to-market year to date on the fair value portfolio

•

$94.3 million improvement in net loss and $66.8 million improvement in adjusted net loss(2) for the trailing twelve months ended September 30, 2025 compared to trailing twelve months ended September 30, 2024

•

Stockholders' equity was $126.6 million as of September 30, 2025 and tangible book value(3) was $113.8 million as of September 30, 2025

•

Full year expectations are in line with our original beginning of the year adjusted net loss plan of approximately $(56) million, prior to favorable mark-to-market movement in Q1 2025, now substantially offset by unfavorable mark-to-market movement in Q3 2025


(1)	Total available liquidity is a non-GAAP measure and represents $12.4 million of unrestricted cash and cash equivalents, as well as $11.8 million of availability from warehouse credit facilities and $35.0 million of availability from delayed draw facility
(2)	Adjusted net income (loss) is a non-GAAP measure. For definitions and a reconciliation to the most comparable GAAP measure, please see Non-GAAP Financial Measures section below.
(3)	Tangible book value is a non-GAAP measure and represents total stockholders' equity of $126.6 million, excluding intangible assets of $12.8 million as of September 30, 2025.

Tom Shortt, Chief Executive Officer of Vroom, said, “In the third quarter of 2025, our net loss and adjusted net loss decreased year-over-year, driven by our continued focus on our Long-Term Strategic Plan. During the third quarter, our team significantly improved our business intelligence engine and modernized our credit decision engine.”

Fresh Start Accounting

As a result of emerging from a voluntary proceeding (the “Prepackaged Chapter 11 Case”) under Chapter 11 of the United States Code, 11 U.S.C. §§ 101-1532, as amended from time to time, on January 14, 2025, (the "Effective Date") and qualifying for the application of fresh-start accounting, at the Effective Date, Vroom’s assets and liabilities were recorded at their estimated fair values which, in some cases, are significantly different than amounts included in our financial statements prior to the Effective Date. Accordingly, our condensed consolidated financial statements after the Effective Date are not comparable with our condensed consolidated financial statements on or before that date. References to “Successor” relate to our financial position and results of operations after the Effective Date. References to “Predecessor” refer to our financial position and results of operations on or before the Effective Date.

The combined results (referenced as “Non-GAAP Combined” or “Combined”) for the nine months ended September 30, 2025, represent the sum of the reported amounts for the Predecessor period from January 1, 2025, through January 14, 2025, and the Successor period from January 15, 2025, through September 30, 2025.

These combined results are not considered to be prepared in accordance with U.S. generally accepted accounting principles ("GAAP") and have not been prepared as pro forma results per applicable regulations. The combined operating results do not reflect the actual results we would have achieved absent our emergence from the Prepackaged Chapter 11 Case and are not necessarily indicative of future results. Accordingly, the results for the combined nine months ended September 30, 2025, (prepared on a Non-GAAP basis) and nine months ended September 30, 2024, (prepared on a GAAP basis) may not be comparable, particularly for statement of operations line items significantly impacted by the reorganization transactions and the impact of fresh start accounting.

THIRD QUARTER 2025 FINANCIAL DISCUSSION

All financial comparisons are on a year-over-year basis unless otherwise noted. The following financial information is unaudited.


	Successor			Predecessor
	Three Months Ended September 30,			Three Months Ended September 30,
	2025			2024			$ Change
				(in thousands)
Interest income	$	44,829		$	50,213		$	(5,384	)

Interest expense:
Warehouse credit facility		4,544			6,251			(1,707	)
Securitization debt		8,771			9,096			(325	)
Total interest expense		13,315			15,347			(2,032	)
Net interest income		31,514			34,866			(3,352	)

Realized and unrealized losses, net of recoveries		43,202			38,346			4,856
Net interest income after losses and recoveries		(11,688	)		(3,480	)		(8,208	)

Noninterest income:
Servicing income		1,088			1,495			(407	)
Warranties and GAP income (loss), net		3,152			3,917			(765	)
CarStory revenue		1,347			2,890			(1,543	)
Other income		3,924			2,419			1,505
Total noninterest income		9,511			10,721			(1,210	)

Expenses:
Compensation and benefits		16,287			25,365			(9,078	)
Professional fees		1,538			1,587			(49	)
Software and IT costs		3,062			3,360			(298	)
Depreciation and amortization		998			7,105			(6,107	)
Interest expense on corporate debt		706			1,601			(895	)
Impairment charges		—			2,407			(2,407	)
Other expenses		2,230			3,436			(1,206	)
Total expenses		24,821			44,861			(20,040	)

Loss from continuing operations before provision for income taxes		(26,998	)		(37,620	)		10,622
Provision (benefit) for income taxes from continuing operations		144			124			20
Net loss from continuing operations	$	(27,142	)	$	(37,744	)	$	10,602
Net income (loss) from discontinued operations	$	366		$	(1,999	)	$	2,365
Net loss	$	(26,776	)	$	(39,743	)	$	12,967


	Successor			Predecessor			Non-GAAP Combined			Predecessor
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,			Nine Months Ended September 30,			Non-GAAP
	2025			2025			2025			2024			$ Change
				(in thousands)
Interest income	$	127,734		$	7,183		$	134,917		$	153,152		$	(18,235	)

Interest expense:
Warehouse credit facility		12,421			1,017			13,438			22,708			(9,270	)
Securitization debt		25,202			1,178			26,380			21,960			4,420
Total interest expense		37,623			2,195			39,818			44,668			(4,850	)
Net interest income		90,111			4,988			95,099			108,484			(13,385	)

Realized and unrealized losses, net of recoveries		73,802			6,792			80,594			87,894			(7,300	)
Net interest income after losses and recoveries		16,309			(1,804	)		14,505			20,590			(6,085	)

Noninterest income:
Servicing income		3,601			192			3,793			5,101			(1,308	)
Warranties and GAP income (loss), net		10,876			307			11,183			(4,347	)		15,530
CarStory revenue		5,585			432			6,017			8,782			(2,765	)
Other income		8,472			113			8,585			8,344			241
Total noninterest income		28,534			1,044			29,578			17,880			11,698

Expenses:
Compensation and benefits		53,445			2,823			56,268			76,651			(20,383	)
Professional fees		8,898			297			9,195			6,418			2,777
Software and IT costs		8,884			457			9,341			12,018			(2,677	)
Depreciation and amortization		2,315			1,057			3,372			21,963			(18,591	)
Interest expense on corporate debt		1,884			176			2,060			4,541			(2,481	)
Impairment charges		4,156			—			4,156			5,159			(1,003	)
Other expenses		7,433			371			7,804			12,853			(5,049	)
Total expenses		87,015			5,181			92,196			139,603			(47,407	)

Loss from continuing operations before reorganization items and provision for income taxes		(42,172	)		(5,941	)		(48,113	)		(101,133	)		53,020
Reorganization items, net		—			51,036			51,036			—			51,036
Income (loss) from continuing operations before provision for income taxes		(42,172	)		45,095			2,923			(101,133	)		104,056
Provision for income taxes from continuing operations		353			5			358			393			(35	)
Net income (loss) from continuing operations	$	(42,525	)	$	45,090		$	2,565		$	(101,526	)	$	104,091
Net income (loss) from discontinued operations	$	878		$	(4	)	$	874		$	(27,024	)	$	27,898
Net income (loss)	$	(41,647	)	$	45,086		$	3,439		$	(128,550	)	$	131,989

Results by Segment

UACC


	Successor			Predecessor
	Three Months Ended September 30,			Three Months Ended September 30,
	2025			2024			Change			% Change
				(in thousands)
Interest income	$	44,829		$	50,801		$	(5,972	)		(11.8	)%

Interest expense:
Warehouse credit facility		4,544			6,251			(1,707	)		(27.3	)%
Securitization debt		8,771			9,096			(325	)		(3.6	)%
Total interest expense		13,315			15,347			(2,032	)		(13.2	)%
Net interest income		31,514			35,454			(3,940	)		(11.1	)%

Realized and unrealized losses, net of recoveries		43,550			30,117			13,433			44.6	%
Net interest income after losses and recoveries		(12,036	)		5,337			(17,373	)		(325.5	)%

Noninterest income:
Servicing income		1,088			1,495			(407	)		(27.2	)%
Warranties and GAP income, net		2,855			2,074			781			37.7	%
Other income		1,883			1,698			185			10.9	%
Total noninterest income		5,826			5,267			559			10.6	%

Expenses:
Compensation and benefits		14,072			19,819			(5,747	)		(29.0	)%
Professional fees		826			875			(49	)		(5.6	)%
Software and IT costs		2,502			2,346			156			6.6	%
Depreciation and amortization		887			5,505			(4,618	)		(83.9	)%
Interest expense on corporate debt		664			681			(17	)		(2.5	)%
Impairment charges		—			2,407			(2,407	)		(100.0	)%
Other expenses		1,736			1,991			(255	)		(12.8	)%
Total expenses		20,687			33,624			(12,937	)		(38.5	)%

Benefit for income taxes from continuing operations		—			99			(99	)		(100.0	)%

Adjusted net loss	$	(25,784	)	$	(19,857	)	$	(5,927	)		29.8	%

Stock compensation expense	$	1,112		$	834		$	278			33.3	%
Severance	$	-		$	20		$	(20	)		(100.0	)%


	Successor			Predecessor			Non-GAAP Combined			Predecessor			Non-GAAP			Non-GAAP
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2025			2025			2025			2024			Change			% Change
				(in thousands)
Interest income	$	127,734		$	7,254		$	134,988		$	154,731		$	(19,743	)		(12.8	)%

Interest expense:
Warehouse credit facility		12,421			1,017			13,438			22,708			(9,270	)		(40.8	)%
Securitization debt		25,202			1,178			26,380			21,960			4,420			20.1	%
Total interest expense		37,623			2,195			39,818			44,668			(4,850	)		(10.9	)%
Net interest income		90,111			5,059			95,170			110,063			(14,893	)		(13.5	)%

Realized and unrealized losses, net of recoveries		75,123			7,647			82,770			77,460			5,310			6.9	%
Net interest income (loss) after losses and recoveries		14,988			(2,588	)		12,400			32,603			(20,203	)		(62.0	)%

Noninterest income:
Servicing income		3,601			192			3,793			5,101			(1,308	)		(25.6	)%
Warranties and GAP income, net		10,099			390			10,489			5,324			5,165			97.0	%
Other income		6,096			66			6,162			6,266			(104	)		(1.7	)%
Total noninterest income		19,796			648			20,444			16,691			3,753			22.5	%

Expenses:
Compensation and benefits		45,209			2,398			47,607			59,146			(11,539	)		(19.5	)%
Professional fees		5,328			172			5,500			2,326			3,174			136.5	%
Software and IT costs		7,276			367			7,643			8,048			(405	)		(5.0	)%
Depreciation and amortization		1,994			817			2,811			17,156			(14,345	)		(83.6	)%
Interest expense on corporate debt		1,842			85			1,927			1,781			146			8.2	%
Impairment charges		3,479			—			3,479			5,159			(1,680	)		(32.6	)%
Other expenses		5,558			262			5,820			7,569			(1,749	)		(23.1	)%
Total expenses		70,686			4,101			74,787			101,185			(26,398	)		(26.1	)%

Provision for income taxes from continuing operations		39			—			39			301			(262	)		(87.0	)%

Adjusted net loss	$	(29,913	)	$	(5,910	)	$	(35,823	)	$	(44,652	)	$	8,829			19.8	%

Stock compensation expense	$	2,521		$	127		$	2,647		$	1,867		$	780			41.8	%
Severance	$	28		$	4		$	31		$	513		$	(482	)		(93.9	)%

CarStory


	Successor				Predecessor
	Three Months Ended September 30,				Three Months Ended September 30,
	2025				2024			Change			% Change
				(in thousands)
Noninterest income:
CarStory revenue	$	1,347			$	2,890		$	(1,543	)		(53.4	)%
Other income		35				199			(164	)		(82.4	)%
Total noninterest income		1,382				3,089			(1,707	)		(55.3	)%

Expenses:
Compensation and benefits		1,378				3,127			(1,749	)		(55.9	)%
Professional fees		(108	)			(112	)		4			3.6	%
Software and IT costs		(4	)			17			(21	)		(123.5	)%
Depreciation and amortization		111				1,600			(1,489	)		(93.1	)%
Other expenses		100				127			(27	)		(21.3	)%
Total expenses		1,477				4,759			(3,282	)		(69.0	)%

Provision for income taxes from continuing operations		24				25			(1	)		(4.0	)%

Adjusted net income (loss)	$	(72	)		$	(1,636	)	$	1,564			95.6	%

Stock compensation expense	$	47			$	59		$	(12	)		(20.6	)%


	Successor			Predecessor			Non-GAAP Combined			Predecessor			Non-GAAP			Non-GAAP
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2025			2025			2025			2024			Change			% Change
				(in thousands)
Noninterest income:
CarStory revenue	$	5,585		$	432		$	6,017		$	8,782		$	(2,765	)		(31.5	)%
Other income		132			13			145			562			(417	)		(74.2	)%
Total noninterest income		5,717			445			6,162			9,344			(3,182	)		(34.1	)%

Expenses:
Compensation and benefits		4,319			326			4,645			7,802			(3,157	)		(40.5	)%
Professional fees		(175	)		13			(162	)		90			(252	)		(280.0	)%
Software and IT costs		(1	)		2			1			205			(204	)		(99.5	)%
Depreciation and amortization		321			240			561			4,807			(4,246	)		(88.3	)%
Other expenses		374			20			394			300			94			31.3	%
Total expenses		4,838			601			5,439			13,204			(7,765	)		(58.8	)%

Provision for income taxes from continuing operations		73			5			78			92			(14	)		(15.2	)%

Adjusted net income (loss)	$	890		$	(153	)	$	737		$	(3,618	)	$	4,355			120.4	%

Stock compensation expense	$	81		$	8		$	89		$	334		$	(246	)		(73.5	)%

Corporate


	Successor				Predecessor
	Three Months Ended September 30,				Three Months Ended September 30,
	2025				2024			Change			% Change
				(in thousands)
Interest expense	$	—			$	(588	)	$	588			100.0	%

Realized and unrealized losses, net of recoveries		(348	)			8,229			(8,577	)		(104.2	)%
Net interest loss after losses and recoveries		348				(8,817	)		9,165			103.9	%

Noninterest income:
Warranties and GAP income, net		297				1,843			(1,546	)		(83.9	)%
Other income		2,006				522			1,484			284.3	%
Total noninterest income		2,303				2,365			(62	)		(2.6	)%

Expenses:
Compensation and benefits		837				2,419			(1,582	)		(65.4	)%
Professional fees		820				824			(4	)		(0.5	)%
Software and IT costs		564				997			(433	)		(43.4	)%
Interest expense on corporate debt		42				920			(878	)		(95.4	)%
Other expenses		394				1,318			(924	)		(70.1	)%
Total expenses		2,657				6,478			(3,821	)		(59.0	)%

Provision for income taxes from continuing operations		120				—			120			100.0	%


	Successor			Predecessor			Non-GAAP Combined			Predecessor			Non-GAAP			Non-GAAP
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2025			2025			2025			2024			Change			% Change
				(in thousands)
Interest income (expense)	$	—		$	(71	)	$	(71	)	$	(1,579	)	$	1,508			95.5	%

Realized and unrealized losses (gains), net of recoveries		(1,321	)		(855	)		(2,176	)		10,434			(12,610	)		(120.9	)%
Net interest income after losses and recoveries		1,321			784			2,105			(12,013	)		14,119			117.5	%

Noninterest (loss) income:
Warranties and GAP income (loss), net		777			(83	)		694			(9,671	)		10,365			107.2	%
Other income		2,244			34			2,278			1,516			762			50.2	%
Total noninterest (loss) income		3,021			(49	)		2,972			(8,155	)		11,127			136.4	%

Expenses:
Compensation and benefits		3,917			99			4,016			9,703			(5,687	)		(58.6	)%
Professional fees		3,745			112			3,857			4,002			(145	)		(3.6	)%
Software and IT costs		1,609			88			1,697			3,765			(2,068	)		(54.9	)%
Interest expense on corporate debt		42			91			133			2,760			(2,627	)		(95.2	)%
Impairment expense		677			—			677			—			677			100.0	%
Other expenses		1,501			89			1,590			4,984			(3,394	)		(68.1	)%
Total expenses		11,491			479			11,970			25,214			(13,244	)		(52.5	)%

Provision for income taxes from continuing operations		241			—			241			—			241			100.0	%

Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we believe the following non-GAAP financial measures are useful in evaluating our operating performance: Adjusted net income (loss), total available liquidity, and tangible book value.

Adjusted net income (loss) is a supplemental performance measure that our management uses to assess our operating performance and the operating leverage in our business. Because Adjusted net income (loss) facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning purposes.

Tangible book value is calculated as stockholders' equity in accordance with GAAP, after subtracting intangible assets. A reconciliation of stockholders' equity to tangible book value is included above.

Total available liquidity represents unrestricted cash and cash equivalents, availability from warehouse credit facilities and availability from line of credit secured by residual certificates.

These non-GAAP measures have limitations as analytical tools because they do not reflect all of the amounts associated with our results of operations or liquidity as determined in accordance with GAAP. Additionally, they may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for those comparative purposes. Because of these limitations, these non-GAAP financial measures should be considered along with other operating and financial performance measures presented in accordance with GAAP. The presentation of these non-GAAP financial measures are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. We have reconciled these non-GAAP financial measures with the most directly comparable GAAP financial measures elsewhere herein.

Non-GAAP Combined Nine Months Ended September 30, 2025

Our financial results for the periods from January 1, 2025 through January 14, 2025 and the three and nine months ended September 30, 2024 are referred to as those of the “Predecessor” periods. Our financial results for the periods from January 15, 2025 through September 30, 2025 and the three months ended September 30, 2025 are referred to as those of the “Successor” periods. Our results of operations as reported in our Condensed Consolidated Financial Statements for these periods are prepared in accordance with GAAP. Although GAAP requires that we report our results for the period from January 1, 2025 through January 14, 2025 and the period from January 15, 2025 through September 30, 2025, separately, management views our operating results for the nine months ended September 30, 2025 by combining the results of the applicable Predecessor and Successor periods because such presentation provides the most meaningful comparison of our results to prior periods. We believe we cannot adequately benchmark the operating results of the period from January 15, 2025 through September 30, 2025 against any of the previous periods reported in our Condensed Consolidated Financial Statements without combining it with the period from January 1, 2025 through January 14, 2025 and we do not believe that reviewing the results of this period in isolation would be useful in identifying trends in or reaching conclusions regarding our overall operating performance. Management believes that the key performance metrics for the Successor period when combined with the Predecessor period provide more meaningful comparisons to other periods and are useful in identifying current business trends. Accordingly, in addition to presenting our results of operations as reported in our Condensed Consolidated Financial Statements in accordance with GAAP, the tables and discussion below also present the combined results for the nine months ended September 30, 2025. The combined results for the nine months ended September 30, 2025 represent the sum of the reported amounts for the Predecessor period from January 1, 2025 through January 14, 2025 and the Successor period from January 15, 2025 through September 30, 2025. These combined results are not considered to be prepared in accordance with GAAP and have not been prepared as pro forma results per applicable regulations. The combined operating results do not reflect the actual results we would have achieved absent our emergence from the Prepackaged Chapter 11 Case and are not necessarily indicative of future results. Accordingly, the results for the combined nine months ended September 30, 2025 (prepared on a Non-GAAP basis) and nine months ended September 30, 2024 (prepared on a GAAP basis) may not be comparable, particularly for statement of operations line items significantly impacted by the reorganization transactions and the impact of fresh start accounting.

Adjusted net loss

We calculate Adjusted net loss as net income (loss) from continuing operations adjusted for stock compensation expense, severance expense, bankruptcy costs (which represent professional fees incurred related to the bankruptcy prior to filing of the petition and post-emergence), reorganization items, net (which relate to certain charges incurred during the bankruptcy proceedings, such as legal and professional fees incurred directly as a result of the bankruptcy proceeding, the write-off of deferred financing costs and discount on debt subject to compromise and other related charges), operating lease right-of-use assets impairment and long-lived asset impairment charges.

The following table presents a reconciliation of Adjusted net income (loss) to net income (loss) from continuing operations, which is the most directly comparable GAAP measure (in thousands):


	Successor			Predecessor
	Three Months Ended September 30,			Three Months Ended September 30,
	2025			2024
Net loss from continuing operations	$	(27,142	)	$	(37,744	)
Adjusted to exclude the following:
Stock compensation expense		1,444			1,244
Severance expense		—			763
Impairment charges		—			2,407
Adjusted net loss	$	(25,698	)	$	(33,330	)


	Successor			Predecessor			Non-GAAP Combined			Predecessor
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2025			2025			2025			2024
				(in thousands)
Net income (loss) from continuing operations	$	(42,525	)	$	45,090		$	2,565		$	(101,526	)
Adjusted to exclude the following:
Stock compensation expense		3,771			144			3,915			5,014
Severance expense		388			4			392			2,448
Bankruptcy costs (post-emergence)		913			—			913			—
Reorganization items, net		—			(51,036	)		(51,036	)		—
Impairment charges		4,156			—			4,156			5,159
Adjusted net loss	$	(33,297	)	$	(5,798	)	$	(39,095	)	$	(88,905	)


	Successor			Successor			Successor			Predecessor			Non-GAAP Combined			Predecessor			Predecessor			Predecessor			Predecessor			Predecessor
	Period from July 1 through September 30,			Period from April 1 through June 30,			Period from January 15 through March 31,			Period from January 1 through January 14,			Three Months Ended March 31,			Three Months Ended December 31,			Three Months Ended September 30,			Three Months Ended June 30,			Three Months Ended March 31,			Three Months Ended December 31,
	2025			2025			2025			2025			2025			2024			2024			2024			2024			2023

Net income (loss) from continuing operations		(27,142	)		(8,932	)		(6,450	)		45,090			38,640			(36,716	)		(37,744	)		(19,104	)		(44,676	)		(26,904	)
Stock compensation expense		1,444			1,836			491			144			635			935			1,244			2,446			1,324			1,767
Severance expense		-			367			21			4			25			287			763			1,685			-			-
Bankruptcy costs (post-emergence)		-			-			913			-			913			3,582			-			-			-			-
Reorganization items, net		-			-			-			(51,036	)		(51,036	)		5,564			-			-			-			-
Gain on extinguishment of debt		-			-			-			-			-			-			-			-			-			(18,238	)
Impairment charges		-			-			4,156			-			4,156			-			2,407			-			2,752			-
Adjusted Net Loss		(25,698	)		(6,729	)		(869	)		(5,798	)		(6,667	)		(26,348	)		(33,330	)		(14,973	)		(40,600	)		(43,375	)

About Vroom (Nasdaq: VRM)

Vroom owns and operates United Auto Credit Corporation (UACC), a leading indirect automotive lender serving the independent and franchise dealer market nationwide, and CarStory, a leader in AI-powered analytics and digital services for automotive retail. Prior to January 2024, Vroom also operated an end-to-end ecommerce platform to buy and sell used vehicles. Pursuant to its previously announced Value Maximization Plan, Vroom discontinued its ecommerce operations and used vehicle dealership business.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding our internal adjusted net income plan, the restructuring, including its impact and intended benefits, our strategic initiatives and long-term strategy, future results of operations and financial position, adjusted net income (loss) and our total available liquidity, and the timing of any of the foregoing. These statements are based on management’s current assumptions and are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. For factors that could cause actual results to differ materially from the forward-looking statements in this press release, please see the risks and uncertainties identified under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024, which is available on our Investor Relations website at ir.vroom.com and on the SEC website at www.sec.gov. All forward-looking statements reflect our beliefs and assumptions only as of the date of this press release. We undertake no obligation to update forward-looking statements to reflect future events or circumstances.

Investor Relations:

Vroom

Jon Sandison

investors@vroom.com

VROOM, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)

(unaudited)


	Successor			Predecessor
	As of September 30,			As of December 31,
	2025			2024
ASSETS
Cash and cash equivalents	$	12,412		$	29,343
Restricted cash (including restricted cash of consolidated VIEs of $54.3 million and $48.1 million, respectively)		55,026			49,026
Finance receivables at fair value (including finance receivables of consolidated VIEs of $794.6 million and $467.3 million, respectively)		817,711			503,848
Finance receivables held for sale, net (including finance receivables of consolidated VIEs of $0.0 and $310.0 million, respectively)		—			318,192
Interest receivable (including interest receivables of consolidated VIEs of $12.5 million and $13.3 million, respectively)		12,825			14,067
Property and equipment, net		5,636			4,064
Intangible assets, net		12,846			104,869
Operating lease right-of-use assets		6,065			6,872
Other assets (including other assets of consolidated VIEs of $11.6 million and $10.8 million, respectively)		26,667			35,472
Assets from discontinued operations		—			943
Total assets	$	949,188		$	1,066,696
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Warehouse credit facilities of consolidated VIEs	$	269,773		$	359,912
Long-term debt (including securitization debt of consolidated VIEs of $458.9 million at fair value as of September 30, 2025 and $210.7 million at amortized cost and $142.6 million at fair value as of December 31, 2024)		492,144			381,366
Related party note (Note 11)		10,000			—
Operating lease liabilities		9,455			11,065
Other liabilities (including other liabilities of consolidated VIEs of $16.5 million and $13.8 million, respectively)		41,016			49,699
Liabilities subject to compromise (Note 6)		—			291,577
Liabilities from discontinued operations		188			4,022
Total liabilities		822,576			1,097,641
Commitments and contingencies (Note 12)
Stockholders’ equity (deficit):
Common stock, $0.001 par value; 250,000,000 shares authorized as of September 30, 2025 and 500,000,000 shares authorized as of December 31, 2024; 5,199,599 and 1,822,532 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively		5			2
Additional paid-in-capital		168,253			2,094,889
Accumulated deficit		(41,646	)		(2,125,836	)
Total stockholders’ equity (deficit)		126,612			(30,945	)
Total liabilities and stockholders’ equity (deficit)	$	949,188		$	1,066,696

VROOM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)


	Successor			Predecessor
	Three Months Ended September 30,			Three Months Ended September 30,
	2025			2024
Interest income	$	44,829		$	50,213

Interest expense:
Warehouse credit facility		4,544			6,251
Securitization debt		8,771			9,096
Total interest expense		13,315			15,347
Net interest income		31,514			34,866

Realized and unrealized losses, net of recoveries		43,202			38,346
Net interest income after losses and recoveries		(11,688	)		(3,480	)

Noninterest income:
Servicing income		1,088			1,495
Warranties and GAP income, net		3,152			3,917
CarStory revenue		1,347			2,890
Other income		3,924			2,419
Total noninterest income		9,511			10,721

Expenses:
Compensation and benefits		16,287			25,365
Professional fees		1,538			1,587
Software and IT costs		3,062			3,360
Depreciation and amortization		998			7,105
Interest expense on corporate debt		706			1,601
Impairment charges		—			2,407
Other expenses		2,230			3,436
Total expenses		24,821			44,861

Loss from continuing operations before provision for income taxes		(26,998	)		(37,620	)
Provision for income taxes from continuing operations		144			124
Net loss from continuing operations	$	(27,142	)	$	(37,744	)
Net income (loss) from discontinued operations	$	366		$	(1,999	)
Net loss	$	(26,776	)	$	(39,743	)
Net loss per share attributable to common stockholders, continuing operations, basic and diluted	$	(5.22	)	$	(20.88	)
Net income (loss) per share attributable to common stockholders, discontinued operations, basic and diluted	$	0.07		$	(1.11	)
Total net loss per share attributable to common stockholders, basic and diluted	$	(5.15	)	$	(21.99	)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted		5,199,581			1,807,398

VROOM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (continued)

(in thousands, except share and per share amounts)

(unaudited)


	Successor			Predecessor
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,
	2025			2025			2024
Interest income	$	127,734		$	7,183		$	153,152

Interest expense:
Warehouse credit facility		12,421			1,017			22,708
Securitization debt		25,202			1,178			21,960
Total interest expense		37,623			2,195			44,668
Net interest income		90,111			4,988			108,484

Realized and unrealized losses, net of recoveries		73,802			6,792			87,894
Net interest income (loss) after losses and recoveries		16,309			(1,804	)		20,590

Noninterest income:
Servicing income		3,601			192			5,101
Warranties and GAP income (loss), net		10,876			307			(4,347	)
CarStory revenue		5,585			432			8,782
Other income		8,472			113			8,344
Total noninterest income		28,534			1,044			17,880

Expenses:
Compensation and benefits		53,445			2,823			76,651
Professional fees		8,898			297			6,418
Software and IT costs		8,884			457			12,018
Depreciation and amortization		2,315			1,057			21,963
Interest expense on corporate debt		1,884			176			4,541
Impairment charges		4,156			—			5,159
Other expenses		7,433			371			12,853
Total expenses		87,015			5,181			139,603

Loss from continuing operations before reorganization items and provision for income taxes		(42,172	)		(5,941	)		(101,133	)
Reorganization items, net		—			51,036			—
(Loss) income from continuing operations before provision for income taxes		(42,172	)		45,095			(101,133	)
Provision for income taxes from continuing operations		353			5			393
Net income (loss) from continuing operations	$	(42,525	)	$	45,090		$	(101,526	)
Net income (loss) from discontinued operations		878			(4	)		(27,024	)
Net (loss) income	$	(41,647	)	$	45,086		$	(128,550	)


	Successor			Predecessor
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,
	2025			2025			2024
Net (loss) income per share attributable to common stockholders, basic:
Continuing operations		(8.21	)		24.74			(56.38	)
Discontinued operations		0.17			(0.00	)		(15.01	)
Basic	$	(8.04	)	$	24.74		$	(71.39	)
Net (loss) income per share attributable to common stockholders, diluted:
Continuing operations		(8.21	)		23.89			(56.38	)
Discontinued operations		0.17			(0.00	)		(15.01	)
Diluted	$	(8.04	)	$	23.89		$	(71.39	)
Weighted-average number of shares outstanding used to compute net (loss) income per share attributable to common stockholders:
Basic		5,179,023			1,822,541			1,800,729
Diluted		5,179,023			1,887,371			1,800,729

VROOM, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Successor			Predecessor
	Period from January 15 through September 30,			Period from January 1 through January 14,			Nine Months Ended September 30,
	2025			2025			2024
Operating activities
Net (loss) income from continuing operations	$	(42,525	)	$	45,090		$	(101,526	)
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Impairment charges		4,156			—			5,159
Profit share receivable		(260	)		—			10,899
Depreciation and amortization		2,315			1,057			21,963
Losses on finance receivables and securitization debt, net		85,752			4,762			96,556
Losses on Warranties and GAP		5,416			407			6,226
Stock-based compensation expense		3,771			144			4,949
Provision to record finance receivables held for sale at lower of cost or fair value		—			—			(3,586	)
Amortization of unearned discounts on finance receivables at fair value		—			(416	)		(12,674	)
Non-cash reorganization items, net		—			(51,741	)		—
Other, net		(967	)		193			(534	)
Changes in operating assets and liabilities:
Finance receivables, held for sale
Originations of finance receivables, held for sale		—			(14,337	)		(322,967	)
Principal payments received on finance receivables, held for sale		—			6,481			133,920
Other		—			169			1,243
Interest receivable		1,406			(164	)		460
Other assets		1,336			5,178			13,955
Other liabilities		(4,046	)		(2,627	)		(8,197	)
Net cash provided by (used in) operating activities from continuing operations		56,354			(5,804	)		(154,154	)
Net cash (used in) provided by operating activities from discontinued operations		(2,446	)		(207	)		79,257
Net cash provided by (used in) operating activities		53,908			(6,011	)		(74,897	)
Investing activities
Finance receivables, held for investment at fair value
Purchases of finance receivables, held for investment at fair value		(319,736	)		—			—
Principal payments received on finance receivables, held for investment at fair value		239,198			2,985			92,217
Principal payments received on beneficial interests		1,135			147			1,953
Purchase of property and equipment		(5,394	)		(151	)		(2,111	)
Net cash (used in) provided by investing activities from continuing operations		(84,797	)		2,981			92,059
Net cash provided by investing activities from discontinued operations		637			—			15,908
Net cash (used in) provided by investing activities		(84,160	)		2,981			107,967
Financing activities
Proceeds from borrowings under secured financing agreements		307,780			—			296,145
Principal repayment under secured financing agreements		(191,617	)		(16,676	)		(194,746	)
Proceeds from financing of beneficial interests in securitizations		16,223			—			15,821
Principal repayments of financing of beneficial interests in securitizations		(10,335	)		(1,028	)		(9,958	)
Proceeds from warehouse credit facilities		256,000			11,900			257,200
Repayments of warehouse credit facilities		(349,945	)		(8,094	)		(356,656	)
Proceeds from issuance of related party note		10,000			—			—
Other financing activities		(1,857	)		—			(356	)
Net cash provided by (used in) financing activities from continuing operations		36,249			(13,898	)		7,450
Net cash used in financing activities from discontinued operations		—			—			(151,178	)
Net cash provided by (used in) financing activities		36,249			(13,898	)		(143,728	)
Net increase (decrease) in cash, cash equivalents and restricted cash		5,997			(16,928	)		(110,658	)
Cash, cash equivalents and restricted cash at the beginning of period		61,441			78,369			208,819
Cash, cash equivalents and restricted cash at the end of period	$	67,438		$	61,441		$	98,161

VROOM, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

(in thousands)

(unaudited)


Supplemental disclosure of cash flow information:
Cash paid for interest	$	35,078	$	4,534	$	43,669
Cash paid for reorganization items, net	$	—	$	1,705	$	—
Cash paid for income taxes	$	—	$	—	$	351

EX-99.2 3 vrm-ex99_2.htm EX-99.2 EX-99.2

Exhibit 99.2

Vroom third quarter 2025 earnings november 2025

disclaimer Forward Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this presentation that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding our internal adjusted net income plan, the impact of the restructuring on our balance sheet, our strategic initiatives, cost-savings and reduction in operating expenses and their expected benefits, our expectations regarding UACC's business, including with respect to originations and the impact of credit tightening and securitization transactions, our available liquidity under the warehouse credit facilities and extensions of these facilities, and the timing of any of the foregoing. These statements are based on management’s current assumptions and are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. For factors that could cause actual results to differ materially from the forward-looking statements in this presentation, please see the risks and uncertainties identified under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024, which is available on our Investor Relations website at ir.vroom.com and on the SEC website at www.sec.gov. All forward-looking statements reflect our beliefs and assumptions only as of the date of this presentation. We undertake no obligation to update forward-looking statements to reflect future events or circumstances. Industry and Market Information To the extent this presentation includes information concerning the industry and the markets in which the Company operates, including general observations, expectations, market position, market opportunity and market size, such information is based on management's knowledge and experience in the markets in which we operate, including publicly available information from independent industry analysts and publications, as well as the Company’s own estimates. Our estimates are based on third-party sources, as well as internal research, which the Company believes to be reasonable, but which are inherently uncertain and imprecise. Accordingly, you are cautioned not to place undue reliance on such market and industry information. Financial Presentation and Use of Non-GAAP Financial Measures Certain monetary amounts, percentages and other figures included in this presentation have been subject to rounding adjustments. Certain other amounts that appear in this presentation may not sum due to rounding. This presentation contains certain supplemental financial measures that are not calculated pursuant to U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures are in addition to, and not a substitute or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures have limitations as analytical tools in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with U.S. GAAP. Because of these limitations, these non-GAAP financial measures should be considered along with other operating and financial performance measures presented in accordance with U.S. GAAP. We have reconciled all non-GAAP financial measures with the most directly comparable U.S. GAAP financial measures in the Appendix to this presentation. Non-GAAP Combined Three Months Ended March 31, 2025 Our financial results for the periods from January 1, 2025 through January 14, 2025 and the three months ended March 31, 2024 are referred to as those of the “Predecessor” period. Our financial results for the period from January 15, 2025 through March 31, 2025 are referred to as those of the “Successor” period. Our results of operations as reported in our Condensed Consolidated Financial Statements for these periods are prepared in accordance with GAAP. Although GAAP requires that we report our results for the period from January 1, 2025 through January 14, 2025 and the period from January 15, 2025 through March 31, 2025 separately, management views our operating results for the three months ended March 31, 2025 by combining the results of the applicable Predecessor and Successor periods because such presentation provides the most meaningful comparison of our results to prior periods. We believe we cannot adequately benchmark the operating results of the period from January 15, 2025 through March 31, 2025 against any of the previous periods reported in our Condensed Consolidated Financial Statements without combining it with the period from January 1, 2025 through January 14, 2025 and do not believe that reviewing the results of this period in isolation would be useful in identifying trends in or reaching conclusions regarding our overall operating performance. Management believes that the key performance metrics for the Successor period when combined with the Predecessor period provide more meaningful comparisons to other periods and are useful in identifying current business trends. Accordingly, in addition to presenting our results of operations as reported in our Condensed Consolidated Financial Statements in accordance with GAAP, the tables and discussion below also present the combined results for the three months ended March 31, 2025. The combined results for the three months ended March 31, 2025 represent the sum of the reported amounts for the Predecessor period from January 1, 2025 through January 14, 2025 and the Successor period from January 15, 2025 through March 31, 2025. These combined results are not considered to be prepared in accordance with GAAP and have not been prepared as pro forma results per applicable regulations. The combined operating results do not reflect the actual results we would have achieved absent our emergence from Prepackaged Chapter 11 Case and are not necessarily indicative of future results. Accordingly, the results for the combined three months ended March 31, 2025 (prepared on a Non-GAAP basis) and three months ended March 31, 2024 (prepared on a GAAP basis) may not be comparable, particularly for statement of operations line items significantly impacted by the Reorganization transactions and the impact of fresh start accounting. 2

Vroom overview United auto credit business Financing and Loan Servicing Acquired by Vroom in 2022 Non-prime lending expertise Successful capital markets experience 9,500+ independent dealer network ~$1B gross serviced portfolio $436M in indirect loan origination in 2024 External finance and management portal for dealers Consumer payment integrations and auto-pay functionality Integrated with largest dealer management platform credit applications Automatic pricing programs for both independent and franchise dealerships 3rd generation proprietary pricing engine powered by big data models with machine learning 100+ nationwide sales team with strong dealer relationships Carstory business Industry Leading Data, AI and Technology Acquired by Vroom in 2021 18+ years of automotive vehicle history Extensive patent portfolio, including 31 issued or allowed and 8 pending patents Website conversion expertise Data science and analytics AI and ML models for vehicle pricing, similarity and imaging processing Major financial institution customers, dealers and retail auto service providers Vehicle acquisition and pricing product suite for dealers Consumer mobile apps with full-featured marketplace and augmented reality shopping experience Vroom assets Automotive eCommerce Platform eCommerce used vehicle platform Predictive price and P&L models Consumer and B2B Inventory acquisition Consumer shopping solution Self-service checkout Consumer transaction hub deal status, pending action items, delivery and registration tracking Delivery and logistics solution with integrated tools for seamless driveway experiences Patent-pending titling, registration and document platform Proprietary document processing pipeline for automated contracting Payment integrations for credit card, ACH, debit and wire transfer payments Internal sales-enablement platform to guide sales and support agents on financing terms and approval probabilities 3

Operational update liquidity and warehouse availability $59.2M total available liquidity(1) as of September 30,2025, consisting of: $12.4M cash and cash equivalents $11.8M of excess liquidity available to UACC under the warehouse credit facilities (receivables that could be pledged to draw cash from warehouse lines) $35.0M of available liquidity from delayed draw facility $600M UACC total warehouse capacity $270M outstanding borrowings, $330M remaining capacity third quarter 2025 results $(27.1)M net loss from continuing operations $(25.7)M adjusted net loss(2), $15.3M unfavorable mark-to-market for the q3 2025 on the fair value portfolio $4.5M favorable mark-to-market year to date on the fair value portfolio Includes $1.0M of depreciation and amortization performance highlights Decrease of gross serviced portfolio year over year, driven by amortization of legacy Vroom partially offset by portfolio indirect origination volume Continued progress on reducing operating expenses while driving efficiency improvements throughout the organization Q3 2025 Highlights third quarter 2024 second quarter 2025 Third quarter 2025 Gross serviced portfolio indirect Origination Volume(3) Net loss from continuing operations Adjusted net income (loss)(2) $1,060 million $100 million $(38) million $(33) million $998 million $114 million $(9) million $(7) million $972 million $107 million $(27) million $(26) million Trailing 12 month Highlights ttm third quarter 2024 ttm third quarter 2025 Change Period over period Indirect Origination Volume(3) net loss from continuing operations net loss from continuing operations $459 million $463 million $4 million 0.9% $(34) million $(128) million +$94 million $(132) million(4) $(65) million(4) +$67 million(4) (1) Total available liquidity is a non-GAAP measure. (2) Adjusted net income (loss) is a non-GAAP measure. For a definition and reconciliation to the most comparable GAAP measure, please see the appendix. (3) Represents retail installment sale contracts originated through third-party dealers. (4) Adjusted net income (loss) for the TTM third quarter 2024 and TTM third quarter 2025 is a non-GAAP measure, and TTM third quarter 2025 includes non-GAAP combined results for the three months ended March 31, 2025. For a definition and reconciliation to the most comparable GAAP measure, please see the appendix.

$59.2M of total available liquidity, reduced ttm adjusted net income loss by $67 million year over year 4 Performance and liquidity bridge $ amounts in millions Adjusted net income (loss)(1) $(7) ($1) ($24) $1 $5 $(26) Q2-2025 Adjusted Net Income (Loss)(1) Net Interest Income Realized and unrealized losses, net of Recovery Noninterest Income Operating Expenses Q3-2025 Adjusted Net Income (Loss) (1) Total available liquidity (3) $56 ($26) $14 $10 $10 ($5) $59 6/30/25 Total Available Liquidity (2) Q3-25 Adjusted Net Income (loss)(1) Mark to Market Adjustment and Other Non-cash Items Issuance of Related Party Note Increase in Delayed Draw Facility Amount Change in Warehouse Availability 9/30/25 Total Available Liquidity (3) Net interest income Interest income net of warehouse and securitization interest expense Realized and unrealized losses, net of recovery Mark to market net loss; driven by securitization valuations and delinquent receivables Noninterest income Primarily driven by quarter over quarter increase in other income due to releases of aged accruals Operating expenses Compensation and benefits, professional fees, software and IT costs, interest expense on corporate debt and other operating expenses Change in warehouse liquidity Net change in excess liquidity on warehouse lines UACC cash collections offset by operating expenses, new origination funding and change in receivable eligibility (1) Adjusted net income (loss) is a non-GAAP measure. For a definition and reconciliation to the most comparable GAAP measure, please see the appendix. (2) 6/30/25 Total available liquidity is a non-GAAP measure and represents $14.3 million of unrestricted cash and cash equivalents, as well as $16.6 million of availability from warehouse credit facilities and $25.0 million of availability from delayed draw facility. (3) 9/30/25 Total available liquidity is a non-GAAP measure and represents $12.4 million of unrestricted cash and cash equivalents, as well as $11.8 million of availability from warehouse credit facilities and $35.0 million of availability from delayed draw facility. 5 Portfolio performance projection Covid Stimulus 12 Month CNL 48 Month CNL (Orange) Multivariate 12 Month CNL Model correlates to (Gray) Actual 12 Month CNL correlates to (Yellow) Actual 48 Month CNL (1) Cumulative net loss is the aggregate realized loss (net of recoveries) over a portfolio’s lifetime.

(2) This metric, including the ratios, is based on management's proprietary assumptions and formulas and is subject to change from time to time as management continues to evaluate the business.

vroom appendix

Continue to closely monitor performance 6 Reconciliation of non-gaap financial measures Non-GAAP Financial Measures In addition to our results determined in accordance with U.S. GAAP, we believe the following non-GAAP financial measures are useful in evaluating our operating performance: Adjusted net income (loss), total available liquidity, and tangible book value. Adjusted net income (loss) is a supplemental performance measure that our management uses to assess our operating performance and the operating leverage in our business. Because Adjusted net income (loss) facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning purposes. Total available liquidity represents unrestricted cash and cash equivalents, availability from warehouse credit facilities and availability from line of credit secured by residual certificates. These non-GAAP measures have limitations as analytical tools because they does not reflect all of the amounts associated with our results of operations or liquidity as determined in accordance with U.S. GAAP. Additionally, they may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for those comparative purposes. Because of these limitations, these non-GAAP financial measures should be considered along with other operating and financial performance measures presented in accordance with U.S. GAAP. The presentation of these non-GAAP financial measures are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with U.S. GAAP. We have reconciled these non-GAAP financial measure with the most directly comparable U.S. GAAP financial measure elsewhere herein. Non-GAAP combined three months ended March 31, 2025 Our financial results for the periods from January 1, 2025 through January 14, 2025 and the four quarters of 2024 are referred to as those of the “Predecessor” period. Our financial results for the period from January 15, 2025 through March 31, 2025, and all subsequent periods, are referred to as those of the “Successor” period. We present the combined results of operations because our Management believes our operating results for the three months ended March 31, 2025 for the combined periods of the applicable Predecessor and Successor periods provides the most meaningful comparison of our results to prior periods. The following table presents a reconciliation of net income (loss) for the combined periods to the Predecessor and Successor periods: values in millions Net income (loss ) from continuing operations Stock compensation expense Severance expense Bankruptcy costs (post-emergence) Reorganization items, net Gain on extinguishment of debt Impairment charges Adjusted Net Loss Successor Period from July l through September 30, 2025 Successor Period from April 1 through June 30, 2025 Successor Period from January 15 through March 31, 2025 Predecessor Period from January 1 through January 14, 2025 Combined Three Months Ended March 31, 2025 Predecessor Three Months Ended December 31, 2024 Predecessor Three Months Ended September 30, 2024 Predecessor Three Months Ended June 30, 2024 Predecessor Three Months Ended March 31, 2024 Three Months Ended December 31, 2023 QTD Results (27.1) - - - - - 1.4 (25.7) (8.9) 1.8 0.4 - - - - (6.7) (6.5) 0.5 0.0 0.9 - - 4.2 (0.9) 45.1 0.1 0.0 - (51.0) - - (5.8) 38.6 0.6 0.0 0.9 (51.0) - 4.2 (6.7) (36.7) 0.9 0.3 3.6 5.6 - - (26.3) (19.1) 2.4 1.7 - - - - (15.0) (44.7) 1.3 - - - - 2.8 (40.6) (26.9) 1.8 - - - (18.2) (43.4) 8