FALSE000159696100015969612023-11-072023-11-07

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 21, 2023

Registrant’s telephone number, including area code (214) 771-9952

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: 

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

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. ¨

On December 21, 2023, Kevin Westfall provided the Board of Directors (the “Board”) of RumbleOn, Inc. (the “Company”) a letter of resignation as a director of the Company effective immediately. In his letter, Mr. Westfall did not express disagreement on any matter relating to the Company’s operations, policies, or practices as the cause of his resignation. The Company provided Mr. Westfall a copy of this report in advance of filing. In recognition of Mr. Westfall’s service to the Company, the Compensation Committee has agreed to continue vesting of Mr. Westfall’s outstanding restricted stock units, in accordance with the ordinary course through July 1, 2024.

On December 21, 2023, the Board appointed Mark Tkach to fill the Class III director position vacancy created by Kevin Westfall’s resignation from the Board on December 21, 2023. Mr. Tkach’s Class III term will expire at the Company’s 2024 annual meeting of stockholders. Mr. Tkach previously served as a member of the Board and as the Company’s Interim Chief Executive Officer from June 16, 2023 to November 1, 2023. Immediately prior to his appointment, Mr. Tkach was a board observer. For additional information regarding Mr. Tkach, please see the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission (the “SEC”) on June 23, 2023.

(d)Exhibits

Exhibit						Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.