RumbleOn Reports Delisting Notice, Officer Changes
Ticker: RDNW · Form: 8-K · Filed: Jan 16, 2025 · CIK: 1596961
| Field | Detail |
|---|---|
| Company | Rumbleon, Inc. (RDNW) |
| Form Type | 8-K |
| Filed Date | Jan 16, 2025 |
| Risk Level | high |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.001, $130,000, $120,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: delisting, management-change, listing-standards
Related Tickers: RMBL
TL;DR
RumbleOn might get delisted, and there are new execs. Big changes happening.
AI Summary
RumbleOn, Inc. filed an 8-K on January 16, 2025, reporting several key events as of January 13, 2025. These include a notice of potential delisting or failure to meet listing standards, changes in directors and officers, and the appointment of certain officers with compensatory arrangements. The filing also covers other events and financial statements/exhibits.
Why It Matters
This filing indicates potential issues with RumbleOn's stock exchange listing and significant changes in its leadership, which could impact investor confidence and operational stability.
Risk Assessment
Risk Level: high — The notice of delisting or failure to meet listing standards is a significant red flag for the company's continued trading on an exchange.
Key Players & Entities
- RumbleOn, Inc. (company) — Registrant
- January 13, 2025 (date) — Earliest event reported
- January 16, 2025 (date) — Date of report
- Nevada (jurisdiction) — State of incorporation
- 46-3951329 (identifier) — I.R.S. Employer Identification No.
- 901 W. Walnut Hill Lane, Suite 11 (address) — Business and Mail Address
FAQ
What specific listing rule or standard has RumbleOn, Inc. failed to satisfy, or what is the reason for the potential delisting?
The filing indicates a 'Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard' but does not specify the exact rule or standard in the provided text.
Who are the specific directors or officers departing from RumbleOn, Inc. as reported in this 8-K?
The filing mentions 'Departure of Directors or Certain Officers' but does not list the names of the individuals departing in the provided text.
Which specific officers have been elected or appointed, and what are the details of their compensatory arrangements?
The filing notes the 'Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers' but does not provide the names of the appointed officers or the specifics of their compensation in the provided text.
What is the nature of the 'Other Events' reported by RumbleOn, Inc. on January 13, 2025?
The filing lists 'Other Events' as a category but does not detail the specific events in the provided text.
Are there any financial statements or exhibits included with this 8-K filing, and what period do they cover?
The filing states 'Financial Statements and Exhibits' are included, but the specific content and period covered are not detailed in the provided text.
Filing Stats: 1,561 words · 6 min read · ~5 pages · Grade level 10.5 · Accepted 2025-01-16 17:02:35
Key Financial Figures
- $0.001 — which registered Class B Common Stock, $0.001 par value RMBL The Nasdaq Stock Market
- $130,000 — and other compensation of approximately $130,000. Mr. Tkach is the son of Mark Tkach, wh
- $120,000 — e amount involved exceeds the lesser of $120,000 or one percent of the average of the Co
Filing Documents
- rmbl-20250113.htm (8-K) — 34KB
- rmblpressreleasejan132025.htm (EX-99.1) — 11KB
- rmbl-20250113_g1.jpg (GRAPHIC) — 59KB
- 0001596961-25-000006.txt ( ) — 309KB
- rmbl-20250113.xsd (EX-101.SCH) — 2KB
- rmbl-20250113_lab.xml (EX-101.LAB) — 22KB
- rmbl-20250113_pre.xml (EX-101.PRE) — 13KB
- rmbl-20250113_htm.xml (XML) — 3KB
01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing . On January 14, 2025, RumbleOn, Inc. (the "Company") notified the Nasdaq Stock Market, LLC ("Nasdaq") that the Company is temporarily not in compliance with continued listing requirements as set forth in Nasdaq Listing Rules 5605(b)(1) regarding the composition of the board of directors of the Company (the "Board") because a majority of the Board is not comprised of Independent Directors (as defined in Nasdaq Listing Rule 5605(a)(2)) solely due to a vacancy on the Board resulting from the leadership transition described in Item 5.02 of this Current Report on Form 8-K. On January 16, 2025, the Company received a response letter (the "Response") from Nasdaq acknowledging the fact that the Company does not meet the requirements of such rules. The Response has no immediate effect on the listing or trading of the Company's common stock on the Nasdaq and the Company's common stock will continue to trade under the symbol "RMBL". In accordance with Nasdaq Listing Rules, the Company has a cure period to regain compliance until the earlier to occur of its next annual stockholders meeting or January 13, 2026; provided, however, that if the next annual stockholders meeting is held before July 14, 2025, then the Company must evidence compliance no later than July 14, 2025. The Board is seeking to regain compliance with Nasdaq Listing Rules 5605(b)(1) prior to the expiration of the applicable period granted under Nasdaq Listing Rules 5605(b)(1)(A). Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. CEO Departure On January 13, 2025, the Company announced that Michael Kennedy is no longer Chief Executive Officer ("CEO") or a member of the Board of the Company. The Company expects to enter into a separation agreement with Mr. Kennedy once the terms of su
01. Other Event
Item 8.01. Other Event. On January 13, 2025, the Company issued a press release announcing the departure of Mr. Kennedy and the appointments of Mr. Quartieri as CEO, Mr. Tkach as COO, and Ms. Becca Polak as Vice Chairman and Lead Independent Director. A copy of the press release is furnished hereto as Exhibit 99.1.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Description 99.1 Press release of RumbleOn, Inc. dated January 13, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
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. RUMBLEON, INC. Date: January 16, 2025 By: /s/ Brandy Treadway Brandy Treadway Chief Legal Officer