rumbleon shareholders approve stock incentive plan amendment

Published 06/06/2025, 23:00
rumbleon shareholders approve stock incentive plan amendment

RumbleOn, Inc. (NASDAQ:RMBL), currently valued at $67 million in market capitalization, held its annual shareholder meeting on Wednesday, where key proposals were voted upon, as detailed in an 8-K filing with the Securities and Exchange Commission. The meeting, conducted virtually, saw shareholders approve an amendment to the company’s 2017 Stock Incentive Plan. According to InvestingPro data, the company’s stock has experienced significant volatility, with shares down 67% year-to-date.

The approved amendment includes several changes: an increase of 2.5 million shares of Class B common stock authorized for issuance, the removal of certain annual grant limits, and the addition of an evergreen provision. This provision allows the board to add up to 5% of the outstanding shares of Class B common stock to the plan each year without requiring further shareholder approval. Additionally, shares underlying awards that are not issued, including those withheld for taxes, may now be available for future awards. With the stock trading at $1.79, InvestingPro analysis suggests the company is fairly valued at current levels. For deeper insights into RumbleOn’s valuation and 12+ key ProTips, consider accessing the comprehensive Pro Research Report.

In addition to the amendment approval, shareholders elected all nominated members to the Board of Directors for the upcoming year. They also approved the compensation of the company’s named executive officers on an advisory basis and ratified the appointment of BDO USA, P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2025.

The voting process granted Class A common stockholders ten votes per share and Class B common stockholders one vote per share on each matter. Notably, 24,782,714 votes were cast in favor of the stock plan amendment, with 2,323,792 against and 58,030 abstaining. The ratification of BDO USA, P.C. received 33,062,297 votes in favor, with minimal opposition.

This report is based on the company’s 8-K filing with the SEC.

In other recent news, RumbleOn Inc. reported its financial results for the first quarter of 2025, revealing that the company fell short of both earnings and revenue expectations. The earnings per share (EPS) was recorded at -$0.26, which was below the anticipated -$0.14. Revenue also did not meet forecasts, coming in at $244.7 million compared to the expected $311.06 million. This represents a 20.5% year-over-year decline in revenue, attributed to challenging market conditions and a shift in consumer preferences toward pre-owned products. The company is actively focusing on these pre-owned segments to align with consumer trends. Additionally, RumbleOn is exploring opportunities to optimize its capital structure and has engaged in debt refinancing discussions. Notably, the company is undergoing strategic shifts with new management additions, including a search for a new Chief Financial Officer. Despite these challenges, CEO Michael Quartieri expressed confidence in the company’s strategic direction and long-term growth prospects.

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