RideNow Group, Inc. entered into Standby Purchase Agreement with Mark Tkach, William Coulter and Stone House Capital Management, LLC (effective 2023-08-08).
“On August 8, 2023 (the “Effective Date”), RumbleOn, Inc., a Nevada corporation (the “Company” or “RumbleOn”), entered into a Standby Purchase Agreement (the “Purchase Agreement”) with Mark Tkach (“Tkach”), William Coulter (“Coulter”) and Stone House Capital Management, LLC, a Delaware limited liability company (“Stone House” and, collectively with Tkach and Coulter, the “Standby Purchasers”).”
Earnings Releases
RideNow Group, Inc. reported the three months ended June 30, 2023 results: revenue $382.7 million, net income Net Loss from Continuing Operations of $(12.8) million, EPS Loss per Share from Continuing Operations of $(0.78).
“and 7,151 Used Units, resulting in New:Used ratio of 1.8x, a slight increase from the prior quarter and more in line with a normal post-Covid ratio • Total Company Revenue of $382.7 million, up 14.5% sequentially, driven primarily by a rebound in new powersports vehicle sales and normal seasonal trends • Total Company Gross Profit of $106.4 million; Total Company”
Shin Lee resigned as director at RideNow Group, Inc..
“On July 29, 2023, Shin Lee provided the Board of Directors a letter of resignation as a director of the Company effective immediately.”
Steven Pully was appointed as Executive Chairman at RideNow Group, Inc..
“on July 14, 2023, the Board of Directors (the “Board”) of the Company appointed Steven Pully, Chairman of the Board, to serve as Executive Chairman of the Board.”
Shareholder Votes
RideNow Group, Inc. shareholders approved Approval of an increase in the number of shares available for issuance under the Company's 2017 Stock Incentive Plan. at the 2023-07-14 meeting.
“Proposal 4 – Approval of an increase in the number of shares available for issuance under the Company's 2017 Stock Incentive Plan. Class A Common Stock Votes For Votes Against Abstain 62,500 0 0 Class B Common Stock Votes For Votes Against Abstain 9,026,771 2,369,775 33,582 There were no broker non-votes on this proposal.”
Shareholder Votes
RideNow Group, Inc. shareholders approved Advisory approval of the frequency of future Company Say on Pay votes. at the 2023-07-14 meeting.
“Proposal 3 – Advisory approval of the frequency of future Company Say on Pay votes. Class A Common Stock One Year Two Years Three Years Abstain 62,500 0 0 0 Class B Common Stock One Year Two Years Three Years Abstain 11,248,426 3,977 26,261 151,463 There were no broker non-votes on this proposal. Based on the results set forth above, until the next required vote on the frequency of Company Say on Pay votes, the Company has decided to include an advisory vote on the compensation of executives in its proxy materials on an annual basis.”
Shareholder Votes
RideNow Group, Inc. shareholders approved Advisory approval of the Company's executive compensation ("Say on Pay"). at the 2023-07-14 meeting.
“Proposal 2 – Advisory approval of the Company's executive compensation ("Say on Pay"). Class A Common Stock Votes For Votes Against Abstain 62,500 0 0 Class B Common Stock Votes For Votes Against Abstain 10,224,387 1,180,003 25,738 There were no broker non-votes on this proposal.”
Shareholder Votes
RideNow Group, Inc. shareholders approved Election of two Class II directors, serving for a term ending at the 2026 Annual Meeting of Stockholders, or until their successors are duly elected and qualified. at the 2023-07-14 meeting.
“Proposal 1 – Election of two Class II directors, serving for a term ending at the 2026 Annual Meeting of Stockholders, or until their successors are duly elected and qualified. Class A Common Stock Nominee Votes For Withheld William Coulter 62,500 0 Melvin Flanigan 62,500 0 Class B Common Stock Nominee Votes For Withheld William Coulter 10,791,534 638,595 Melvin Flanigan 11,158,100 272,029 There were no broker non-votes on this proposal.”
Michael Francis resigned as General Counsel and Chief Legal Officer at RideNow Group, Inc..
“Michael Francis resigned as General Counsel and Chief Legal Officer of the Company.”
Steven Pully was appointed as Executive Chairman at RideNow Group, Inc..
“appointed Steven Pully, Chairman of the Board, to serve as Executive Chairman of the Board.”
Marshall Chesrown resigned as Director at RideNow Group, Inc..
“On July 7, 2023, Marshall Chesrown provided the Board of Directors (the “Board”) of RumbleOn, Inc. (the “Company”) a letter of resignation (the “Resignation Letter”) as a director of the Company effective immediately.”
Steve Pully was named as Chairman of the Board at RideNow Group, Inc..
“Also, on June 15, 2023, the Board named Steve Pully as Chairman of the Board.”
Melvin Flanigan was appointed as Director at RideNow Group, Inc..
“Also, on June 15, 2023, the Board temporarily increased the size of the Board from seven to nine members and appointed Mr. Tkach and Melvin Flanigan as directors.”
Mark Tkach was appointed as Director at RideNow Group, Inc..
“Also, on June 15, 2023, the Board temporarily increased the size of the Board from seven to nine members and appointed Mr. Tkach and Melvin Flanigan as directors.”
Mark Tkach was appointed as Interim Chief Executive Officer at RideNow Group, Inc..
“On June 16, 2023, the Board of Directors (the “Board”) of the Company appointed Mr. Tkach as the Company’s Interim Chief Executive Officer.”
Marshall Chesrown resigned as Chief Executive Officer at RideNow Group, Inc..
“Mr. Tkach is a non-classified director with a term to expire in connection with Marshall Chesrown’s resignation or removal or other vacancy from the Board”
Marshall Chesrown resigned as Chief Executive Officer at RideNow Group, Inc..
“On June 11, 2023, Marshall Chesrown, Chief Executive Officer (“CEO”) and a director of RumbleOn, Inc. (the “Company” or “RumbleOn”), provided the Board of Directors of the Company notice of his resignation as CEO of the Company, which is effective on June 15, 2023.”
Steven J. Pully was appointed as Class I Director at RideNow Group, Inc..
“On May 11, 2023, the Board of Directors (the “Board”) of RumbleOn, Inc. (the “Company” or “RumbleOn”) appointed Steven J. Pully as a Class I director”
Peter Levy resigned as Director at RideNow Group, Inc..
“Peter Levy’s resignation from the Board on May 9, 2023.”
Governance Changes
RideNow Group, Inc.: Amendment to Amended and Restated Bylaws to separate the roles of Chairman and CEO, create independent Chairman position, require Vice Chairman to be independent, and make conforming changes (effective 2023-05-09).
“On and effective May 9, 2023, the Board approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws Amendment”), to reflect the Board’s decision to formally separate the roles of Chairman of the Board and Chief Executive Officer, create the independent Chairman position, and require the Vice Chairman position to be filled by an independent director, along with various conforming changes.”
Michael Marchlik departed as Class II director at RideNow Group, Inc..
“On May 9, 2023, Adam Alexander and Michael Marchlik, each Class II directors of the Board, informed the Board of their intention not to stand for re-election at the Company’s upcoming 2023 annual meeting of stockholders.”
Adam Alexander departed as Class II director at RideNow Group, Inc..
“On May 9, 2023, Adam Alexander and Michael Marchlik, each Class II directors of the Board, informed the Board of their intention not to stand for re-election at the Company’s upcoming 2023 annual meeting of stockholders.”
Becca Polak was appointed as Class I director at RideNow Group, Inc..
“On May 9, 2023, the Board appointed Becca Polak as a Class I director of the Company, to fill the vacant seat created by Denmar Dixon’s resignation from the Board on January 18, 2023.”
Kevin Westfall was appointed as independent Chairman at RideNow Group, Inc..
“On May 9, 2023, the Board appointed Kevin Westfall, a current member of the Board, to serve as the independent Chairman of the Board.”
Marshall Chesrown changed role as Chairman at RideNow Group, Inc..
“Marshall Chesrown, the Company’s Chief Executive Officer and Chairman stepped down as Chairman. Mr. Chesrown continues to serve as Chief Executive Officer and a director of the Company.”
Peter Levy departed as President and Chief Operating Officer at RideNow Group, Inc..
“On May 10, 2023, RumbleOn, Inc. (the “Company” or “RumbleOn”) announced the departure of Peter Levy from his roles as President and Chief Operating Officer of the Company, effective as of May 9, 2023.”
Earnings Releases
RideNow Group, Inc. reported three months ended March 31, 2023 results: revenue Total Company Revenue of $346.3 million, net income Net Loss of $(16.9) million, EPS Diluted Loss per Share of $(1.04). Guidance reaffirmed.
“First Quarter 2023 Financial and Operational Highlights • Total Unit Sales of 17,336, primarily comprised of 10,436 New Units and 6,900 Used Units, resulting in New:Used ratio of 1.5x, similar to prior quarter • Total Company Revenue of $346.3 million • Total Company Gross Profit of $91.0 million; Total Company Gross Profit Margin of 26.3% increased 110 bps sequentially • Net Loss of $(16.9) million with Diluted Loss per Share of $(1.04) • Adjusted Net Income of $0.8 million with Adjusted Diluted Earnings per Share of $0.05 • Adjusted EBITDA of $10.7 million”
Earnings Releases
RideNow Group, Inc. reported financial results for the fourth quarter and year ended December 31, 2022.
“On March 16, 2023, RumbleOn, Inc. (the “Company”) issued a press release reporting its results for the fourth quarter and year ended December 31, 2022.”
Denmar Dixon resigned as Director at RideNow Group, Inc..
“on January 18, 2023, Denmar Dixon provided the Board of Directors a letter of resignation as a director of the Company effective immediately.”
Blake Lawson was appointed as Chief Financial Officer at RideNow Group, Inc..
“On January 18, 2023, RumbleOn, Inc. (the “Company” or “RumbleOn”) appointed Blake Lawson as the Company’s Chief Financial Officer, effective January 19, 2023”
Earnings Releases
RideNow Group, Inc. reported the three months ended September 30, 2022 results: revenue $470.3 million, net income $3.0 million, EPS $0.19. Guidance raised.
“expressly set forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- RumbleOn Reports Third Quarter 2022 Financial Results • Delivers Total Company Revenue of $470.3 million and Gross Profit of $116.3 million driven by robust unit sales and GPU performance in the Powersports Segment • Announces decision to explore strategic alternatives for the”
Shin Lee was appointed as director at RideNow Group, Inc..
“On June 23, 2022, the Board of Directors of RumbleOn, Inc. (the "Company") appointed Ms. Shin Lee as a director of the Company.”
Peter Levy was appointed as Chief Operating Officer at RideNow Group, Inc..
“On February 11, 2022, RumbleOn, Inc. (the “Company”) appointed Peter Levy, the President of the Company, to also serve as Chief Operating Officer of the Company, effective immediately.”
Mark Tkach resigned as Chief Operating Officer at RideNow Group, Inc..
“Also, on February 11, 2022, the Company received a letter from Mark Tkach, a director and the Chief Operating Officer of the Company, notifying the Company that he was terminating his Employment Agreement with the Company and resigning as a director, effective immediately, alleging termination for good reason due to material reductions or diminutions by the Company of his authorities, duties, and responsibilities.”
William Coulter resigned as Executive Vice Chairman at RideNow Group, Inc..
“Also, on February 11, 2022, the Company received a letter from William Coulter, a director and the Executive Vice Chairman of the Company, notifying the Company that he was terminating his Employment Agreement with the Company and resigning as a director, effective immediately, alleging termination for good reason due to material reductions or diminutions by the Company of his authorities, duties, and responsibilities.”
Sam Dantzler resigned as Director at RideNow Group, Inc..
“On February 4, 2022, Sam Dantzler resigned as a member of the Board of Directors (the "Board") of RumbleOn, Inc. (the “Company”).”
Narinder Sahai was appointed as Chief Financial Officer at RideNow Group, Inc..
“On January 31, 2022, the Board of Directors of RumbleOn, Inc. (the “Company”) appointed Narinder Sahai as the Company’s Chief Financial Officer, beginning February 1, 2022 (the “Effective Date”).”
Peter Levy was appointed as President at RideNow Group, Inc..
“Peter Levy, who previously served as Chief Operating Officer of the Company, as President of the Company.”
Mark Tkach was appointed as Chief Operating Officer at RideNow Group, Inc..
“appointed Mark Tkach as Chief Operating Officer of the Company”
William Coulter was appointed as Executive Vice Chairman at RideNow Group, Inc..
“appointed William Coulter as the Company's Executive Vice Chairman.”
Mark Tkach was appointed as Executive Officer at RideNow Group, Inc..
“Also, effective August 31, 2021, Mr. Coulter and Mr. Tkach were appointed executive officers of the Company.”
Mark Tkach was appointed as Director at RideNow Group, Inc..
“appointed William Coulter and Mark Tkach each as a director of the Company effective August 31, 2021.”
William Coulter was appointed as Executive Officer at RideNow Group, Inc..
“Also, effective August 31, 2021, Mr. Coulter and Mr. Tkach were appointed executive officers of the Company.”
William Coulter was appointed as Director at RideNow Group, Inc..
“appointed William Coulter and Mark Tkach each as a director of the Company effective August 31, 2021.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.