4//SEC Filing
SH Capital Partners, L.P. 4
Accession 0000950170-24-139757
CIK 0001596961other
Filed
Dec 22, 7:00 PM ET
Accepted
Dec 23, 6:00 PM ET
Size
11.9 KB
Accession
0000950170-24-139757
Insider Transaction Report
Form 4
RumbleOn, Inc.RMBL
SH Capital Partners, L.P.
10% Owner
Transactions
- Purchase
Class B Common Stock
2024-12-19$4.18/sh+349,333$1,460,212→ 7,075,815 total(indirect: See Footnotes)
Holdings
- 28,531
Class B Common Stock
Transactions
- Purchase
Class B Common Stock
2024-12-19$4.18/sh+349,333$1,460,212→ 7,075,815 total(indirect: See Footnotes)
Holdings
- 28,531
Class B Common Stock
Cohen Mark Alexander
DirectorOther
Transactions
- Purchase
Class B Common Stock
2024-12-19$4.18/sh+349,333$1,460,212→ 7,075,815 total(indirect: See Footnotes)
Holdings
- 28,531
Class B Common Stock
Footnotes (6)
- [F1]SH Capital Partners, L.P. ("Partners") purchased 349,333 shares of Class B Common Stock of the issuer pursuant to a backstop private placement of the issuer, whereby Partners, as previously agreed to, purchased the shares of Class B Common Stock of the issuer that remained unsubscribed following the expiration of the issuer's rights offering.
- [F2]Partners purchased the shares of Class B Common Stock of the issuer at an exercise price of $4.18 per share.
- [F3]This statement is jointly filed by and on behalf of each of Stone House Capital Management, LLC ("Stone House"), Partners and Mark Cohen. Partners is the record and direct beneficial owner of the securities covered by this statement. Stone House is the general partner and investment manager of, and may be deemed to beneficially own securities owned by, Partners. Mr. Cohen is the managing member of, and may be deemed to beneficially own securities owned by, Stone House.
- [F4]Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
- [F5]Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
- [F6]Represents 28,531 restricted stock units ("RSUs") awarded to Mark Cohen on August 9, 2024, which have not yet vested. The RSUs are currently held in an account by Mr. Cohen for the benefit of Partners and upon the applicable vesting date, the shares of Class B Common Stock are intended to be transferred to Partners.
Documents
Issuer
RumbleOn, Inc.
CIK 0001596961
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001497279
Filing Metadata
- Form type
- 4
- Filed
- Dec 22, 7:00 PM ET
- Accepted
- Dec 23, 6:00 PM ET
- Size
- 11.9 KB