Vroom (VRM): Mudrick Capital Acquires Convertible Notes (convertible to ~570K shares)

What Happened Mudrick Capital Management, L.P. (a 10% reporting owner, filing alongside related Mudrick entities and individuals) acquired Senior Secured Delayed Draw Convertible Notes from Vroom pursuant to an Exchange and Subscription Agreement. The filing does not report a direct stock purchase price; instead the Notes are convertible into common stock. Footnotes list that the Notes held across Mudrick funds/accounts may be converted into a total of 570,199 shares (152,498; 14,232; 9,252; 42,185; and 352,032 by the various funds/accounts referenced).

Key Details

• Transaction date: August 13, 2026 (filed on Form 4: August 17, 2026).
• Transaction type: Purchase of convertible debt (code P); no direct common-stock share count or cash price reported in the Form 4.
• Potential shares on conversion: 570,199 shares in aggregate (see footnote F5).
• Shares owned after transaction: not specified in the filing; reporting persons disclaim beneficial ownership beyond any pecuniary interest (see F6).
• Notable footnotes: acquisition under Exchange Agreement dated May 14, 2026; multiple Mudrick entities and principals are joint filers (F1–F5).
• Timeliness: Form lists the transaction date Aug 13 and was filed Aug 17 (4 days later); Section 16 filings are normally due within 2 business days, so this filing may be late.

Context This was an institutional purchase of convertible notes, not a direct purchase of common stock. Convertible notes give the holder the option to convert debt into equity under specified terms, so the immediate economic exposure differs from owning shares outright. The reporting group also disclaims beneficial ownership beyond pecuniary interest, and multiple related Mudrick entities are included in the filing. This is informational for investors tracking insider/institutional stake changes but does not by itself indicate an immediate change in outstanding common shares unless and until conversion occurs.