Vroom (VRM) awards CFO Jonathan Sandison 13,271 RSUs vesting in 2028

Rhea-AI Filing Summary

Vroom, Inc. reported that its CFO, Jonathan Sandison, acquired 13,271 shares of common stock in the form of a restricted stock unit (RSU) award at no purchase price. Following this grant, he directly holds 54,506 shares.

The 13,271 RSUs will vest in six installments during early 2028: five tranches of 2,330 shares and a final tranche of 1,621 shares, each vesting date requiring his continued service. Each RSU represents the right to receive one share of Vroom common stock when it vests.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sandison Jonathan

Role CFO, Vroom and UACC

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	13,271	$0.00	--

Holdings After Transaction: Common Stock — 54,506 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 13,271 shares Grant price: $0.00 per share Holdings after transaction: 54,506 shares +2 more

5 metrics

RSUs granted 13,271 shares Award of restricted stock units on June 30, 2026

Grant price $0.00 per share Equity compensation, no cash paid for RSUs

Holdings after transaction 54,506 shares Direct ownership following RSU award

RSU vesting tranches 5×2,330 shares; 1×1,621 shares Six installments through March 31, 2028

Vesting condition Continued service required Each 2028 vesting date depends on ongoing service

Key Terms

restricted stock units ("RSUs"), vest, contingent right, continued service

4 terms

restricted stock units ("RSUs") financial

"Represents an award of restricted stock units ("RSUs"), which will vest in six installments"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

vest financial

"which will vest in six installments as follows: (i) 2,330 shares on January 4, 2028"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

contingent right financial

"Each RSU represents a contingent right to receive one share of common stock"

continued service financial

"in each case subject to the Reporting Person's continued service on such date"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 02:13 PM Accepted by SEC EDGAR 07/02/2026 - 02:13 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sandison Jonathan

(Last) (First) (Middle)

C/O VROOM, INC.

4700 MERCANTILE DRIVE

(Street)

FORT WORTH TEXAS 76137

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vroom, Inc. [ VRM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO, Vroom and UACC

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/30/2026		A		13,271(1)	A	$0.00	54,506	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents an award of restricted stock units ("RSUs"), which will vest in six installments as follows: (i) 2,330 shares on January 4, 2028; (ii) 2,330 shares on January 18, 2028; (iii) 2,330 shares on January 31, 2028; (iv) 2,330 shares on February 10, 2028; (v) 2,330 shares on February 22, 2028; and (vi) 1,621 shares on March 31, 2028, in each case subject to the Reporting Person's continued service on such date. Each RSU represents a contingent right to receive one share of common stock of the Issuer.

Remarks:

	/s /Anna-Lisa Corrales, Attorney-in-Fact for Jonathan Sandison	07/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Vroom (VRM) disclose for CFO Jonathan Sandison?

Vroom disclosed that CFO Jonathan Sandison received an award of 13,271 restricted stock units. These RSUs carry no purchase price and represent future rights to common shares, increasing his direct holdings to 54,506 shares after the grant.

How many Vroom (VRM) shares are included in the CFO’s new RSU grant?

The grant covers 13,271 restricted stock units, each equal to one Vroom common share upon vesting. The award is structured as equity compensation rather than a cash transaction, aligning the CFO’s interests with the company’s future performance.

When do Jonathan Sandison’s Vroom (VRM) RSUs vest?

The RSUs vest in six installments in early 2028: 2,330 shares on January 4, 18, and 31, February 10 and 22, and 1,621 shares on March 31, 2028. Each vesting date requires his continued service with the company.

Did Vroom’s CFO pay cash for the 13,271 RSU award?

No, the filing shows a per-share transaction price of $0.00 for the 13,271 RSUs. This indicates a compensation grant, where the CFO receives equity that will convert into common shares as it vests over time.

What are Jonathan Sandison’s Vroom (VRM) holdings after this Form 4 transaction?

After the RSU grant, Jonathan Sandison directly holds 54,506 shares of Vroom common stock. This figure reflects his position reported on the Form 4 and shows his ongoing equity stake in the company alongside the unvested RSUs.