VRMWW Insider Report: 10,322 Shares Disposed to Cover Taxes

Rhea-AI Filing Summary

Insider sale to cover tax withholding: Vroom, Inc. reporting person Jacob S. Benzaquen, Principal Accounting Officer, disposed of 10,322 shares of Common Stock on 09/15/2025 to satisfy tax withholding obligations arising from vesting equity awards. The filing shows a weighted average sale price of $26.0677, with transaction prices ranging from $26.0466 to $26.1719. The disposal is reported as a direct sale and was signed by an attorney-in-fact on 09/17/2025. No derivative transactions or other purchases are reported in this Form 4.

Insights

Financial Analyst

TL;DR: Routine insider sale to satisfy tax withholding; limited market or governance implications absent other context.

The reported sale of 10,322 shares at a weighted average price of $26.0677 appears to be a tax-withholding disposition tied to vested awards rather than an indicative open-market directional trade by management. As a percentage of outstanding shares this filing does not state magnitude, so the transaction alone is unlikely to be material to valuation. Investors should treat this as a customary administrative sale unless further filings show sustained insider selling.

Corporate Governance Expert

TL;DR: Administrative disposition recorded correctly; disclosure practices comply with Section 16 reporting.

The Form 4 discloses the nature of the sale (tax withholding) and provides a weighted average price plus the range of execution prices, which satisfies transparency expectations. The signature by an attorney-in-fact is properly noted. There is no indication of a Rule 10b5-1 plan or other arrangement in the filing text provided. From a governance standpoint, this is a routine compliance disclosure.

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

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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^*

Benzaquen Jacob Shlomo

(Last) (First) (Middle)

4700 MERCANTILE DRIVE

(Street)

FORT WORTH TX 76137

(City) (State) (Zip)

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)
	Principal Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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

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

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

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	09/15/2025		S		3(1)	D	$26.0677(2)	10,322	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 shares sold to satisfy tax withholding obligations incident to the vesting of certain equity awards.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.0466 to $26.1719. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Anna-Lisa Corrales, Attorney-in-Fact for Jacob S. Benzaquen	09/17/2025
	** 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.

FAQ

What did Jacob S. Benzaquen report on the Form 4 for Vroom (VRMWW)?

The Form 4 reports a disposition of 10,322 shares of common stock on 09/15/2025 to satisfy tax withholding obligations related to vested equity awards.

At what price were the shares sold in the Form 4 for VRMWW?

The filing lists a weighted average sale price of $26.0677 with execution prices ranging from $26.0466 to $26.1719.

Was the Form 4 transaction reported as direct or indirect ownership for VRMWW?

The transaction is reported as Direct (D) beneficial ownership in the Form 4.

Why were the shares sold according to the Form 4 for VRMWW?

The Form 4 states the shares were sold to satisfy tax withholding obligations incident to the vesting of certain equity awards.

Who signed the Form 4 and when was it filed?

The Form 4 is signed by Anna-Lisa Corrales, Attorney-in-Fact for Jacob S. Benzaquen and dated 09/17/2025.