Tax withholding trims Vroom (NASDAQ: VRM) CEO Shortt’s share stake

Rhea-AI Filing Summary

Vroom, Inc. chief executive officer Thomas H. Shortt reported routine share withholdings to cover taxes on vested restricted stock units. On March 11, 2026, a total of 3,740 shares of common stock were disposed of at $12.77 per share as tax-withholding transactions, not open-market sales. After these entries, Shortt directly owned 292,590 shares of Vroom common stock.

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^*

Shortt Thomas H

(Last) (First) (Middle)

C/O VROOM, INC.

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	03/11/2026		F		98(1)	D	$12.77	296,232	D
Common Stock	03/11/2026		F		2,072(1)	D	$12.77	294,160	D
Common Stock	03/11/2026		F		1,366(1)	D	$12.77	292,794	D
Common Stock	03/11/2026		F		204(1)	D	$12.77	292,590	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 withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

Remarks:

	/s /Anna-Lisa Corrales, Attorney-in-Fact for Shortt, Thomas H	03/13/2026
	** 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.

FAQ

What insider transaction did Vroom (VRM) report for CEO Thomas H. Shortt?

Vroom reported that CEO Thomas H. Shortt had shares withheld to cover tax obligations on vested restricted stock units. Four Form 4 entries documented tax-withholding dispositions totaling 3,740 common shares at $12.77 per share on March 11, 2026.

How many Vroom (VRM) shares were withheld for CEO Shortt’s taxes?

A total of 3,740 Vroom common shares were withheld to satisfy CEO Thomas H. Shortt’s tax obligations. These dispositions occurred across four separate entries, all dated March 11, 2026, and were priced at $12.77 per share according to the Form 4 filing.

Were Vroom (VRM) CEO Shortt’s transactions open-market sales of stock?

No, the transactions were not open-market sales. They were coded as “F” on Form 4, meaning shares were withheld by Vroom to pay tax liabilities related to restricted stock unit vesting, rather than discretionary buys or sells in the market.

How many Vroom (VRM) shares does CEO Thomas H. Shortt hold after this Form 4?

After the reported tax-withholding dispositions, CEO Thomas H. Shortt directly owned 292,590 shares of Vroom common stock. This figure reflects his post-transaction holdings as shown in the final Form 4 line item dated March 11, 2026.

What does transaction code “F” mean in the Vroom (VRM) Form 4 for CEO Shortt?

Transaction code “F” indicates payment of tax liability by delivering securities. For Vroom’s CEO Thomas H. Shortt, the Form 4 explains that the company withheld common shares to satisfy tax withholding obligations tied to restricted stock unit vesting.