RumbleOn Board Announces Significant Corporate Governance Enhancements - Seite 2

Messrs. Coulter and Tkach are current shareholders and former directors of the Company, who previously announced their nominations of Mr. Pully, Mr. Coulter and (as an alternate) Mr. Tkach, among other candidates, as part of a series of proposals related to their planned proxy contest. Since then, the Board has repeatedly sought to engage in good faith with Messrs. Coulter and Tkach to resolve their previously disclosed concerns and avert a distracting and costly proxy contest. Messrs. Coulter and Tkach have refused to accept, in a settlement, anything less than immediate control of the Board and, instead, have been content to issue press releases providing misleading and selective characterizations of the negotiations to date. While the Company remains open to constructive dialogue, the Board cannot fulfill its duties to all shareholders by granting control of the Board to Messrs. Coulter and Tkach. In the meantime, the Board is unilaterally implementing the enhancements described in this release.

“These enhancements demonstrate our commitment to ongoing engagement and responsiveness to the input of our shareholders,” said Kevin Westfall. “Strengthening our leadership and evolving our corporate governance profile will support the advancement of our strategy, and we’re pleased to welcome new perspectives to our Board to help further drive sustained value creation for shareholders.”

“We look forward to welcoming Ms. Polak to our Board and believe she will make immediate and substantive contributions as an experienced, independent director,” said Shin Lee, Chair of the Nominating and Corporate Governance Committee. “She has an impressive track record in the automotive industry, and RumbleOn will benefit from her experience in driving organic growth and supporting digital transformation, in addition to her legal and compliance background and e-commerce, retail, and consumer finance expertise.”

RumbleOn remains committed to pursuing its growth strategy to unlock value and deliver on its goals. The Company’s five-pillar strategy, which involves self-funding, restructuring, and reducing debt, investing in technology, improving customer experience, and pursuing accretive M&A opportunities, has enabled the Company to continue to gain market share while expanding the business overall.

RumbleOn will release its first quarter 2023 operational and financial results before the market opens on Wednesday, May 10, 2023.

About Becca Polak

Ms. Polak is a seasoned executive and board advisor who brings a demonstrable record of driving business strategy and execution and technology transformation, with expertise across areas including M&A and IPOs, compliance and regulation, cybersecurity and privacy and P&L enhancement for both established companies and those in the startup space. Most recently, Ms. Polak served as Chief Commercial Officer and General Counsel of CarLotz, a consignment-to-retail used car marketplace. Prior to that, she spent fourteen years on both the business and legal sides of the automotive industry at KAR Global, a global digital platform offering end-to-end solutions for the automotive wholesale industry. She served as President of TradeRev, a dealer-to-dealer, online auto auction division of KAR Global based in Toronto, Ontario from 2017 – 2019, while concurrently maintaining the title and full responsibilities as the Chief Legal Officer and Secretary of the parent company. Ms. Polak has experience across consumer finance, floor-planning, e-commerce, retail, online auction/marketplace, digital technology and legal counsel.