Stone House Capital Management, LLC - Dec 8, 2023 Form 4 Insider Report for RumbleOn, Inc. (RMBL)

Role: Member of a 10% Group
Signature: STONE HOUSE CAPITAL MANAGEMENT, LLC By: /s/ Mark Cohen Name: Mark Cohen Title: Managing Member
Stock symbol: RMBL
Transactions as of: Dec 8, 2023
Transactions value $: $9,469,048
Form type: 4
Date filed: 12/12/2023, 04:05 PM
Previous filing: Dec 7, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RMBL	Class B Common Stock	Purchase	$9.47M	+1.72M	+36.81%	$5.50	6.4M	Dec 8, 2023	See Footnotes	F1, F2, F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	SH Capital Partners, L.P. ("Partners") purchased 1,721,645 shares of Class B Common Stock of the issuer pursuant to a backstop private placement of the issuer, whereby Partners, as previously agreed to, purchased a pro rata portion of shares of Class B Common Stock of the issuer that remained unsubscribed following the expiration of the issuer's rights offering.
F2	Partners purchased the shares of Class B Common Stock of the issuer at an exercise price of $5.50 per share.
F3	This statement is jointly filed by and on behalf of each of Stone House Capital Management, LLC ("Stone House"), Partners and Mark Cohen. Partners is the record and direct beneficial owner of the securities covered by this statement. Stone House is the general partner and investment manager of, and may be deemed to beneficially own securities owned by, Partners. Mr. Cohen is the managing member of, and may be deemed to beneficially own securities owned by, Stone House.
F4	Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
F5	Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

Remarks:

Exhibit 99.1 - Joint Filer Information (filed herewith). Exhibit 99.2 - Joint Filing Agreement (filed herewith).