UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 4.01. Changes in Registrant's Certifying Accountant.
(b) Effective on September 13, 2023, RumbleOn, Inc. (the "Company") engaged BDO USA, LLP ("BDO") as the Company’s new independent registered public accounting firm to perform independent audit services for the fiscal quarter ending September 30, 2023 and for the fiscal year ending December 31, 2023. The decision to engage BDO as the Company’s independent registered public accounting firm was approved by the Audit Committee of the Company’s Board of Directors on September 12, 2023.
During the fiscal years ended December 31, 2021 and December 31, 2022, and the subsequent interim period through September 13, 2023, neither the Company, nor anyone on its behalf, consulted BDO regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect to the consolidated financial statements of the Company, and no written report or oral advice was provided to the Company that BDO concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a "reportable event" (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
As previously disclosed by the Company in a Current Report on Form 8-K filed with the Securities and Exchange Commission on May 25, 2023, on May 22, 2023, Grant Thornton, LLP (“Grant Thornton”) informed the Company that it would not stand for reappointment as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. Grant Thornton ceased to serve as the Company’s independent registered public accounting firm on September 13, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RUMBLEON, INC. | |
| Date: September 14, 2023 | /s/ Blake Lawson |
| Blake Lawson | |
| Chief Financial Officer |
2
Cover |
Sep. 13, 2023 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Sep. 13, 2023 |
| Entity File Number | 001-38248 |
| Entity Registrant Name | RumbleOn, Inc. |
| Entity Central Index Key | 0001596961 |
| Entity Tax Identification Number | 46-3951329 |
| Entity Incorporation, State or Country Code | NV |
| Entity Address, Address Line One | 901 W. Walnut Hill Lane |
| Entity Address, Address Line Two | Suite 110A |
| Entity Address, City or Town | Irving |
| Entity Address, State or Province | TX |
| Entity Address, Postal Zip Code | 75038 |
| City Area Code | (214) |
| Local Phone Number | 771-9952 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Class B Common Stock, $0.001 par value |
| Trading Symbol | RMBL |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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