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Nevada
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46-3951329
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(State
or other jurisdiction of
incorporation
or organization)
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(I.R.S.
Employer
Identification
No.)
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4521 Sharon Road, Suite 370, Charlotte, North Carolina
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28211
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Large
accelerated filer
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☐
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Accelerated
filer
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☐
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Non-accelerated
filer
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☐
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(Do not
check if a small reporting company.)
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Smaller
reporting company
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☒
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Emerging
growth company
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☒
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Title of securities to be registered
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Amount to be
registered(1)(2)
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Proposed maximum offering price per share (3)
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Proposed maximum
aggregate offering price (3)
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Amount of
registration fee (3)
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Class B
Common Stock, $0.001 par value per share
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1,082,224
shares
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$
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$6.50
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$
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$7,034,456
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$
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$816
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Exhibit No.
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Description
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3.1
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Articles
of Incorporation filed on October 24, 2013 (Incorporated by
reference to Exhibit 3(i)(a) in the Company's Registration
Statement on Form S-1/A, filed on March 20, 2014).
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3.2
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ByLaws
as Amended (Incorporated by reference to Exhibit 3.2 in the
Company's Annual Report on Form 10-K, filed on February 14,
2017).
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3.3
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Certificate
of Amendment to Articles of Incorporation, filed on February 13,
2017 (Incorporated by reference to Exhibit 2.2 in the Company's
Annual Report on Form 10-K, filed on February 14,
2017).
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Opinion
of Akerman LLP.
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10.1
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RumbleON,
Inc. 2017 Stock Incentive Plan (Incorporated by reference to
Exhibit 10.1 in the Company’s Current Report on Form 8-K
filed on January 9, 2017).
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23.1
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Consent
of Akerman LLP (included in Exhibit 5.1).
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Consent
of Scharf Pera & Co., PLLC.
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Consent
of Scharf Pera & Co., PLLC.
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24.1
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Power
of Attorney (included on signature pages).
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RUMBLEON,
INC.
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By:
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/s/
Marshall
Chesrown
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Name: |
Marshall
Chesrown
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Title: | Chief Executive Officer and Chairman |
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Signature
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Title
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Date
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/s/
Marshall Chesrown
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Chief
Executive Officer and Chairman
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July 7,
2017
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Marshall
Chesrown
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(Principal
Executive Officer)
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/s/
Steven R. Berrard
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Chief
Financial Officer and Director
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July 7,
2017
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Steven
R. Berrard
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(Principal
Financial Officer and Principal Accounting Officer)
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/s/
Denmar Dixon
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Director
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July 7,
2017
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Denmar
Dixon
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/s/
Kartik Kakarala
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Director
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July 7,
2017
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Kartik
Kakarala
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/s/
Mitch Pierce
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Director
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July 7,
2017
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Mitch
Pierce
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/s/
Kevin Westfall
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Director
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July 7,
2017
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Kevin
Westfall
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Exhibit No.
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|
Description
|
3.1
|
|
Articles
of Incorporation filed on October 24, 2013 (Incorporated by
reference to Exhibit 3(i)(a) in the Company's Registration
Statement on Form S-1/A, filed on March 20, 2014).
|
|
|
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3.2
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|
ByLaws,
as Amended (Incorporated by reference to Exhibit 3.2 in the
Company's Annual Report on Form 10-K, filed on February 14,
2017).
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3.3
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Certificate
of Amendment to Articles of Incorporation, filed on February 13,
2017 (Incorporated by reference to Exhibit 2.2 in the Company's
Annual Report on Form 10-K, filed on February 14,
2017).
|
|
|
|
|
Opinion
of Akerman LLP.
|
|
|
|
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10.1
|
|
RumbleON,
Inc. 2017 Stock Incentive Plan (Incorporated by reference to
Exhibit 10.1 in the Company’s Current Report on Form 8-K
filed on January 9, 2017).
|
|
|
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23.1
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Consent
of Akerman LLP (included in Exhibit 5.1).
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Consent
of Scharf Pera & Co., PLLC.
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23.3 |
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Consent of Scharf Pera & Co., PLLC. |
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24.1
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Power
of Attorney (included on signature pages)
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