RDNW · RideNow Group, Inc. · Insider Trading

As previously reported, on June 4, 2025, Mark Cohen received a grant of 61,728 restricted stock units (the "June 2025 RSUs") for his service on the board of directors of the issuer. Mr. Cohen serves on the board of directors of the issuer in connection with Partners' investment in the issuer. On June 4, 2026, 61,728 of the June 2025 RSUs vested and were initially held in an account by Mr. Cohen for the benefit of Partners. On June 8, 2026, the shares were transferred to Partners for no consideration. The transfer represents a "bona fide gift" under Rule 16b-5 promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Act"), and as such, the transaction is exempt for matching and short-swing liability purposes under Section 16(b) of the Act.

This statement is jointly filed by and on behalf of each of Mr. Cohen, Partners and Stone House Capital Management, LLC ("Stone House").

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 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.

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.

As previously reported, on June 4, 2025, Mark Cohen received a grant of 61,728 restricted stock units (the "June 2025 RSUs") for his service on the board of directors of the issuer. Mr. Cohen serves on the board of directors of the issuer in connection with Partners' investment in the issuer. On June 4, 2026, 61,728 of the June 2025 RSUs vested and were initially held in an account by Mr. Cohen for the benefit of Partners. On June 8, 2026, the shares were transferred to Partners for no consideration. The transfer represents a "bona fide gift" under Rule 16b-5 promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Act"), and as such, the transaction is exempt for matching and short-swing liability purposes under Section 16(b) of the Act.

This statement is jointly filed by and on behalf of each of Mr. Cohen, Partners and Stone House Capital Management, LLC ("Stone House").

Partners is the record and direct beneficial owner of the securities. 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.

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 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.

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.

Represents (i) a fully vested award of 26,772 restricted stock units and (ii) an annual award of 12,903 restricted stock units, which will vest and become exercisable on the earlier of (a) the day immediately preceding the date of the first annual meeting following the date of the grant and (b) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

Represents an annual award of restricted stock units, which will vest and become exercisable on the earlier of (i) the day immediately preceding the date of the first annual meeting following the date of the grant and (ii) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

Represents an annual award of restricted stock units, which will vest and become exercisable on the earlier of (i) the day immediately preceding the date of the first annual meeting following the date of the grant and (ii) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

Represents an annual award of restricted stock units, which will vest and become exerciseable on the earlier of (i) the day immediately preceding the date of the first annual meeting following the date of the grant and (ii) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

On June 4, 2026, Mark Cohen received a grant of 12,903 restricted stock units (the "June 2026 RSUs"), which will vest and become exerciseable on the earlier of (i) the day immediately preceding the date of the first annual meeting following the date of the grant and (ii) June 4, 2027. Each June 2026 RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock. The June 2026 RSUs are held in an account by Mr. Cohen for the benefit of SH Capital Partners, L.P. ("Partners") and upon the applicable vesting date, the shares are intended to be transferred to Partners.

This statement is jointly filed by and on behalf of each of Mr. Cohen, Partners and Stone House Capital Management, LLC ("Stone House").

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 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.

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.

Represents an annual award of restricted stock units, which will vest and become exercisable on the earlier of (i) the day immediately preceding the date of the first annual meeting following the date of the grant and (ii) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

Represents an annual award of restricted stock units, which will vest and become exerciseable on the earlier of (i) the day immediately preceding the date of the first annual meeting following the date of the grant and (ii) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

Includes 1,317,005 shares of Class B common stock of the Issuer held by The WRC 2021 Irrevocable Trust, for which Mr. Coulter serves as Trustee, and 67,410 shares of Class B common stock of the Issuer held by WJC Properties, L.L.C., for which Mr. Coulter serves as Manager.

Represents (i) a fully vested award of 26,772 restricted stock units and (ii) an annual award of 12,903 restricted stock units, which will vest and become exercisable on the earlier of (a) the day immediately preceding the date of the first annual meeting following the date of the grant and (b) June 4, 2027. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B common stock.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

Pursuant to the CFO Employment Agreement and the Company's 2017 Stock Incentive Plan, as amended (the "Plan"), the Reporting Person will receive a one-time grant of 70,000 performance units (the "PSUs") under the Plan. A PSU represents a right to receive a share of the Company's Class B Common Stock. The PSUs will vest based on the achievement of minimum closing stock prices for 20 consecutive trading days ("Target"), with 23,000, 23,000, and 24,000 PSUs vesting at each Target of $11, $17, and $23, respectively, subject to his continued service with the Company through each such vesting date and any other terms of the CFO Employment Agreement.

Pursuant to the Reporting Person's appointment as CFO effective as of October 20, 2025 ("Commencement Date"), he was granted a one-time award of 112,000 time-based restricted stock units (the "RSUs)" that will vest in three substantially equal installments on the anniversary of the Commencement Date in 2026, 2027 and 2028, subject to his continued service with the Company through each such vesting date and any other terms of the employment agreement he entered into with the Company effective as of October 20, 2025 (the "CFO Employment Agreement"). Each RSU represents a right to receive a share of the Company's Class B Common Stock.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

As previously reported, on August 9, 2024, Mark Cohen received a grant of 28,531 restricted stock units (the "August 2024 RSUs") for his service on the board of directors of the issuer. Mr. Cohen serves on the board of directors of the issuer in connection with Partners' investment in the issuer. On June 4, 2025, 28,531 of the August 2024 RSUs vested and were initially held in an account by Mr. Cohen for the benefit of Partners. On June 6, 2025, the shares were transferred to Partners for no consideration. The transfer represents a "bona fide gift" under Rule 16b-5 promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Act"), and as such, the transaction is exempt for matching and short-swing liability purposes under Section 16(b) of the Act.

This statement is jointly filed by and on behalf of each of Mr. Cohen, Partners and Stone House Capital Management, LLC ("Stone House").

Partners is the record and direct beneficial owner of the securities. 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.

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 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.

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.

As previously reported, on August 9, 2024, Mark Cohen received a grant of 28,531 restricted stock units (the "August 2024 RSUs") for his service on the board of directors of the issuer. Mr. Cohen serves on the board of directors of the issuer in connection with Partners' investment in the issuer. On June 4, 2025, 28,531 of the August 2024 RSUs vested and were initially held in an account by Mr. Cohen for the benefit of Partners. On June 6, 2025, the shares were transferred to Partners for no consideration. The transfer represents a "bona fide gift" under Rule 16b-5 promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Act"), and as such, the transaction is exempt for matching and short-swing liability purposes under Section 16(b) of the Act.

This statement is jointly filed by and on behalf of each of Mr. Cohen, Partners and Stone House Capital Management, LLC ("Stone House").

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 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.

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.

Represents shares withheld by the Issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

Pursuant to the Reporting Person's appointment as CLO effective as of April 14, 2025 ("Commencement Date"), she was granted a one-time award of 160,000 time-based restricted stock units (the "RSUs)" that will vest in three substantially equal installments on the anniversary of the Commencement Date in 2026, 2027 and 2028, subject to her continued service with the Company through each such vesting date and any other terms of the employment agreement she entered into with the Company effective as of April 14, 2025 (the "CLO Employment Agreement"). Each RSU represents a right to receive a share of the Company's Class B Common Stock.

On June 4, 2025, the reporting person received a grant of 61,728 restricted stock units ("RSUs") calculated based on the share price at the conclusion of trading on June 4, 2025. Each RSU represents a contingent right to receive one share of RMBL Class B Common Stock. The RSUs will vest on June 4, 2026, and are subject to pro rata vesting if the reporting person leaves the board of directors before that date.

Includes 1,317,005 shares of Class B Common Stock of the issuer held by The WRC 2021 Irrevocable Trust, for which Mr. Coulter serves as Trustee, and 67,410 shares of Class B Common Stock of the issuer held by WJC Properties, L.L.C., for which Mr. Coulter serves as Manager.

On June 4, 2025, Mark Cohen received a grant of 61,728 restricted stock units (the " June 2025 RSUs") calculated based on the share price at the close of trading on June 4, 2025. Each June 2025 RSU represents a contingent right to receive one share of RMBL Class B Common Stock. The June 2025 RSUs will vest on June 4, 2026, and are subject to pro rata vesting if Mr. Cohen leaves the board of directors before that date. The June 2025 RSUs are held in an account by Mr. Cohen for the benefit of SH Capital Partners, L.P. ("Partners") and upon the applicable vesting date, the shares are intended to be transferred to Partners.

This statement is jointly filed by and on behalf of each of Mr. Cohen, Partners and Stone House Capital Management, LLC ("Stone House").

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 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.

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.

Pursuant to the CLO Employment Agreement and the Company's 2017 Stock Incentive Plan, as amended (the "Plan"), the Reporting Person will receive a one-time grant of 100,000 performance units (the "PSUs") under the Plan. A PSU represents a right to receive a share of the Company's Class B Common Stock. The PSUs will vest based on the achievement of minimum closing stock prices for 20 consecutive trading days ("Target"), with 33,000, 33,000, and 34,000 PSUs vesting at each Target of $11, $17, and $23, respectively, subject to her continued service with the Company through each such vesting date and any other terms of the CLO Employment Agreement.

Pursuant to the Reporting Person's appointment as COO effective as of January 13, 2025 ("Commencement Date"), he was granted a one-time award of 190,000 time-based restricted stock units (the "RSUs") that will vest in three substantially equal installments on the anniversary of the Commencement Date in 2026, 2027 and 2028, subject to his continued service with the Company through each such vesting date and any other terms of the employment agreement he entered into with the Company on January 24, 2025 (the "COO Employment Agreement"). Each RSU represents a right to receive a share of the Company's Class B Common Stock.

Annual director equity grant, based on the grant date closing price. The restricted stock units ("RSUs") will vest on June 4, 2026, subject to pro rata vesting if the reporting person leaves the board of directors before such date. Each RSU converts into a share of Class B common stock on a one-for-one basis.

On June 4, 2025, the reporting person received a grant of 61,728 restricted stock units ("RSUs") calculated based on the share price at the conclusion of trading on June 4, 2025. Each RSU represents a contingent right to receive one share of RMBL Class B Common Stock. The RSUs will vest on June 4, 2026, and are subject to pro rata vesting if the reporting person leaves the board of directors before that date.

Pursuant to the COO Employment Agreement and the Company's 2017 Stock Incentive Plan, as amended (the "Plan"), the Reporting Person will receive a one-time grant of 120,000 performance units (the "PSUs") under the Plan. A PSU represents a right to receive a share of the Company's Class B Common Stock. The PSUs will vest based on the achievement of minimum closing stock prices for 20 consecutive trading days ("Target"), with 40,000 PSUs vesting at each Target of $11, $17, and $23, subject to his continued service with the Company through each such vesting date and any other terms of the COO Employment Agreement.

Includes 206,289 shares underlying RSUs not yet vested and 134,205 shares underlying PSUs that have not yet been earned.

Pro-rated annual director equity grant, based on the closing price on the second trading day following the release of Q1 2025 earnings. The restricted stock units ("RSUs") vested immediately. Each RSU converts into a share of Class B common stock on a one-for-one basis.

Annual director equity grant, based on the grant date closing price. The RSUs will vest on June 4, 2026, subject to pro rata vesting if the reporting person leaves the board of directors before such date. Each RSU converts into a share of Class B common stock on a one-for-one basis.

Annual director equity grant, based on the grant date closing price. The restricted stock units ("RSUs") will vest on June 4, 2026, subject to pro rata vesting if the reporting person leaves the board of directors before such date. Each RSU converts into a share of Class B common stock on a one-for-one basis.

Pursuant to the Reporting Person's appointment as CEO effective as of January 13, 2025 ("Commencement Date"), he was granted a one-time award of 400,000 time-based restricted stock units (the "RSUs)" that will vest in three substantially equal installments on the anniversary of the Commencement Date in 2026, 2027 and 2028, subject to his continued service with the Company through each such vesting date and any other terms of the employment agreement he entered into with the Company on January 28, 2025 (the "CEO Employment Agreement"). Each RSU represents a right to receive a share of the Company's Class B Common Stock.

Pursuant to the CEO Employment Agreement and subject to and conditioned on the shareholder approval increasing the share reserve under the Company's 2017 Stock Incentive Plan, as amended (the "Plan"), the Reporting Person will receive a one-time grant of 450,000 performance units (the "PSUs") under the Plan. A PSU represents a right to receive a share of the Company's Class B Common Stock. The PSUs will vest based on the achievement of minimum closing stock prices for 20 consecutive trading days ("Target"), with 150,000 PSUs vesting at each Target of $11, $17, and $23, subject to his continued service with the Company through each such vesting date and any other terms of the CEO Employment Agreement.

SH Capital Partners, L.P. ("Partners") purchased 349,333 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 the shares of Class B Common Stock of the issuer that remained unsubscribed following the expiration of the issuer's rights offering.

Partners purchased the shares of Class B Common Stock of the issuer at an exercise price of $4.18 per share.

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.

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.

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.

The Issuer issued one subscription right for each share of the common stock owned by the reporting person as of the close of business on November 25, 2024, the record date of the rights offering. Each subscription right issued to the reporting person is exercisable for 0.0677 shares of the Class B common stock of the Issuer. The number of shares of Class B common stock of the Issuer reported in Column 7 is rounded down to the nearest whole number. The subscription rights are only exercisable for whole shares of Class B common stock of the Issuer.

Represents the number of shares of Class B Common Stock that the Reporting Person purchased in the Issuer's rights offering pursuant to the subscription rights. The closing of the rights offering and the issuance of the Class B Common Stock is expected to be on or about December 8, 2023.

Represents the number of shares of Class B Common Stock of the issuer that William Coulter (the "Reporting Person") purchased in the issuer's rights offering (the "Rights Offering") pursuant to the exercise of his subscription rights. The shares of Class B Common Stock subscribed for by the Reporting Person are expected to be formally issued by the issuer on or about December 17, 2024. The results of the issuer's Rights Offering are preliminary and subject to change pending finalization of subscription procedures by the subscription agent.

The effective purchase price of the shares of Class B Common Stock of the issuer underlying the subscription rights issued in connection with the Rights Offering was $4.18 per share.

Includes 1,317,005 shares of Class B Common Stock of the issuer held by The WRC 2021 Irrevocable Trust, for which the Reporting Person serves as Trustee, and 67,410 shares of Class B Common Stock of the issuer held by WJC Properties, L.L.C., for which the Reporting Person serves as Manager.

The issuer issued one subscription right for each share of Class B Common Stock owned by the Reporting Person as of the close of business on November 25, 2024, the record date of the Rights Offering. Each subscription right issued to the Reporting Person is exercisable for 0.0677 shares of the Class B Common Stock of the issuer. The number of shares of Class B Common Stock of the issuer reported in Column 7 is rounded down to the nearest whole number. The subscription rights are only exercisable for whole shares of Class B Common Stock of the issuer.

Represents the number of shares of Class B Common Stock of the issuer that William Coulter (the "Reporting Person") purchased in the issuer's rights offering (the "Rights Offering") pursuant to the exercise of his subscription rights. The shares of Class B Common Stock subscribed for by the Reporting Person are expected to be formally issued by the issuer on or about December 17, 2024. The results of the issuer's Rights Offering are preliminary and subject to change pending finalization of subscription procedures by the subscription agent.

Represents the number of shares of Class B Common Stock of the issuer that Mark Tkach (the "Reporting Person") purchased in the issuer's rights offering (the "Rights Offering") pursuant to the exercise of his subscription rights. The shares of Class B Common Stock subscribed for by the Reporting Person are expected to be formally issued by the issuer on or about December 17, 2024. The results of the issuer's Rights Offering are preliminary and subject to change pending finalization of subscription procedures by the subscription agent.

The effective purchase price of the shares of Class B Common Stock of the issuer underlying the subscription rights issued in connection with the Rights Offering was $4.18 per share.

The issuer issued one subscription right for each share of Class B Common Stock owned by the Reporting Person as of the close of business on November 25, 2024, the record date of the Rights Offering. Each subscription right issued to the Reporting Person is exercisable for 0.0677 shares of the Class B Common Stock of the issuer. The number of shares of Class B Common Stock of the issuer reported in Column 7 is rounded down to the nearest whole number. The subscription rights are only exercisable for whole shares of Class B Common Stock of the issuer.

Represents the number of shares of Class B Common Stock of the issuer that Mark Tkach (the "Reporting Person") purchased in the issuer's rights offering (the "Rights Offering") pursuant to the exercise of his subscription rights. The shares of Class B Common Stock subscribed for by the Reporting Person are expected to be formally issued by the issuer on or about December 17, 2024. The results of the issuer's Rights Offering are preliminary and subject to change pending finalization of subscription procedures by the subscription agent.

The Issuer issued one subscription right for each share of the common stock owned by the reporting person as of the close of business on November 25, 2024, the record date of the rights offering. Each subscription right issued to the reporting person is exercisable for 0.0677 shares of the Class B common stock of the Issuer. The number of shares of Class B common stock of the Issuer reported in Column 7 is rounded down to the nearest whole number. The subscription rights are only exercisable for whole shares of Class B common stock of the Issuer.

Represents the number of shares of Class B common stock of the Issuer that the reporting person purchased in the Issuer's rights offering pursuant to the exercise of his subscription rights. The subscription period for the Issuer's rights offering expired at 5:00 p.m. Eastern Time, on December 12, 2024. The closing of the rights offering and the issuance of the Class B common stock of the Issuer is expected to be on or about December 17, 2024.

Represents the number of shares of Class B Common Stock of the issuer that SH Capital Partners, L.P. ("Partners") purchased in the issuer's rights offering (the "Rights Offering") pursuant to the exercise of its subscription rights. The shares of Class B Common Stock subscribed for by Partners are expected to be formally issued by the issuer on or about December 17, 2024. The results of the issuer's Rights Offering are preliminary and subject to change pending finalization of subscription procedures by the subscription agent.

Partners exercised only a portion of its subscription rights under the Rights Offering because Stone House Capital Management, LLC ("Stone House") has agreed to purchase all of the remaining shares of Class B Common Stock of the issuer that are unsubscribed as of the expiration of the Rights Offering, including any shares of Class B Common Stock left unsubscribed by third parties, pursuant to a backstop private placement of the issuer.

The effective purchase price of the shares of Class B Common Stock of the issuer underlying the subscription rights issued in connection with the Rights Offering was $4.18 per share.

This statement is jointly filed by and on behalf of each of 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.

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.

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.

Represents the number of shares of Class B common stock of the Issuer that the reporting person purchased in the Issuer's rights offering pursuant to the exercise of his subscription rights. The subscription period for the Issuer's rights offering expired at 5:00 p.m. Eastern Time, on December 12, 2024. The closing of the rights offering and the issuance of the Class B common stock of the Issuer is expected to be on or about December 17, 2024.

The effective purchase price of the shares of Class B common stock of the Issuer underlying the subscription rights issued in connections with the Issuer's rights offering was $4.18 per share.

Represents the number of shares of Class B Common Stock that the Reporting Person purchased in the Issuer's rights offering pursuant to the subscription rights. The closing of the rights offering and the issuance of the Class B Common Stock is expected to be on or about December 8, 2023.

The effective purchase price of the shares of Class B common stock of the Issuer underlying the subscription rights issued in connection with the Issuer's rights offering was $4.18 per share.

The issuer issued one subscription right for each share of Class B Common Stock owned by Partners as of the close of business on November 25, 2024, the record date of the Rights Offering. Each subscription right issued to Partners is exercisable for 0.0677 shares of the Class B Common Stock of the issuer. The number of shares of Class B Common Stock of the issuer reported in Column 7 is rounded down to the nearest whole number. The subscription rights are only exercisable for whole shares of Class B Common Stock of the issuer.

Partners exercised only a portion of its subscription rights under the Rights Offering because Stone House Capital Management, LLC ("Stone House") has agreed to purchase all of the remaining shares of Class B Common Stock of the issuer that are unsubscribed as of the expiration of the Rights Offering, including any shares of Class B Common Stock left unsubscribed by third parties, pursuant to a backstop private placement of the issuer.

This statement is jointly filed by and on behalf of each of 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.

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.

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.