Vroom (VRM) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 12, 2025, with voting available online or virtually during the meeting.

• Shareholders are encouraged to review proxy materials and vote on key proposals by June 11, 2025.

Voting matters and shareholder proposals

• Election of eight directors, with all nominees recommended by the board.

• Ratification of RSM US LLP as independent auditor for the year ending December 31, 2025.

• Advisory vote on executive compensation for named executive officers.

• Provision for other business to be addressed if properly presented at the meeting.

Board of directors and corporate governance

• Director nominees include Robert J. Mylod, Timothy M. Crow, Michael J. Farello, Robert R. Krakowiak, Laura G. O'Shaughnessy, Nikul Patel, Matthew J. Pietroforte, and Thomas H. Shortt.