EX-99.1

THIRD QUARTER 2026 FINANCIAL DISCUSSION

All financial comparisons are on a year-over-year basis unless otherwise noted. The following financial information is unaudited.



	Three Months Ended September 30,
	2026			2025			$ Change			% Change
	(in thousands)
Interest income	$	43,653		$	44,829		$	(1,176	)		(2.6	)%

Interest expense:
Warehouse credit facility		4,472			4,544			(72	)		(1.6	)%
Securitization debt		7,458			8,771			(1,313	)		(15.0	)%
Total interest expense		11,930			13,315			(1,385	)		(10.4	)%
Net interest income		31,723			31,514			209			0.7	%

Realized and unrealized losses, net of recoveries		20,404			43,202			(22,798	)		(52.8	)%
Net interest income after losses and recoveries		11,319			(11,688	)		23,007			196.8	%

Noninterest income:
Servicing income		922			1,088			(166	)		(15.3	)%
Warranties and GAP income, net		2,678			3,152			(474	)		(15.0	)%
CarStory revenue		1,261			1,347			(86	)		(6.4	)%
Other income		1,863			3,924			(2,061	)		(52.5	)%
Total noninterest income		6,724			9,511			(2,787	)		(29.3	)%

Expenses:
Compensation and benefits		17,191			16,287			904			5.6	%
Professional fees		2,481			1,538			943			61.3	%
Software and IT costs		3,312			3,062			250			8.2	%
Depreciation and amortization		1,569			998			571			57.2	%
Interest expense on corporate debt		1,043			706			337			47.7	%
Other expenses		2,248			2,230			18			0.8	%
Total expenses		27,844			24,821			3,023			12.2	%

Loss from continuing operations before provision for income taxes		(9,801	)		(26,998	)		17,197			63.7	%
(Benefit) provision for income taxes from continuing operations		24			144			(120	)		(83.3	)%
Net loss from continuing operations	$	(9,825	)	$	(27,142	)	$	17,317			63.8	%
Net (loss) income from discontinued operations	$	(22	)	$	366		$	(388	)		(106.0	)%
Net loss	$	(9,847	)	$	(26,776	)	$	16,929			63.2	%
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(696	)	$	—		$	(696	)		100.0	%
Net loss attributable to controlling interest and common shareholders	$	(10,543	)	$	(26,776	)	$	16,233			60.6	%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,			Nine months ended September 30,
	2026			2025			2025			2025			$ Change			% Change
	(in thousands)
Interest income	$	129,734		$	127,734		$	7,183		$	134,917		$	(5,183	)		(3.8	)%

Interest expense:
Warehouse credit facility		11,307			12,421			1,017			13,438			(2,131	)		(15.9	)%
Securitization debt		24,664			25,202			1,178			26,380			(1,716	)		(6.5	)%
Total interest expense		35,971			37,623			2,195			39,818			(3,847	)		(9.7	)%
Net interest income		93,763			90,111			4,988			95,099			(1,336	)		(1.4	)%

Realized and unrealized losses, net of recoveries		55,750			73,802			6,792			80,594			(24,844	)		(30.8	)%
Net interest income (loss) after losses and recoveries		38,013			16,309			(1,804	)		14,505			23,508			162.1	%

Noninterest income:
Servicing income		2,986			3,601			192			3,793			(807	)		(21.3	)%
Warranties and GAP income, net		8,655			10,876			307			11,183			(2,528	)		(22.6	)%
CarStory revenue		3,891			5,585			432			6,017			(2,126	)		(35.3	)%
Other income		7,060			8,472			113			8,585			(1,525	)		(17.8	)%
Total noninterest income		22,592			28,534			1,044			29,578			(6,986	)		(23.6	)%

Expenses:
Compensation and benefits		55,088			53,445			2,823			56,268			(1,180	)		(2.1	)%
Professional fees		8,985			8,898			297			9,195			(210	)		(2.3	)%
Software and IT costs		9,717			8,884			457			9,341			376			4.0	%
Depreciation and amortization		4,391			2,315			1,057			3,372			1,019			30.2	%
Interest expense on corporate debt		3,318			1,884			176			2,060			1,258			61.1	%
Impairment charges		—			4,156			—			4,156			(4,156	)		(100.0	)%
Other expenses		7,230			7,433			371			7,804			(574	)		(7.4	)%
Total expenses		88,729			87,015			5,181			92,196			(3,467	)		(3.8	)%

Loss from continuing operations before provision for income taxes		(28,124	)		(42,172	)		(5,941	)		(48,113	)		19,989			41.5	%
Reorganization items, net		—			—			51,036			51,036			(51,036	)		(100.0	)%
(Loss) income from continuing operations before provision for income taxes		(28,124	)		(42,172	)		45,095			2,923			(31,047	)		(1,062.2	)%
Provision for income taxes from continuing operations		192			353			5			358			(166	)		(46.4	)%
Net (loss) income from continuing operations	$	(28,316	)	$	(42,525	)	$	45,090		$	2,565		$	(30,881	)		(1,203.9	)%
Net income (loss) from discontinued operations	$	39		$	878		$	(4	)	$	874		$	(835	)		(95.5	)%
Net (loss) income	$	(28,277	)	$	(41,647	)	$	45,086		$	3,439		$	(31,716	)		(922.2	)%
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(1,958	)	$	—		$	—		$	—		$	(1,958	)		100.0	%
Net (loss) income attributable to controlling interest and common shareholders	$	(30,235	)	$	(41,647	)	$	45,086		$	3,439		$	(33,674	)		(979.2	)%

Results by Segment

UACC



	Three Months Ended September 30,
	2026			2025			Change			% Change
	(in thousands)
Interest income	$	43,653		$	44,829		$	(1,176	)		(2.6	)%

Interest expense:
Warehouse credit facility		4,472			4,544			(72	)		(1.6	)%
Securitization debt		7,458			8,771			(1,313	)		(15.0	)%
Total interest expense		11,930			13,315			(1,385	)		(10.4	)%
Net interest income		31,723			31,514			209			0.7	%

Realized and unrealized losses, net of recoveries		20,547			43,550			(23,003	)		(52.8	)%
Net interest income after losses and recoveries		11,176			(12,036	)		23,212			192.9	%

Noninterest income:
Servicing income		922			1,088			(166	)		(15.3	)%
Warranties and GAP income, net		3,106			2,855			251			8.8	%
Other income		1,826			1,883			(57	)		(3.0	)%
Total noninterest income		5,854			5,826			28			0.5	%

Expenses:
Compensation and benefits		15,235			14,072			1,163			8.3	%
Professional fees		1,526			826			700			84.7	%
Software and IT costs		3,211			2,502			709			28.3	%
Depreciation and amortization		1,471			887			584			65.8	%
Interest expense on corporate debt		465			664			(199	)		(29.9	)%
Other expenses		1,806			1,736			70			4.0	%
Total expenses		23,714			20,687			3,027			14.6	%

Preferred stock dividends attributable to noncontrolling interests of subsidiary		(696	)		—			(696	)		100.0	%

Adjusted net loss	$	(5,806	)	$	(25,784	)	$	19,978			77.5	%

Stock compensation expense	$	1,227		$	1,112		$	115			10.3	%
Severance	$	348		$	—		$	348			100.0	%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,			Nine months ended September 30,
	2026			2025			2025			2025			Change			% Change
	(in thousands)
Interest income	$	129,734		$	127,734		$	7,254		$	134,988		$	(5,254	)		(3.9	)%

Interest expense:
Warehouse credit facility		11,307			12,421			1,017			13,438			(2,131	)		(15.9	)%
Securitization debt		24,664			25,202			1,178			26,380			(1,716	)		(6.5	)%
Total interest expense		35,971			37,623			2,195			39,818			(3,847	)		(9.7	)%
Net interest income		93,763			90,111			5,059			95,170			(1,407	)		(1.5	)%

Realized and unrealized losses, net of recoveries		56,127			75,123			7,647			82,770			(26,643	)		(32.2	)%
Net interest income (loss) after losses and recoveries		37,636			14,988			(2,588	)		12,400			25,236			203.5	%

Noninterest income:
Servicing income		2,986			3,601			192			3,793			(807	)		(21.3	)%
Warranties and GAP income, net		9,074			10,099			390			10,489			(1,415	)		(13.5	)%
Other income		6,952			6,096			66			6,162			790			12.8	%
Total noninterest income		19,012			19,796			648			20,444			(1,432	)		(7.0	)%

Expenses:
Compensation and benefits		48,324			45,209			2,398			47,607			717			1.5	%
Professional fees		5,879			5,328			172			5,500			379			6.9	%
Software and IT costs		9,355			7,276			367			7,643			1,712			22.4	%
Depreciation and amortization		4,087			1,994			817			2,811			1,276			45.4	%
Interest expense on corporate debt		1,512			1,842			85			1,927			(415	)		(21.6	)%
Impairment charges		—			3,479			—			3,479			(3,479	)		(100.0	)%
Other expenses		5,826			5,558			262			5,820			6			0.1	%
Total expenses		74,983			70,686			4,101			74,787			196			0.3	%

Provision for income taxes from continuing operations		—			39			—			39			(39	)		(100.0	)%

Preferred stock dividends attributable to noncontrolling interests of subsidiary		(1,958	)		—			—			—			(1,958	)		100.0	%

Adjusted net loss	$	(16,309	)	$	(29,913	)	$	(5,910	)	$	(35,823	)	$	19,514			54.5	%

Stock compensation expense	$	3,485		$	2,521		$	127		$	2,648		$	837			31.6	%
Severance	$	499		$	28		$	4		$	32		$	467			1,459.4	%

CarStory



	Three Months Ended September 30,
	2026			2025			Change			% Change
	(in thousands)
Noninterest income:
CarStory revenue	$	1,261		$	1,347		$	(86	)		(6.4	)%
Other income		37			35			2			5.7	%
Total noninterest income		1,298			1,382			(84	)		(6.1	)%

Expenses:
Compensation and benefits		1,130			1,378			(248	)		(18.0	)%
Professional fees		72			(108	)		180			166.7	%
Software and IT costs		1			(4	)		5			125.0	%
Depreciation and amortization		98			111			(13	)		(11.7	)%
Other expenses		90			100			(10	)		(10.0	)%
Total expenses		1,391			1,477			(86	)		(5.8	)%

Provision for income taxes from continuing operations		24			24			—			0.0	%

Adjusted net loss	$	(87	)	$	(72	)	$	(15	)		20.8	%

Stock compensation expense	$	30		$	47		$	(17	)		(36.2	)%
Severance	$	—		$	—		$	—			0.0	%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,			Nine months ended September 30,
	2026			2025			2025			2025			Change			% Change
	(in thousands)
Noninterest income:
CarStory revenue	$	3,891		$	5,585		$	432		$	6,017		$	(2,126	)		(35.3	)%
Other income		108			132			13			145			(37	)		(25.5	)%
Total noninterest income		3,999			5,717			445			6,162			(2,163	)		(35.1	)%

Expenses:
Compensation and benefits		3,639			4,319			326			4,645			(1,006	)		(21.7	)%
Professional fees		166			(175	)		13			(162	)		328			202.5	%
Software and IT costs		5			(1	)		2			1			4			400.0	%
Depreciation and amortization		304			321			240			561			(257	)		(45.8	)%
Other expenses		285			374			20			394			(109	)		(27.7	)%
Total expenses		4,399			4,838			601			5,439			(1,040	)		(19.1	)%

Provision for income taxes from continuing operations		81			73			5			78			3			3.8	%

Adjusted net (loss) income	$	(373	)	$	890		$	(153	)	$	737		$	(1,110	)		(150.6	)%

Stock compensation expense	$	77		$	81		$	8		$	89		$	(12	)		(13.5	)%
Severance	$	31		$	—		$	—		$	—		$	31			100.0	%

Corporate



	Three Months Ended September 30,
	2026			2025			Change			% Change
	(in thousands)
Realized and unrealized losses, net of recoveries	$	(143	)	$	(348	)	$	205			58.9	%
Net interest income after losses and recoveries		143			348			(205	)		(58.9	)%

Noninterest income (loss):
Warranties and GAP income (loss), net		(428	)		297			(725	)		(244.1	)%
Other income		—			2,006			(2,006	)		(100.0	)%
Total noninterest income (loss)		(428	)		2,303			(2,731	)		(118.6	)%

Expenses:
Compensation and benefits		826			837			(11	)		(1.3	)%
Professional fees		883			820			63			7.7	%
Software and IT costs		100			564			(464	)		(82.3	)%
Interest expense on corporate debt		578			42			536			1,276.2	%
Other expenses		352			394			(42	)		(10.7	)%
Total expenses		2,739			2,657			82			3.1	%

(Benefit) provision for income taxes from continuing operations		—			120			(120	)		(100.0	)%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,			Nine months ended September 30,
	2026			2025			2025			2025			Change			% Change
	(in thousands)
Interest income (expense)	$	—		$	—		$	(71	)	$	(71	)	$	71			100.0	%

Realized and unrealized losses (gains), net of recoveries		(377	)		(1,321	)		(855	)		(2,176	)		1,799			82.7	%
Net interest income after losses and recoveries		377			1,321			784			2,105			(1,728	)		(82.1	)%

Noninterest (loss) income:
Warranties and GAP income (loss), net		(419	)		777			(83	)		694			(1,113	)		(160.4	)%
Other income		—			2,244			34			2,278			(2,278	)		(100.0	)%
Total noninterest (loss) income		(419	)		3,021			(49	)		2,972			(3,391	)		(114.1	)%

Expenses:
Compensation and benefits		3,125			3,917			99			4,016			(891	)		(22.2	)%
Professional fees		2,940			3,745			112			3,857			(917	)		(23.8	)%
Software and IT costs		357			1,609			88			1,697			(1,340	)		(79.0	)%
Interest expense on corporate debt		1,806			42			91			133			1,673			1,257.7	%
Impairment charges		—			677			—			677			(677	)		(100.0	)%
Other expenses		1,119			1,501			89			1,590			(471	)		(29.6	)%
Total expenses		9,347			11,491			479			11,970			(2,623	)		(21.9	)%

Provision for income taxes from continuing operations		111			241			—			241			(130	)		(53.9	)%

Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we believe Adjusted net income (loss) is useful in evaluating our operating performance, total available liquidity is useful in evaluating our liquidity position, and tangible book value is useful in evaluating our capital position excluding intangible assets.

Adjusted net income (loss) is a supplemental performance measure that our management uses to assess our operating performance and the operating leverage in our business. Because Adjusted net income (loss) facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning purposes.

Tangible book value is calculated as stockholders' equity in accordance with GAAP, after subtracting intangible assets. A reconciliation of stockholders' equity to tangible book value is included above.

Total available liquidity represents unrestricted cash and cash equivalents, availability from warehouse credit facilities, and available liquidity from the delayed draw facility. A reconciliation of unrestricted cash and cash equivalents to total available liquidity is included above.

These non-GAAP measures have limitations as analytical tools because they do not reflect all of the amounts associated with our results of operations or liquidity as determined in accordance with GAAP. Additionally, they may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for those comparative purposes. Because of these limitations, these non-GAAP financial measures should be considered along with other operating and financial performance measures presented in accordance with GAAP. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. We have reconciled these non-GAAP financial measures with the most directly comparable GAAP financial measures elsewhere herein.

Non-GAAP Combined Nine Months Ended September 30, 2025

Our financial results for the periods from January 1, 2025 through January 14, 2025 are referred to as those of the “Predecessor” periods. Our financial results for the periods from January 15, 2025 and thereafter are referred to as those of the “Successor” periods. Our results of operations as reported in our Consolidated Financial Statements for these periods are prepared in accordance with GAAP. Although GAAP requires that we report our results for the period from January 1, 2025 through January 14, 2025 and the period from January 15, 2025 through September 30, 2025, separately, management views our operating results for the nine months ended September 30, 2025 by combining the results of the applicable Predecessor and Successor periods because such presentation provides the most meaningful comparison of our results to prior periods. We believe we cannot adequately benchmark the operating results of the period from January 15, 2025 through September 30, 2025 against any of the previous or future periods reported in our Consolidated Financial Statements without combining it with the period from January 1, 2025 through January 14, 2025 and we do not believe that reviewing the results of this period in isolation would be useful in identifying trends in or reaching conclusions regarding our overall operating performance. Management believes that the key performance metrics for the Successor period when combined with the Predecessor period provide more meaningful comparisons to other periods and are useful in identifying current business trends. Accordingly, in addition to presenting our results of operations as reported in our Consolidated Financial Statements in accordance with GAAP, the tables and discussion below also present the combined results for the nine months ended September 30, 2025. The combined results for the nine months ended September 30, 2025 represent the sum of the reported amounts for the Predecessor period from January 1, 2025 through January 14, 2025 and the Successor period from January 15, 2025 through September 30, 2025. These combined results are not considered to be prepared in accordance with GAAP and have not been prepared as pro forma results per applicable regulations. The combined operating results do not reflect the actual results we would have achieved absent our emergence from the Prepackaged Chapter 11 Case and are not necessarily indicative of future results. Accordingly, the results for the combined nine months ended September 30, 2026 (prepared on a GAAP basis) and nine months ended September 30, 2025 (prepared on a Non-GAAP basis) may not be comparable, particularly for statement of operations line items significantly impacted by the reorganization transactions and the impact of fresh start accounting.

Adjusted net income (loss)

We calculate Adjusted net income (loss) as net income (loss) from continuing operations less preferred stock dividends attributable to noncontrolling interests of subsidiary, adjusted for stock compensation expense, severance expense, bankruptcy costs (which represent professional fees incurred related to the bankruptcy prior to filing of the petition and post-emergence), reorganization items, net (which relate to certain charges incurred during the bankruptcy proceedings, such as legal and professional fees incurred directly as a result of the bankruptcy proceeding, the write-off of deferred financing costs and discount on debt subject to compromise and other related charges), operating lease right-of-use assets impairment and long-lived asset impairment charges.

The following table presents a reconciliation of Adjusted net income (loss) to net income (loss) from continuing operations, which is the most directly comparable GAAP measure (in thousands):



	Three Months Ended September 30,
	2026			2025
Net loss from continuing operations	$	(9,825	)	$	(27,142	)
Preferred stock dividends attributable to noncontrolling interests of subsidiary		(696	)		—
Adjusted to exclude the following:
Stock compensation expense		1,513			1,444
Severance expense		341			—
Adjusted net income (loss)	$	(8,667	)	$	(25,698	)


	Successor						Predecessor			Non-GAAP Combined
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,			Nine months ended September 30,
	2026			2025			2025			2025
				(in thousands)
Net (loss) income from continuing operations	$	(28,316	)	$	(42,525	)	$	45,090		$	2,565
Preferred stock dividends attributable to noncontrolling interests of subsidiary		(1,958	)		—			—			—
Adjusted to exclude the following:
Stock compensation expense		4,375			3,771			144			3,915
Severance expense		536			388			4			392
Bankruptcy costs (prepetition filing and post-emergence)		—			913			—			913
Reorganization items, net		—			—			(51,036	)		(51,036	)
Impairment charges		—			4,156			—			4,156
Adjusted net loss	$	(25,363	)	$	(33,297	)	$	(5,798	)	$	(39,095	)


	Successor			Successor			Successor			Successor			Successor			Successor			Successor			Predecessor			Non-GAAP Combined			Predecessor
	Period from July 1 through September 30,			Period from April 1 through June 30,			Period from January 1 through March 31,			Period from October 1 through December 31,			Period from July 1 through September 30,			Period from April 1 through June 30,			Period from January 15 through March 31,			Period from January 1 through January 14,			Three Months Ended March 31,			Three Months Ended December 31,
	2026			2026			2026			2025			2025			2025			2025			2025			2025			2024

Net income (loss) from continuing operations	$	(9,825	)	$	555		$	(19,046	)	$	(11,521	)	$	(27,142	)	$	(8,932	)	$	(6,450	)	$	45,090		$	38,640		$	(36,716	)
Preferred stock dividends attributable to noncontrolling interests of subsidiary		(696	)		(691	)		(571	)		-			-			-			-			-			-			-
Stock compensation expense		1,513			1,435			1,427			1,410			1,444			1,836			491			144			635			935
Severance expense		341			195			-			-			-			367			21			4			25			287
Bankruptcy costs (prepetition filing and post-emergence)		-			-			-			-			-			-			913			-			913			3,582
Reorganization items, net		-			-			-			-			-			-			-			(51,036	)		(51,036	)		5,564
Gain on extinguishment of debt		-			-			-			-			-			-			-			-			-			-
Impairment charges		-			-			-			-			-			-			4,156			-			4,156			-
Adjusted net income (loss)		(8,667	)		1,494			(18,190	)		(10,111	)		(25,698	)		(6,729	)		(869	)		(5,798	)		(6,667	)		(26,348	)

Financial Outlook

For the full year 2026 we expect the following updated guidance:

Indirect origination volume(6): $460 - $485 million

Adjusted net income (loss)(3)(5): ($30) - ($35) million

(6) Represents retail installment sale contracts originated through third-party dealers.

The foregoing estimates are forward-looking statements that reflect the Company’s expectations as of November 10, 2026 and are subject to substantial uncertainty. See “Forward-Looking Statements” below.

About Vroom (Nasdaq: VRM)

Vroom owns and operates United Auto Credit Corporation (UACC), a leading indirect automotive lender serving the independent and franchise dealer market nationwide, and CarStory, a leader in AI-powered analytics and digital services for automotive retail. Prior to January 2024, Vroom also operated an end-to-end ecommerce platform to buy and sell used vehicles. Pursuant to its previously announced Value Maximization Plan, Vroom discontinued its ecommerce operations and used vehicle dealership business.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding our financial outlook for the full year 2026, including expected indirect origination volume and adjusted net income (loss) guidance, expected credit performance and realized and unrealized losses, lifetime loss expectations, expected benefits of our rebuilt internal customer scoring model, anticipated performance of recently underwritten loan vintages, the restructuring, including its impact and intended benefits, our strategic initiatives and long-term strategy, future expense management, planned technology investments, including in our technology platform and dealer portal, future results of operations and financial position, our total available liquidity, our liquidity position and the timing of any of the foregoing. These statements are based on management’s current assumptions and are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. For factors that could cause actual results to differ materially from the forward-looking statements in this press release, please see the risks and uncertainties identified under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2025, as updated by our Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, which are available on our Investor Relations website at ir.vroom.com and on the SEC website at www.sec.gov. All forward-looking statements reflect our beliefs and assumptions only as of the date of this press release. We undertake no obligation to update forward-looking statements to reflect future events or circumstances except as required by applicable law.

Investor Relations:

Vroom

Jon Sandison

investors@vroom.com

VROOM, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)


	As of September 30,			As of December 31,
	2026			2025
ASSETS
Cash and cash equivalents	$	32,981		$	10,384
Restricted cash (including restricted cash of consolidated VIEs of $58.4 million and $55.8 million, respectively)		58,443			55,914
Finance receivables at fair value (including finance receivables of consolidated VIEs of $779.9 million and $777.0 million, respectively)		802,996			808,636
Interest receivable (including interest receivables of consolidated VIEs of $11.3 million and $12.4 million, respectively)		11,576			12,834
Property and equipment, net		7,873			6,744
Intangible assets, net		10,944			12,370
Operating lease right-of-use assets		4,973			5,792
Other assets (including other assets of consolidated VIEs of $8.9 million and $9.8 million, respectively)		22,473			24,665
Assets from discontinued operations		—			46
Total assets	$	952,259		$	937,385
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY (DEFICIT)
Warehouse credit facilities of consolidated VIEs	$	304,062		$	318,655
Related party line of credit (Note 19)		—			18,500
Long-term debt (including securitization debt of consolidated VIEs of $393.2 million and $393.2 million, respectively)		414,966			423,197
Related party note (Note 19)		50,000			10,000
Operating lease liabilities		8,139			9,142
Other liabilities (including other liabilities of consolidated VIEs of $15.7 million and $15.7 million, respectively)		43,178			41,149
Liabilities from discontinued operations		142			124
Total liabilities		820,487			820,767
Commitments and contingencies (Note 12)

Mezzanine equity:
Preferred units, no par value, 15,000 series A units, 7,500 series B units, 16,000 series A1 units, 4,000 series B1 units authorized and issued to noncontrolling interests of subsidiary (Note 13)		40,704			—

Stockholders’ equity:
Common stock, $0.001 par value; 250,000,000 shares authorized as of September 30, 2026 and December 31, 2025, respectively; 5,274,798 and 5,199,641 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively		5			5
Additional paid-in-capital		174,348			169,663
Accumulated deficit		(83,285	)		(53,050	)
Total stockholders’ equity		91,068			116,618
Total liabilities, mezzanine equity and stockholders’ equity	$	952,259		$	937,385

VROOM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)



	Three Months Ended September 30,
	2026			2025
Interest income	$	43,653		$	44,829

Interest expense:
Warehouse credit facility		4,472			4,544
Securitization debt		7,458			8,771
Total interest expense		11,930			13,315
Net interest income		31,723			31,514

Realized and unrealized losses, net of recoveries		20,404			43,202
Net interest income after losses and recoveries		11,319			(11,688	)

Noninterest income:
Servicing income		922			1,088
Warranties and GAP income, net		2,678			3,152
CarStory revenue		1,261			1,347
Other income		1,863			3,924
Total noninterest income		6,724			9,511

Expenses:
Compensation and benefits		17,191			16,287
Professional fees		2,481			1,538
Software and IT costs		3,312			3,062
Depreciation and amortization		1,569			998
Interest expense on corporate debt		1,043			706
Other expenses		2,248			2,230
Total expenses		27,844			24,821

Loss from continuing operations before provision for income taxes		(9,801	)		(26,998	)
(Benefit) provision for income taxes from continuing operations		24			144
Net loss from continuing operations	$	(9,825	)	$	(27,142	)
Net (loss) income from discontinued operations	$	(22	)	$	366
Net loss	$	(9,847	)	$	(26,776	)
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(696	)	$	—
Net loss attributable to controlling interest and common shareholders	$	(10,543	)	$	(26,776	)
Net loss per share attributable to common stockholders, continuing operations, basic and diluted	$	(2.01	)	$	(5.22	)
Net (loss) income per share attributable to common stockholders, discontinued operations, basic and diluted	$	(0.00	)	$	0.07
Total net loss per share attributable to common stockholders, basic and diluted	$	(2.01	)	$	(5.15	)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted		5,243,437			5,199,581


	Successor						Predecessor
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,
	2026			2025			2025
Interest income	$	129,734		$	127,734		$	7,183

Interest expense:
Warehouse credit facility		11,307			12,421			1,017
Securitization debt		24,664			25,202			1,178
Total interest expense		35,971			37,623			2,195
Net interest income		93,763			90,111			4,988

Realized and unrealized losses, net of recoveries		55,750			73,802			6,792
Net interest income (loss) after losses and recoveries		38,013			16,309			(1,804	)

Noninterest income:
Servicing income		2,986			3,601			192
Warranties and GAP income, net		8,655			10,876			307
CarStory revenue		3,891			5,585			432
Other income		7,060			8,472			113
Total noninterest income		22,592			28,534			1,044

Expenses:
Compensation and benefits		55,088			53,445			2,823
Professional fees		8,985			8,898			297
Software and IT costs		9,717			8,884			457
Depreciation and amortization		4,391			2,315			1,057
Interest expense on corporate debt		3,318			1,884			176
Impairment charges		—			4,156			—
Other expenses		7,230			7,433			371
Total expenses		88,729			87,015			5,181

Loss from continuing operations before reorganization items and provision for income taxes		(28,124	)		(42,172	)		(5,941	)
Reorganization items, net		—			—			51,036
(Loss) income from continuing operations before provision for income taxes		(28,124	)		(42,172	)		45,095
Provision for income taxes from continuing operations		192			353			5
Net (loss) income from continuing operations	$	(28,316	)	$	(42,525	)	$	45,090
Net income (loss) from discontinued operations		39			878			(4	)
Net (loss) income	$	(28,277	)	$	(41,647	)	$	45,086
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(1,958	)	$	—		$	—
Net (loss) income attributable to controlling interest and common shareholders	$	(30,235	)	$	(41,647	)	$	45,086

VROOM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (continued)

(in thousands, except share and per share amounts)

(unaudited)


	Successor						Predecessor
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,
	2026			2025			2025
Net (loss) income per share attributable to common stockholders, basic:
Continuing operations		(5.80	)		(8.21	)		24.74
Discontinued operations		0.01			0.17			(0.00	)
Basic	$	(5.79	)	$	(8.04	)	$	24.74
Net (loss) income per share attributable to common stockholders, diluted:
Continuing operations		(5.80	)		(8.21	)		23.89
Discontinued operations		0.01			0.17			(0.00	)
Diluted	$	(5.79	)	$	(8.04	)	$	23.89
Weighted-average number of shares outstanding used to compute net (loss) income per share attributable to common stockholders:
Basic		5,217,768			5,179,023			1,822,541
Diluted		5,217,768			5,179,023			1,887,370

VROOM, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Successor						Predecessor
	Nine months ended September 30,			Period from January 15 through September 30,			Period from January 1 through January 14,
	2026			2025			2025
Operating activities
Net (loss) income from continuing operations	$	(28,316	)	$	(42,525	)	$	45,090
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Impairment charges		—			4,156			—
Depreciation and amortization		4,391			2,315			1,057
Losses on finance receivables and securitization debt, net		64,918			85,752			4,762
Losses on Warranties and GAP		4,924			5,416			407
Stock-based compensation expense		4,375			3,771			144
Amortization of unearned discounts on finance receivables at fair value		—			—			(416	)
Non-cash reorganization items, net		—			—			(51,741	)
Other, net		366			(1,227	)		193
Changes in operating assets and liabilities:
Finance receivables, held for sale
Originations of finance receivables, held for sale		—			—			(14,337	)
Principal payments received on finance receivables, held for sale		—			—			6,481
Other		—			—			169
Interest receivable		1,258			1,406			(164	)
Other assets		3,690			1,336			5,178
Other liabilities		2,487			(4,046	)		(2,627	)
Net cash provided by (used in) operating activities from continuing operations		58,093			56,354			(5,804	)
Net cash provided by (used in) operating activities from discontinued operations		103			(2,446	)		(207	)
Net cash provided by (used in) operating activities		58,196			53,908			(6,011	)
Investing activities
Finance receivables, held for investment at fair value
Originations of finance receivables, held for investment at fair value		(331,415	)		(319,736	)		—
Principal payments received on finance receivables, held for investment at fair value		253,264			239,198			2,985
Principal payments received on beneficial interests		540			1,135			147
Purchase of property and equipment		(4,094	)		(5,394	)		(151	)
Net cash (used in) provided by investing activities from continuing operations		(81,705	)		(84,797	)		2,981
Net cash provided by investing activities from discontinued operations		—			637			—
Net cash (used in) provided by investing activities		(81,705	)		(84,160	)		2,981
Financing activities
Proceeds from borrowings under secured financing agreements		225,000			307,780			—
Principal repayment under secured financing agreements		(214,230	)		(191,617	)		(16,676	)
Proceeds from financing of beneficial interests in securitizations		—			16,223			—
Principal repayments of financing of beneficial interests in securitizations		(8,107	)		(10,335	)		(1,028	)
Proceeds from warehouse credit facilities		266,600			256,000			11,900
Repayments of warehouse credit facilities		(281,193	)		(349,945	)		(8,094	)
Proceeds from preferred units issued to noncontrolling interests of subsidiary, net of issuance costs		40,704			—			—
Cash paid for preferred stock dividends attributable to noncontrolling interests of subsidiary		(1,374	)		—			—
Proceeds from issuance of related party note		21,500			10,000			—
Other financing activities		(265	)		(1,857	)		—
Net cash provided by (used in) financing activities		48,635			36,249			(13,898	)
Net increase (decrease) in cash, cash equivalents and restricted cash		25,126			5,997			(16,928	)
Cash, cash equivalents and restricted cash at the beginning of period		66,298			61,441			78,369
Cash, cash equivalents and restricted cash at the end of period	$	91,424		$	67,438		$	61,441


(1)	Tangible book value is a non-GAAP measure and represents total stockholders' equity of $91.1 million, excluding intangible assets of $10.9 million as of September 30, 2026.
(2)	Total available liquidity is a non-GAAP measure and represents $33.0 million of unrestricted cash and cash equivalents, as well as $4.2 million of availability from warehouse credit facilities, and $27.0 million of availability from delayed draw facility.
(3)	Adjusted net income (loss) is a non-GAAP measure. For definitions and a reconciliation to the most comparable GAAP measure, please see Non-GAAP Financial Measures section below.
(4)	Adjusted net income (loss) for the trailing twelve months ended September 30, 2026 and trailing twelve months ended September 30, 2025 are non-GAAP measures, and trailing twelve months ended September 30, 2025 includes non-GAAP combined results for the three months ended March 31, 2025. For a definition and reconciliation to the most comparable GAAP measure, please see Non-GAAP Financial Measures section below.
(5)	A reconciliation of non-GAAP guidance measures to corresponding GAAP measures for the full year 2026 Financial Outlook is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, the costs and expenses that may be incurred in the future the amounts of which may be material. We have provided a reconciliation of GAAP to non-GAAP financial measures for historical periods in the reconciliation table in the Non-GAAP Financial Measures below.


Supplemental disclosure of cash flow information:
Cash paid for interest	$	37,614		$	35,078	$	4,534
Cash paid for reorganization items, net	$	—		$	—	$	1,705
Accrued and unpaid preferred stock dividends attributable to noncontrolling interests of subsidiary	$	584		$	—	$	—
Exchange of outstanding debt for 2032 Notes	$	28,500		$	—	$	—
Cash paid for income taxes, net of (refunds)	$	(330	)	$	—	$	—