EX-99.1

SECOND 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 June 30,
	2026			2025			$ Change			% Change
	(in thousands)
Interest income	$	43,605		$	45,748		$	(2,143	)		(4.7	)%

Interest expense:
Warehouse credit facility		3,396			3,259			137			4.2	%
Securitization debt		8,586			9,883			(1,297	)		(13.1	)%
Total interest expense		11,982			13,142			(1,160	)		(8.8	)%
Net interest income		31,623			32,606			(983	)		(3.0	)%

Realized and unrealized losses, net of recoveries		10,663			19,500			(8,837	)		(45.3	)%
Net interest income after losses and recoveries		20,960			13,106			7,854			59.9	%

Noninterest income:
Servicing income		925			1,259			(334	)		(26.5	)%
Warranties and GAP income, net		3,291			3,645			(354	)		(9.7	)%
CarStory revenue		1,297			1,846			(549	)		(29.7	)%
Other income		3,156			2,067			1,089			52.7	%
Total noninterest income		8,669			8,817			(148	)		(1.7	)%

Expenses:
Compensation and benefits		18,751			21,091			(2,340	)		(11.1	)%
Professional fees		1,984			2,013			(29	)		(1.4	)%
Software and IT costs		3,244			3,420			(176	)		(5.1	)%
Depreciation and amortization		1,482			742			740			99.7	%
Interest expense on corporate debt		1,063			698			365			52.3	%
Other expenses		2,574			2,832			(258	)		(9.1	)%
Total expenses		29,098			30,796			(1,698	)		(5.5	)%

Income (loss) from continuing operations before provision for income taxes		531			(8,873	)		9,404			106.0	%
(Benefit) provision for income taxes from continuing operations		(24	)		59			(83	)		(140.7	)%
Net income (loss) from continuing operations	$	555		$	(8,932	)	$	9,487			106.2	%
Net income from discontinued operations	$	73		$	413		$	(340	)		(82.3	)%
Net income (loss)	$	628		$	(8,519	)	$	9,147			107.4	%
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(691	)	$	—		$	(691	)		100.0	%
Net loss attributable to controlling interest and common shareholders	$	(63	)	$	(8,519	)	$	8,456			99.3	%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,			Six months ended June 30,
	2026			2025			2025			2025			$ Change			% Change
	(in thousands)
Interest income	$	86,081		$	82,905		$	7,183		$	90,088		$	(4,007	)		(4.4	)%

Interest expense:
Warehouse credit facility		6,835			7,877			1,017			8,894			(2,059	)		(23.2	)%
Securitization debt		17,206			16,431			1,178			17,609			(403	)		(2.3	)%
Total interest expense		24,041			24,308			2,195			26,503			(2,462	)		(9.3	)%
Net interest income		62,040			58,597			4,988			63,585			(1,545	)		(2.4	)%

Realized and unrealized losses, net of recoveries		35,346			30,600			6,792			37,392			(2,046	)		(5.5	)%
Net interest income (loss) after losses and recoveries		26,694			27,997			(1,804	)		26,193			501			1.9	%

Noninterest income:
Servicing income		2,064			2,513			192			2,705			(641	)		(23.7	)%
Warranties and GAP income, net		5,977			7,724			307			8,031			(2,054	)		(25.6	)%
CarStory revenue		2,630			4,238			432			4,670			(2,040	)		(43.7	)%
Other income		5,197			4,548			113			4,661			536			11.5	%
Total noninterest income		15,868			19,023			1,044			20,067			(4,199	)		(20.9	)%

Expenses:
Compensation and benefits		37,897			37,158			2,823			39,981			(2,084	)		(5.2	)%
Professional fees		6,504			7,360			297			7,657			(1,153	)		(15.1	)%
Software and IT costs		6,405			5,822			457			6,279			126			2.0	%
Depreciation and amortization		2,822			1,317			1,057			2,374			448			18.9	%
Interest expense on corporate debt		2,275			1,178			176			1,354			921			68.0	%
Impairment charges		—			4,156			—			4,156			(4,156	)		(100.0	)%
Other expenses		4,982			5,202			371			5,573			(591	)		(10.6	)%
Total expenses		60,885			62,193			5,181			67,374			(6,489	)		(9.6	)%

Income (loss) from continuing operations before provision for income taxes		(18,323	)		(15,173	)		(5,941	)		(21,114	)		2,791			13.2	%
Reorganization items, net		—			—			51,036			51,036			(51,036	)		(100.0	)%
(Loss) income from continuing operations before provision for income taxes		(18,323	)		(15,173	)		45,095			29,922			(48,245	)		(161.2	)%
Provision for income taxes from continuing operations		168			209			5			214			(46	)		(21.5	)%
Net (loss) income from continuing operations	$	(18,491	)	$	(15,382	)	$	45,090		$	29,708		$	(48,199	)		(162.2	)%
Net income (loss) from discontinued operations	$	61		$	512		$	(4	)	$	508		$	(447	)		(88.0	)%
Net (loss) income	$	(18,430	)	$	(14,870	)	$	45,086		$	30,216		$	(48,646	)		(161.0	)%
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(1,262	)	$	—		$	—		$	—		$	(1,262	)		100.0	%
Net (loss) income attributable to controlling interest and common shareholders	$	(19,692	)	$	(14,870	)	$	45,086		$	30,216		$	(49,908	)		(165.2	)%

Results by Segment

UACC



	Three Months Ended June 30,
	2026			2025			Change			% Change
	(in thousands)
Interest income	$	43,605		$	45,748		$	(2,143	)		(4.7	)%

Interest expense:
Warehouse credit facility		3,396			3,259			137			4.2	%
Securitization debt		8,586			9,883			(1,297	)		(13.1	)%
Total interest expense		11,982			13,142			(1,160	)		(8.8	)%
Net interest income		31,623			32,606			(983	)		(3.0	)%

Realized and unrealized losses, net of recoveries		10,757			20,922			(10,165	)		(48.6	)%
Net interest income after losses and recoveries		20,866			11,684			9,182			78.6	%

Noninterest income:
Servicing income		925			1,259			(334	)		(26.5	)%
Warranties and GAP income, net		3,203			3,673			(470	)		(12.8	)%
Other income		3,119			1,978			1,141			57.7	%
Total noninterest income		7,247			6,910			337			4.9	%

Expenses:
Compensation and benefits		16,352			17,443			(1,091	)		(6.3	)%
Professional fees		989			1,433			(444	)		(31.0	)%
Software and IT costs		3,179			2,688			491			18.3	%
Depreciation and amortization		1,381			628			753			119.9	%
Interest expense on corporate debt		765			698			67			9.6	%
Other expenses		2,053			2,152			(99	)		(4.6	)%
Total expenses		24,719			25,042			(323	)		(1.3	)%

Preferred stock dividends attributable to noncontrolling interests of subsidiary		(691	)		—			(691	)		100.0	%

Adjusted net income (loss)	$	3,993		$	(5,334	)	$	9,327			174.9	%

Stock compensation expense	$	1,139		$	1,106		$	33			3.0	%
Severance	$	151		$	7		$	144			2,057.1	%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,			Six months ended June 30,
	2026			2025			2025			2025			Change			% Change
	(in thousands)
Interest income	$	86,081		$	82,905		$	7,254		$	90,159		$	(4,078	)		(4.5	)%

Interest expense:
Warehouse credit facility		6,835			7,877			1,017			8,894			(2,059	)		(23.2	)%
Securitization debt		17,206			16,431			1,178			17,609			(403	)		(2.3	)%
Total interest expense		24,041			24,308			2,195			26,503			(2,462	)		(9.3	)%
Net interest income		62,040			58,597			5,059			63,656			(1,616	)		(2.5	)%

Realized and unrealized losses, net of recoveries		35,580			33,612			7,647			41,259			(5,679	)		(13.8	)%
Net interest income (loss) after losses and recoveries		26,460			24,985			(2,588	)		22,397			4,063			18.1	%

Noninterest income:
Servicing income		2,064			2,513			192			2,705			(641	)		(23.7	)%
Warranties and GAP income, net		5,968			7,244			390			7,634			(1,666	)		(21.8	)%
Other income		5,126			4,213			66			4,279			847			19.8	%
Total noninterest income		13,158			13,970			648			14,618			(1,460	)		(10.0	)%

Expenses:
Compensation and benefits		33,089			31,137			2,398			33,535			(446	)		(1.3	)%
Professional fees		4,353			4,502			172			4,674			(321	)		(6.9	)%
Software and IT costs		6,144			4,774			367			5,141			1,003			19.5	%
Depreciation and amortization		2,616			1,107			817			1,924			692			36.0	%
Interest expense on corporate debt		1,526			1,178			85			1,263			263			20.8	%
Impairment charges		—			3,479			—			3,479			(3,479	)		(100.0	)%
Other expenses		4,020			3,822			262			4,084			(64	)		(1.6	)%
Total expenses		51,748			49,999			4,101			54,100			(2,352	)		(4.3	)%

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

Preferred stock dividends attributable to noncontrolling interests of subsidiary		(1,262	)		—			—			—			(1,262	)		100.0	%

Adjusted net loss	$	(10,983	)	$	(6,168	)	$	(5,910	)	$	(12,078	)	$	1,095			9.1	%

Stock compensation expense	$	2,258		$	1,408		$	127		$	1,535		$	722			47.1	%
Severance	$	151		$	28		$	4		$	32		$	119			370.7	%

CarStory



	Three Months Ended June 30,
	2026			2025			Change			% Change
	(in thousands)
Noninterest income:
CarStory revenue	$	1,297		$	1,846		$	(549	)		(29.7	)%
Other income		37			35			2			5.7	%
Total noninterest income		1,334			1,881			(547	)		(29.1	)%

Expenses:
Compensation and benefits		1,266			1,581			(315	)		(19.9	)%
Professional fees		42			(67	)		109			162.7	%
Software and IT costs		2			3			(1	)		(33.3	)%
Depreciation and amortization		101			114			(13	)		(11.4	)%
Other expenses		102			136			(34	)		(25.0	)%
Total expenses		1,513			1,767			(254	)		(14.4	)%

Provision for income taxes from continuing operations		31			33			(2	)		(6.1	)%

Adjusted net (loss) income	$	(156	)	$	124		$	(280	)		(225.8	)%

Stock compensation expense	$	23		$	43		$	(20	)		(45.9	)%
Severance	$	31		$	—		$	31			100.0	%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,			Six months ended June 30,
	2026			2025			2025			2025			Change			% Change
	(in thousands)
Noninterest income:
CarStory revenue	$	2,630		$	4,238		$	432		$	4,670		$	(2,040	)		(43.7	)%
Other income		71			97			13			110			(39	)		(35.5	)%
Total noninterest income		2,701			4,335			445			4,780			(2,079	)		(43.5	)%

Expenses:
Compensation and benefits		2,509			2,941			326			3,267			(758	)		(23.2	)%
Professional fees		94			(67	)		13			(54	)		148			274.1	%
Software and IT costs		4			3			2			5			(1	)		(20.0	)%
Depreciation and amortization		206			210			240			450			(244	)		(54.2	)%
Other expenses		195			274			20			294			(99	)		(33.7	)%
Total expenses		3,008			3,361			601			3,962			(954	)		(24.1	)%

Provision for income taxes from continuing operations		57			49			5			54			3			5.6	%

Adjusted net (loss) income	$	(286	)	$	963		$	(153	)	$	810		$	(1,096	)		(135.3	)%

Stock compensation expense	$	47		$	38		$	8		$	46		$	1			2.8	%
Severance	$	31		$	—		$	—		$	—		$	31			100.0	%

Corporate



	Three Months Ended June 30,
	2026			2025			Change			% Change
	(in thousands)
Realized and unrealized losses, net of recoveries	$	(94	)	$	(1,422	)	$	1,327			93.4	%
Net interest loss after losses and recoveries		94			1,422			(1,327	)		(93.4	)%

Noninterest income:
Warranties and GAP income, net		88			(28	)		116			414.3	%
Other income		—			54			(54	)		(100.0	)%
Total noninterest income		88			26			62			238.5	%

Expenses:
Compensation and benefits		1,133			2,067			(934	)		(45.2	)%
Professional fees		953			647			306			47.3	%
Software and IT costs		63			729			(666	)		(91.4	)%
Interest expense on corporate debt		298			—			298			100.0	%
Other expenses		419			544			(125	)		(23.0	)%
Total expenses		2,866			3,987			(1,121	)		(28.1	)%

(Benefit) provision for income taxes from continuing operations		(55	)		26			(81	)		(311.5	)%


	Successor						Predecessor			Non-GAAP Combined			Non-GAAP			Non-GAAP
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,			Six months ended June 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		(233	)		(3,012	)		(855	)		(3,867	)		3,633			94.0	%
Net interest income after losses and recoveries		233			3,012			784			3,796			(3,562	)		(93.8	)%

Noninterest (loss) income:
Warranties and GAP income (loss), net		9			480			(83	)		397			(388	)		(97.7	)%
Other income		—			238			34			272			(272	)		(100.0	)%
Total noninterest (loss) income		9			718			(49	)		669			(660	)		(98.7	)%

Expenses:
Compensation and benefits		2,299			3,080			99			3,179			(880	)		(27.7	)%
Professional fees		2,057			2,925			112			3,037			(980	)		(32.3	)%
Software and IT costs		257			1,045			88			1,133			(876	)		(77.3	)%
Interest expense on corporate debt		749			—			91			91			658			723.1	%
Impairment charges		—			677			—			677			(677	)		(100.0	)%
Other expenses		767			1,106			89			1,195			(428	)		(35.8	)%
Total expenses		6,129			8,833			479			9,312			(3,183	)		(34.2	)%

Provision for income taxes from continuing operations		111			121			—			121			(10	)		(8.3	)%

Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we believe the following non-GAAP financial measures are useful in evaluating our operating performance: Adjusted net income (loss), total available liquidity, and tangible book value.

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, available liquidity from the delayed draw facility, and availability from the 2032 Notes. 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 Six Months Ended June 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 June 30, 2025, separately, management views our operating results for the six months ended June 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 June 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 six months ended June 30, 2025. The combined results for the six months ended June 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 June 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 six months ended June 30, 2026 (prepared on a GAAP basis) and six months ended June 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 June 30,
	2026			2025
Net income (loss) from continuing operations	$	555		$	(8,932	)
Preferred stock dividends attributable to noncontrolling interests of subsidiary		(691	)		—
Adjusted to exclude the following:
Stock compensation expense		1,435			1,836
Severance expense		195			367
Adjusted net income (loss)	$	1,494		$	(6,729	)


	Successor						Predecessor			Non-GAAP Combined
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,			Six months ended June 30,
	2026			2025			2025			2025
				(in thousands)
Net (loss) income from continuing operations	$	(18,491	)	$	(15,382	)	$	45,090		$	29,708
Preferred stock dividends attributable to noncontrolling interests of subsidiary		(1,262	)		—			—			—
Adjusted to exclude the following:
Stock compensation expense		2,862			2,327			144			2,471
Severance expense		195			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	$	(16,696	)	$	(7,598	)	$	(5,798	)	$	(13,396	)


	Successor			Successor			Successor			Successor			Successor			Successor			Predecessor			Non-GAAP Combined			Predecessor			Predecessor
	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,			Three Months Ended September 30,
	2026			2026			2025			2025			2025			2025			2025			2025			2024			2024

Net income (loss) from continuing operations	$	555		$	(19,046	)	$	(11,521	)	$	(27,142	)	$	(8,932	)	$	(6,450	)	$	45,090		$	38,640		$	(36,716	)	$	(37,744	)
Preferred stock dividends attributable to noncontrolling interests of subsidiary		(691	)		(571	)		-			-			-			-			-			-			-			-
Stock compensation expense		1,435			1,427			1,410			1,444			1,836			491			144			635			935			1,244
Severance expense		195			-			-			-			367			21			4			25			287			763
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			-			2,407
Adjusted net income (loss)		1,494			(18,190	)		(10,111	)		(25,698	)		(6,729	)		(869	)		(5,798	)		(6,667	)		(26,348	)		(33,330	)

Financial Outlook

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

Indirect origination volume(5): $475 - $515 million

Adjusted net income (loss)(3)(4): ($25) - ($30) million

(4) 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. 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 above.

(5) 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 August 4, 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 continued improvement in credit performance and realized and unrealized losses, expected benefits of our refreshed 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, expected benefits of our recent debt exchange transactions, future expense management, planned technology investments, 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 June 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 June 30,			As of December 31,
	2026			2025
ASSETS
Cash and cash equivalents	$	16,359		$	10,384
Restricted cash (including restricted cash of consolidated VIEs of $58.8 million and $55.8 million, respectively)		58,927			55,914
Finance receivables at fair value (including finance receivables of consolidated VIEs of $785.6 million and $777.0 million, respectively)		807,665			808,636
Interest receivable (including interest receivables of consolidated VIEs of $11.7 million and $12.4 million, respectively)		11,915			12,834
Property and equipment, net		7,708			6,744
Intangible assets, net		11,419			12,370
Operating lease right-of-use assets		5,252			5,792
Other assets (including other assets of consolidated VIEs of $10.0 million and $9.8 million, respectively)		22,100			24,665
Assets from discontinued operations		—			46
Total assets	$	941,345		$	937,385
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY (DEFICIT)
Warehouse credit facilities of consolidated VIEs	$	240,766		$	318,655
Related party line of credit (Note 19)		—			18,500
Long-term debt (including securitization debt of consolidated VIEs of $465.2 million and $393.2 million, respectively)		489,370			423,197
Related party note (Note 19)		40,000			10,000
Operating lease liabilities		8,486			9,142
Other liabilities (including other liabilities of consolidated VIEs of $16.0 million and $15.7 million, respectively)		41,543			41,149
Liabilities from discontinued operations		167			124
Total liabilities		820,332			820,767
Commitments and contingencies (Note 12)

Mezzanine equity:
Preferred units, no par value, 15,000 series A units and 7,500 series B units authorized and issued to noncontrolling interests of subsidiary (Note 13)		21,221			—

Stockholders’ equity:
Common stock, $0.001 par value; 250,000,000 shares authorized as of June 30, 2026 and December 31, 2025, respectively; 5,234,353 and 5,199,641 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively		5			5
Additional paid-in-capital		172,529			169,663
Accumulated deficit		(72,742	)		(53,050	)
Total stockholders’ equity		99,792			116,618
Total liabilities, mezzanine equity and stockholders’ equity	$	941,345		$	937,385

VROOM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)



	Three Months Ended June 30,
	2026			2025
Interest income	$	43,605		$	45,748

Interest expense:
Warehouse credit facility		3,396			3,259
Securitization debt		8,586			9,883
Total interest expense		11,982			13,142
Net interest income		31,623			32,606

Realized and unrealized losses, net of recoveries		10,663			19,500
Net interest income after losses and recoveries		20,960			13,106

Noninterest income:
Servicing income		925			1,259
Warranties and GAP income, net		3,291			3,645
CarStory revenue		1,297			1,846
Other income		3,156			2,067
Total noninterest income		8,669			8,817

Expenses:
Compensation and benefits		18,751			21,091
Professional fees		1,984			2,013
Software and IT costs		3,244			3,420
Depreciation and amortization		1,482			742
Interest expense on corporate debt		1,063			698
Other expenses		2,574			2,832
Total expenses		29,098			30,796

Income (loss) from continuing operations before provision for income taxes		531			(8,873	)
(Benefit) provision for income taxes from continuing operations		(24	)		59
Net income (loss) from continuing operations	$	555		$	(8,932	)
Net income from discontinued operations	$	73		$	413
Net income (loss)	$	628		$	(8,519	)
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(691	)	$	—
Net loss attributable to controlling interest and common shareholders	$	(63	)	$	(8,519	)
Net loss per share attributable to common stockholders, continuing operations, basic and diluted	$	(0.02	)	$	(1.73	)
Net income per share attributable to common stockholders, discontinued operations, basic and diluted	$	0.01		$	0.08
Total net loss per share attributable to common stockholders, basic and diluted	$	(0.01	)	$	(1.65	)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted		5,214,021			5,174,381


	Successor						Predecessor
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,
	2026			2025			2025
Interest income	$	86,081		$	82,905		$	7,183

Interest expense:
Warehouse credit facility		6,835			7,877			1,017
Securitization debt		17,206			16,431			1,178
Total interest expense		24,041			24,308			2,195
Net interest income		62,040			58,597			4,988

Realized and unrealized losses, net of recoveries		35,346			30,600			6,792
Net interest income (loss) after losses and recoveries		26,694			27,997			(1,804	)

Noninterest income:
Servicing income		2,064			2,513			192
Warranties and GAP income, net		5,977			7,724			307
CarStory revenue		2,630			4,238			432
Other income		5,197			4,548			113
Total noninterest income		15,868			19,023			1,044

Expenses:
Compensation and benefits		37,897			37,158			2,823
Professional fees		6,504			7,360			297
Software and IT costs		6,405			5,822			457
Depreciation and amortization		2,822			1,317			1,057
Interest expense on corporate debt		2,275			1,178			176
Impairment charges		—			4,156			—
Other expenses		4,982			5,202			371
Total expenses		60,885			62,193			5,181

Loss from continuing operations before reorganization items and provision for income taxes		(18,323	)		(15,173	)		(5,941	)
Reorganization items, net		—			—			51,036
(Loss) income from continuing operations before provision for income taxes		(18,323	)		(15,173	)		45,095
Provision for income taxes from continuing operations		168			209			5
Net (loss) income from continuing operations	$	(18,491	)	$	(15,382	)	$	45,090
Net income (loss) from discontinued operations		61			512			(4	)
Net (loss) income	$	(18,430	)	$	(14,870	)	$	45,086
Preferred stock dividends attributable to noncontrolling interests of subsidiary	$	(1,262	)	$	—		$	—
Net (loss) income attributable to controlling interest and common shareholders	$	(19,692	)	$	(14,870	)	$	45,086

VROOM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (continued)

(in thousands, except share and per share amounts)

(unaudited)


	Successor						Predecessor
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,
	2026			2025			2025
Net (loss) income per share attributable to common stockholders, basic:
Continuing operations		(3.79	)		(2.98	)		24.74
Discontinued operations		0.01			0.10			(0.00	)
Basic	$	(3.78	)	$	(2.88	)	$	24.74
Net (loss) income per share attributable to common stockholders, diluted:
Continuing operations		(3.79	)		(2.98	)		23.89
Discontinued operations		0.01			0.10			(0.00	)
Diluted	$	(3.78	)	$	(2.88	)	$	23.89
Weighted-average number of shares outstanding used to compute net (loss) income per share attributable to common stockholders:
Basic		5,207,963			5,169,251			1,822,541
Diluted		5,207,963			5,169,251			1,887,370

VROOM, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Successor						Predecessor
	Six months ended June 30,			Period from January 15 through June 30,			Period from January 1 through January 14,
	2026			2025			2025
Operating activities
Net (loss) income from continuing operations	$	(18,491	)	$	(15,382	)	$	45,090
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Impairment charges		—			4,156			—
Depreciation and amortization		2,822			1,317			1,057
Losses on finance receivables and securitization debt, net		43,486			40,357			4,762
Losses on Warranties and GAP		3,474			3,709			407
Stock-based compensation expense		2,862			2,327			144
Amortization of unearned discounts on finance receivables at fair value		—			—			(416	)
Non-cash reorganization items, net		—			—			(51,741	)
Other, net		258			(1,044	)		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		919			1,184			(164	)
Other assets		1,159			(1,836	)		5,178
Other liabilities		375			457			(2,627	)
Net cash provided by (used in) operating activities from continuing operations		36,864			35,245			(5,804	)
Net cash provided by (used in) operating activities from discontinued operations		150			(729	)		(207	)
Net cash provided by (used in) operating activities		37,014			34,516			(6,011	)
Investing activities
Finance receivables, held for investment at fair value
Originations of finance receivables, held for investment at fair value		(225,065	)		(223,059	)		—
Principal payments received on finance receivables, held for investment at fair value		172,031			158,482			2,985
Principal payments received on beneficial interests		398			840			147
Purchase of property and equipment		(2,835	)		(3,190	)		(151	)
Net cash (used in) provided by investing activities from continuing operations		(55,471	)		(66,927	)		2,981
Net cash provided by investing activities from discontinued operations		—			637			—
Net cash (used in) provided by investing activities		(55,471	)		(66,290	)		2,981
Financing activities
Proceeds from borrowings under secured financing agreements		225,000			307,780			—
Principal repayment under secured financing agreements		(145,555	)		(120,548	)		(16,676	)
Proceeds from financing of beneficial interests in securitizations		—			16,223			—
Principal repayments of financing of beneficial interests in securitizations		(5,781	)		(6,589	)		(1,028	)
Proceeds from warehouse credit facilities		182,400			182,300			11,900
Repayments of warehouse credit facilities		(260,289	)		(340,196	)		(8,094	)
Proceeds from preferred units issued to noncontrolling interests of subsidiary, net of issuance costs		21,221			—			—
Cash paid for preferred stock dividends attributable to noncontrolling interests of subsidiary		(571	)		—			—
Proceeds from issuance of related party note		11,500			—			—
Other financing activities		(480	)		(1,474	)		—
Net cash provided by (used in) financing activities		27,445			37,496			(13,898	)
Net increase (decrease) in cash, cash equivalents and restricted cash		8,988			5,722			(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	$	75,286		$	67,163		$	61,441


(1)	Tangible book value is a non-GAAP measure and represents total stockholders' equity of $99.8 million, excluding intangible assets of $11.4 million as of June 30, 2026.
(2)	Total available liquidity is a non-GAAP measure and represents $16.4 million of unrestricted cash and cash equivalents, as well as $10.5 million of availability from warehouse credit facilities, $27.0 million of availability from delayed draw facility and $10.0 million of availability from 2032 Notes.
(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.


Supplemental disclosure of cash flow information:
Cash paid for interest	$	25,137		$	22,067	$	4,534
Cash paid for reorganization items, net	$	—		$	—	$	1,705
Accrued and unpaid preferred stock dividends attributable to noncontrolling interests of subsidiary	$	691		$	—	$	—
Exchange of outstanding debt for 2032 Notes	$	28,500		$	—	$	—
Cash paid for income taxes, net of (refunds)	$	(321	)	$	606	$	—