Vroom Inc. (NASDAQ: VRM) entered into an equity distribution agreement with Virtu Americas LLC to sell up to $6 million of common stock through at-the-market offerings, according to a filing made Friday.

Under the agreement dated May 15, 2026, Vroom may sell shares of its common stock with $0.001 par value from time to time through Virtu Americas, which will act as sales agent or principal. The sales will be conducted as at-the-market offerings as defined under Rule 415 of the Securities Act of 1933.

Virtu Americas is not required to sell any specific amount of securities but will use commercially reasonable efforts consistent with its normal trading and sales practices. The company will pay Virtu Americas a commission rate of up to 2.5% of the gross sales price per share sold.

No funds will be held in escrow, trust or similar arrangements under the agreement. Vroom has agreed to provide indemnification and contribution to Virtu Americas regarding certain liabilities, including those under the Securities Act.

In connection with the stock sales, Virtu Americas may be considered an underwriter within the meaning of the Securities Act, and its compensation will be deemed underwriting commissions or discounts.