Vroom (VRMMQ) 10-Q 7 Nov 23 2023 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2023	Nov. 03, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Trading Symbol	VRM
Entity Registrant Name	VROOM, INC.
Entity Central Index Key	0001580864
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, $0.001 par value
Security Exchange Name	NASDAQ
Entity File Number	001-39315
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	90-1112566
Entity Address, Address Line One	3600 W Sam Houston Pkwy S
Entity Address, Address Line Two	Floor 4
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77042
City Area Code	518
Local Phone Number	535-9125
Document Quarterly Report	true
Document Transition Report	false
Entity Common Stock, Shares Outstanding		139,769,070

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current Assets:
Cash and cash equivalents	$ 208,562	$ 398,915
Restricted cash (including restricted cash of consolidated VIEs of $47.2 million and $24.7 million, respectively)	80,517	73,095
Accounts receivable, net of allowance of $8.9 million and $21.5 million, respectively	9,022	13,967
Finance receivables at fair value (including finance receivables of consolidated VIEs of $12.2 million and $11.5 million, respectively)	12,901	12,939
Finance receivables held for sale, net (including finance receivables of consolidated VIEs of $338.4 million and $305.9 million, respectively)	399,836	321,626
Inventory	240,676	320,648
Beneficial interests in securitizations	5,287	20,592
Prepaid expenses and other current assets (including other current assets of consolidated VIEs of $24.3 million and $11.7 million, respectively)	56,889	58,327
Total current assets	1,013,690	1,220,109
Finance receivables at fair value (including finance receivables of consolidated VIEs of $376.7 million and $119.6 million, respectively)	387,796	140,235
Property and equipment, net	49,220	50,201
Intangible assets, net	138,644	158,910
Operating lease right-of-use assets	30,836	23,568
Other assets (including other assets of consolidated VIEs of $2.0 million and $0 million, respectively)	26,525	26,004
Total assets	1,646,711	1,619,027
Current Liabilities:
Accounts payable	27,280	34,702
Accrued expenses (including accrued expenses of consolidated VIEs of $3.3 million and $1.5 million, respectively)	57,435	76,795
Vehicle floorplan	212,486	276,988
Warehouse credit facilities of consolidated VIEs	294,653	229,518
Current portion of long term debt (including current portion of securitization debt of consolidated VIEs at fair value of $186.6 million and $47.2 million, respectively)	197,045	47,239
Deferred revenue	12,487	10,655
Operating lease liabilities, current	9,511	9,730
Other current liabilities	12,284	17,693
Total current liabilities	823,181	703,320
Long term debt, net of current portion (including securitization debt of consolidated VIEs of $175.3 million and $32.6 million at fair value, respectively)	521,353	402,154
Operating lease liabilities, excluding current portion	26,938	20,129
Other long-term liabilities (including other long-term liabilities of consolidated VIEs of $9.5 million and $7.4 million, respectively)	16,969	18,183
Total liabilities	1,388,441	1,143,786
Commitments and contingencies (Note 13)
Stockholders' equity:
Common stock, $0.001 par value; 500,000,000 shares authorized as of September 30, 2023 and December 31, 2022; 139,752,858 and 138,201,903 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively	135	135
Additional paid-in-capital	2,083,046	2,075,798
Accumulated deficit	(1,824,911)	(1,600,692)
Total stockholders' equity	258,270	475,241
Total liabilities and stockholders' equity	$ 1,646,711	$ 1,619,027

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Restricted cash	$ 80,517	$ 73,095
Accounts receivable, net of allowance	8,900	21,500
Finance receivables at fair value, current	12,901	12,939
Finance receivables at fair value, noncurrent	387,796	140,235
Finance receivables held for sale, net	399,836	321,626
Securitization debt, current	197,045	47,239
Other assets	26,525	26,004
Accrued expenses	57,435	76,795
Securitization debt noncurrent		79,829
Other long-term liabilities	$ 16,969	$ 18,183
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	139,752,858	138,201,903
Common stock, shares outstanding	139,752,858	138,201,903
Consolidated VIEs
Restricted cash	$ 47,235	$ 24,677
Finance receivables at fair value, current	12,218	11,492
Finance receivables at fair value, noncurrent	376,660	119,592
Finance receivables held for sale, net	338,375	305,917
Securitization debt, current	186,559	47,239
Other current assets	24,327	11,734
Other assets	1,992	0
Accrued expenses	3,333	1,529
Securitization debt noncurrent	175,300	32,600
Other long-term liabilities	$ 9,506	$ 7,410

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Revenue:
Total revenue	$ 235,634	$ 340,797	$ 657,279	$ 1,739,552
Cost of sales	187,540	273,466	524,379	1,524,224
Total gross profit	48,094	67,331	132,900	215,328
Selling, general and administrative expenses	79,586	134,643	263,078	475,627
Depreciation and amortization	11,010	9,833	31,845	27,728
Impairment charges		1,017	1,353	206,127
Loss from operations	(42,502)	(78,162)	(163,376)	(494,154)
Gain on debt extinguishment		(37,917)	(19,640)	(37,917)
Interest expense	12,058	9,704	30,915	28,617
Interest income	(5,506)	(5,104)	(16,369)	(12,991)
Other loss, net	33,543	5,383	65,019	26,897
Loss before provision (benefit) for income taxes	(82,597)	(50,228)	(223,301)	(498,760)
Provision (benefit) for income taxes	260	899	918	(22,085)
Net loss	$ (82,857)	$ (51,127)	$ (224,219)	$ (476,675)
Net loss per share attributable to common stockholders, basic	$ (0.59)	$ (0.37)	$ (1.61)	$ (3.46)
Net loss per share attributable to common stockholders, diluted	$ (0.59)	$ (0.37)	$ (1.61)	$ (3.46)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic	139,692,323	138,118,679	139,123,352	137,817,839
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, diluted	139,692,323	138,118,679	139,123,352	137,817,839
Retail vehicle, net
Revenue:
Total revenue	$ 147,710	$ 234,353	$ 419,548	$ 1,283,263
Cost of sales	144,654	218,726	414,917	1,234,138
Wholesale vehicle
Revenue:
Total revenue	30,898	47,604	75,593	270,489
Cost of sales	32,393	49,178	81,019	276,749
Product, net
Revenue:
Total revenue	13,075	13,181	36,499	51,954
Cost of sales	917		2,518
Finance
Revenue:
Total revenue	40,823	40,654	114,939	120,005
Cost of sales	8,481	4,699	22,755	10,368
Other
Revenue:
Total revenue	3,128	5,005	10,700	13,841
Cost of sales	$ 1,095	$ 863	$ 3,170	$ 2,969

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Common Stock Restricted Stock Units	Additional Paid-in Capital	Accumulated Deficit
Balance at Dec. 31, 2021	$ 915,194	$ 135		$ 2,063,841	$ (1,148,782)
Balance (in shares) at Dec. 31, 2021		137,092,891
Stock-based compensation	3,629			3,629
Vesting of restricted stock units (in shares)			602,630
Net loss	(310,459)				(310,459)
Balance at Mar. 31, 2022	608,364	$ 135		2,067,470	(1,459,241)
Balance (in shares) at Mar. 31, 2022		137,695,521
Balance at Dec. 31, 2021	915,194	$ 135		2,063,841	(1,148,782)
Balance (in shares) at Dec. 31, 2021		137,092,891
Net loss	(476,675)
Balance at Sep. 30, 2022	445,132	$ 135		2,070,454	(1,625,457)
Balance (in shares) at Sep. 30, 2022		138,154,063
Balance at Mar. 31, 2022	608,364	$ 135		2,067,470	(1,459,241)
Balance (in shares) at Mar. 31, 2022		137,695,521
Stock-based compensation	1,776			1,776
Vesting of restricted stock units (in shares)			50,516
Issuance of restricted stock purchase agreement		356,718
Net loss	(115,089)				(115,089)
Balance at Jun. 30, 2022	495,051	$ 135		2,069,246	(1,574,330)
Balance (in shares) at Jun. 30, 2022		138,102,755
Stock-based compensation	1,208			1,208
Vesting of restricted stock units (in shares)			51,308
Net loss	(51,127)				(51,127)
Balance at Sep. 30, 2022	445,132	$ 135		2,070,454	(1,625,457)
Balance (in shares) at Sep. 30, 2022		138,154,063
Balance at Dec. 31, 2022	475,241	$ 135		2,075,798	(1,600,692)
Balance (in shares) at Dec. 31, 2022		138,201,903
Stock-based compensation	2,041			2,041
Vesting of restricted stock units (in shares)			600,108
Net loss	(75,044)				(75,044)
Balance at Mar. 31, 2023	402,238	$ 135		2,077,839	(1,675,736)
Balance (in shares) at Mar. 31, 2023		138,802,011
Balance at Dec. 31, 2022	475,241	$ 135		2,075,798	(1,600,692)
Balance (in shares) at Dec. 31, 2022		138,201,903
Net loss	(224,219)
Balance at Sep. 30, 2023	258,270	$ 135		2,083,046	(1,824,911)
Balance (in shares) at Sep. 30, 2023		139,752,858
Balance at Mar. 31, 2023	402,238	$ 135		2,077,839	(1,675,736)
Balance (in shares) at Mar. 31, 2023		138,802,011
Stock-based compensation	2,316			2,316
Vesting of restricted stock units (in shares)			847,279
Net loss	(66,318)				(66,318)
Balance at Jun. 30, 2023	338,236	$ 135		2,080,155	(1,742,054)
Balance (in shares) at Jun. 30, 2023		139,649,290
Stock-based compensation	2,891			2,891
Vesting of restricted stock units (in shares)			103,568
Net loss	(82,857)				(82,857)
Balance at Sep. 30, 2023	$ 258,270	$ 135		$ 2,083,046	$ (1,824,911)
Balance (in shares) at Sep. 30, 2023		139,752,858

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Operating activities
Net loss	$ (224,219)	$ (476,675)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment charges	1,353	206,127
Gain on debt extinguishment	(19,640)	(37,917)
Depreciation and amortization	32,421	28,005
Amortization of debt issuance costs	3,418	3,777
Realized gains on securitization transactions		(45,589)
Deferred taxes		(23,855)
Losses on finance receivables and securitization debt, net	80,246	39,464
Stock-based compensation expense	7,248	6,613
Provision to record inventory at lower of cost or net realizable value	(15,867)	(5,033)
Provision for bad debt	995	18,448
Provision to record finance receivables held for sale at lower of cost or fair value	4,375	3,831
Amortization of unearned discounts on finance receivables at fair value	(20,273)	(12,121)
Other, net	(11,792)	(5,441)
Changes in operating assets and liabilities:
Originations of finance receivables held for sale	(420,793)	(483,167)
Principal payments received on finance receivables held for sale	71,906	38,297
Proceeds from sale of finance receivables held for sale, net		509,612
Other	(868)	(5,924)
Accounts receivable	3,950	63,252
Inventory	95,839	293,589
Prepaid expenses and other current assets	17,316	12,420
Other assets	2,097	(2,678)
Accounts payable	(7,422)	(22,183)
Accrued expenses	(19,914)	(27,020)
Deferred revenue	1,832	(59,490)
Other liabilities	(7,839)	(39,444)
Net cash used in operating activities	(425,631)	(23,102)
Investing activities
Purchases of finance receivables at fair value	(3,392)	(49,475)
Principal payments received on finance receivables at fair value	136,644	106,829
Proceeds from sale of finance receivables at fair value, net		43,262
Consolidation of VIEs	11,409
Principal payments received on beneficial interests	4,334	5,571
Purchase of property and equipment	(11,553)	(19,968)
Acquisition of business, net of cash acquired		(267,488)
Net cash provided by (used in) investing activities	137,442	(181,269)
Financing activities
Proceeds from borrowings under secured financing agreements	261,991
Principal repayment under secured financing agreements	(159,384)	(176,909)
Proceeds from financing of beneficial interests in securitizations	24,506
Principal repayments of financing of beneficial interests in securitizations	(5,699)
Proceeds from vehicle floorplan	436,586	1,286,000
Repayments of vehicle floorplan	(501,088)	(1,453,529)
Proceeds from warehouse credit facilities	332,700	419,000
Repayments of warehouse credit facilities	(269,698)	(460,566)
Repurchases of convertible senior notes	(13,194)	(18,458)
Other financing activities	(1,462)	(1,977)
Net cash provided by (used in) financing activities	105,258	(406,439)
Net decrease in cash, cash equivalents and restricted cash	(182,931)	(610,810)
Cash, cash equivalents and restricted cash at the beginning of period	472,010	1,214,775
Cash, cash equivalents and restricted cash at the end of period	289,079	603,965
Supplemental disclosure of cash flow information:
Cash paid for interest	40,424	24,619
Cash paid for income taxes	5,153	2,062
Supplemental disclosure of non-cash investing and financing activities:
Finance receivables from consolidation of 2022-2 securitization transaction	180,706
Elimination of beneficial interest from the consolidation of 2022-2 securitization transaction	9,811
Securitization debt from consolidation of 2022-2 securitization transaction	186,386
Reclassification of finance receivables held for sale to finance receivables at fair value, net	$ 248,081
Fair value of beneficial interests received in securitization transactions		$ 30,082

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($)
Statement of Cash Flows [Abstract]
Cash acquired from acquisition	$ 47.9

Description of Business and Bas

Description of Business and Basis of Presentation	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of Presentation	1. Description of Business and Basis of Presentation Description of Business and Organization Vroom, Inc., and its wholly owned subsidiaries (collectively, “the Company”) is an innovative, end-to-end ecommerce platform that is transforming the used vehicle industry by offering a better way to buy and a better way to sell used vehicles. In December 2015, the Company acquired Houston-based Left Gate Property Holding, LLC (d/b/a Texas Direct Auto and Vroom). The acquisition included the Company's proprietary vehicle reconditioning center, the Texas Direct Auto ("TDA") dealership, and Sell Us Your Car® centers. Left Gate Property Holding, LLC was renamed Vroom Automotive, LLC in March 2021, and is the primary operating entity for the Company's purchases and sales of used vehicles. In January 2021, the Company acquired Vast Holdings, Inc. (d/b/a CarStory). On February 1, 2022, the ("Acquisition Date"), the Company completed the acquisition of Unitas Holdings Corp. (now known as Vroom Finance Corporation), including its wholly owned subsidiaries United PanAm Financial Corp. (now known as Vroom Automotive Financial Corporation) and United Auto Credit Corporation ("UACC"). The Company is organized into three reportable segments: Ecommerce, Wholesale, and Retail Financing. The Ecommerce reportable segment represents retail sales of used vehicles through the Company’s ecommerce platform, revenue earned on vehicle financing originated by UACC or the Company's third-party financing sources and sales of value-added products associated with those vehicles sales. The Wholesale reportable segment represents sales of used vehicles through wholesale channels. The Retail Financing reportable segment represents UACC’s operations with its network of third-party dealership customers, which primarily consists of the purchases and servicing of vehicle installment contracts, but excluding financing of vehicle sales to Vroom customers. The Company was incorporated in Delaware on January 31, 2012 under the name BCM Partners III, Corp. On June 25, 2013, the Company changed its name to Auto America, Inc. and on July 9, 2015, the Company changed its name to Vroom, Inc. Basis of Presentation The condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission ("SEC") regarding interim financial reporting. The condensed consolidated balance sheet as of December 31, 2022, included herein, was derived from the audited consolidated financial statements as of that date. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Annual Report on Form 10-K for the year ended December 31, 2022. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements, and in management’s opinion, include all adjustments, which consist of only normal recurring adjustments necessary for the fair statement of the Company’s condensed consolidated balance sheet as of September 30, 2023 and its results of operations for the three and nine months ended September 30, 2023 and 2022. The results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results expected for the current fiscal year or any other future periods. Certain prior year amounts have been reclassified to conform to the current year presentation. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Use of Estimates The preparation of condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenue, and expenses and related disclosures. On an ongoing basis, the Company evaluates its estimates, including, among others, those related to income taxes, the realizability of inventory, stock-based compensation, contingencies, revenue-related reserves, fair value measurements, and useful lives of property and equipment and intangible assets. The Company bases its estimates on historical experience, market conditions, and on various other assumptions that are believed to be reasonable. Actual results may differ from these estimates. Comprehensive Loss The Company did no t have any other comprehensive income or loss for the three and nine months ended September 30, 2023 and 2022 . Accordingly, net loss and comprehensive loss are the same for the periods presented. Restricted Cash Restricted cash primarily includes cash deposits required under the Company’s 2022 Vehicle Floorplan Facility as explained in Note 10 – Vehicle Floorplan Facility and UACC restricted cash. UACC collects and services receivables under the securitization transactions and warehouse credit facilities. These collections are restricted for use until properly remitted each month under the terms of the servicing agreement. Refer to Note 11 — Warehouse Credit Facilities of Consolidated VIEs and Note 12 — Long Term Debt for further detail. Finance Receivables Finance receivables consist of installment contracts the Company originates through UACC to finance the vehicles it sells, as well as installment contracts acquired by UACC from its existing network of third-party dealership customers. The Company's finance receivables are generally secured by the vehicles being financed. Finance receivables over 90 days delinquent are considered nonaccrual finance receivables. Interest income is subsequently recognized only to the extent cash payments are received. Finance receivables may be restored to accrual status when a customer settles all delinquency balances and future interest and principal payments are reasonably assured. Finance Receivables Held for Sale, Net Finance receivables that the Company intends to sell and not hold to maturity are classified as held-for-sale. The Company intends to sell finance receivables either through securitization transactions or forward flow arrangements. Finance receivables classified as held for sale are recorded at the lower of cost or fair value. Deferred acquisition costs and any discounts or premiums are deferred until the finance receivables are sold and are then recognized as part of the total gain or loss on sale and recorded in “Finance Revenue” and "Product, net" in the condensed consolidated statements of operations. Refer to Note 3 – Revenue Recognition. The Company records a valuation allowance to report finance receivables at the lower of amortized cost basis or fair value. To determine the valuation allowance, finance receivables are evaluated collectively as they represent a large group of smaller-balance homogeneous loans. To the extent that actual experience differs from estimates, significant adjustments to the Company's valuation allowance may be needed. Fair value adjustments are recorded in "Other loss, net" in the condensed consolidated statements of operations. Principal balances of finance receivables are charged-off when the Company is unable to sell the finance receivable and the related vehicle has been repossessed and liquidated or the receivable has otherwise been deemed uncollectible. As of September 30, 2023 and December 31, 2022, the valuation allowance for finance receivables classified as held for sale was $ 15.3 million and $ 10.5 million, respectively. Refer to No te 16 – Financial Instruments and Fair Value Measurements . Finance Receivables at Fair Value Finance receivables at fair value represent finance receivables that the Company does not intend to sell in the immediate future and for which the fair value option was elected. Fair value adjustments are recorded in "Other loss, net" in the condensed consolidated statements of operations. Refer to Note 16 – Financial Instruments and Fair Value Measurements. Consolidated CFEs The Company elected the fair value option upon consolidation of the assets and liabilities of its variable interest entities ("VIEs") related to the 2021-1, 2022-2, and 2023-1 securitization transactions. Refer to Note 4 – Variable Interest Entities and Securitizations. These VIEs are consolidated collateralized financing entities (CFEs) and are accounted for using the measurement alternative in accordance with ASU 2014-13, Measuring the Financial Assets and Liabilities of a Consolidated Collateralized Financing Entity (“ASU 2014-13"). During the three and nine months ended September 30, 2023 and 2022, the Company recognized the following revenue and expenses associated with these CFEs in the condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Finance revenue $ 22,936 $ 9,999 $ 62,704 $ 35,039 Product revenue $ 3,198 $ — $ 9,172 $ — Finance cost of sales $ ( 5,246 ) $ ( 937 ) $ ( 14,075 ) $ ( 2,941 ) Product cost of sales $ ( 917 ) $ — $ ( 2,518 ) $ — Other loss, net $ ( 23,709 ) $ ( 3,479 ) $ ( 47,919 ) $ ( 15,798 ) The assets and liabilities of the CFEs are presented as part of the current and noncurrent “Finance receivables at fair value”, “Current portion of long term debt”, and "Long term debt, net of current portion", respectively, on the condensed consolidated balance sheets. Refer to Note 4 – Variable Interest Entities and Securitizations and Note 16 – Financial Instruments and Fair Value Measurements for further details. Business Combinations The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The Company will continue to collect information and reevaluate these estimates and assumptions quarterly and record any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments will be recorded to the Company’s condensed consolidated statement of operations. Advertising Advertising costs are expensed as incurred and are included within “Selling, general and administrative expenses” in the condensed consolidated statements of operations. Advertising expenses were $ 13.4 million and $ 14.9 million for the three months ended September 30, 2023 and 2022, respectively, and $ 39.9 million and $ 69.8 million for the nine months ended September 30, 2023 and 2022 , respectively. Shipping and Handling Logistics costs related to inbound transportation from the point of acquisition to the relevant reconditioning facility are included in cost of sales when the related used vehicle is sold. Logistics costs not included in cost of sales are accounted for as costs to fulfill contracts with customers and are included in “Selling, general and administrative expenses” in the condensed consolidated statements of operations and were $ 2.2 million and $ 4.9 million for the three months ended September 30, 2023 and 2022, respectively, and $ 6.3 million and $ 39.9 million for the nine months ended September 30, 2023 and 2022 , respectively. Concentration of Credit Risk and Significant Customers The Company’s principal financial instruments subject to potential concentration of credit risk are cash and cash equivalents and accounts receivable, which are unsecured. The Company’s cash balances are maintained at various large, reputable financial institutions. Deposits held with financial institutions may at times exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and, therefore, management believes they bear minimal risk. The Company’s cash equivalents primarily consist of money market funds that hold investments in highly liquid U.S. treasury securities and commercial paper investments. Concentration of credit risk with respect to accounts receivable is generally mitigated by a large customer base. For the three and nine months ended September 30, 2023 and 2022, no customer represented 10% or more of the Company’s revenues and no customer represented more than 10% of the Company’s accounts receivable as of September 30, 2023 and December 31, 2022 . Liquidity The Company has had negative cash flows and generated losses from operations since inception and has historically had to rely on debt and equity financing to fund its operations. Further, the Company expects to incur additional losses in the future. As of September 30, 2023, the Company had cash and cash equivalents of $ 208.6 million and restricted cash of $ 80.5 million. The primary source of liquidity is cash generated through financing activities. Since inception, the Company has relied on borrowings under its vehicle floorplan facilities to finance its inventory. The term of the vehicle floorplan facility generally matures within one to two years and the Company typically renews those facilities at least annually. The 2022 Vehicle Floorplan Facility has a borrowing capacity of $ 228.1 million as of September 30, 2023, of which $ 15.6 million was unutilized and provides a committed credit line of up to $ 500.0 million which is scheduled to mature on March 31, 2024 . The Company has commenced discussions with its floorplan lender, Ally Bank and Ally Financial (together “Ally”), regarding an amended floorplan facility that would extend the term beyond the current expiration date. Ally recently indicated its willingness to extend the floorplan facility beyond June 2024 would be contingent upon the Company raising additional capital. The 2022 Vehicle Floorplan Facility remains a committed facility through March 31, 2024. Prior to that date, the Company intends to continue its discussions with Ally over the terms of an amended facility and may engage with other lenders over the terms of an alternative facility. In the event that a capital raise is required by Ally or another lender, there can be no assurance that such additional capital would be available in the required amount or on terms acceptable to the Company, if at all. Failure to secure floorplan financing beyond the expiration of the 2022 Vehicle Floorplan Facility would have a material adverse effect on the Company’s ability to finance its inventory and operate its core used automotive sales business. UACC has four warehouse credit facilities with an aggregate borrowing limit of $ 825.0 million as of September 30, 2023. As of September 30, 2023, outstanding borrowings related to the Warehouse Credit Facilities were $ 294.7 million and excess borrowing capacity was $ 72.5 million. Refer to Note 11 – Warehouse Credit Facilities of Consolidated VIEs for further discussion. If the Company is unable to enter into an amended or alternative floorplan facility, it will pursue strategies to adjust its core used automotive operations and preserve liquidity and reduce fixed and variable costs. The Company anticipates that its existing cash and cash equivalents, the 2022 Vehicle Floorplan Facility and UACC credit facilities will be sufficient to support the Company for at least the next twelve months from the date of issuance of the condensed consolidated financial statements. The Company’s projected cashflows are subject to various assumptions, including its growth rate, sales margin, GPPU, marketing costs, reduction in fixed and variable expenses, as well as market conditions. The Company bases its estimates on historical experience, market conditions and on various other assumptions that it believes to be reasonable. Accounting Standards Adopted In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with Topic 606 as if the acquirer had originated the contracts. The Company adopted the guidance on January 1, 2023 , which did not have a material impact on the Company's condensed consolidated financial statements and related disclosures.

Revenue Recognition

Revenue Recognition	9 Months Ended
	Sep. 30, 2023
Revenue from Contract with Customer [Abstract]
Revenue Recognition	3. Revenue Recognition The Company recognizes revenue upon transfer of control of goods or services to customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company may collect sales taxes and other taxes and government fees from customers on behalf of governmental authorities at the time of sale as required. These taxes are accounted for on a net basis and are not included in revenues or cost of sales. The Company’s revenue is disaggregated within the condensed consolidated statements of operations and is generated from customers throughout the United States. Retail Vehicle Revenue The Company sells used vehicles to its retail customers through its ecommerce platform and TDA retail location. The transaction price for used vehicles is a fixed amount as set forth within the customer contract at the time of sale. Customers frequently trade-in their existing vehicle to apply toward the transaction price of a used vehicle. Trade-in vehicles represent non-cash consideration which the Company measures at fair value based on external and internal market data for each specific vehicle. The Company satisfies its performance obligation and recognizes revenue for used vehicle sales generally at a point in time when the vehicles are delivered to the customer for ecommerce sales or picked up by the customer for TDA sales. The revenue recognized by the Company includes the agreed upon transaction price, including any delivery charges and document fees stated within the customer contract. Revenue excludes any sales taxes, title and registration fees, and other government fees that are collected from customers. The Company receives payment for used vehicle sales directly from the customer at the time of sale or arranges financing within a short period of time following the sale. Payments received prior to delivery of used vehicles are recorded as “Deferred revenue” within the condensed consolidated balance sheets. The Company offers a return program for used vehicle sales and establishes a provision for estimated returns based on historical information and current trends. The reserve for estimated returns is presented gross on the condensed consolidated balance sheets, with an asset recorded in “Prepaid expenses and other current assets” and a refund liability recorded in “Other current liabilities.” Wholesale Vehicle Revenue The Company sells vehicles that do not meet its retail sales criteria through wholesale channels. Vehicles sold through wholesale channels are acquired from customers who trade-in their vehicles when making a purchase from the Company, from customers who sell their vehicles to the Company in direct-buy transactions, and from liquidation of vehicles previously listed for retail sale. The transaction price for wholesale vehicles is a fixed amount. The Company satisfies its performance obligation and recognizes revenue for wholesale vehicle sales at a point in time when the vehicle is sold. The transaction price is typically due and collected within a short period of time following the vehicle sales. Product Revenue The Company’s product revenue consists of income from financing vehicle sales for Vroom customers through UACC and fees earned on selling third-party financing and value-added products, such as vehicle service contracts, guaranteed asset protection (“GAP”) and tire and wheel coverage. As a result of the UACC Acquisition (as defined below), the Company generates ecommerce product revenue by providing Vroom customers with automotive financing solutions through its captive financing operation. The Company earns interest income on finance receivables before they are sold, interest income on finance receivables held in consolidated VIEs, and gains on the sale of finance receivables. Refer to Note 4 – Variable Interest Entities and Securitizations. The Company also sells third-party financing and value-added products pursuant to arrangements with the third parties that provide these products and are responsible for their fulfillment. The Company concluded that it is an agent for these transactions because it does not control the products before they are transferred to the customer. The Company recognizes product revenues on a net basis when the customer enters into an arrangement for the products, which is typically at the time of a used vehicle sale. Customers may enter into a retail installment sales contract to finance the purchase of used vehicles. The Company sells these contracts on a non-recourse basis to various financial institutions. The Company receives a fee from the financial institution based on the difference between the interest rate charged to the customer that purchased the used vehicle and the interest rate set by the financial institution. These fees are recognized upon sale and assignment of the installment sales contract to the financial institution, which occurs concurrently at the time of a used vehicle sale. A portion of the fees earned on third-party financing and value-added products is subject to chargebacks in the event of early termination, default, or prepayment of the contracts by end-customers. The Company’s exposure for these events is limited to the fees that it receives. An estimated refund liability for chargebacks against the revenue recognized from sales of these products is recorded in the period in which the related revenue is recognized and is based primarily on the Company’s historical chargeback experience. The Company updates its estimates at each reporting date. As of September 30, 2023 and December 31, 2022, the Company’s reserve for chargebacks was $ 6.7 million and $ 8.2 million, respectively, of which $ 3.6 million and $ 4.4 million, respectively, are included within “Accrued expenses” and $ 3.1 million and $ 3.8 million, respectively, are included in “Other long-term liabilities.” The Company also is contractually entitled to receive profit-sharing revenues based on the performance of the vehicle service policies once a required claims period has passed. The Company recognizes profit-sharing revenues to the extent it is probable that it will not result in a significant revenue reversal. The Company estimates the revenue based on historical claims and cancellation data from its customers, as well as other qualitative assumptions. The Company reassesses the estimate at each reporting period with any changes reflected as an adjustment to revenues in the period identified. As of September 30, 2023 and December 31, 2022, the Company recognized $ 21.0 million and $ 22.5 million, respectively, related to cumulative profit-sharing payments to which it expects to be entitled, of which $ 2.0 million and $ 1.6 million, respectively, are included within “Prepaid expenses and other current assets” and $ 19.0 million and $ 20.9 million, respectively, are included within “Other assets.” Finance Revenue The Company’s finance revenue is related to finance receivables originated by UACC for its network of third-party dealership customers and consists of interest income earned on finance receivables before they are sold, interest income earned on finance receivables held in consolidated VIEs, and gains on the sale of finance receivables. Refer to Note 4 – Variable Interest Entities and Securitizations. Interest income deemed uncollectible is reversed at the time the finance receivable is charged off. An account is considered delinquent if a scheduled payment has not been received by the date such payment was contractually due. Finance receivables over 90 days delinquent are considered nonaccrual finance receivables. Income is subsequently recognized only to the extent cash payments are received until the borrower is able to make periodic interest and principal payments in accordance with the finance receivable terms. Late charges and other fees are calculated at predetermined amounts or percentages of overdue finance receivable balances and are recorded on a cash basis. Servicing income represents the annual fees earned on the outstanding principal balance of the finance receivables serviced. Fees are earned monthly at an annual rate of approximately 4 % for the 2022-1 securitization transaction and 3.25 % for the 2022-2 and 2023-1 securitization transactions of the outstanding principal balance of the finance receivables serviced. From January to March 2023, UACC waived the monthly servicing fees related to the 2022-2 securitization transaction, which resulted in consolidation of the 2022-2 VIE. Refer to Note 4 – Variable Interest Entities and Securitizations. Contract Costs The Company has elected, as a practical expedient, to expense sales commissions when incurred because the amortization period would have been less than one year. These costs are recorded within “Selling, general and administrative expenses” in the condensed consolidated statements of operations.

Variable Interest Entities and

Variable Interest Entities and Securitizations	9 Months Ended
	Sep. 30, 2023
Variable Interest Entity, Measure of Activity [Abstract]
Variable Interest Entities and Securitizations	4. Variable Interest Entities and Securitizations A VIE is an entity that either (i) has insufficient equity to finance its activities without additional subordinated financial support, or (ii) has equity investors who lack the characteristics of a controlling financial interest. The Company consolidates VIEs for which it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. Assets recognized as a result of consolidating VIEs do not represent additional assets that could be used to satisfy claims against the Company's general assets. Liabilities recognized as a result of consolidating VIEs do not represent additional claims on the Company's general assets, rather they represent claims against the specific assets of the consolidated VIEs. UACC has the power to direct significant activities of its VIEs when it has the ability to exercise discretion in the servicing of financial assets or control investment decisions. UACC generally retains a portion of the economic interests in UACC-sponsored asset-backed securitization transactions, which could be retained in the form of a portion of the senior interests, the subordinated interests, residual interests, or servicing rights. UACC has developed a securitization program that involves selling finance receivables to securitization trusts through the private issuance of asset-backed securities which are collateralized by the finance receivables. UACC establishes and sponsors these transactions which create and pass along risks to the variable interest holders, specifically, consumer credit risk and pre-payment risk. In February and July 2022, UACC completed the 2022-1 and 2022-2 securitization transactions, respectively, and in January 2023, UACC completed the 2023-1 securitization transaction. The securitization trusts established in connection with asset-backed securitization transactions are VIEs. For each VIE that UACC establishes in its role as sponsor of securitization transactions, the Company performs an analysis to determine if it is the primary beneficiary of the VIE. For all securitization transactions consummated prior to the Acquisition Date, the Company consolidated VIEs and accounted for these transactions as secured borrowings. UACC has no obligation to repurchase or replace any securitized asset that subsequently becomes delinquent in payment or otherwise is in default, except when representations and warranties about the eligibility of the securitized assets are breached, or when certain changes are made to the underlying asset contracts. Securitization investors have no recourse to UACC or its other assets and have no right to require UACC to repurchase the investments. UACC has no obligation to provide liquidity or contribute cash or additional assets to the VIEs and does not guarantee any asset-backed securities. In January 2023, UACC completed the 2023-1 securitization transaction, in which it sold approximately $ 238.7 million of rated asset-backed securities, for proceeds of $ 237.8 million. In April 2023, UACC sold the non-investment grade securities related to the 2023-1 securitization transaction for $ 23.1 million. UACC still retains the residual interests related to the 2023-1 securitization transaction. The trust is collateralized by finance receivables with an aggregate principal balance of $ 326.4 million. These finance receivables are serviced by UACC. The Company consolidated the 2023-1 VIE and accounted for this transaction as a secured borrowing. UACC is the primary beneficiary of the 2021-1 and 2023-1 securitization trusts, as it has both the power to direct the activities that most significantly impact the entity’s economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. UACC also retained a portion of the economic interests in the 2021-1 and 2023-1 asset-backed securitization transactions, in the form of residual interests in accordance with Regulation RR of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the "Risk Retention Rules"). The Risk Retention Rules require the Company to retain at least 5 % of the beneficial interests issued by the securitization trusts. Refer to Note 12 – Long Term Debt for further details. In July 2022, UACC sold a pool of finance receivables in the 2022-2 securitization transaction. UACC retained the servicing rights to these finance receivables and receives an "at market" servicing fee. UACC retained an insignificant amount of the asset-backed securities issued in the securitization in order to comply with risk retention rules. Originally, the Company concluded that it is not the primary beneficiary of the 2022-2 securitization trust because UACC retained interests in the VIE are insignificant. Therefore, the Company did not originally consolidate the 2022-2 trust. From January to March 2023, although not contractually required, UACC elected to waive its servicing fee on the 2022-2 securitization, due to higher-than-expected losses, which transferred more than an insignificant portion of the corresponding risk of loss from the VIE to the Company. Since UACC has the power to direct the significant activities of the VIE, as it is the servicer, and additionally it absorbs the risk of loss, the Company concluded that it is the primary beneficiary of the VIE. In March 2023, the Company accounted for the transaction as secured borrowings and consolidated the 2022-2 securitization trust. The beneficial interest was then eliminated. The VIE model allows for a measurement alternative when a reporting entity elects the fair value option and consolidates a collateralized financing entity (“CFE”). This measurement alternative eliminates the accounting mismatch that may arise from measurement differences between the CFE’s financial assets and third-party financial liabilities in earnings and attributes those earnings to the controlling equity interest in the consolidated income statement. The 2021-1, 2022-2, and 2023-1 securitization trusts consolidated by UACC meet the definition of a CFE, therefore, the Company has elected to apply the measurement alternative when consolidating these VIEs. Refer to Note 16 – Financial Instruments and Fair Value Measurements for further detail. UACC has four senior secured warehouse credit facilities. Through trusts, UACC entered into warehouse facility agreements with certain banking institutions, primarily to finance the purchase and origination of finance receivables as well as to provide funding for general operating activities. These trusts are secured by eligible finance receivables which are pledged as collateral for the warehouse facilities. These trusts are consolidated VIEs. Refer to Note 11 – Warehouse Credit Facilities of Consolidated VIEs for further details on the warehouse facilities. Creditors or beneficial interest holders of VIEs for which the Company is the primary beneficiary generally have recourse only to the assets and cash flows of the VIEs and do not have recourse to the Company. The following table presents the total assets and total liabilities associated with the Company's variable interests in consolidated VIEs in the condensed consolidated balance sheets (in thousands): As of September 30, 2023 Securitization Vehicles Warehouse 1 Total Current Assets: Restricted cash $ 31,311 $ 15,924 $ 47,235 Finance receivables at fair value 11,227 991 12,218 Finance receivables held for sale — 338,375 338,375 Other current assets 15,415 8,912 24,327 Total Current Assets 57,953 364,202 422,155 Finance receivables at fair value 354,567 22,093 376,660 Other assets — 1,992 1,992 Total Assets $ 412,520 $ 388,287 $ 800,807 Current Liabilities: Current portion of securitization debt $ 186,559 $ — $ 186,559 Warehouse credit facilities — 294,653 294,653 Accrued expenses 1,421 1,912 3,333 Total Current Liabilities 187,980 296,565 484,545 Securitization debt, net of current portion 175,347 — 175,347 Other liabilities 4,340 5,166 9,506 Total Liabilities $ 367,667 $ 301,731 $ 669,398 As of December 31, 2022 Securitization Vehicles Warehouse 1 Total Current Assets: Restricted cash $ 9,023 $ 15,654 $ 24,677 Finance receivables at fair value 5,336 6,156 11,492 Finance receivables held for sale — 305,917 305,917 Other current assets 2,730 9,004 11,734 Total Current Assets 17,089 336,731 353,820 Finance receivables at fair value 72,568 47,024 119,592 Total Assets $ 89,657 $ 383,755 $ 473,412 Current Liabilities: Current portion of securitization debt $ 47,239 $ — $ 47,239 Warehouse credit facilities — 229,518 229,518 Accrued expenses 90 1,439 1,529 Total Current Liabilities 47,329 230,957 278,286 Securitization debt, net of current portion 32,590 — 32,590 Other liabilities 686 6,724 7,410 Total Liabilities $ 80,605 $ 237,681 $ 318,286 1 Refer to Note 11 – Warehouse Credit Facilities of Consolidated VIEs for further details of the warehouse facilities. UACC establishes securitization trusts to purchase finance receivables. The securitization trusts issue asset-backed securities, which are collateralized by the finance receivables that UACC sells to the securitization trusts. Upon sale of the finance receivables to the securitization trusts, the Company recognizes a gain or loss on sales of finance receivables if it determines it qualifies for sale accounting treatment and it is not the primary beneficiary of the VIE. In February 2022, UACC sold a pool of finance receivables in the 2022-1 securitization transaction. UACC retained the servicing rights to these finance receivables and receives an "at market" servicing fee. UACC retained an insignificant amount of the asset-backed securities issued in the securitization in order to comply with risk retention rules. The 2022-1 securitization trust is a VIE that the Company does not consolidate. As the servicer, UACC retained the power to direct the activities that are most significant to the entities, however, the Company concluded that it is not the primary beneficiary of the 2022-1 securitization trust because UACC retained interests in the VIE are insignificant. The beneficial interest retained by UACC included rated notes and unrated residual certificates issued by the 2022-1 securitization trust. In July 2022, UACC completed the 2022-2 securitization transaction, as discussed above, and recognized a gain on sale for the three and nine months ended September 30, 2022. During the three and nine months ended September 30, 2022, the Company sold $ 242.3 million and $ 523.7 million of rated asset-backed securities, respectively, and $ 17.3 million and $ 49.6 million of residual certificates, respectively, through securitization transactions. The total gain related to finance receivables sold pursuant to securitization transactions was $ 16.0 million and $ 45.6 million for the three and nine months ended September 30, 2022, respectively. As of September 30, 2023 and December 31, 2022, the assets UACC retains in the unconsolidated VIEs were approximately $ 5.3 million and $ 20.6 million, respectively, and are included in "Beneficial interests in securitizations" in the Company's condensed consolidated balance sheet. The beneficial interests in securitizations are subject to restrictions on transfer pursuant to UACC’s obligations as a sponsor under Risk Retention Rules. These securities are interests in securitization trusts, thus there are no contractual maturities. In the nine months ended September 30, 2023, the Company entered into a Risk Retention Financing Facility to finance the majority of its retained beneficial interests in securitizations. Refer to Note 12 – Long Term Debt for further detail. The following table summarizes the amortized cost, the carrying amount, which is the fair value, and the maximum exposure to losses of UACC's assets related to unconsolidated VIEs (in thousands): As of September 30, 2023 As of December 31, 2022 Aggregate Principal Balance Carrying Value Total Exposure Aggregate Principal Balance Carrying Value Total Exposure Rated notes $ 5,397 $ 5,132 $ 5,132 $ 19,233 $ 18,664 $ 18,664 Certificates — 155 155 — 1,928 1,928 Other assets 310 310 310 310 310 310 Total unconsolidated VIEs $ 5,707 $ 5,597 $ 5,597 $ 19,543 $ 20,902 $ 20,902 Total exposure represents the estimated loss UACC would incur under severe, hypothetical circumstances, such as if the value of the interests in the securitization trusts and any associated collateral declined to zero. The Company believes the possibility of this is remote. As such, the total exposure presented above is not an indication of the Company's expected losses.

Acquisition

Acquisition	9 Months Ended
	Sep. 30, 2023
Business Combinations [Abstract]
Acquisition	5. Acquisition UACC Acquisition On February 1, 2022 , the Company completed the acquisition (the "UACC Acquisition") of 100 % of Unitas Holdings Corp., a Delaware corporation, including its wholly owned subsidiaries United PanAm Financial Corp. and UACC. Unitas Holdings Corp. (now known as Vroom Finance Corporation), United PanAm Financial Corp. (now known as Vroom Automotive Financial Corporation) and UACC, as well as their other subsidiaries, are now wholly owned subsidiaries of the Company. This acquisition accelerates the Company's strategy of establishing a captive financing arm and underwriting vehicle financing for its customers, the results of which are included within the Ecommerce reporting segment. UACC will also continue its current operations with its network of third-party dealership customers, including the purchases and servicing of vehicle installment contracts, which constitutes the separate Retail Financing reporting segment. The cash consideration transferred was approximately $ 315.4 million at the Acquisition Date, inclusive of immaterial measurement period adjustments. The following table summarizes the fair value of the identified assets acquired and liabilities assumed as of the Acquisition Date, inclusive of immaterial measurement period adjustments (in thousands): Fair Value Cash and cash equivalents $ 5,294 Restricted cash 42,631 Finance receivables at fair value 296,927 Finance receivables, held for sale 263,393 Intangible assets 156,000 Goodwill 42,886 Other assets 25,934 Total assets acquired $ 833,065 Warehouse credit facilities ( 178,067 ) Long term debt ( 285,704 ) Deferred tax liability ( 23,855 ) Other liabilities ( 30,026 ) Total liabilities assumed $ ( 517,652 ) Net assets acquired $ 315,413 The estimated fair value of the finance receivables that were designated as held for sale were determined using the discounted cash flow method under the income approach. The Company determined the fair value of these finance receivables utilizing sales prices based on an estimated securitization transaction, adjusted for transaction costs, risk and a normal profit margin associated with securitization transactions. The significant assumptions used in the valuation were discount rate, prepayment rate, cumulative net losses, weighted average interest rate and recovery rate. Such fair value measurement of finance receivables held for sale is considered Level 3 of the fair value hierarchy. The Company acquired two types of finance receivables that are accounted for under the fair value option: (i) those that were sold in one of the securitization transactions that UACC completed in 2019, 2020 or 2021, and (ii) those that were not eligible to be sold in future securitization transactions. The estimated fair value of the finance receivables that were previously sold were valued using the measurement alternative by reference to the fair value of the securitization debt. See Note 16 – Financial Instruments and Fair Value Measurements for more information regarding the measurement alternative and the fair value of these finance receivables. The fair value of the ineligible finance receivables was determined using a discounted cash flow method under the income approach. The significant assumptions used in the valuation were discount rate and recovery rate. Such fair value measurement of finance receivables accounted for under the fair value option is considered Level 3 of the fair value hierarchy. The estimated fair value of the securitization debt of consolidated VIEs was determined using the discounted cash flow method under the income approach. The significant assumption used in the valuation was the yield. Such fair value measurement of securitization debt is considered Level 3 of the fair value hierarchy. The estimated fair value of the warehouse credit facilities of consolidated VIEs approximated its carrying value due to the proximity of the Acquisition Date to the payoff date. These notes were acquired on February 1, 2022, as part of the UACC Acquisition and were paid off with the proceeds from the 2022-1 securitization transaction that UACC completed on February 16, 2022. The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill which is not deductible for tax purposes. Goodwill is primarily attributable to the workforce of the acquired business as well as benefits related to integrating UACC’s financing operations to establish a captive financing arm and underwrite vehicle financing for the Company's customers. All of the goodwill was assigned to the Ecommerce reporting unit. The following table summarizes the identifiable intangible assets acquired and their estimated weighted average useful life at the date of acquisition (in thousands): Fair Value Weighted Average Useful Life Purchased technology $ 83,000 7 Customer relationships 66,000 8 Trade name 7,000 10 $ 156,000 Purchased technology represents the fair value of UACC’s proprietary technology used to support all aspects of their business including underwriting, servicing, and risk management. The estimated fair value of the purchased technology was determined using a relief-from-royalty method under the income approach. The significant assumptions used in the relief-from-royalty method include estimates about future expected cash flows from the purchased technology, including the revenue growth rates, the royalty rate, the obsolescence factor and the discount rate. Customer relationships represents UACC's relationship with its network of dealer customers. UACC has expertise in the non-prime credit dealer market serving as the key link between independent dealerships and consumers. UACC has developed expertise and robust relationships in the independent dealer market as demonstrated by its active dealership network. The estimated fair value of the customer relationships was determined using a multi-period excess earnings method under the income approach. The significant assumptions used in the multi-period excess earnings method include estimates about future expected cash flows from the customer relationships, including pre-tax income margins and the discount rate. Trade name represents the value of the UACC trade name. The UACC brand is an important factor in the marketing of UACC’s services to prospective dealership customers. The fair value of the trade name acquired was determined using a relief-from-royalty method under the income approach. The significant assumptions used in the relief-from-royalty method include future expected cash flows from the trade name, the royalty rate, and the discount rate. The fair values assigned to assets acquired and liabilities assumed are based on management’s estimates and assumptions. The allocation of the total consideration transferred to the assets acquired, including intangible assets and goodwill, as well as the liabilities assumed was final as of December 31, 2022. The transaction costs associated with the UACC Acquisition were not material for the three months ended September 30, 2022 and were $ 5.7 million for the nine months ended September 30, 2022, and are included within "Selling, general and administrative expenses" in the condensed consolidated statement of operations. The aggregate revenue and net income of UACC consolidated into the Company’s financial statements from the date of the acquisition was $ 47.7 million and $ 17.7 million for the three months ended September 30, 2022 , respectively and $ 133.7 million and $ 37.9 million for the nine months ended September 30, 2022, respectively. Unaudited Pro Forma Information The unaudited pro forma financial information in the table below summarizes the combined results of the Company and UACC, as though the companies had been combined on January 1, 2021. The pro forma adjustments include incremental amortization of intangible assets and a non-recurring tax adjustment of $ 24.1 million for the nine months ended September 30, 2022 . The pro forma information is presented for informational purposes only and may not be indicative of the results of operations that would have been achieved if the acquisition had taken place on January 1, 2021 or that may occur in the future, and does not reflect future synergies, integration costs, or other such costs or savings. The pro forma information for the nine months ended September 30, 2022 is as follows: Nine Months Ended September 30, 2022 Total revenue $ 1,755,023 Net loss $ ( 488,866 )

Inventory

Inventory	9 Months Ended
	Sep. 30, 2023
Inventory Disclosure [Abstract]
Inventory	6. Inventory Inventory consisted of the following (in thousands): September 30, December 31, 2023 2022 Vehicles $ 239,481 $ 317,994 Parts and accessories 1,195 2,654 Total inventory $ 240,676 $ 320,648 As of September 30, 2023 and December 31, 2022, “Inventory” includes an adjustment of $ 8.3 million and $ 24.2 million, respectively, to record the balances at the lower of cost or net realizable value.

Property and Equipment, Net

Property and Equipment, Net	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	7. Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): September 30, December 31, 2023 2022 Equipment $ 4,226 $ 3,357 Furniture and fixtures 1,898 1,896 Logistics fleet 32,544 32,468 Leasehold improvements 7,633 6,577 Internal-use software 39,627 30,725 Other 8,311 8,081 94,239 83,104 Accumulated depreciation and amortization ( 45,019 ) ( 32,903 ) Property and equipment, net $ 49,220 $ 50,201 Depreciation and amortization expense was $ 4.5 million and $ 3.2 million for the three months ended September 30, 2023 and 2022, respectively, and $ 12.2 million and $ 9.5 million for the nine months ended September 30, 2023 and 2022, respectively. Depreciation and amortization expense included within “Cost of sales” in the condensed consolidated statements of operations was $ 0.2 million for the three months ended September 30, 2023 and 2022, and $ 0.6 million and $ 0.3 million for the nine months ended September 30, 2023 and 2022, respectively. Implementation costs capitalized and accumulated amortization related to the Company’s cloud computing arrangements were $ 8.6 million and $ 6.0 million as of September 30, 2023 , respectively, and $ 7.7 million and $ 4.6 million as of December 31, 2022, respectively, and were included within “Other assets” in the condensed consolidated balance sheets. Amortization expense of $ 0.6 million was included within “Selling, general and administrative expenses” in the condensed consolidated statements of operations for the three months ended September 30, 2023 and 2022, and $ 1.4 million and $ 1.7 million for the nine months ended September 30, 2023 and 2022 , respectively.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	8. Goodwill and Intangible Assets Goodwill The following table summarizes the activity in the carrying value of goodwill by reporting unit for the nine months ended September 30, 2022 (in thousands): Ecommerce Wholesale TDA Total Balance as of December 31, 2021 $ 152,876 $ 1,720 $ 4,221 $ 158,817 Acquisition 42,886 — — 42,886 Goodwill impairment charge ( 195,762 ) ( 1,720 ) ( 4,221 ) ( 201,703 ) Balance as of September 30, 2022 $ — $ — $ — $ — There was no goodwill as of September 30, 2023. As of March 31, 2022, a quantitative interim goodwill impairment assessment was performed over the Company's reporting units due to further sustained declines in the Company's and comparable companies' stock prices during the three months ended March 31, 2022. The Company estimated the fair value of the Ecommerce, Wholesale, and TDA reporting units using the discounted cash flow method under the income approach. The significant assumptions used in the valuation include revenue growth rates, future gross profit margins and operating expenses used to calculate projected future cash flows, determination of the weighted average cost of capital, and future economic and market conditions. The terminal value is based on an exit revenue multiple which requires significant assumptions regarding the selection of appropriate multiples that consider relevant market trading data. The Company bases its estimates and assumptions on its knowledge of the automotive and ecommerce industries, recent performance, expectations of future performance and other assumptions the Company believe to be reasonable. The Company determined that the estimated fair value of the Ecommerce, Wholesale, and TDA reporting units was less than their carrying amounts. The Company recorded a goodwill impairment charge of $ 201.7 million in the condensed consolidated statements of operations for the nine months ended September 30, 2022. Refer to Note 5 – Acquisition for more information related to the acquisition that occurred in the nine months ended September 30, 2022. Intangible Assets Intangible assets, net consisted of the following (in thousands): September 30, 2023 December 31, 2022 Gross Carrying Value Accumulated Amortization Carrying Value Gross Carrying Value Accumulated Amortization Carrying Value Developed and purchased technology $ 108,700 $ ( 33,801 ) $ 74,899 $ 108,700 $ ( 21,053 ) $ 87,647 Customer relationships 69,400 ( 15,167 ) 54,233 69,400 ( 8,661 ) 60,739 Trademarks and trade names 12,200 ( 2,688 ) 9,512 12,200 ( 1,676 ) 10,524 Total intangible assets $ 190,300 $ ( 51,656 ) $ 138,644 $ 190,300 $ ( 31,390 ) $ 158,910 Refer to Note 5 – Acquisition for more information related to the acquisition that occurred in the nine months ended September 30, 2022. Amortization expense for intangible assets was $ 6.8 million for the three months ended September 30, 2023 and 2022, and $ 20.3 million and $ 18.5 million for the nine months ended September 30, 2023 and 2022, respectively. The estimated amortization expense for intangible assets subsequent to September 30, 2023, consists of the following (in thousands): Year Ending December 31: For remainder of 2023 $ 6,756 2024 27,022 2025 27,022 2026 21,979 2027 21,882 Thereafter 33,983 $ 138,644

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	9 Months Ended
	Sep. 30, 2023
Accrued Liabilities and Other Liabilities [Abstract]
Accrued Expenses and Other Current Liabilities	9. Accrued Expenses and Other Current Liabilities The Company’s accrued expenses consisted of the following (in thousands): September 30, December 31, 2023 2022 Accrued marketing expenses $ 4,476 $ 2,093 Vehicle related expenses 11,238 14,789 Sales taxes 4,849 5,983 Accrued compensation and benefits 16,127 28,276 Accrued professional services 2,373 3,488 Accrued legal settlements (1) 3,816 7,383 Interest payable 5,875 3,990 Other 8,681 10,793 Total accrued expenses $ 57,435 $ 76,795 (1) Accrued legal settlements are primarily related to legal challenges stemming from operational challenges created by the Company's prior rapid growth, which resulted in additional costs incurred, including legal settlements. The Company’s other current liabilities consisted of the following (in thousands): September 30, December 31, 2023 2022 Vehicle payable $ 4,407 $ 3,617 Reserve for estimated returns 2,512 3,919 Insurance payable 2,817 4,551 Other 2,548 5,606 Total other current liabilities $ 12,284 $ 17,693

Vehicle Floorplan Facility

Vehicle Floorplan Facility	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Vehicle Floorplan Facility	10. Vehicle Floorplan Facility In November 2022, the Company amended its floorplan facility with Ally Bank and Ally Financial (the “2022 Vehicle Floorplan Facility”). The 2022 Vehicle Floorplan Facility provides a committed credit line of up to $ 500.0 million which is scheduled to mature on March 31, 2024 . The amount of credit available to the Company on a monthly basis equals the product of (1) the greater of five times the aggregate number of retail units sold during the most recent month for which information is available or the aggregate number of retail units sold during the five most recent months for which information is available and (2) the greater of the average outstanding floorplan balance of all vehicles on the floorplan as of the immediately preceding month-end or the average monthly outstanding floorplan balance of all vehicles on the floorplan as of month-end for the immediately preceding five months. As of September 30, 2023 , the Company elected to increase its monthly credit line availability by $ 25 million, as discussed below, bringing the borrowing capacity of the 2022 Vehicle Floorplan Facility to $ 228.1 million, of which $ 15.6 million was unutilized. As of December 31, 2022, the borrowing capacity of the 2022 Vehicle Floorplan Facility was $ 343.9 million, of which $ 66.9 million was unutilized. Additionally, the Company may elect to increase its monthly credit line availability by an additional $ 25.0 million during any four months in the period from November 1, 2022 through March 31, 2024, subject to the maximum $ 500.0 million credit limit. The 2022 Vehicle Floorplan Facility allows for more flexibility in the Company's borrowing capacity. Consistent with the terms of the 2020 Vehicle Floorplan Facility, the Company and Vroom Automotive, LLC have provided Ally with a guaranty of payment of all amounts owed under the 2022 Vehicle Floorplan Facility as well as a security interest in all or substantially all tangible, intangible, and other personal property of Vroom, Inc., to secure obligations under the 2022 Vehicle Floorplan Facility. The 2022 Vehicle Floorplan Facility bears interest at a rate equal to the Prime Rate, announced per annum by Ally Bank, plus 175 basis points. Additionally, the Company is subject to amended covenants and events of default. The Company is required to maintain a certain level of equity in the vehicles that are financed, to maintain at least 20.0 % of the credit line in cash and cash equivalents, and to maintain a minimum required balance with Ally of at least 15.0 % of the daily floorplan principal balance outstanding. The Company was required to pay a commitment fee upon execution of the 2022 Vehicle Floorplan Facility. As of September 30, 2023 and December 31, 2022, outstanding borrowings on the vehicle floorplan facilities were $ 212.5 million and $ 277.0 million, respectively. Cash deposits required under the vehicle floorplan facilities of $ 31.9 million and $ 34.6 million are classified as "Restricted cash" within the condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022, respectively. Interest expense incurred by the Company for the vehicle floorplan facilities was $ 4.9 million and $ 6.5 million for the three months ended September 30, 2023 and 2022, respectively, and $ 14.1 million and $ 19.8 million for the nine months ended September 30, 2023 and 2022 , respectively, which are recorded within “Interest expense” in the condensed consolidated statements of operations. The weighted average interest rate on the vehicle floorplan borrowings was 10.25 % and 9.25 % as of September 30, 2023 and December 31, 2022, respectively. As of September 30, 2023 and December 31, 2022 , the Company was in compliance with all covenants related to the vehicle floorplan facilities. In connection with the vehicle floorplan facilities, the Company entered into credit balance agreements with Ally Bank and Ally Financial that permit the Company to deposit cash with the bank for the purpose of reducing the amount of interest payable for borrowings. Interest credits earned by the Company were $ 3.5 million and $ 3.9 million for the three months ended September 30, 2023 and 2022, respectively, and $ 9.3 million and $ 11.4 million for the nine months ended September 30, 2023 and 2022, respectively, which are recorded within “Interest income” in the condensed consolidated statements of operations. In August 2023, the Company amended its 2022 Vehicle Floorplan Facility to modify certain terms, and also amended the credit balance agreements to modify the minimum required credit balance calculation.

Warehouse Credit Facilities of

Warehouse Credit Facilities of Consolidated VIEs	9 Months Ended
	Sep. 30, 2023
Line of Credit Facility [Abstract]
Warehouse Credit Facilities of Consolidated VIEs	11. Warehouse Credit Facilities of Consolidated VIEs UACC has four senior secured warehouse facility agreements (the “Warehouse Credit Facilities”) with banking institutions as of September 30, 2023. The Warehouse Credit Facilities are collateralized by eligible finance receivables and available borrowings are computed based on a percentage of eligible finance receivables. As of September 30, 2023 and December 31, 2022, the Company had excess borrowing capacity of $ 72.5 million and $ 105.8 million on UACC's Warehouse Credit Facilities, respectively. The terms of the Warehouse Credit Facilities include the following: Facility One Facility Two Facility Three Facility Four Execution date May 30, 2012 November 19, 2013 July 11, 2019 November 18, 2022 Maturity date July 20, 2024 June 2, 2025 August 29, 2025 September 12, 2025 Aggregate borrowings limit (in thousands) $ 200,000 $ 200,000 $ 200,000 $ 225,000 As of September 30, 2023 Aggregate principal balance of finance receivables pledged as collateral (in thousands) $ 147,533 $ 72,255 $ 142,389 $ 37,408 Outstanding balance (in thousands) $ 115,014 $ 53,215 $ 114,224 $ 12,200 Restricted cash (in thousands) $ 6,581 $ 2,463 $ 6,643 $ 237 As of December 31, 2022 Aggregate principal balance of finance receivables pledged as collateral (in thousands) $ 143,919 $ 142,503 $ 126,636 $ — Outstanding balance (in thousands) $ 110,602 $ 19,615 $ 101,435 $ — Restricted cash (in thousands) $ 8,110 $ 2,007 $ 5,537 $ — As of September 30, 2023 and December 31, 2022, the Company's weighted average interest rate on the Warehouse Credit Facilities borrowings was approximately 7.23 % and 6.19 %, respectively. The Company's ability to utilize its Warehouse Credit Facilities is primarily conditioned on the satisfaction of certain legal, operating, administrative and financial covenants contained within the agreements. These include covenants that require UACC to maintain a minimum tangible net worth, minimum liquidity levels, specified leverage ratios and certain indebtedness levels. Failure to satisfy these and or any other requirements contained within the agreements would restrict access to the Warehouse Credit Facilities. Certain breaches of covenants may also result in acceleration of the repayment of borrowings prior to the scheduled maturity. As of September 30, 2023 and December 31, 2022, the Company was in compliance with all covenants related to the Warehouse Credit Facilities.

Long Term Debt

Long Term Debt	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Long Term Debt	12. Long Term Debt Debt instruments, excluding the 2022 Vehicle Floorplan Facility, which is discussed in Note 10 — Vehicle Floorplan Facility, and warehouse credit facilities of consolidated VIEs, which are discussed in Note 11 — Warehouse Credit Facilities of Consolidated VIEs, consisted of the following (in thousands): September 30, December 31, 2023 2022 Current portion of securitization debt of consolidated VIEs $ 186,559 $ 47,239 Current portion of financing of beneficial interest in securitizations 10,486 — Total current portion of long term debt $ 197,045 $ 47,239 Convertible senior notes $ 327,837 $ 359,254 Securitization debt of consolidated VIEs, net of current portion 175,347 32,590 Financing of beneficial interest in securitizations 7,859 — Junior subordinated debentures 10,310 10,310 Long term debt, net of current portion $ 521,353 $ 402,154 Total debt $ 718,398 $ 449,393 Convertible Senior Notes On June 18, 2021, the Company issued $ 625.0 million aggregate principal amount of 0.75 % unsecured Convertible Senior Notes due 2026 (the “Notes”), including $ 75.0 million aggregate principal amount of such notes pursuant to the exercise in full of the overallotment option granted to the initial purchasers. The Notes were issued pursuant to an indenture (the “Indenture”), between the Company and U.S. Bank National Association, as trustee. The Notes bear interest at a rate of 0.75% per annum, payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2022 . The Notes will mature on July 1, 2026 , subject to earlier repurchase, redemption or conversion. The total net proceeds from the offering, after deducting commissions paid to the initial purchasers and debt issuance costs paid to third-parties, were approximately $ 608.9 million. Each $ 1,000 principal amount of the Notes will initially be convertible into 17.8527 shares of the Company’s common stock, which is equivalent to an initial conversion price of approximately $ 56.01 per share, subject to adjustment upon the occurrence of specified events. The Notes are convertible, at the option of the noteholders, on or after April 1, 2026. Prior to April 1, 2026 , the Notes are convertible only under the following circumstances: • During any fiscal quarter commencing after the fiscal quarter ending on September 30, 2021 (and only during such fiscal quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130 % of the conversion price of the Notes on each applicable trading day; • During the five consecutive business day period after any ten consecutive trading day period in which the trading price per $ 1,000 principal amount of the Notes for each day of that ten consecutive trading day period was less than 98 % of the product of the last reported sale price of the Company’s common stock and the conversion rate of the Notes on such trading day; • If the Company calls any or all of the Notes for redemption; or • Upon the occurrence of specific corporate events such as a change in control or certain beneficial distributions to common stockholders (as set forth in the Indenture). The Company may settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election. The Company may not redeem the Notes prior to July 6, 2024. On or after July 6, 2024, the Company may redeem all or any portion of the Notes for cash equal to 100 % of the principal amount of the Notes being redeemed plus any accrued and unpaid interest if the last reported sale price of the Company’s common stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period. If the Company undergoes a fundamental change (as defined in the Indenture), subject to certain conditions, holders of the Notes may require the Company to repurchase for cash all or any portion of their Notes at a repurchase price equal to 100 % of the principal amount of the Notes plus any accrued and unpaid interest. In addition, if specific corporate events occur prior to the maturity date or if the Company issues a notice of redemption, the Company will increase the conversion rate by pre-defined amounts for a holder who elects to convert their Notes in connection with such a corporate event. During the three and nine months ended September 30, 2023, the conditions allowing holders of the Notes to convert were not met. During the nine months ended September 30, 2023 , the Company repurchased $ 32.8 million in aggregate principal amount of the Notes , net of deferred issuance costs, for $ 13.2 million in open-market transactions. The Company recognized a gain on extinguishment of debt of $ 19.6 million for the nine months ended September 30, 2023. During the nine months ended September 30, 2022 , the Company repurchased $ 56.4 million in aggregate principal amount of the Notes, net deferred issuance costs, for $ 18.5 million in open-market transactions. The Company recognized a gain on extinguishment of debt of $ 37.9 million for the nine months ended September 30, 2022. The Company accounts for the Notes as a single liability-classified instrument measured at amortized cost. As of September 30, 2023 , the unamortized debt discount and debt issuance costs was $ 4.7 million and the net carrying value was $ 327.8 million. A s of December 31, 2022, the unamortized debt discount and debt issuance costs was $ 6.5 million and the net carrying value was $ 359.3 million. The Notes were issued at par value and fees associated with the issuance of these Notes are amortized to interest expense using the effective interest method over the contractual term of the Notes. The interest expense was $ 1.1 million and $ 1.9 million for the three months ended September 30, 2023 and 2022 , respectively, and $ 3.3 million and $ 5.9 million for the nine months ended September 30, 2023 and 2022 , respectively. The effective interest rate of the Notes is 1.3 %. Securitization Debt of Consolidated VIEs The securitization debt was issued under UACC's securitization program. The Company elected to account for the securitization debt under the fair value option using the measurement alternative. Fair value adjustments are recorded in "Other loss, net" in the condensed consolidated statements of operations. Refer to Note 16 – Financial Instruments and Fair Value Measurements. For the 2021-1, 2022-2, and 2023-1 securitization transactions, the Company consolidated the VIEs and accounted for these transactions as secured borrowings. Refer to Note 4 – Variable Interest Entities and Securitizations for further discussion. Upon the issuance of the securitization debt for the 2021-1 and 2023-1 securitization transactions, UACC retained the residual interests. UACC also retains the servicing rights for all finance receivables that were securitized; therefore, it is responsible for the administration and collection of the amounts owed under the contracts. In Q1 2023, UACC waived its servicing fees related to the 2022-2 securitization and subsequently consolidated the 2022-2 trust. The securitization agreements also require certain funds to be held in restricted cash accounts to provide additional collateral for the borrowings or to be applied to make payments on the securitization debt. Restricted cash under the various agreements totaled approximately $ 31.3 million and $ 9.0 million as of September 30, 2023 and December 31, 2022, respectively. Wholly owned bankruptcy remote subsidiaries of UACC were formed to facilitate the above asset-backed financing transactions. Bankruptcy remote refers to a legal structure in which it is expected that the applicable entity would not be included in any bankruptcy filing by its parent or affiliates. All of the assets of these subsidiaries have been pledged as collateral for the related debt. None of the assets of these subsidiaries are available to pay other creditors of the Company or its affiliates. The securitization debt issued is included in “Current portion of long term debt” and "Long term debt, net of current portion" on the condensed consolidated balance sheet. The securitization debt of consolidated VIEs consisted of the following (in thousands): As of September 30, 2023 Series Final Scheduled Payment Date Initial Principal Contractual Interest Rate Outstanding Principal Fair Value United Auto Credit 2021-1-D June 10, 2026 $ 29,380 1.14 % $ 11,664 $ 11,573 United Auto Credit 2021-1-E June 10, 2026 20,800 2.58 % 20,800 20,515 United Auto Credit 2021-1-F September 10, 2027 13,910 4.30 % 13,910 13,674 United Auto Credit 2022-2-A April 10, 2025 119,139 4.39 % 13,708 13,697 United Auto Credit 2022-2-B December 10, 2025 30,324 5.41 % 30,324 30,254 United Auto Credit 2022-2-C May 10, 2027 26,533 5.81 % 26,533 26,215 United Auto Credit 2022-2-D January 10, 2028 32,889 6.84 % 32,889 32,419 United Auto Credit 2022-2-E April 10, 2029 33,440 10.00 % 33,440 30,474 United Auto Credit 2023-1-A July 10, 2025 118,598 5.57 % 40,516 40,455 United Auto Credit 2023-1-B July 10, 2028 51,157 5.91 % 51,157 50,727 United Auto Credit 2023-1-C July 10, 2028 33,326 6.28 % 33,326 32,936 United Auto Credit 2023-1-D July 10, 2028 35,653 8.00 % 35,653 35,860 United Auto Credit 2023-1-E September 10, 2029 23,256 10.98 % 23,256 23,107 Total rated notes $ 568,405 $ 367,176 $ 361,906 As of December 31, 2022 Series Final Scheduled Payment Date Initial Principal Contractual Interest Rate Outstanding Principal Fair Value United Auto Credit 2021-1-C June 10, 2026 $ 29,640 0.84 % $ 18,466 $ 18,322 United Auto Credit 2021-1-D June 10, 2026 29,380 1.14 % 29,380 28,481 United Auto Credit 2021-1-E June 10, 2026 20,800 2.58 % 20,800 19,685 United Auto Credit 2021-1-F September 10, 2027 13,910 4.30 % 13,910 13,341 $ 93,730 $ 82,556 $ 79,829 The final scheduled payment date represents legal maturity of the remaining balance sheet securitization debt. Securitization debt is expected to become due and to be paid prior to those dates, based on amortization of the finance receivables pledged to the Trusts. Expected payments, which will depend on the performance of such receivables, as to which there can be no ass urance, are $ 44.5 million in 2023, $ 155.3 million in 2024, $ 94.4 million in 2025, $ 47.1 million in 2026 and $ 25.9 million in 2027. The aggregate principal balance and the fair value of finance receivables pledged to the securitization debt consists of the following (in thousands): As of September 30, As of December 31, 2023 2022 Aggregate Principal Balance Fair Value Aggregate Principal Balance Fair Value United Auto Credit 2021-1 $ 47,600 $ 45,332 $ 84,477 $ 77,904 United Auto Credit 2022-2 145,424 125,880 — — United Auto Credit 2023-1 227,460 194,582 — — Total finance receivables of CFEs $ 420,484 $ 365,794 $ 84,477 $ 77,904 Financing of Beneficial Interests in Securitizations On May 3, 2023, UACC entered into a Risk Retention Financing Facility enabling it to finance asset-backed securities issued in its securitization transactions and held by UACC pursuant to applicable risk retention rules. Under this facility, UACC sells such retained interests and agrees to repurchase them on a future date. In its initial transaction under this facility, UACC pledged $ 24.5 million of its retained beneficial interests as collateral, and received proceeds of $ 24.1 million, with expected repurchase dates ranging from March 2025 to September 2029 . The securitization trusts will distribute payments related to UACC's pledged beneficial interests in securitizations directly to the lender, which will reduce the beneficial interests in securitizations and the related debt balance. Pledged collateral levels are monitored and are generally maintained at an agreed-upon percentage of the fair value of the amounts borrowed during the life of the transactions. In the event of a decline in the fair value of the pledged collateral, UACC may be required to transfer cash or additional securities as pledged under this facility. At the termination of this agreement, UACC is obligated to return the amounts borrowed. The outstanding balance of this facility, net of unamortized debt issuance costs, was $ 18.4 million as of September 30, 2023, with $ 10.5 million included in "Current portion of long term debt" and $ 7.9 million included in "Long-term debt, net of current portion" on the condensed consolidated balance sheet. As of September 30, 2023, the fair value of the collateral pledged under this facility was $ 18.6 million. Junior Subordinated Debentures On July 31, 2003, UACC issued junior subordinated debentures (trust preferred securities) of $ 10.0 million through a subsidiary, UPFC Trust I. The trust issuer is a 100 percent owned finance subsidiary and the securities are fully and unconditionally guaranteed by Vroom Automotive Finance Corporation. The interest is paid quarterly at a variable rate, equal to SOFR + 3.05 %. The final maturity of these securities is on October 7, 2033 ; however, they can be called at par any time at the Company’s discretion.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	13. Commitments and Contingencies Litigation From time to time, the Company is involved in various claims and legal actions that arise in the ordinary course of business and an unfavorable resolution of any of these matters could materially affect the Company’s future results of operations, cash flows or financial position. The Company is also party to various disputes that the Company considers routine and incidental to its business. The Company does not expect the results of any of these routine actions to have a material effect on the Company’s business, results of operations, financial condition, or cash flows. The Company accrues a liability when a loss is considered probable and the amount can be reasonably estimated. When a material loss contingency is reasonably possible but not probable, the Company does not record a liability, but instead discloses the nature and the amount of the claim, and an estimate of the loss or range of loss, if such an estimate can be made. Legal fees are expensed as incurred. Beginning in March 2021, multiple putative class actions were filed in the U.S. District Court for the Southern District of New York by certain of the Company’s stockholders against the Company and certain of the Company’s officers alleging violations of federal securities laws. The lawsuits were captioned Zawatsky et al. v. Vroom, Inc. et al., Case No. 21-cv-2477; Holbrook v. Vroom, Inc. et al., Case No. 21-cv-2551; and Hudda v. Vroom, Inc. et al., Case No. 21-cv-3296. All three of the lawsuits asserted similar claims under Sections 10(b) and 20(a) of the Exchange Act, and SEC Rule 10b-5. In each case, the named plaintiff(s) sought to represent a proposed class of all persons who purchased or otherwise acquired the Company’s securities during a period from June 9, 2020 to March 3, 2021 (in the case of Holbrook and Hudda), or November 11, 2020 to March 3, 2021 (in the case of Zawatsky). In August 2021, the Court consolidated the cases under the new name In re: Vroom, Inc. Securities Litigation, Case No. 21-cv-2477, appointed a lead plaintiff and lead counsel and ordered a consolidated amended complaint to be filed. The court-appointed lead plaintiff subsequently filed a consolidated amended complaint that reasserts claims under Sections 10(b) and 20(a) of the Exchange Act, and SEC Rule 10b-5 against the Company and certain of the Company’s officers, and added new claims under Sections 11, 12 and 15 of the Securities Act against the Company, certain of its officers, certain of its directors, and the underwriters of the Company’s September 2020 secondary offering. The Company filed a motion to dismiss all claims, and briefing of this motion is complete. The Company believes this lawsuit is without merit and intends to vigorously contest these claims. While the outcome of any complex legal proceeding is inherently unpredictable and subject to significant uncertainties, based upon information presently known to management, the Company believes that the potential liability, if any, will not have a material adverse effect on the Company’s financial condition, cash flows, or results of operations. In August 2021, November 2021, January 2022, and February 2022, various Company stockholders filed purported shareholder derivative lawsuits on behalf of the Company in the U.S. District Court for the Southern District of New York against certain of the Company’s officers and directors, and nominally against the Company, alleging violations of the federal securities laws and breaches of fiduciary duty to the Company and/or related violations of Delaware law based on the same general course of conduct alleged in In re: Vroom, Inc. Securities Litigation. All four lawsuits have been consolidated under the case caption In re Vroom, Inc. Shareholder Derivative Litigation, Case No. 21-cv-6933, and the court has approved the parties’ stipulation that the cases would remain stayed pending final resolution of In re: Vroom, Inc. Securities Litigation. All four derivative suits remain in preliminary stages and there have been no substantive developments in any matter. In April 2022, one of the Company’s stockholders filed a purported shareholder derivative lawsuit on behalf of the Company in the U.S. District Court for the District of Delaware against certain of the Company’s officers and directors, and nominally against the Company, alleging violations of the federal securities law and breaches of fiduciary duty to the Company and/or related violations of Delaware law based on the same general course of conduct alleged in In re: Vroom, Inc. Securities Litigation. The case is captioned Godlu v. Hennessy et al., Case No. 22-cv-569, and the court has approved the parties’ stipulation that the case would remain stayed pending final resolution of In re: Vroom, Inc. Securities Litigation. This lawsuit remains in preliminary stages and there have been no substantive developments. The Attorney General of Texas, on behalf of the State of Texas, filed a petition in April 2022 and an amended petition in October 2023, in the District Court of Travis County Texas against the Company, alleging violation of the Texas Deceptive Trade Practices − Consumer Protection Act, Texas Business and Commerce Code § 17.41 et seq (Texas v. Vroom Automotive LLC, and Vroom Inc., Case No. D-1-GN-001809). The purported violations are based on alleged deficiencies and other issues in the Company’s marketing of used vehicles and fulfilment of customer orders, including the titling and registration of sold vehicles. Vroom Automotive, LLC and the Attorney General of the State of Texas have agreed to a temporary injunction in which Vroom Automotive, LLC agrees to adhere to its existing practice of possessing title for all vehicles it sells or advertises as available for sale on its ecommerce platform. The parties are engaged in discovery and Vroom continues to work cooperatively with the office of the Attorney General of the State of Texas towards a resolution. Because the case is at an early stage and the outcome of any complex legal proceeding is inherently unpredictable and subject to significant uncertainties, the Company cannot determine at present whether any potential liability would have a material adverse effect on the Company’s financial condition, cash flows, or results of operations. In July 2022 and August 2022, respectively, certain plaintiffs filed two putative class action lawsuits in the District Court of Cleveland County, Oklahoma and the New York State Supreme Court, respectively, against Vroom, Inc., and Vroom Automotive LLC as defendants, alleging, among other things, deficiencies in Vroom’s titling and registration of sold vehicles: Blake Sonne, individually and on behalf of all others similar situated, v. Vroom Automotive, LLC and Vroom, Inc., No. CJ-2022-822 and Emely Reyes Martinez, on behalf of all others similarly situated, v. Vroom Automotive, LLC and Vroom Inc . , No. 652684/2022. The Company removed the cases to the U.S. District Court for the Western District of Oklahoma (Case No. 22-cv-761) and the U.S. District Court for the Southern District of New York (Case No. 22-cv-7631), respectively, and filed motions to compel arbitration of all claims in both cases. In September 2023, Vroom’s motions to compel arbitration were granted in both cases, and the court actions are stayed pending the outcome of any arbitration proceeding over the respective plaintiffs’ individual claims. As previously disclosed, the Company has been subject to audits, requests for information, investigations and other inquiries from its regulators relating to increased customer complaints concerning the same or similar matters alleged in the State of Texas petition. These regulatory matters could continue to progress into legal proceedings as well as enforcement actions. The Company has incurred fines in certain states and could continue to incur fines, penalties, restitution, or alterations in the Company's business practices, which in turn, could lead to increased business expenses, additional limitations on the Company's business activities and further reputational damage, although to date such expenses have not had a material adverse effect on the Company’s financial condition, cash flows, or results of operations. Nasdaq Notice On June 23, 2023, the Company received written notice from The Nasdaq Stock Market LLC (“Nasdaq”) informing the Company that it has regained compliance with Nasdaq Listing Rule 5450(a)(1), which requires that companies listed on the Nasdaq Global Select Market maintain a minimum bid price of $ 1.00 per share. As previously reported, on April 14, 2023, the Company received a letter from Nasdaq indicating that, for the preceding 30 consecutive business days, the bid price for the Company’s common stock had closed below the $ 1.00 per share minimum bid price requirement for continued inclusion on the Nasdaq Global Select Market pursuant to Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Price Requirement”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company had been provided an initial period of 180 calendar days from the Nasdaq notification, or until October 11, 2023, to regain compliance. To regain compliance, the Company was required to maintain the Minimum Bid Price Requirement for a minimum of ten consecutive business days. In its June 23, 2023 notice, Nasdaq notified the Company that the closing bid price of its common stock had been at $ 1.00 per share or greater for 11 consecutive business days, from June 8, 2023 to June 22, 2023. Accordingly, the Company regained compliance with the Minimum Bid Price Requirement and the matter was closed. Other Matters The Company enters into agreements with third parties in the ordinary course of business that may contain indemnification provisions. In the event that an indemnification claim is asserted, the Company’s liability, if any, would be limited by the terms of the applicable agreement. Historically, the Company has not incurred material costs to defend lawsuits or settle claims related to indemnification provisions.

Preferred Stock and Stockholder

Preferred Stock and Stockholders' Equity	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Preferred Stock and Stockholders' Equity	14. Preferred Stock and Stockholders’ Equity Preferred Stock On June 11, 2020, the Company amended its certificate of incorporation to authorize the issuance of up to 10,000,000 shares of Preferred Stock. As of September 30, 2023 , there was no preferred stock issued or outstanding. Common Stock On June 11, 2020, the Company amended its certificate of incorporation to effect a 2 -for-1 forward stock split of shares of the Company’s outstanding common stock, such that each share of common stock, $ 0.001 par value became two shares of common stock, $ 0.001 par value per share. The shares of common stock authorized for issuance was increased to 500,000,000 . Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders.

Stock-based Compensation

Stock-based Compensation	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	15. Stock-based Compensation On May 28, 2020, the Company adopted the 2020 Incentive Award Plan (“the 2020 Plan”), which authorized the issuance of (i) up to 3,019,108 shares of the Company’s common stock, (ii) an annual increase on the first day of each year beginning on January 1, 2022 and ending on January 1, 2030 of up to 4 % of the shares of common stock outstanding on an as-converted basis on the last day of the immediately preceding fiscal year , and (iii) any shares of the Company’s common stock subject to awards under the 2014 Plan which are forfeited or lapse unexercised and which following the effective date are not issued under the 2014 Plan. Awards may be issued in the form of restricted stock units, restricted stock, stock appreciation rights, and stock options. As of September 30, 2023 , the Company has registered an additional 11,011,780 shares of the Company's common stock to be issued pursuant to the 2020 Plan. As of September 30, 2023 , there were 1,527,629 shares available for future issuance under the 2020 Plan. On May 20, 2022, the Company adopted the 2022 Inducement Award Plan (the “Inducement Award Plan”). Awards under the Inducement Award Plan may only be granted to a newly hired employee who has not previously been an employee or a member of the Board or an employee who is being rehired following a bona fide period of non-employment by the Company, in each case as a material inducement to the employee’s entering into employment. An aggregate of 3,000,000 shares of the Company’s common stock are reserved for issuance under the Inducement Award Plan. As of September 30, 2023 , there were 2,547,122 shares available for future issuance under the Inducement Award Plan. RSUs The Company recognized $ 2.7 million and $ 0.9 million of stock-based compensation expense related to RSUs for the three months ended September 30, 2023 and 2022 , respectively, and $ 6.6 million and $ 5.5 million for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023 and December 31, 2022 , the Company had $ 14.8 million and $ 18.2 million, respectively, of unrecognized stock-based compensation expense that is expected to be recognized over a weighted-average period of 1.8 and 1.9 years, respectively. On May 9, 2022, 1,200,000 RSUs having a grant date fair value of $ 1.08 per share were granted to the CEO and on May, 20, 2022, an aggregate of 3,190,000 RSUs having a grant date fair value of $ 1.45 per share were granted to certain members of the management team. On July 25, 2022, 140,000 RSUs having a grant date fair value of $ 1.64 per share were granted to a member of the management team. The RSUs were issued under the 2020 Plan and will vest on the third anniversary of the grant date, subject to continued employment through that date. The vesting of the RSUs will accelerate in one-third increments if the Company's common stock achieves a closing price at or above $ 7.50 per share for twenty consecutive trading days during the three-year vesting period; a closing price at or above $ 15.00 per share for twenty consecutive trading days in the second or third years of the vesting period; and a closing price at or above $ 21.00 per share for twenty consecutive trading days during the third year of the vesting period . As of September 30, 2023, the accelerated vesting conditions were not met. Certain of the Company’s RSU grants are subject to acceleration upon a change of control and termination within 12 months, and upon death, disability, retirement and certain “good leaver” circumstances.

Financial Instruments and Fair

Financial Instruments and Fair Value Measurements	9 Months Ended
	Sep. 30, 2023
Fair Value Disclosures [Abstract]
Financial Instruments and Fair Value Measurements	16. Financial Instruments and Fair Value Measurements U.S. GAAP defines fair value as the price that would be received from selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. These estimates are subjective in nature and involve uncertainties and matters of judgment, and therefore cannot be determined with precision. U.S. GAAP establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value and establishes the following three levels of inputs that may be used to measure fair value: Level 1—Quoted prices in active markets for identical assets or liabilities Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted market prices in markets that are not active; or model-derived valuations or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities Items Measured at Fair Value on a Recurring Basis The Company holds certain financial assets that are required to be measured at fair value on a recurring basis. Additionally, the Company elected the fair value option for the financial assets and liabilities of UACC’s consolidated CFEs, beneficial interests in the 2022-1 securitization transaction, certain of UACC’s finance receivables that are ineligible to be sold as of the Acquisition Date, and certain other finance receivables. Under the fair value option allowable under ASC 825, “Financial Instruments” (“ASC 825”), the Company may elect to measure at fair value financial assets and liabilities that are not otherwise required to be carried at fair value. Subsequent changes in fair value for designated items are reported in earnings. The following tables present the Company’s financial assets and liabilities measured at fair value on a recurring basis (in thousands): As of September 30, 2023 Level 1 Level 2 Level 3 Total Financial Assets Cash and cash equivalents: Money market funds $ 11,232 $ — $ — $ 11,232 CFE assets: Finance receivables — — 365,794 365,794 Finance receivables at fair value — — 34,903 34,903 Beneficial interests in securitizations — 5,287 — 5,287 Total financial assets $ 11,232 $ 5,287 $ 400,697 $ 417,216 Financial Liabilities CFE liabilities: Securitization debt of consolidated VIEs — 361,906 — 361,906 Total financial liabilities $ — $ 361,906 $ — $ 361,906 As of December 31, 2022 Level 1 Level 2 Level 3 Total Financial Assets Cash and cash equivalents: Money market funds $ 182,687 $ — $ — $ 182,687 CFE assets: Finance receivables — — 77,904 77,904 Finance receivables at fair value — — 75,270 75,270 Beneficial interests in securitizations — 20,592 — 20,592 Total financial assets $ 182,687 $ 20,592 $ 153,174 $ 356,453 Financial Liabilities CFE liabilities: Securitization debt of consolidated VIEs — 79,829 — 79,829 Total financial liabilities $ — $ 79,829 $ — $ 79,829 Valuation Methodologies of Financial Instruments Measured at Fair Value on a Recurring Basis The following is a description of the valuation methodologies used for financial instruments carried at fair value. These methodologies are applied to financial assets and liabilities across the fair value levels discussed above, and it is the observability of the inputs used that determines the appropriate level in the fair value hierarchy for the respective asset or liability. Money Market Funds: Money market funds primarily consist of investments in highly liquid U.S. treasury securities, with original maturities of three months or less and are classified as Level 1. The Company determines the fair value of cash equivalents based on quoted prices in active markets. Financial assets and liabilities of CFEs: The Company elected the fair value option for the assets and liabilities of its consolidated VIEs related to securitization transactions that were deemed to be CFEs. In accordance with ASC 825, the Company has elected the fair value option, for the eligible financial assets and liabilities of the 2021-1, 2022-2, and 2023-1 consolidated CFEs in order to mitigate potential accounting mismatches between the carrying value of the financial assets and liabilities. To eliminate potential measurement differences, the Company elected the measurement alternative included in ASU 2014-13, allowing the Company to measure both the financial assets and liabilities of a qualifying CFE using the fair value of either the CFE’s financial assets or liabilities, whichever is more observable. Under the measurement alternative prescribed by ASU 2014-13, the Company recognizes changes in the CFE’s net assets, including changes in fair value adjustments and net interest earned, in its condensed consolidated statements of operations. The Company is required to determine whether the fair value of the financial assets or the fair value of the financial liabilities of the eligible CFEs are more observable, but in either case, the methodology results in the fair value of the financial assets of the securitization trust being equal to the fair value of their liabilities. The Company determined that the fair value of the liabilities of the securitization CFEs are more observable, since market prices of their liabilities are based on non-binding quoted prices provided by broker dealers who make markets in similar financial instruments. The assets of the securitization CFEs are not readily marketable, and their fair value measurement requires information that may be limited in availability. In determining the fair value of the securitization debt of consolidated CFEs, the broker dealers consider contractual cash payments and yields expected by market participants. Broker dealers also incorporate common market pricing methods, including a spread measurement to the treasury curve or interest rate swap curve as well as underlying characteristics of the particular security including ratings, coupon, collateral type and seasoning or age of the security. When the Company obtains prices from multiple broker dealers for the same security and has a consensus among them, it deems these fair values to be based on observable valuation inputs and classified as Level 2 of the fair value hierarchy. Where a third-party broker dealer quote is not available, an internal model is utilized using unobservable inputs or if the Company has multiple quotes that are not within determined range, it classified the securitization debt as Level 3 of the fair value hierarchy. The financial assets of the consolidated CFEs are an aggregate value derived from the fair value of the CFEs liabilities. The Company determined that CFEs finance receivables in their entirety should be classified as Level 3 of the fair value hierarchy. Finance receivables at fair value: Finance receivables at fair value represent finance receivables for which the Company elected the fair value option in accordance with ASC 825. These receivables primarily relate to finance receivables that the Company does not intend to sell in the immediate future due to various factors such as: delinquencies, bankruptcy, etc. The Company estimates the fair value of these receivables using a discounted cash flow model and incorporates key inputs that include performance rate, default rate, recovery rate, and weighted average coupon rates, as well as certain macroeconomics events the Company believes market participants would consider relevant. Beneficial interests in securitization: Beneficial interests in securitization relate to the 2022-1 securitization completed in February 2022 and include rated notes as well as certificates. The beneficial interests in the 2022-2 securitization completed in July 2022 were eliminated upon consolidation of the VIE in March 2023. Refer to Note 4 – Variable Interest Entities and Securitizations. The Company elected the fair value option on its beneficial interests in securitization. Beneficial interests may initially be classified as Level 2 if the transactions occur within close proximity to the end of each respective reporting period. Subsequently, similar to the securitization debt described above, fair value is determined by requesting a non-binding quote from broker dealers, or by utilizing market acceptable valuation models, such as discounted cash flows. Broker dealer quotes may be based on an income approach, which converts expected future cash flows to a single present value amount, with specific consideration of inputs relevant to particular security types. Such inputs may include ratings, collateral types, geographic concentrations, underlying loan vintages, delinquencies and defaults, loss severity assumptions, prepayments, and weighted average coupons and maturities. When the volume or level of market activity for a security is limited, certain inputs used to determine fair value may not be observable in the market. Broker dealer quotes may also be based on a market approach that considers recent transactions involving identical or similar securities. When the Company obtains prices from multiple broker dealers for the same security and has a consensus among them, it deems these fair values to be based on observable valuation inputs and classified as Level 2 of the fair value hierarchy. Where a third-party broker dealer quote is not available, the Company utilizes an internally developed model using unobservable inputs. If internally developed models are utilized or if the Company has multiple quotes that are not within a consensus range of each other, the Company deems these securities to be classified as Level 3 of the fair value hierarchy. Changes in Level 3 Recurring Fair Value Measurements The following table presents a reconciliation of the financial assets, which were measured at fair value on a recurring basis using Level 3 inputs (in thousands): Finance Receivables of Consolidated CFEs Finance Receivables at Fair Value Fair value as of January 1, 2023 $ 77,904 $ 75,270 Reclassification of finance receivables held for sale to finance receivables at fair value, net 248,081 — Transfer within Level 3 categories 24,175 ( 24,175 ) Consolidation of VIEs 180,706 — Losses included in other income ( 67,035 ) ( 1,349 ) Issuances, net of discount — 3,392 Paydowns ( 117,002 ) ( 19,641 ) Other 18,965 1,406 Fair value as of September 30, 2023 $ 365,794 $ 34,903 Finance Receivables of Consolidated CFEs Finance Receivables at Fair Value Securitization Debt of Consolidated CFEs Fair value as of January 1, 2022 $ — $ — $ — Acquired in business combination 262,644 34,283 275,394 Transfer out of Level 3 — — ( 275,394 ) Transfer within Level 3 categories ( 50,938 ) 50,938 — Losses included in other income ( 24,293 ) ( 9,078 ) — Issuances, net of discount — 49,475 Sales ( 24,312 ) ( 14,114 ) — Paydowns ( 78,379 ) ( 28,450 ) — Other 9,739 2,511 — Fair value as of September 30, 2022 $ 94,461 $ 85,565 $ — During the nine months ended September 30, 2023, $ 180.7 million of finance receivables related to the 2022-2 securitization transaction were consolidated and classified as Level 3 and $ 248.1 million of finance receivables held for sale related to the 2023-1 securitization transaction were reclassified to Level 3 finance receivables of consolidated CFEs. The Company's transfers between levels of the fair value hierarchy are assumed to have occurred at the beginning of the reporting period on a quarterly basis, except for assets and liabilities acquired during the prior period as described below. During the nine months ended September 30, 2022, transfers out of Level 3 liabilities related to securitization debt of consolidated CFEs. The transfer out of Level 3 was the result of achieving consensus pricing from third-party broker dealers who utilize market observable inputs to price the liabilities. Upon acquisition, the Company utilized unobservable pricing information and an internal discounted cash flows model to value the CFEs liabilities. The Company obtained consensus broker dealers quotes as of September 30, 2022. For the CFEs liabilities acquired during the period, the transfer was presumed to occur immediately after the Acquisition Date. Other Relevant Data for Financial Assets and Liabilities for which FVO Was Elected The following table presents the gains or losses recorded in "Other loss, net" in the condensed consolidated statements of operations related to the eligible financial instruments for which the fair value option was elected (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Financial Assets Finance receivables of CFEs $ 23,103 $ 3,930 $ 54,987 $ 19,225 Finance receivables at fair value 2,027 ( 1,004 ) 605 7,248 Beneficial interests in securitizations 238 206 1,160 527 Financial Liabilities Debt of securitized VIEs 335 ( 275 ) ( 6,916 ) ( 2,990 ) Total net loss included in other income $ 25,703 $ 2,857 $ 49,836 $ 24,010 The following table presents other relevant data related to the finance receivables carried at fair value (in thousands): As of September 30, 2023 Finance Receivables of CFEs at Fair Value Finance Receivables at Fair Value Aggregate unpaid principal balance included within finance receivables that are reported at fair value $ 420,484 $ 40,538 Aggregate fair value of finance receivables that are reported at fair value $ 365,794 $ 34,903 Unpaid principal balance of receivables within finance receivables that are reported at fair value and are on nonaccrual status (90 days or more past due) $ 6,605 $ 736 Aggregate fair value of receivables carried at fair value that are on nonaccrual status (90 days or more past due) $ 5,793 $ 580 As of December 31, 2022 Finance Receivables of CFEs at Fair Value Finance Receivables at Fair Value Aggregate unpaid principal balance included within finance receivables that are reported at fair value $ 84,477 $ 89,068 Aggregate fair value of finance receivables that are reported at fair value $ 77,904 $ 75,270 Unpaid principal balance of receivables within finance receivables that are reported at fair value and are on nonaccrual status (90 days or more past due) $ 1,097 $ 1,499 Aggregate fair value of receivables carried at fair value that are on nonaccrual status (90 days or more past due) $ 985 $ 1,311 All finance receivables of CFEs are pledged to the CFEs trusts. The following table presents other relevant data related to securitization debt of consolidated VIEs carried at fair value (in thousands): As of September 30, 2023 Securitization debt of consolidated VIEs at Fair Value Aggregate unpaid principal balance of rated notes of securitized VIEs $ 367,176 Aggregate fair value of rated notes of securitized VIEs $ 361,906 As of December 31, 2022 Securitization debt of consolidated VIEs at Fair Value Aggregate unpaid principal balance of rated notes of securitized VIEs $ 82,556 Aggregate fair value of rated notes of securitized VIEs $ 79,829 Fair Value of Financial Instruments Not Carried at Fair Value The carrying amounts of restricted cash, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their short-term nature. The carrying value of the 2022 Vehicle Floorplan Facility and the Warehouse Credit Facilities was determined to approximate fair value due to its short-term duration and variable interest rate that approximates prevailing interest rates as of each reporting period. Finance receivables held for sale, net: For finance receivables eligible to be sold, the Company determines the fair value of finance receivables utilizing sales prices based on estimated securitization transactions, adjusted for transformation costs, risk and a normal profit margin associated with securitization transactions. Such fair value measurement of finance receivables held for sale, net is considered Level 3 of the fair value hierarchy. The carrying value and fair value of the finance receivables held for sale, net were as follows (in thousands): September 30, December 31, 2023 2022 Carrying value $ 375,664 $ 299,235 Fair value $ 378,619 $ 299,925 From time to time the Company may mark certain receivables classified as held for sale to fair value and classified as financial instruments recorded at fair value on a non-recurring basis. As of September 30, 2023 and December 31, 2022, there were $ 24.2 million and $ 22.4 million of finance receivables that were marked to fair value on a non-recurring basis, respectively. These are finance receivables that became delinquent and no longer meet the expected sales criteria. The Company uses a discounted cash flow model to estimate the present value of future recoveries for finance receivables. Such fair value measurement of finance receivables held for sale, net is considered Level 3 of the fair value hierarchy. Convertible Senior Notes: The fair value of the Notes, which are not carried at fair value on the accompanying condensed consolidated balance sheets, was determined utilizing actual bids and offer prices of the Notes in markets that are not active and are classified within Level 2 of the fair value hierarchy. September 30, December 31, 2023 2022 Carrying value $ 327,837 $ 359,254 Fair value $ 174,556 $ 128,026 Financing of beneficial interests in securitizations: The fair value of the financing of beneficial interests in securitizations, which are not carried at fair value on the accompanying condensed consolidated balance sheets, approximated their carrying value as of September 30, 2023 and are classified within Level 3 of the fair value hierarchy. Junior Subordinated Debentures: The fair value of the junior subordinated debentures, which are not carried at fair value on the accompanying condensed consolidated balance sheets, approximated their carrying value as of September 30, 2023 and December 31, 2022 and are classified within Level 3 of the fair value hierarchy. Fair Value of Financial Instruments on a Nonrecurring Basis Assets and liabilities acquired as part of a business combination and goodwill attributable to each of the Company's reporting units are recorded at fair value on a nonrecurring basis. Refer to Note 5 – Acquisitions and Note 8 – Goodwill and Intangible Assets for additional information.

Restructuring Activities

Restructuring Activities	9 Months Ended
	Sep. 30, 2023
Restructuring and Related Activities [Abstract]
Restructuring Activities	17. Restructuring Activities On May 5, 2022, the Company approved the Realignment Plan, which was designed to position the Company for long-term profitable growth by prioritizing unit economics, reducing operating expenses and maximizing liquidity. In connection with the Realignment Plan, the Company reduced headcount across the organization and closed its New York City, Detroit, and one of its Houston office locations as well as several Sell Us Your Car® center facilities. Additionally, the Company streamlined TDA's operations and closed its service center. The service center was repurposed to replace the reconditioning facility in Stafford, Texas, which was also closed. The Company also restructured its network of logistics hubs in order to align with reduced unit volume and its regional operating model. The restructuring activities associated with the Realignment Plan were substantially completed during 2022. O n January 18, 2023, the Company executed a reduction in force as part of the continued focus on reducing variable and fixed costs. The Company reduced Vroom’s headcount by approximately 275 employees based on the assessment of the Company's business needs, key initiatives, and long-term success and profitable growth. For the nine months ended September 30, 2023, the Company incurred expenses of approximately $ 4.1 million, primarily consisting of severance. On April 26, 2023, as part of the Company’s ongoing reexamination of all facets of the business, the Company implemented an organizational restructuring that included a reduction in force. The Company reduced Vroom’s headcount by approximately 120 employees and incurred total expenses of approximately $ 2.3 million for the nine months ended September 30, 2023, primarily consisting of severance costs, as a result of this reduction in force. The following table summarizes the components of the restructuring and related charges: Three Months Ended September 30, Nine Months Ended September 30, Total Charges Incurred to Date 2023 2022 2023 2022 Charges by activity: Severance and termination benefits (1) $ 274 $ 2,226 $ 6,655 $ 7,172 $ 14,013 Impairment of operating lease right-of-use assets (2) — 1,017 — 4,424 6,491 Other costs (3) — — — 1,176 1,176 Total restructuring and related charges $ 274 $ 3,243 $ 6,655 $ 12,772 $ 21,680 (1) Severance and termination costs consist of severance costs provided to employees who have been terminated as well outplacement costs and COBRA benefits. (2) Impairment of operating lease right-of-use assets consist of costs associated with planned facility closures that will continue to be incurred under the contract for its remaining term without economic benefit to the Company. (3) Other costs incurred to date consist of legal expenses incurred in connection with the Realignment Plan and acceleration of depreciation of property and equipment related to the planned facility closures. Severance and termination benefits and other costs are included in "Selling, general, and administrative expenses" in the condensed consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022. The following table is a reconciliation of the beginning and ending restructuring liability for the nine months ended September 30, 2023 and 2022: Balance as of December 31, 2022 $ 810 Accrual and accrual adjustments 6,655 Cash payments ( 7,098 ) Balance as of September 30, 2023 $ 367 Balance as of December 31, 2021 $ — Accrual and accrual adjustments 7,755 Cash payments ( 5,702 ) Balance as of September 30, 2022 $ 2,053 The restructuring liability for severance and termination benefits is reflected in "Accrued Expenses" in the condensed consolidated balance sheet as of September 30, 2023 and December 31, 2022.

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
Segment Information	18. Segment Information The Company has three reportable segments: Ecommerce, Wholesale, and Retail Financing. No operating segments have been aggregated to form the reportable segments. The Company determined its operating segments based on how the chief operating decision maker (“CODM”) reviews the Company’s operating results in assessing performance and allocating resources. The CODM reviews revenue and gross profit for each of the reportable segments. Gross profit is defined as revenue less cost of sales incurred by the segment. The CODM does not evaluate operating segments using asset information as these are managed on an enterprise-wide group basis. Accordingly, the Company does no t report segment asset information. As of September 30, 2023 and December 31, 2022, long-lived assets were predominantly located in the United States. The Ecommerce reportable segment represents retail sales of used vehicles through the Company’s ecommerce platform, revenue earned on vehicle financing originated by UACC or the Company's third-party financing sources and sales of value-added products associated with those vehicles sales. The Wholesale reportable segment represents sales of used vehicles through wholesale channels. The Retail Financing reportable segment represents UACC’s operations with its network of third-party dealership customers, including the purchases and servicing of vehicle installment contracts. Revenues within the "All Other" category consist of retail sales of used vehicles from TDA and fees earned on sales of value-added products associated with those vehicles sales and the CarStory business. Information about the Company’s reportable segments are as follows (in thousands): Three Months Ended September 30, 2023 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 149,851 $ 30,898 $ 40,823 $ 14,062 $ 235,634 Gross profit $ 14,339 $ ( 1,495 ) $ 32,341 $ 2,909 $ 48,094 Three Months Ended September 30, 2022 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 225,441 $ 47,604 $ 40,654 $ 27,098 $ 340,797 Gross profit $ 27,034 $ ( 1,574 ) $ 35,954 $ 5,917 $ 67,331 Nine Months Ended September 30, 2023 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 423,713 $ 75,593 $ 114,939 $ 43,034 $ 657,279 Gross profit $ 36,566 $ ( 5,426 ) $ 92,184 $ 9,576 $ 132,900 Nine Months Ended September 30, 2022 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 1,222,436 $ 270,489 $ 120,005 $ 126,622 $ 1,739,552 Gross profit $ 94,862 $ ( 6,260 ) $ 109,637 $ 17,089 $ 215,328 The reconciliation between reportable segment gross profit to consolidated loss before provision (benefit) for income taxes is as follows (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Reconciliation to consolidated total revenue Total reportable segment revenue $ 221,572 $ 313,699 $ 614,245 $ 1,612,930 All Other revenues 14,062 27,098 43,034 126,622 Consolidated total revenue $ 235,634 $ 340,797 $ 657,279 $ 1,739,552 Reconciliation to consolidated loss before (benefit) provision for income taxes Total reportable segment gross profit $ 45,185 $ 61,414 $ 123,324 $ 198,239 All Other gross profit 2,909 5,917 9,576 17,089 Selling, general and administrative expenses 79,586 134,643 263,078 475,627 Depreciation and amortization 11,010 9,833 31,845 27,728 Impairment charges — 1,017 1,353 206,127 Gain on debt extinguishment — ( 37,917 ) ( 19,640 ) ( 37,917 ) Interest expense 12,058 9,704 30,915 28,617 Interest Income ( 5,506 ) ( 5,104 ) ( 16,369 ) ( 12,991 ) Other loss, net 33,543 5,383 65,019 26,897 Consolidated loss before provision (benefit) for income taxes $ ( 82,597 ) $ ( 50,228 ) $ ( 223,301 ) $ ( 498,760 )

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	19. Income Taxes The Company computes income taxes using the liability method. This method requires recognition of deferred tax assets and liabilities, measured by enacted rates, attributable to temporary differences between the financial statements and the income tax basis of assets and liabilities. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that certain deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in those specific jurisdictions prior to the dates on which such net operating losses expire. The Company maintained a full valuation allowance against its net deferred tax assets because the Company has determined that it is more likely than not that these assets will not be fully realized based on a current evaluation of expected future taxable income and the Company being in a cumulative 3-year loss position. The Company’s effective tax rate for the three months ended September 30, 2023 and 2022 was ( 0.31 )% and ( 1.79 )%, respectively. The Company’s effective tax rate for the nine months ended September 30, 2023 and 2022 was ( 0.41 )% and 4.43 %, respectively. The effective tax rate for the nine months ended September 30, 2022 was primarily driven by a deferred tax benefit recorded for the decrease of Valuation Allowance resulting from the acquisition of Unitas Holdings Corp. (now known as Vroom Finance Corporation) that occurred during the nine months ended September 30, 2022 of $ 23.9 million. The Company is subject to tax in the United States and many state and local jurisdictions. The Company, with certain exceptions, is no longer subject to income tax examinations by U.S. federal, state and local for tax years 2016 and prior. The company is not currently under audit for any US federal or state income tax audits. The Internal Revenue Code (IRC) Section 382 provides for a limitation of the annual use of net operating loss and tax credit carryforwards following certain ownership changes (as defined by the IRC Section 382) that limits the Company’s ability to utilize these carryforwards. The Company completed a Section 382 study to determine the applicable limitation, if any. It was determined that the Company has undergone four ownership changes the most recent of which was April 2021. These changes will substantially limit the use of the net operating losses generated before the change in control. The Company acquired Unitas Holdings Corp. (now known as Vroom Finance Corporation) on February 1, 2022 in a stock acquisition, refer to Note 5 – Acquisitions for additional information. The NOLs and other tax attributes acquired are also subject to Section 382 limitations. The Company has no t identified any uncertain tax positions as of September 30, 2023 or December 31, 2022 . Any interest and penalties related to uncertain tax positions shall be recorded as a component of income tax expense. To date, no interest or penalties have been accrued in relation to uncertain tax positions. On August 16, 2022, the Inflation Reduction Act of 2022 ("IRA") was signed into law. The IRA includes implementation of a new alternative minimum tax, an excise tax on stock buybacks, and significant tax incentives for energy and climate initiatives, among other provisions. The Company is evaluating the provisions included under the IRA and does not expect the provisions to have a material impact to the Company's condensed consolidated financial statements.

Net Loss Per Share

Net Loss Per Share	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Net Loss Per Share	20. Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders: Three Months Ended Nine Months Ended (in thousands, except share and per share amounts) 2023 2022 2023 2022 Net loss $ ( 82,857 ) $ ( 51,127 ) $ ( 224,219 ) $ ( 476,675 ) Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted 139,692,323 138,118,679 139,123,352 137,817,839 Net loss per share attributable to common stockholders, basic and diluted $ ( 0.59 ) $ ( 0.37 ) $ ( 1.61 ) $ ( 3.46 ) The following potentially dilutive shares were not included in the calculation of diluted shares outstanding for the periods presented as the effect would have been anti-dilutive: As of September 30, 2023 2022 Convertible senior notes 5,936,226 10,132,119 Stock options 2,379,519 3,273,021 Restricted stock units 14,008,261 8,879,252 Total 22,324,006 22,284,392

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission ("SEC") regarding interim financial reporting. The condensed consolidated balance sheet as of December 31, 2022, included herein, was derived from the audited consolidated financial statements as of that date. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Annual Report on Form 10-K for the year ended December 31, 2022. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements, and in management’s opinion, include all adjustments, which consist of only normal recurring adjustments necessary for the fair statement of the Company’s condensed consolidated balance sheet as of September 30, 2023 and its results of operations for the three and nine months ended September 30, 2023 and 2022. The results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results expected for the current fiscal year or any other future periods. Certain prior year amounts have been reclassified to conform to the current year presentation.
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenue, and expenses and related disclosures. On an ongoing basis, the Company evaluates its estimates, including, among others, those related to income taxes, the realizability of inventory, stock-based compensation, contingencies, revenue-related reserves, fair value measurements, and useful lives of property and equipment and intangible assets. The Company bases its estimates on historical experience, market conditions, and on various other assumptions that are believed to be reasonable. Actual results may differ from these estimates.
Comprehensive Loss	Comprehensive Loss The Company did no t have any other comprehensive income or loss for the three and nine months ended September 30, 2023 and 2022 . Accordingly, net loss and comprehensive loss are the same for the periods presented.
Restricted Cash	Restricted Cash Restricted cash primarily includes cash deposits required under the Company’s 2022 Vehicle Floorplan Facility as explained in Note 10 – Vehicle Floorplan Facility and UACC restricted cash. UACC collects and services receivables under the securitization transactions and warehouse credit facilities. These collections are restricted for use until properly remitted each month under the terms of the servicing agreement. Refer to Note 11 — Warehouse Credit Facilities of Consolidated VIEs and Note 12 — Long Term Debt for further detail.
Finance Receivables	Finance Receivables Finance receivables consist of installment contracts the Company originates through UACC to finance the vehicles it sells, as well as installment contracts acquired by UACC from its existing network of third-party dealership customers. The Company's finance receivables are generally secured by the vehicles being financed. Finance receivables over 90 days delinquent are considered nonaccrual finance receivables. Interest income is subsequently recognized only to the extent cash payments are received. Finance receivables may be restored to accrual status when a customer settles all delinquency balances and future interest and principal payments are reasonably assured.
Finance Receivables Held for Sale, Net	Finance Receivables Held for Sale, Net Finance receivables that the Company intends to sell and not hold to maturity are classified as held-for-sale. The Company intends to sell finance receivables either through securitization transactions or forward flow arrangements. Finance receivables classified as held for sale are recorded at the lower of cost or fair value. Deferred acquisition costs and any discounts or premiums are deferred until the finance receivables are sold and are then recognized as part of the total gain or loss on sale and recorded in “Finance Revenue” and "Product, net" in the condensed consolidated statements of operations. Refer to Note 3 – Revenue Recognition. The Company records a valuation allowance to report finance receivables at the lower of amortized cost basis or fair value. To determine the valuation allowance, finance receivables are evaluated collectively as they represent a large group of smaller-balance homogeneous loans. To the extent that actual experience differs from estimates, significant adjustments to the Company's valuation allowance may be needed. Fair value adjustments are recorded in "Other loss, net" in the condensed consolidated statements of operations. Principal balances of finance receivables are charged-off when the Company is unable to sell the finance receivable and the related vehicle has been repossessed and liquidated or the receivable has otherwise been deemed uncollectible. As of September 30, 2023 and December 31, 2022, the valuation allowance for finance receivables classified as held for sale was $ 15.3 million and $ 10.5 million, respectively. Refer to No te 16 – Financial Instruments and Fair Value Measurements .
Finance Receivables at Fair Value	Finance Receivables at Fair Value Finance receivables at fair value represent finance receivables that the Company does not intend to sell in the immediate future and for which the fair value option was elected. Fair value adjustments are recorded in "Other loss, net" in the condensed consolidated statements of operations. Refer to Note 16 – Financial Instruments and Fair Value Measurements.
Consolidated CFEs	Consolidated CFEs The Company elected the fair value option upon consolidation of the assets and liabilities of its variable interest entities ("VIEs") related to the 2021-1, 2022-2, and 2023-1 securitization transactions. Refer to Note 4 – Variable Interest Entities and Securitizations. These VIEs are consolidated collateralized financing entities (CFEs) and are accounted for using the measurement alternative in accordance with ASU 2014-13, Measuring the Financial Assets and Liabilities of a Consolidated Collateralized Financing Entity (“ASU 2014-13"). During the three and nine months ended September 30, 2023 and 2022, the Company recognized the following revenue and expenses associated with these CFEs in the condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Finance revenue $ 22,936 $ 9,999 $ 62,704 $ 35,039 Product revenue $ 3,198 $ — $ 9,172 $ — Finance cost of sales $ ( 5,246 ) $ ( 937 ) $ ( 14,075 ) $ ( 2,941 ) Product cost of sales $ ( 917 ) $ — $ ( 2,518 ) $ — Other loss, net $ ( 23,709 ) $ ( 3,479 ) $ ( 47,919 ) $ ( 15,798 ) The assets and liabilities of the CFEs are presented as part of the current and noncurrent “Finance receivables at fair value”, “Current portion of long term debt”, and "Long term debt, net of current portion", respectively, on the condensed consolidated balance sheets. Refer to Note 4 – Variable Interest Entities and Securitizations and Note 16 – Financial Instruments and Fair Value Measurements for further details.
Business Combinations	Business Combinations The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The Company will continue to collect information and reevaluate these estimates and assumptions quarterly and record any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments will be recorded to the Company’s condensed consolidated statement of operations.
Advertising	Advertising Advertising costs are expensed as incurred and are included within “Selling, general and administrative expenses” in the condensed consolidated statements of operations. Advertising expenses were $ 13.4 million and $ 14.9 million for the three months ended September 30, 2023 and 2022, respectively, and $ 39.9 million and $ 69.8 million for the nine months ended September 30, 2023 and 2022 , respectively.
Shipping and Handling	Shipping and Handling Logistics costs related to inbound transportation from the point of acquisition to the relevant reconditioning facility are included in cost of sales when the related used vehicle is sold. Logistics costs not included in cost of sales are accounted for as costs to fulfill contracts with customers and are included in “Selling, general and administrative expenses” in the condensed consolidated statements of operations and were $ 2.2 million and $ 4.9 million for the three months ended September 30, 2023 and 2022, respectively, and $ 6.3 million and $ 39.9 million for the nine months ended September 30, 2023 and 2022 , respectively.
Concentration of Credit Risk and Significant Customers	Concentration of Credit Risk and Significant Customers The Company’s principal financial instruments subject to potential concentration of credit risk are cash and cash equivalents and accounts receivable, which are unsecured. The Company’s cash balances are maintained at various large, reputable financial institutions. Deposits held with financial institutions may at times exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and, therefore, management believes they bear minimal risk. The Company’s cash equivalents primarily consist of money market funds that hold investments in highly liquid U.S. treasury securities and commercial paper investments. Concentration of credit risk with respect to accounts receivable is generally mitigated by a large customer base. For the three and nine months ended September 30, 2023 and 2022, no customer represented 10% or more of the Company’s revenues and no customer represented more than 10% of the Company’s accounts receivable as of September 30, 2023 and December 31, 2022 .
Liquidity	Liquidity The Company has had negative cash flows and generated losses from operations since inception and has historically had to rely on debt and equity financing to fund its operations. Further, the Company expects to incur additional losses in the future. As of September 30, 2023, the Company had cash and cash equivalents of $ 208.6 million and restricted cash of $ 80.5 million. The primary source of liquidity is cash generated through financing activities. Since inception, the Company has relied on borrowings under its vehicle floorplan facilities to finance its inventory. The term of the vehicle floorplan facility generally matures within one to two years and the Company typically renews those facilities at least annually. The 2022 Vehicle Floorplan Facility has a borrowing capacity of $ 228.1 million as of September 30, 2023, of which $ 15.6 million was unutilized and provides a committed credit line of up to $ 500.0 million which is scheduled to mature on March 31, 2024 . The Company has commenced discussions with its floorplan lender, Ally Bank and Ally Financial (together “Ally”), regarding an amended floorplan facility that would extend the term beyond the current expiration date. Ally recently indicated its willingness to extend the floorplan facility beyond June 2024 would be contingent upon the Company raising additional capital. The 2022 Vehicle Floorplan Facility remains a committed facility through March 31, 2024. Prior to that date, the Company intends to continue its discussions with Ally over the terms of an amended facility and may engage with other lenders over the terms of an alternative facility. In the event that a capital raise is required by Ally or another lender, there can be no assurance that such additional capital would be available in the required amount or on terms acceptable to the Company, if at all. Failure to secure floorplan financing beyond the expiration of the 2022 Vehicle Floorplan Facility would have a material adverse effect on the Company’s ability to finance its inventory and operate its core used automotive sales business. UACC has four warehouse credit facilities with an aggregate borrowing limit of $ 825.0 million as of September 30, 2023. As of September 30, 2023, outstanding borrowings related to the Warehouse Credit Facilities were $ 294.7 million and excess borrowing capacity was $ 72.5 million. Refer to Note 11 – Warehouse Credit Facilities of Consolidated VIEs for further discussion. If the Company is unable to enter into an amended or alternative floorplan facility, it will pursue strategies to adjust its core used automotive operations and preserve liquidity and reduce fixed and variable costs. The Company anticipates that its existing cash and cash equivalents, the 2022 Vehicle Floorplan Facility and UACC credit facilities will be sufficient to support the Company for at least the next twelve months from the date of issuance of the condensed consolidated financial statements. The Company’s projected cashflows are subject to various assumptions, including its growth rate, sales margin, GPPU, marketing costs, reduction in fixed and variable expenses, as well as market conditions. The Company bases its estimates on historical experience, market conditions and on various other assumptions that it believes to be reasonable.
Accounting Standards Adopted	Accounting Standards Adopted In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with Topic 606 as if the acquirer had originated the contracts. The Company adopted the guidance on January 1, 2023 , which did not have a material impact on the Company's condensed consolidated financial statements and related disclosures.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Schedule of Company Recognized Revenue and Expense Associated with CFEs in Condensed Consolidated Statements of Operations	During the three and nine months ended September 30, 2023 and 2022, the Company recognized the following revenue and expenses associated with these CFEs in the condensed consolidated statements of operations: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Finance revenue $ 22,936 $ 9,999 $ 62,704 $ 35,039 Product revenue $ 3,198 $ — $ 9,172 $ — Finance cost of sales $ ( 5,246 ) $ ( 937 ) $ ( 14,075 ) $ ( 2,941 ) Product cost of sales $ ( 917 ) $ — $ ( 2,518 ) $ — Other loss, net $ ( 23,709 ) $ ( 3,479 ) $ ( 47,919 ) $ ( 15,798 )

Variable Interest Entities an_2

Variable Interest Entities and Securitizations (Tables)	9 Months Ended
	Sep. 30, 2023
Variable Interest Entity, Measure of Activity [Abstract]
Summary of Total Assets and Total Liabilities Associated With Variable Interests in Consolidated VIEs	The following table presents the total assets and total liabilities associated with the Company's variable interests in consolidated VIEs in the condensed consolidated balance sheets (in thousands): As of September 30, 2023 Securitization Vehicles Warehouse 1 Total Current Assets: Restricted cash $ 31,311 $ 15,924 $ 47,235 Finance receivables at fair value 11,227 991 12,218 Finance receivables held for sale — 338,375 338,375 Other current assets 15,415 8,912 24,327 Total Current Assets 57,953 364,202 422,155 Finance receivables at fair value 354,567 22,093 376,660 Other assets — 1,992 1,992 Total Assets $ 412,520 $ 388,287 $ 800,807 Current Liabilities: Current portion of securitization debt $ 186,559 $ — $ 186,559 Warehouse credit facilities — 294,653 294,653 Accrued expenses 1,421 1,912 3,333 Total Current Liabilities 187,980 296,565 484,545 Securitization debt, net of current portion 175,347 — 175,347 Other liabilities 4,340 5,166 9,506 Total Liabilities $ 367,667 $ 301,731 $ 669,398 As of December 31, 2022 Securitization Vehicles Warehouse 1 Total Current Assets: Restricted cash $ 9,023 $ 15,654 $ 24,677 Finance receivables at fair value 5,336 6,156 11,492 Finance receivables held for sale — 305,917 305,917 Other current assets 2,730 9,004 11,734 Total Current Assets 17,089 336,731 353,820 Finance receivables at fair value 72,568 47,024 119,592 Total Assets $ 89,657 $ 383,755 $ 473,412 Current Liabilities: Current portion of securitization debt $ 47,239 $ — $ 47,239 Warehouse credit facilities — 229,518 229,518 Accrued expenses 90 1,439 1,529 Total Current Liabilities 47,329 230,957 278,286 Securitization debt, net of current portion 32,590 — 32,590 Other liabilities 686 6,724 7,410 Total Liabilities $ 80,605 $ 237,681 $ 318,286 1 Refer to Note 11 – Warehouse Credit Facilities of Consolidated VIEs for further details of the warehouse facilities.
Summary of Unconsolidated Variable Interest Entities	The following table summarizes the amortized cost, the carrying amount, which is the fair value, and the maximum exposure to losses of UACC's assets related to unconsolidated VIEs (in thousands): As of September 30, 2023 As of December 31, 2022 Aggregate Principal Balance Carrying Value Total Exposure Aggregate Principal Balance Carrying Value Total Exposure Rated notes $ 5,397 $ 5,132 $ 5,132 $ 19,233 $ 18,664 $ 18,664 Certificates — 155 155 — 1,928 1,928 Other assets 310 310 310 310 310 310 Total unconsolidated VIEs $ 5,707 $ 5,597 $ 5,597 $ 19,543 $ 20,902 $ 20,902

Acquisition (Tables)

Acquisition (Tables) - UACC	9 Months Ended
	Sep. 30, 2023
Business Acquisition [Line Items]
Summary of Fair Value of Identified Assets Acquired and Liabilities Assumed	The following table summarizes the fair value of the identified assets acquired and liabilities assumed as of the Acquisition Date, inclusive of immaterial measurement period adjustments (in thousands): Fair Value Cash and cash equivalents $ 5,294 Restricted cash 42,631 Finance receivables at fair value 296,927 Finance receivables, held for sale 263,393 Intangible assets 156,000 Goodwill 42,886 Other assets 25,934 Total assets acquired $ 833,065 Warehouse credit facilities ( 178,067 ) Long term debt ( 285,704 ) Deferred tax liability ( 23,855 ) Other liabilities ( 30,026 ) Total liabilities assumed $ ( 517,652 ) Net assets acquired $ 315,413
Summary of Final Identifiable Intangible Assets Acquired and their Estimated Weighted Average Useful Life	The following table summarizes the identifiable intangible assets acquired and their estimated weighted average useful life at the date of acquisition (in thousands): Fair Value Weighted Average Useful Life Purchased technology $ 83,000 7 Customer relationships 66,000 8 Trade name 7,000 10 $ 156,000
Summary of Pro Forma Information	The pro forma information for the nine months ended September 30, 2022 is as follows: Nine Months Ended September 30, 2022 Total revenue $ 1,755,023 Net loss $ ( 488,866 )

Inventory (Tables)

Inventory (Tables)	9 Months Ended
	Sep. 30, 2023
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventory consisted of the following (in thousands): September 30, December 31, 2023 2022 Vehicles $ 239,481 $ 317,994 Parts and accessories 1,195 2,654 Total inventory $ 240,676 $ 320,648

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment, Net	Property and equipment, net consisted of the following (in thousands): September 30, December 31, 2023 2022 Equipment $ 4,226 $ 3,357 Furniture and fixtures 1,898 1,896 Logistics fleet 32,544 32,468 Leasehold improvements 7,633 6,577 Internal-use software 39,627 30,725 Other 8,311 8,081 94,239 83,104 Accumulated depreciation and amortization ( 45,019 ) ( 32,903 ) Property and equipment, net $ 49,220 $ 50,201

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Activity in Carrying Value of Goodwill by Reporting Unit	The following table summarizes the activity in the carrying value of goodwill by reporting unit for the nine months ended September 30, 2022 (in thousands): Ecommerce Wholesale TDA Total Balance as of December 31, 2021 $ 152,876 $ 1,720 $ 4,221 $ 158,817 Acquisition 42,886 — — 42,886 Goodwill impairment charge ( 195,762 ) ( 1,720 ) ( 4,221 ) ( 201,703 ) Balance as of September 30, 2022 $ — $ — $ — $ —
Schedule of Intangible Assets, Net	Intangible assets, net consisted of the following (in thousands): September 30, 2023 December 31, 2022 Gross Carrying Value Accumulated Amortization Carrying Value Gross Carrying Value Accumulated Amortization Carrying Value Developed and purchased technology $ 108,700 $ ( 33,801 ) $ 74,899 $ 108,700 $ ( 21,053 ) $ 87,647 Customer relationships 69,400 ( 15,167 ) 54,233 69,400 ( 8,661 ) 60,739 Trademarks and trade names 12,200 ( 2,688 ) 9,512 12,200 ( 1,676 ) 10,524 Total intangible assets $ 190,300 $ ( 51,656 ) $ 138,644 $ 190,300 $ ( 31,390 ) $ 158,910
Schedule of Estimated Amortization Expense for Intangible Assets	The estimated amortization expense for intangible assets subsequent to September 30, 2023, consists of the following (in thousands): Year Ending December 31: For remainder of 2023 $ 6,756 2024 27,022 2025 27,022 2026 21,979 2027 21,882 Thereafter 33,983 $ 138,644

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2023
Accrued Liabilities and Other Liabilities [Abstract]
Schedule of Accrued Expenses	The Company’s accrued expenses consisted of the following (in thousands): September 30, December 31, 2023 2022 Accrued marketing expenses $ 4,476 $ 2,093 Vehicle related expenses 11,238 14,789 Sales taxes 4,849 5,983 Accrued compensation and benefits 16,127 28,276 Accrued professional services 2,373 3,488 Accrued legal settlements (1) 3,816 7,383 Interest payable 5,875 3,990 Other 8,681 10,793 Total accrued expenses $ 57,435 $ 76,795 (1) Accrued legal settlements are primarily related to legal challenges stemming from operational challenges created by the Company's prior rapid growth, which resulted in additional costs incurred, including legal settlements.
Other Current Liabilities	The Company’s other current liabilities consisted of the following (in thousands): September 30, December 31, 2023 2022 Vehicle payable $ 4,407 $ 3,617 Reserve for estimated returns 2,512 3,919 Insurance payable 2,817 4,551 Other 2,548 5,606 Total other current liabilities $ 12,284 $ 17,693

Warehouse Credit Facilities o_2

Warehouse Credit Facilities of Consolidated VIEs (Tables)	9 Months Ended
	Sep. 30, 2023
Line of Credit Facility [Abstract]
Schedule of Terms of the Warehouse Credit Facilities	UACC has four senior secured warehouse facility agreements (the “Warehouse Credit Facilities”) with banking institutions as of September 30, 2023. The Warehouse Credit Facilities are collateralized by eligible finance receivables and available borrowings are computed based on a percentage of eligible finance receivables. As of September 30, 2023 and December 31, 2022, the Company had excess borrowing capacity of $ 72.5 million and $ 105.8 million on UACC's Warehouse Credit Facilities, respectively. The terms of the Warehouse Credit Facilities include the following: Facility One Facility Two Facility Three Facility Four Execution date May 30, 2012 November 19, 2013 July 11, 2019 November 18, 2022 Maturity date July 20, 2024 June 2, 2025 August 29, 2025 September 12, 2025 Aggregate borrowings limit (in thousands) $ 200,000 $ 200,000 $ 200,000 $ 225,000 As of September 30, 2023 Aggregate principal balance of finance receivables pledged as collateral (in thousands) $ 147,533 $ 72,255 $ 142,389 $ 37,408 Outstanding balance (in thousands) $ 115,014 $ 53,215 $ 114,224 $ 12,200 Restricted cash (in thousands) $ 6,581 $ 2,463 $ 6,643 $ 237 As of December 31, 2022 Aggregate principal balance of finance receivables pledged as collateral (in thousands) $ 143,919 $ 142,503 $ 126,636 $ — Outstanding balance (in thousands) $ 110,602 $ 19,615 $ 101,435 $ — Restricted cash (in thousands) $ 8,110 $ 2,007 $ 5,537 $ —

Long Term Debt (Tables)

Long Term Debt (Tables)	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Schedule of Debt Instruments	Debt instruments, excluding the 2022 Vehicle Floorplan Facility, which is discussed in Note 10 — Vehicle Floorplan Facility, and warehouse credit facilities of consolidated VIEs, which are discussed in Note 11 — Warehouse Credit Facilities of Consolidated VIEs, consisted of the following (in thousands): September 30, December 31, 2023 2022 Current portion of securitization debt of consolidated VIEs $ 186,559 $ 47,239 Current portion of financing of beneficial interest in securitizations 10,486 — Total current portion of long term debt $ 197,045 $ 47,239 Convertible senior notes $ 327,837 $ 359,254 Securitization debt of consolidated VIEs, net of current portion 175,347 32,590 Financing of beneficial interest in securitizations 7,859 — Junior subordinated debentures 10,310 10,310 Long term debt, net of current portion $ 521,353 $ 402,154 Total debt $ 718,398 $ 449,393
Schedule of Securitization Debt of Consolidated VIEs	The securitization debt issued is included in “Current portion of long term debt” and "Long term debt, net of current portion" on the condensed consolidated balance sheet. The securitization debt of consolidated VIEs consisted of the following (in thousands): As of September 30, 2023 Series Final Scheduled Payment Date Initial Principal Contractual Interest Rate Outstanding Principal Fair Value United Auto Credit 2021-1-D June 10, 2026 $ 29,380 1.14 % $ 11,664 $ 11,573 United Auto Credit 2021-1-E June 10, 2026 20,800 2.58 % 20,800 20,515 United Auto Credit 2021-1-F September 10, 2027 13,910 4.30 % 13,910 13,674 United Auto Credit 2022-2-A April 10, 2025 119,139 4.39 % 13,708 13,697 United Auto Credit 2022-2-B December 10, 2025 30,324 5.41 % 30,324 30,254 United Auto Credit 2022-2-C May 10, 2027 26,533 5.81 % 26,533 26,215 United Auto Credit 2022-2-D January 10, 2028 32,889 6.84 % 32,889 32,419 United Auto Credit 2022-2-E April 10, 2029 33,440 10.00 % 33,440 30,474 United Auto Credit 2023-1-A July 10, 2025 118,598 5.57 % 40,516 40,455 United Auto Credit 2023-1-B July 10, 2028 51,157 5.91 % 51,157 50,727 United Auto Credit 2023-1-C July 10, 2028 33,326 6.28 % 33,326 32,936 United Auto Credit 2023-1-D July 10, 2028 35,653 8.00 % 35,653 35,860 United Auto Credit 2023-1-E September 10, 2029 23,256 10.98 % 23,256 23,107 Total rated notes $ 568,405 $ 367,176 $ 361,906 As of December 31, 2022 Series Final Scheduled Payment Date Initial Principal Contractual Interest Rate Outstanding Principal Fair Value United Auto Credit 2021-1-C June 10, 2026 $ 29,640 0.84 % $ 18,466 $ 18,322 United Auto Credit 2021-1-D June 10, 2026 29,380 1.14 % 29,380 28,481 United Auto Credit 2021-1-E June 10, 2026 20,800 2.58 % 20,800 19,685 United Auto Credit 2021-1-F September 10, 2027 13,910 4.30 % 13,910 13,341 $ 93,730 $ 82,556 $ 79,829
Schedule of Aggregate Principal Balance and Fair Value of Finance Receivables Pledged to Securitization Debt	The aggregate principal balance and the fair value of finance receivables pledged to the securitization debt consists of the following (in thousands): As of September 30, As of December 31, 2023 2022 Aggregate Principal Balance Fair Value Aggregate Principal Balance Fair Value United Auto Credit 2021-1 $ 47,600 $ 45,332 $ 84,477 $ 77,904 United Auto Credit 2022-2 145,424 125,880 — — United Auto Credit 2023-1 227,460 194,582 — — Total finance receivables of CFEs $ 420,484 $ 365,794 $ 84,477 $ 77,904

Financial Instruments and Fai_2

Financial Instruments and Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2023
Fair Value Disclosures [Abstract]
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis	The following tables present the Company’s financial assets and liabilities measured at fair value on a recurring basis (in thousands): As of September 30, 2023 Level 1 Level 2 Level 3 Total Financial Assets Cash and cash equivalents: Money market funds $ 11,232 $ — $ — $ 11,232 CFE assets: Finance receivables — — 365,794 365,794 Finance receivables at fair value — — 34,903 34,903 Beneficial interests in securitizations — 5,287 — 5,287 Total financial assets $ 11,232 $ 5,287 $ 400,697 $ 417,216 Financial Liabilities CFE liabilities: Securitization debt of consolidated VIEs — 361,906 — 361,906 Total financial liabilities $ — $ 361,906 $ — $ 361,906 As of December 31, 2022 Level 1 Level 2 Level 3 Total Financial Assets Cash and cash equivalents: Money market funds $ 182,687 $ — $ — $ 182,687 CFE assets: Finance receivables — — 77,904 77,904 Finance receivables at fair value — — 75,270 75,270 Beneficial interests in securitizations — 20,592 — 20,592 Total financial assets $ 182,687 $ 20,592 $ 153,174 $ 356,453 Financial Liabilities CFE liabilities: Securitization debt of consolidated VIEs — 79,829 — 79,829 Total financial liabilities $ — $ 79,829 $ — $ 79,829
Schedule of Reconciliation of Financial Assets Measured at Fair Value on a Recurring Basis Using Level 3 Inputs	The following table presents a reconciliation of the financial assets, which were measured at fair value on a recurring basis using Level 3 inputs (in thousands): Finance Receivables of Consolidated CFEs Finance Receivables at Fair Value Fair value as of January 1, 2023 $ 77,904 $ 75,270 Reclassification of finance receivables held for sale to finance receivables at fair value, net 248,081 — Transfer within Level 3 categories 24,175 ( 24,175 ) Consolidation of VIEs 180,706 — Losses included in other income ( 67,035 ) ( 1,349 ) Issuances, net of discount — 3,392 Paydowns ( 117,002 ) ( 19,641 ) Other 18,965 1,406 Fair value as of September 30, 2023 $ 365,794 $ 34,903 Finance Receivables of Consolidated CFEs Finance Receivables at Fair Value Securitization Debt of Consolidated CFEs Fair value as of January 1, 2022 $ — $ — $ — Acquired in business combination 262,644 34,283 275,394 Transfer out of Level 3 — — ( 275,394 ) Transfer within Level 3 categories ( 50,938 ) 50,938 — Losses included in other income ( 24,293 ) ( 9,078 ) — Issuances, net of discount — 49,475 Sales ( 24,312 ) ( 14,114 ) — Paydowns ( 78,379 ) ( 28,450 ) — Other 9,739 2,511 — Fair value as of September 30, 2022 $ 94,461 $ 85,565 $ —
Summary of Gains or Losses Recorded Related to Eligible Financial Instruments	The following table presents the gains or losses recorded in "Other loss, net" in the condensed consolidated statements of operations related to the eligible financial instruments for which the fair value option was elected (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Financial Assets Finance receivables of CFEs $ 23,103 $ 3,930 $ 54,987 $ 19,225 Finance receivables at fair value 2,027 ( 1,004 ) 605 7,248 Beneficial interests in securitizations 238 206 1,160 527 Financial Liabilities Debt of securitized VIEs 335 ( 275 ) ( 6,916 ) ( 2,990 ) Total net loss included in other income $ 25,703 $ 2,857 $ 49,836 $ 24,010
Summary of Other Relevant Data Related to Finance Receivables Carried at Fair Value	The following table presents other relevant data related to the finance receivables carried at fair value (in thousands): As of September 30, 2023 Finance Receivables of CFEs at Fair Value Finance Receivables at Fair Value Aggregate unpaid principal balance included within finance receivables that are reported at fair value $ 420,484 $ 40,538 Aggregate fair value of finance receivables that are reported at fair value $ 365,794 $ 34,903 Unpaid principal balance of receivables within finance receivables that are reported at fair value and are on nonaccrual status (90 days or more past due) $ 6,605 $ 736 Aggregate fair value of receivables carried at fair value that are on nonaccrual status (90 days or more past due) $ 5,793 $ 580 As of December 31, 2022 Finance Receivables of CFEs at Fair Value Finance Receivables at Fair Value Aggregate unpaid principal balance included within finance receivables that are reported at fair value $ 84,477 $ 89,068 Aggregate fair value of finance receivables that are reported at fair value $ 77,904 $ 75,270 Unpaid principal balance of receivables within finance receivables that are reported at fair value and are on nonaccrual status (90 days or more past due) $ 1,097 $ 1,499 Aggregate fair value of receivables carried at fair value that are on nonaccrual status (90 days or more past due) $ 985 $ 1,311
Summary of Other Relevant Data Related to Debt of Securitized VIEs Carried at Fair Value	The following table presents other relevant data related to securitization debt of consolidated VIEs carried at fair value (in thousands): As of September 30, 2023 Securitization debt of consolidated VIEs at Fair Value Aggregate unpaid principal balance of rated notes of securitized VIEs $ 367,176 Aggregate fair value of rated notes of securitized VIEs $ 361,906 As of December 31, 2022 Securitization debt of consolidated VIEs at Fair Value Aggregate unpaid principal balance of rated notes of securitized VIEs $ 82,556 Aggregate fair value of rated notes of securitized VIEs $ 79,829
Summary of Fair Value of Financial Instruments Not Carried at Fair Value	The carrying value and fair value of the finance receivables held for sale, net were as follows (in thousands): September 30, December 31, 2023 2022 Carrying value $ 375,664 $ 299,235 Fair value $ 378,619 $ 299,925 The fair value of the Notes, which are not carried at fair value on the accompanying condensed consolidated balance sheets, was determined utilizing actual bids and offer prices of the Notes in markets that are not active and are classified within Level 2 of the fair value hierarchy. September 30, December 31, 2023 2022 Carrying value $ 327,837 $ 359,254 Fair value $ 174,556 $ 128,026

Restructuring Activities (Table

Restructuring Activities (Tables)	9 Months Ended
	Sep. 30, 2023
Restructuring and Related Activities [Abstract]
Components of Restructuring and Related Charges	The following table summarizes the components of the restructuring and related charges: Three Months Ended September 30, Nine Months Ended September 30, Total Charges Incurred to Date 2023 2022 2023 2022 Charges by activity: Severance and termination benefits (1) $ 274 $ 2,226 $ 6,655 $ 7,172 $ 14,013 Impairment of operating lease right-of-use assets (2) — 1,017 — 4,424 6,491 Other costs (3) — — — 1,176 1,176 Total restructuring and related charges $ 274 $ 3,243 $ 6,655 $ 12,772 $ 21,680 (1) Severance and termination costs consist of severance costs provided to employees who have been terminated as well outplacement costs and COBRA benefits. (2) Impairment of operating lease right-of-use assets consist of costs associated with planned facility closures that will continue to be incurred under the contract for its remaining term without economic benefit to the Company. (3) Other costs incurred to date consist of legal expenses incurred in connection with the Realignment Plan and acceleration of depreciation of property and equipment related to the planned facility closures.
Reconciliation of Beginning and Ending Restructuring Liability	The following table is a reconciliation of the beginning and ending restructuring liability for the nine months ended September 30, 2023 and 2022: Balance as of December 31, 2022 $ 810 Accrual and accrual adjustments 6,655 Cash payments ( 7,098 ) Balance as of September 30, 2023 $ 367 Balance as of December 31, 2021 $ — Accrual and accrual adjustments 7,755 Cash payments ( 5,702 ) Balance as of September 30, 2022 $ 2,053

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
Summary of Reportable Segments	Information about the Company’s reportable segments are as follows (in thousands): Three Months Ended September 30, 2023 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 149,851 $ 30,898 $ 40,823 $ 14,062 $ 235,634 Gross profit $ 14,339 $ ( 1,495 ) $ 32,341 $ 2,909 $ 48,094 Three Months Ended September 30, 2022 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 225,441 $ 47,604 $ 40,654 $ 27,098 $ 340,797 Gross profit $ 27,034 $ ( 1,574 ) $ 35,954 $ 5,917 $ 67,331 Nine Months Ended September 30, 2023 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 423,713 $ 75,593 $ 114,939 $ 43,034 $ 657,279 Gross profit $ 36,566 $ ( 5,426 ) $ 92,184 $ 9,576 $ 132,900 Nine Months Ended September 30, 2022 Ecommerce Wholesale Retail Financing All Other Total Revenues from external customers $ 1,222,436 $ 270,489 $ 120,005 $ 126,622 $ 1,739,552 Gross profit $ 94,862 $ ( 6,260 ) $ 109,637 $ 17,089 $ 215,328
Schedule of Reconciliation Between Reportable Segment Gross Profit to Consolidated Loss Before Provision (Benefit) for Income Taxes	The reconciliation between reportable segment gross profit to consolidated loss before provision (benefit) for income taxes is as follows (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Reconciliation to consolidated total revenue Total reportable segment revenue $ 221,572 $ 313,699 $ 614,245 $ 1,612,930 All Other revenues 14,062 27,098 43,034 126,622 Consolidated total revenue $ 235,634 $ 340,797 $ 657,279 $ 1,739,552 Reconciliation to consolidated loss before (benefit) provision for income taxes Total reportable segment gross profit $ 45,185 $ 61,414 $ 123,324 $ 198,239 All Other gross profit 2,909 5,917 9,576 17,089 Selling, general and administrative expenses 79,586 134,643 263,078 475,627 Depreciation and amortization 11,010 9,833 31,845 27,728 Impairment charges — 1,017 1,353 206,127 Gain on debt extinguishment — ( 37,917 ) ( 19,640 ) ( 37,917 ) Interest expense 12,058 9,704 30,915 28,617 Interest Income ( 5,506 ) ( 5,104 ) ( 16,369 ) ( 12,991 ) Other loss, net 33,543 5,383 65,019 26,897 Consolidated loss before provision (benefit) for income taxes $ ( 82,597 ) $ ( 50,228 ) $ ( 223,301 ) $ ( 498,760 )

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Summary of Computation of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders: Three Months Ended Nine Months Ended (in thousands, except share and per share amounts) 2023 2022 2023 2022 Net loss $ ( 82,857 ) $ ( 51,127 ) $ ( 224,219 ) $ ( 476,675 ) Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted 139,692,323 138,118,679 139,123,352 137,817,839 Net loss per share attributable to common stockholders, basic and diluted $ ( 0.59 ) $ ( 0.37 ) $ ( 1.61 ) $ ( 3.46 )
Summary of Calculation of Diluted Shares Outstanding	The following potentially dilutive shares were not included in the calculation of diluted shares outstanding for the periods presented as the effect would have been anti-dilutive: As of September 30, 2023 2022 Convertible senior notes 5,936,226 10,132,119 Stock options 2,379,519 3,273,021 Restricted stock units 14,008,261 8,879,252 Total 22,324,006 22,284,392

Description of Business and B_2

Description of Business and Basis of Presentation - Additional Information (Details)	9 Months Ended
	Sep. 30, 2023 Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments	3

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Details)	1 Months Ended	3 Months Ended		9 Months Ended
	Nov. 30, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Facility	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)
Accounting Policies [Line Items]
Other comprehensive income (loss)		$ 0	$ 0	$ 0	$ 0
Valuation allowance for finance receivables classified as held for sale		15,300,000		15,300,000		$ 10,500,000
Cash and cash equivalents		208,562,000		208,562,000		398,915,000
Restricted Cash		$ 80,500,000		$ 80,500,000
Business combination, measurement period				1 year
ASU 2021-08
Accounting Policies [Line Items]
Change in accounting principle, accounting standards update, adopted [true false]		true		true
Change in accounting principle, accounting standards update, adoption date		Jan. 01, 2023		Jan. 01, 2023
Change in accounting principle, accounting standards update, immaterial effect [true false]		true		true
Warehouse Credit Facility
Accounting Policies [Line Items]
Increased borrowing capacity		$ 72,500,000		$ 72,500,000		105,800,000
Selling, General and Administrative Expenses
Accounting Policies [Line Items]
Advertising expense		13,400,000	14,900,000	39,900,000	69,800,000
Selling, General and Administrative Expenses | Shipping and Handling
Accounting Policies [Line Items]
Shipping and handling expenses		2,200,000	$ 4,900,000	$ 6,300,000	$ 39,900,000
UACC
Accounting Policies [Line Items]
Number of warehouse credit facilities | Facility				4
UACC | Warehouse Credit Facility
Accounting Policies [Line Items]
Aggregate borrowing limit		825,000,000		$ 825,000,000
Increased borrowing capacity		72,500,000		72,500,000
Outstanding borrowings		294,700,000		294,700,000
Vehicle Floorplan Facility
Accounting Policies [Line Items]
Outstanding borrowings		212,500,000		$ 212,500,000		277,000,000
Vehicle Floorplan Facility | Minimum
Accounting Policies [Line Items]
Line of credit facility, term				1 year
Vehicle Floorplan Facility | Maximum
Accounting Policies [Line Items]
Line of credit facility, term				2 years
Ally Bank and Ally Financial | 2022 Vehicle Floorplan Facility | Line Of Credit
Accounting Policies [Line Items]
Aggregate borrowing limit		228,100,000		$ 228,100,000		343,900,000
Increased borrowing capacity	$ 500,000,000
Maturity date	Mar. 31, 2024
Line of credit facility, unutilized borrowing capacity		$ 15,600,000		$ 15,600,000		$ 66,900,000

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Company Recognized Revenue and Expense Associated with CFEs in Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Accounting Policy [Line Items]
Revenue	$ 235,634	$ 340,797	$ 657,279	$ 1,739,552
Cost of sales	(187,540)	(273,466)	(524,379)	(1,524,224)
Other loss, net	33,543	5,383	65,019	26,897
Consolidated VIEs
Accounting Policy [Line Items]
Other loss, net	(23,709)	(3,479)	(47,919)	(15,798)
Finance
Accounting Policy [Line Items]
Revenue	40,823	40,654	114,939	120,005
Cost of sales	(8,481)	(4,699)	(22,755)	(10,368)
Finance | Consolidated VIEs
Accounting Policy [Line Items]
Revenue	22,936	9,999	62,704	35,039
Cost of sales	(5,246)	(937)	(14,075)	(2,941)
Product
Accounting Policy [Line Items]
Revenue	13,075	$ 13,181	36,499	$ 51,954
Cost of sales	(917)		(2,518)
Product | Consolidated VIEs
Accounting Policy [Line Items]
Revenue	3,198		9,172
Cost of sales	$ (917)		$ (2,518)

Revenue Recognition - Additiona

Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Disaggregation Of Revenue [Line Items]
Reserve for chargebacks	$ 6.7	$ 8.2
Cumulative profit sharing payment recognized	$ 21	22.5
Revenue, practical expedient, incremental cost of obtaining contract	true
Accrued Expenses
Disaggregation Of Revenue [Line Items]
Reserve for chargebacks	$ 3.6	4.4
Residual Interest, 2022-1 Securitization
Disaggregation Of Revenue [Line Items]
Percentage of servicing fees earned on outstanding principal balance of finance receivable	4%
Residual Interest, 2022-2 and 2023-1 Securitization
Disaggregation Of Revenue [Line Items]
Percentage of servicing fees earned on outstanding principal balance of finance receivable	3.25%
Other Long-term Liabilities
Disaggregation Of Revenue [Line Items]
Reserve for chargebacks	$ 3.1	3.8
Prepaid Expenses and Other Current Assets
Disaggregation Of Revenue [Line Items]
Cumulative profit sharing payment recognized	2	1.6
Other Assets
Disaggregation Of Revenue [Line Items]
Cumulative profit sharing payment recognized	$ 19	$ 20.9

Variable Interest Entities an_3

Variable Interest Entities and Securitizations - Additional Information (Details) $ in Thousands		1 Months Ended	3 Months Ended	9 Months Ended
	Apr. 30, 2023 USD ($)	Jan. 31, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Facility	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)
Variable Interest Entity [Line Items]
Beneficial interests in securitizations				$ 5,287		$ 20,592
Asset-backed Securities
Variable Interest Entity [Line Items]
Securitization transaction		$ 238,700	$ 242,300		$ 523,700
UACC
Variable Interest Entity [Line Items]
Risk retention rules percentage				5%
Number of senior secured warehouse credit facilities | Facility				4
Beneficial interests in securitizations				$ 5,300		$ 20,600
Net proceeds from securitization	$ 23,100	$ 237,800
Recognized a gain on sale			16,000		45,600
Collateralized finance receivable				$ 326,400
UACC | Residual Interest, 2022-1 and 2022-2 Securitization
Variable Interest Entity [Line Items]
Securitization transaction			$ 17,300		$ 49,600

Variable Interest Entities an_4

Variable Interest Entities and Securitizations - Summary of Total Assets and Total Liabilities Associated With Variable Interests in Consolidated VIEs (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current Assets:
Restricted cash	$ 80,517	$ 73,095
Finance receivables at fair value, current	12,901	12,939
Finance receivables held for sale, net	399,836	321,626
Total current assets	1,013,690	1,220,109
Finance receivables at fair value, noncurrent	387,796	140,235
Other assets	26,525	26,004
Total assets	1,646,711	1,619,027
Current Liabilities:
Current portion of long term debt	197,045	47,239
Warehouse credit facilities	294,653	229,518
Accrued expenses	57,435	76,795
Total current liabilities	823,181	703,320
Securitization debt, net of current portion	521,353	402,154
Other liabilities	16,969	18,183
Total liabilities	1,388,441	1,143,786
Securitization Vehicles
Current Assets:
Restricted cash	31,311	9,023
Finance receivables at fair value, current	11,227	5,336
Other current assets	15,415	2,730
Total current assets	57,953	17,089
Finance receivables at fair value, noncurrent	354,567	72,568
Total assets	412,520	89,657
Current Liabilities:
Current portion of long term debt	186,559	47,239
Accrued expenses	1,421	90
Total current liabilities	187,980	47,329
Securitization debt, net of current portion	175,347	32,590
Other liabilities	4,340	686
Total liabilities	367,667	80,605
Warehouse Facilities
Current Assets:
Restricted cash	15,924	15,654
Finance receivables at fair value, current	991	6,156
Finance receivables held for sale, net	338,375	305,917
Other current assets	8,912	9,004
Total current assets	364,202	336,731
Finance receivables at fair value, noncurrent	22,093	47,024
Other assets	1,992
Total assets	388,287	383,755
Current Liabilities:
Warehouse credit facilities	294,653	229,518
Accrued expenses	1,912	1,439
Total current liabilities	296,565	230,957
Other liabilities	5,166	6,724
Total liabilities	301,731	237,681
Consolidated VIEs
Current Assets:
Restricted cash	47,235	24,677
Finance receivables at fair value, current	12,218	11,492
Finance receivables held for sale, net	338,375	305,917
Other current assets	24,327	11,734
Total current assets	422,155	353,820
Finance receivables at fair value, noncurrent	376,660	119,592
Other assets	1,992	0
Total assets	800,807	473,412
Current Liabilities:
Current portion of long term debt	186,559	47,239
Warehouse credit facilities	294,653	229,518
Accrued expenses	3,333	1,529
Total current liabilities	484,545	278,286
Securitization debt, net of current portion	175,347	32,590
Other liabilities	9,506	7,410
Total liabilities	$ 669,398	$ 318,286

Variable Interest Entities an_5

Variable Interest Entities and Securitizations - Summary of Unconsolidated Variable Interest Entity (Details) - Variable Interest Entity Not Primary Beneficiary - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Variable Interest Entity [Line Items]
Aggregate Principal Balance	$ 5,707	$ 19,543
Carrying Value	5,597	20,902
Total Exposure	5,597	20,902
Rated Notes
Variable Interest Entity [Line Items]
Aggregate Principal Balance	5,397	19,233
Carrying Value	5,132	18,664
Total Exposure	5,132	18,664
Certificates
Variable Interest Entity [Line Items]
Carrying Value	155	1,928
Total Exposure	155	1,928
Other Assets
Variable Interest Entity [Line Items]
Aggregate Principal Balance	310	310
Carrying Value	310	310
Total Exposure	$ 310	$ 310

Acquisition - Additional Inform

Acquisition - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended						9 Months Ended
	Feb. 01, 2022	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Business Acquisition [Line Items]
Net income (loss)		$ (82,857)	$ (66,318)	$ (75,044)	$ (51,127)	$ (115,089)	$ (310,459)	$ (224,219)	$ (476,675)
Non-recurring tax adjustment (benefit)									24,100
UACC
Business Acquisition [Line Items]
Business acquisition, date of acquisition	Feb. 01, 2022
Revenues					47,700				133,700
Net income (loss)					$ 17,700				37,900
Transaction costs									$ 5,700
Percentage of business acquisition rate	100%
Fair value of consideration transferred	$ 315,400

Acquisition - Summary of Fair V

Acquisition - Summary of Fair Value of Identified Assets Acquired and Liabilities Assumed (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Feb. 01, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Goodwill	$ 0	$ 0		$ 158,817,000
UACC
Business Acquisition [Line Items]
Cash and cash equivalents			$ 5,294,000
Restricted cash			42,631,000
Finance receivables at fair value			296,927,000
Finance receivables, held for sale			263,393,000
Intangible Assets			156,000,000
Goodwill			42,886,000
Other assets			25,934,000
Total assets acquired			833,065,000
Warehouse credit facilities			(178,067,000)
Long term debt			(285,704,000)
Deferred tax liability			(23,855,000)
Other liabilities			(30,026,000)
Total liabilities assumed			(517,652,000)
Net assets acquired			$ 315,413,000

Acquisition - Summary of Final

Acquisition - Summary of Final Identifiable Intangible Assets Acquired and their Estimated Weighted Average Useful (Details) - UACC $ in Thousands	Feb. 01, 2022 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 156,000
Purchased Technology
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 83,000
Weighted Average Useful Life	7 years
Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 66,000
Weighted Average Useful Life	8 years
Trade Name
Acquired Finite-Lived Intangible Assets [Line Items]
Fair Value	$ 7,000
Weighted Average Useful Life	10 years

Acquisition - Summary of Pro Fo

Acquisition - Summary of Pro Forma Information (Details) - UACC $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Business Acquisition [Line Items]
Total revenue	$ 1,755,023
Net loss	$ (488,866)

Inventory - Schedule of Invento

Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Vehicles	$ 239,481	$ 317,994
Parts and accessories	1,195	2,654
Total inventory	$ 240,676	$ 320,648

Inventory - Additional Informat

Inventory - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Inventory valuation reserves	$ 8.3	$ 24.2

Property and Equipment, Net - S

Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 94,239	$ 83,104
Accumulated depreciation and amortization	(45,019)	(32,903)
Property and equipment, net	49,220	50,201
Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	4,226	3,357
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment, gross	1,898	1,896
Logistics fleet
Property Plant And Equipment [Line Items]
Property and equipment, gross	32,544	32,468
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	7,633	6,577
Internal-use Software
Property Plant And Equipment [Line Items]
Property and equipment, gross	39,627	30,725
Other
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 8,311	$ 8,081

Property and Equipment, Net - A

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Depreciation and amortization	$ 11,010	$ 9,833	$ 31,845	$ 27,728
Depreciation and amortization expense included within Cost of sales	200	200	600	300
Selling, General and Administrative Expenses
Property Plant And Equipment [Line Items]
Amortization of cloud computing assets	600	600	1,400	1,700
Property and Equipment, Net
Property Plant And Equipment [Line Items]
Depreciation and amortization	4,500	$ 3,200	12,200	$ 9,500
Cloud Computing Arrangements | Other Assets
Property Plant And Equipment [Line Items]
Implementation costs capitalized	8,600		8,600		$ 7,700
Implementation costs capitalized, accumulated amortization	$ 6,000		$ 6,000		$ 4,600

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Summary of Activity in Carrying Value of Goodwill by Reporting Unit (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill [Line Items]
Beginning Balance	$ 158,817
Acquisition	42,886
Goodwill impairment charge	(201,703)
Ending Balance	0
Ecommerce
Goodwill [Line Items]
Beginning Balance	152,876
Acquisition	42,886
Goodwill impairment charge	(195,762)
Ending Balance	0
Wholesale
Goodwill [Line Items]
Beginning Balance	1,720
Acquisition	0
Goodwill impairment charge	(1,720)
Ending Balance	0
TDA
Goodwill [Line Items]
Beginning Balance	4,221
Acquisition	0
Goodwill impairment charge	(4,221)
Ending Balance	$ 0

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 0	$ 0	$ 0	$ 0	$ 158,817,000
Impairment charges				201,703,000
Amortization expense for intangible assets	$ 6,800,000	$ 6,800,000	$ 20,300,000	$ 18,500,000

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 190,300	$ 190,300
Accumulated Amortization	(51,656)	(31,390)
Carrying Value	138,644	158,910
Developed and Purchased Technology
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	108,700	108,700
Accumulated Amortization	(33,801)	(21,053)
Carrying Value	74,899	87,647
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	69,400	69,400
Accumulated Amortization	(15,167)	(8,661)
Carrying Value	54,233	60,739
Trademarks and Trade names
Finite Lived Intangible Assets [Line Items]
Gross Carrying Value	12,200	12,200
Accumulated Amortization	(2,688)	(1,676)
Carrying Value	$ 9,512	$ 10,524

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets - Schedule of Estimated Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
For remainder of 2023	$ 6,756
2024	27,022
2025	27,022
2026	21,979
2027	21,882
Thereafter	33,983
Carrying Value	$ 138,644	$ 158,910

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Accrued Liabilities and Other Liabilities [Abstract]
Accrued marketing expenses	$ 4,476	$ 2,093
Vehicle related expenses	11,238	14,789
Sales taxes	4,849	5,983
Accrued compensation and benefits	16,127	28,276
Accrued professional services	2,373	3,488
Accrued legal settlements	3,816	7,383
Interest payable	5,875	3,990
Other	8,681	10,793
Total accrued expenses	$ 57,435	$ 76,795

Accrued Expenses and Other Cu_4

Accrued Expenses and Other Current Liabilities - Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Accrued Liabilities and Other Liabilities [Abstract]
Vehicle payable	$ 4,407	$ 3,617
Reserve for estimated returns	2,512	3,919
Insurance payable	2,817	4,551
Other	2,548	5,606
Total other current liabilities	$ 12,284	$ 17,693

Vehicle Floorplan Facility - Ad

Vehicle Floorplan Facility - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Nov. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Line Of Credit Facility [Line Items]
Restricted cash		$ 80,517		$ 80,517		$ 73,095
2020 Vehicle Floorplan Facility
Line Of Credit Facility [Line Items]
Debt instrument, covenant compliance				As of September 30, 2023 and December 31, 2022, the Company was in compliance with all covenants related to the vehicle floorplan facilities.
Vehicle Floorplan Facility
Line Of Credit Facility [Line Items]
Outstanding borrowings		212,500		$ 212,500		$ 277,000
Interest expense		$ 4,900	$ 6,500	$ 14,100	$ 19,800
Weighted average interest rate		10.25%		10.25%		9.25%
Vehicle Floorplan Facility | Credit Balance Agreements
Line Of Credit Facility [Line Items]
Interest credits earned		$ 3,500	$ 3,900	$ 9,300	$ 11,400
Vehicle Floorplan Facility | Cash Deposits
Line Of Credit Facility [Line Items]
Restricted cash		31,900		$ 31,900		$ 34,600
Ally Bank and Ally Financial | Line Of Credit | 2022 Vehicle Floorplan Facility
Line Of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 500,000
Line of credit facility, description				the Company may elect to increase its monthly credit line availability by an additional $25.0 million during any four months in the period from November 1, 2022 through March 31, 2024, subject to the maximum $500.0 million credit limit. The 2022 Vehicle Floorplan Facility allows for more flexibility in the Company's borrowing capacity. Consistent with the terms of the 2020 Vehicle Floorplan Facility, the Company and Vroom Automotive, LLC have provided Ally with a guaranty of payment of all amounts owed under the 2022 Vehicle Floorplan Facility as well as a security interest in all or substantially all tangible, intangible, and other personal property of Vroom, Inc., to secure obligations under the 2022 Vehicle Floorplan Facility.
Line of credit facility, current borrowing capacity		228,100		$ 228,100		343,900
Line of credit facility, unutilized borrowing capacity		$ 15,600		$ 15,600		$ 66,900
Debt instrument, covenant description				The 2022 Vehicle Floorplan Facility bears interest at a rate equal to the Prime Rate, announced per annum by Ally Bank, plus 175 basis points. Additionally, the Company is subject to amended covenants and events of default. The Company is required to maintain a certain level of equity in the vehicles that are financed, to maintain at least 20.0% of the credit line in cash and cash equivalents, and to maintain a minimum required balance with Ally of at least 15.0% of the daily floorplan principal balance outstanding. The Company was required to pay a commitment fee upon execution of the 2022 Vehicle Floorplan Facility.
Maturity Date	Mar. 31, 2024
Additional availability line of credit facility any four months during the maturity period	$ 25,000
Elected to increase monthly credit line availability				$ 25,000
Ally Bank and Ally Financial | Line Of Credit | 2022 Vehicle Floorplan Facility | Prime Rate
Line Of Credit Facility [Line Items]
Basis points	175%
Ally Bank and Ally Financial | Line Of Credit | 2022 Vehicle Floorplan Facility | Prime Rate | Minimum
Line Of Credit Facility [Line Items]
Debt instrument covenant to maintain minimum percentage of credit line in cash and cash equivalents	20%
Debt instrument covenant to maintain principal balance outstanding	15%

Warehouse Credit Facilities o_3

Warehouse Credit Facilities of Consolidated VIEs - Additional Information (Details) - Warehouse Credit Facility - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 72.5	$ 105.8
Weighted average interest rate	7.23%	6.19%

Warehouse Credit Facilities o_4

Warehouse Credit Facilities of Consolidated VIEs - Schedule of Terms of the Warehouse Credit Facilities (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Line of Credit Facility [Line Items]
Restricted cash (in thousands)	$ 80,517	$ 73,095
Facility One
Line of Credit Facility [Line Items]
Execution date	May 30, 2012
Maturity date	Jul. 20, 2024
Aggregate borrowings limit (in thousands)	$ 200,000
Aggregate principal balance of finance receivables pledged as collateral (in thousands)	147,533	143,919
Outstanding balance (in thousands)	115,014	110,602
Restricted cash (in thousands)	$ 6,581	8,110
Facility Two
Line of Credit Facility [Line Items]
Execution date	Nov. 19, 2013
Maturity date	Jun. 02, 2025
Aggregate borrowings limit (in thousands)	$ 200,000
Aggregate principal balance of finance receivables pledged as collateral (in thousands)	72,255	142,503
Outstanding balance (in thousands)	53,215	19,615
Restricted cash (in thousands)	$ 2,463	2,007
Facility Three
Line of Credit Facility [Line Items]
Execution date	Jul. 11, 2019
Maturity date	Aug. 29, 2025
Aggregate borrowings limit (in thousands)	$ 200,000
Aggregate principal balance of finance receivables pledged as collateral (in thousands)	142,389	126,636
Outstanding balance (in thousands)	114,224	101,435
Restricted cash (in thousands)	$ 6,643	$ 5,537
Facility Four
Line of Credit Facility [Line Items]
Execution date	Nov. 18, 2022
Maturity date	Sep. 12, 2025
Aggregate borrowings limit (in thousands)	$ 225,000
Aggregate principal balance of finance receivables pledged as collateral (in thousands)	37,408
Outstanding balance (in thousands)	12,200
Restricted cash (in thousands)	$ 237

Long Term Debt - Schedule of De

Long Term Debt - Schedule of Debt Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Current portion of long term debt	$ 197,045	$ 47,239
Long term debt, net of current portion	521,353	402,154
Total debt	718,398	449,393
Convertible Senior Notes
Debt Instrument [Line Items]
Long term debt, net of current portion	327,837	359,254
Securitization Debt of Consolidated VIEs
Debt Instrument [Line Items]
Current portion of long term debt	186,559	47,239
Long term debt, net of current portion	175,347	32,590
Financing of Beneficial Interest in Securizations
Debt Instrument [Line Items]
Current portion of long term debt	10,486
Long term debt, net of current portion	7,859
Junior Subordinated Debentures
Debt Instrument [Line Items]
Long term debt, net of current portion	$ 10,310	$ 10,310

Long Term Debt - Additional Inf

Long Term Debt - Additional Information (Details)				1 Months Ended	3 Months Ended		6 Months Ended	9 Months Ended
	May 03, 2023 USD ($)	Apr. 14, 2023 BusinessDays $ / shares	Jun. 18, 2021 USD ($) d $ / shares shares	Jul. 31, 2003 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Jun. 30, 2022	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Jun. 23, 2023 $ / shares	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
Debt instrument aggregate principal amount											$ 82,556,000
Initial conversion price per share | $ / shares		$ 1								$ 1
Repurchases of convertible senior notes								$ 13,194,000	$ 18,458,000
Gain on debt extinguishment						$ 37,917,000		19,640,000	37,917,000
Consecutive trading days | BusinessDays		30
Restricted cash (in thousands)					$ 80,517,000			80,517,000			73,095,000
Expected payments, 2023					44,500,000			44,500,000
Expected payments, 2024					155,300,000			155,300,000
Expected payments, 2025					94,400,000			94,400,000
Expected payments, 2026					47,100,000			47,100,000
Expected payments, 2027					25,900,000			25,900,000
Outstanding balance					718,398,000			718,398,000			449,393,000
Current portion of long term debt					197,045,000			197,045,000			47,239,000
Long term debt, net of current portion					521,353,000			521,353,000			402,154,000
Junior subordinated debentures				$ 10,000,000
Junior Subordinated Debentures
Debt Instrument [Line Items]
Long-term debt, maturity date				Oct. 07, 2033
Long term debt, net of current portion					10,310,000			10,310,000			10,310,000
Percentage of owned finance subsidiary				100%
Financing of Beneficial Interest in Securizations
Debt Instrument [Line Items]
Current portion of long term debt					10,486,000			10,486,000
Long term debt, net of current portion					7,859,000			7,859,000
SOFR | Junior Subordinated Debentures
Debt Instrument [Line Items]
Variable interest rate				3.05%
Securitization Debt of Consolidated VIEs
Debt Instrument [Line Items]
Restricted cash (in thousands)					31,300,000			31,300,000			9,000,000
UACC | Repurchase Agreements
Debt Instrument [Line Items]
Expected beneficial interests in securitizations pledged as collateral	$ 24,500,000
Expected proceeds from beneficial interests in securitizations pledged as collateral	$ 24,100,000
Expected repurchases period start, month and year	2025-03
Expected repurchases period end, month and year	2029-09
UACC | Financing of Beneficial Interest in Securizations | Repurchase Agreements
Debt Instrument [Line Items]
Fair value of the collateral pledged amount					18,600,000			18,600,000
Outstanding balance					18,400,000			18,400,000
Current portion of long term debt					10,500,000			10,500,000
Long term debt, net of current portion					7,900,000			7,900,000
0.75% Unsecured Convertible Senior Notes Due 2026
Debt Instrument [Line Items]
Debt instrument aggregate principal amount			$ 625,000,000
Debt instrument interest rate			0.75%
Aggregate principal amount exercise in overallotment option granted to initial purchasers			$ 75,000,000
Long-term debt, frequency of periodic payment							semiannually
Long-term debt, beginning date of payment			Jan. 01, 2022
Long-term debt, maturity date			Jul. 01, 2026
Long-term debt payment terms							The Notes bear interest at a rate of 0.75% per annum, payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2022.
Net proceeds from offering, after deducting commissions paid to initial purchasers and debt issuance costs paid to third-parties			$ 608,900,000
Debt conversion, each principal amount initially be convertible			$ 1,000
Initial conversion price per share | $ / shares			$ 56.01
Debt instrument conversion date			Apr. 01, 2026
Aggregate principal amount								32,800,000	56,400,000
Repurchases of convertible senior notes								13,200,000	18,500,000
Gain on debt extinguishment								19,600,000	37,900,000
Unamortized debt discount and debt issuance costs					4,700,000			4,700,000			6,500,000
Net carrying value of debt					327,800,000			327,800,000			$ 359,300,000
Interest expense					$ 1,100,000	$ 1,900,000		$ 3,300,000	$ 5,900,000
Effective interest rate					1.30%			1.30%
0.75% Unsecured Convertible Senior Notes Due 2026 | During any Fiscal Quarter Commencing After Fiscal Quarter Ending on September 30, 2021
Debt Instrument [Line Items]
Consecutive trading days | d			30
0.75% Unsecured Convertible Senior Notes Due 2026 | During any Fiscal Quarter Commencing After Fiscal Quarter Ending on September 30, 2021 | Minimum
Debt Instrument [Line Items]
Trading days | d			20
Conversion price			130%
0.75% Unsecured Convertible Senior Notes Due 2026 | During Five Consecutive Business Day Period After any Ten Consecutive Trading Day Period
Debt Instrument [Line Items]
Debt conversion, each principal amount initially be convertible			$ 1,000
Consecutive trading days | d			10
0.75% Unsecured Convertible Senior Notes Due 2026 | During Five Consecutive Business Day Period After any Ten Consecutive Trading Day Period | Maximum
Debt Instrument [Line Items]
Conversion price			98%
0.75% Unsecured Convertible Senior Notes Due 2026 | Company May Redeem On or after July 6, 2024
Debt Instrument [Line Items]
Consecutive trading days | d			30
Redemption percentage of principal amount			100%
0.75% Unsecured Convertible Senior Notes Due 2026 | Company May Redeem On or after July 6, 2024 | Minimum
Debt Instrument [Line Items]
Trading days | d			20
Conversion price			130%
0.75% Unsecured Convertible Senior Notes Due 2026 | Common Stock
Debt Instrument [Line Items]
Debt conversion, for each principal amount conversion to shares | shares			17.8527

Long Term Debt - Schedule of Se

Long Term Debt - Schedule of Securitization Debt of Consolidated VIEs (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Initial Principal		$ 93,730
Outstanding Principal		82,556
Fair Value		$ 79,829
United Auto Credit 2021-1-C
Debt Instrument [Line Items]
Final Scheduled Payment Date		Jun. 10, 2026
Initial Principal		$ 29,640
Contractual Interest Rate		0.84%
Outstanding Principal		$ 18,466
Fair Value		$ 18,322
United Auto Credit 2021-1-D
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jun. 10, 2026	Jun. 10, 2026
Initial Principal	$ 29,380	$ 29,380
Contractual Interest Rate	1.14%	1.14%
Outstanding Principal	$ 11,664	$ 29,380
Fair Value	$ 11,573	$ 28,481
United Auto Credit 2021-1-E
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jun. 10, 2026	Jun. 10, 2026
Initial Principal	$ 20,800	$ 20,800
Contractual Interest Rate	2.58%	2.58%
Outstanding Principal	$ 20,800	$ 20,800
Fair Value	$ 20,515	$ 19,685
United Auto Credit 2021-1-F
Debt Instrument [Line Items]
Final Scheduled Payment Date	Sep. 10, 2027	Sep. 10, 2027
Initial Principal	$ 13,910	$ 13,910
Contractual Interest Rate	4.30%	4.30%
Outstanding Principal	$ 13,910	$ 13,910
Fair Value	$ 13,674	$ 13,341
United Auto Credit 2022-2-A
Debt Instrument [Line Items]
Final Scheduled Payment Date	Apr. 10, 2025
Initial Principal	$ 119,139
Contractual Interest Rate	4.39%
Outstanding Principal	$ 13,708
Fair Value	$ 13,697
United Auto Credit 2022-2-B
Debt Instrument [Line Items]
Final Scheduled Payment Date	Dec. 10, 2025
Initial Principal	$ 30,324
Contractual Interest Rate	5.41%
Outstanding Principal	$ 30,324
Fair Value	$ 30,254
United Auto Credit 2022-2-C
Debt Instrument [Line Items]
Final Scheduled Payment Date	May 10, 2027
Initial Principal	$ 26,533
Contractual Interest Rate	5.81%
Outstanding Principal	$ 26,533
Fair Value	$ 26,215
United Auto Credit 2022-2-D
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jan. 10, 2028
Initial Principal	$ 32,889
Contractual Interest Rate	6.84%
Outstanding Principal	$ 32,889
Fair Value	$ 32,419
United Auto Credit 2022-2-E
Debt Instrument [Line Items]
Final Scheduled Payment Date	Apr. 10, 2029
Initial Principal	$ 33,440
Contractual Interest Rate	10%
Outstanding Principal	$ 33,440
Fair Value	$ 30,474
United Auto Credit 2023-1-A
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jul. 10, 2025
Initial Principal	$ 118,598
Contractual Interest Rate	5.57%
Outstanding Principal	$ 40,516
Fair Value	$ 40,455
United Auto Credit 2023-1-B
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jul. 10, 2028
Initial Principal	$ 51,157
Contractual Interest Rate	5.91%
Outstanding Principal	$ 51,157
Fair Value	$ 50,727
United Auto Credit 2023-1-C
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jul. 10, 2028
Initial Principal	$ 33,326
Contractual Interest Rate	6.28%
Outstanding Principal	$ 33,326
Fair Value	$ 32,936
United Auto Credit 2023-1-D
Debt Instrument [Line Items]
Final Scheduled Payment Date	Jul. 10, 2028
Initial Principal	$ 35,653
Contractual Interest Rate	8%
Outstanding Principal	$ 35,653
Fair Value	$ 35,860
United Auto Credit 2023-1-E
Debt Instrument [Line Items]
Final Scheduled Payment Date	Sep. 10, 2029
Initial Principal	$ 23,256
Contractual Interest Rate	10.98%
Outstanding Principal	$ 23,256
Fair Value	23,107
Total Rated Notes
Debt Instrument [Line Items]
Initial Principal	568,405
Outstanding Principal	367,176
Fair Value	$ 361,906

Long Term Debt - Schedule of Ag

Long Term Debt - Schedule of Aggregate Principal Balance and Fair Value of Finance Receivables Pledged to Securitization Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Asset Pledged as Collateral without Right
Debt Instrument [Line Items]
Aggregate Principal Balance	$ 420,484	$ 84,477
Asset Pledged as Collateral with Right
Debt Instrument [Line Items]
Fair Value	365,794	77,904
United Auto Credit 2021-1 | Asset Pledged as Collateral without Right
Debt Instrument [Line Items]
Aggregate Principal Balance	47,600	84,477
United Auto Credit 2021-1 | Asset Pledged as Collateral with Right
Debt Instrument [Line Items]
Fair Value	45,332	$ 77,904
United Auto Credit 2022-2 | Asset Pledged as Collateral without Right
Debt Instrument [Line Items]
Aggregate Principal Balance	145,424
United Auto Credit 2022-2 | Asset Pledged as Collateral with Right
Debt Instrument [Line Items]
Fair Value	125,880
United Auto Credit 2023-1 | Asset Pledged as Collateral without Right
Debt Instrument [Line Items]
Aggregate Principal Balance	227,460
United Auto Credit 2023-1 | Asset Pledged as Collateral with Right
Debt Instrument [Line Items]
Fair Value	$ 194,582

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details)		1 Months Ended
	Apr. 14, 2023 BusinessDays $ / shares	Jun. 22, 2023	Jun. 23, 2023 $ / shares
Commitments and Contingencies Disclosure [Abstract]
Common stock bid price | $ / shares	$ 1		$ 1
Consecutive business days		11 days
Consecutive trading days | BusinessDays	30

Preferred Stock and Stockhold_2

Preferred Stock and Stockholders' Equity - Additional Information (Details)		9 Months Ended
	Jun. 11, 2020 $ / shares shares	Sep. 30, 2023 $ / shares shares	Dec. 31, 2022 $ / shares shares
Stockholders' Equity Note [Abstract]
Preferred stock, authorized	10,000,000
Preferred stock, issued		0
Preferred Stock, outstanding		0
Forward stock split	2
Common stock, par value | $ / shares	$ 0.001	$ 0.001	$ 0.001
Common stock, voting rights		one vote
Stock split, description		On June 11, 2020, the Company amended its certificate of incorporation to effect a 2-for-1 forward stock split of shares of the Company’s outstanding common stock, such that each share of common stock, $0.001 par value became two shares of common stock, $0.001 par value per share.
Common stock, shares authorized	500,000,000	500,000,000	500,000,000

Stock-based Compensation - Addi

Stock-based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions					3 Months Ended		9 Months Ended		12 Months Ended
	Jul. 25, 2022	May 20, 2022	May 09, 2022	May 28, 2020	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Company's common stock shares reserved for issuance							11,011,780
2020 Incentive Award Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares available for future issuance					1,527,629		1,527,629
2020 Incentive Award Plan | Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized for issuance				3,019,108
Percentage of shares of common stock outstanding as-converted basis				4%
Inducement Award Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Company's common stock shares reserved for issuance		3,000,000
Shares available for future issuance					2,547,122		2,547,122
RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Award acceleration period							12 months
Stock-based compensation expense					$ 2.7	$ 0.9	$ 6.6	$ 5.5
Unrecognized stock-based compensation expense					$ 14.8		$ 14.8		$ 18.2
Unrecognized stock-based compensation weighted-average period							1 year 9 months 18 days		1 year 10 months 24 days
Vesting period							3 years
RSUs | Share-Based Payment Arrangement, Tranche One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Listing price of share					$ 7.5		$ 7.5
Number of consecutive trading days							20 days
Vesting description							The vesting of the RSUs will accelerate in one-third increments if the Company's common stock achieves a closing price at or above $7.50 per share for twenty consecutive trading days during the three-year vesting period; a closing price at or above $15.00 per share for twenty consecutive trading days in the second or third years of the vesting period; and a closing price at or above $21.00 per share for twenty consecutive trading days during the third year of the vesting period
RSUs | Share-Based Payment Arrangement, Tranche Two [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Listing price of share					15		$ 15
Number of consecutive trading days							20 days
RSUs | Share-Based Payment Arrangement, Tranche Three [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Listing price of share					$ 21		$ 21
Number of consecutive trading days							20 days
RSUs | CEO
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares granted			1,200,000
Fair value per share			$ 1.08
RSUs | Management Team
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares granted	140,000	3,190,000
Fair value per share	$ 1.64	$ 1.45

Financial Instruments and Fai_3

Financial Instruments and Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	$ 417,216	$ 356,453
Total financial liabilities	361,906	79,829
Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents	11,232	182,687
Finance Receivables
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	365,794	77,904
Finance Receivables at Fair Value
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	34,903	75,270
Beneficial Interests in Securitizations
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	5,287	20,592
Securitization Debt of Consolidated VIEs
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial liabilities	361,906	79,829
Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	11,232	182,687
Level 1 | Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents	11,232	182,687
Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	5,287	20,592
Total financial liabilities	361,906	79,829
Level 2 | Beneficial Interests in Securitizations
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	5,287	20,592
Level 2 | Securitization Debt of Consolidated VIEs
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial liabilities	361,906	79,829
Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	400,697	153,174
Level 3 | Finance Receivables
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	365,794	77,904
Level 3 | Finance Receivables at Fair Value
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total financial assets	$ 34,903	$ 75,270

Financial Instruments and Fai_4

Financial Instruments and Fair Value Measurements - Schedule of Reconciliation of Financial Assets Measured at Fair Value on a Recurring Basis Using Level 3 Inputs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Finance Receivables of Consolidated CFEs
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Losses included in other income	$ 23,103	$ 3,930	$ 54,987	$ 19,225
Finance Receivables of Consolidated CFEs | Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair Value, Beginning Balance			77,904
Reclassification of finance receivables held for sale to finance receivables at fair value, net			248,081
Acquired in business combination				262,644
Transfer within Level 3 categories			24,175	(50,938)
Consolidation of VIEs			180,706
Losses included in other income			(67,035)	(24,293)
Sales				(24,312)
Paydowns			(117,002)	(78,379)
Other			18,965	9,739
Fair Value, Ending Balance	365,794	94,461	365,794	94,461
Finance Receivables at Fair Value
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Losses included in other income	2,027	(1,004)	605	7,248
Finance Receivables at Fair Value | Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair Value, Beginning Balance			75,270
Acquired in business combination				34,283
Transfer within Level 3 categories			(24,175)	50,938
Losses included in other income			(1,349)	(9,078)
Issuances, net of discount			3,392	49,475
Sales				(14,114)
Paydowns			(19,641)	(28,450)
Other			1,406	2,511
Fair Value, Ending Balance	$ 34,903	$ 85,565	$ 34,903	85,565
Securitization Debt of Consolidated CFEs | Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Acquired in business combination				275,394
Transfer out of Level 3				$ (275,394)

Financial Instruments and Fai_5

Financial Instruments and Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Finance receivable fair value on non-recurring basis	$ 24.2	$ 22.4
Level 3 | 2022-2 Securitization Transaction
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Finance receivables	180.7
Level 3 | 2023-1 Securitization Transaction
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Finance receivables held for sale, Fair Value	$ 248.1

Financial Instruments and Fai_6

Financial Instruments and Fair Value Measurements - Summary of Gains or Losses Recorded Related to Eligible Financial Instruments (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Line Items]
Total net loss included in other income	$ 25,703	$ 2,857	$ 49,836	$ 24,010
Fair Value, Asset (Liability), Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Nonoperating Income (Expense)	Other Nonoperating Income (Expense)	Other Nonoperating Income (Expense)	Other Nonoperating Income (Expense)
Debt of securitized VIEs
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Line Items]
Financial Liabilities Gain (Loss)	$ 335	$ (275)	$ (6,916)	$ (2,990)
Finance Receivables of CFEs
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Line Items]
Financial Assets Gain (Loss)	23,103	3,930	54,987	19,225
Finance Receivables at Fair Value
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Line Items]
Financial Assets Gain (Loss)	2,027	(1,004)	605	7,248
Beneficial Interests in Securitizations
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Line Items]
Financial Assets Gain (Loss)	$ 238	$ 206	$ 1,160	$ 527

Financial Instruments and Fai_7

Financial Instruments and Fair Value Measurements - Summary of Other Relevant Data Related to Finance Receivables Carried at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Finance Receivables of Consolidated CFEs
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Aggregate unpaid principal balance included within finance receivables that are reported at fair value	$ 420,484	$ 84,477
Aggregate fair value of finance receivables reported at fair value	365,794	77,904
Finance Receivables of Consolidated CFEs | 90 Days or More Past Due
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unpaid principal balance of receivables within finance receivables that are reported at fair value and are on nonaccrual status	6,605	1,097
Aggregate fair value of receivables carried at fair value that are on nonaccrual status	5,793	985
Finance Receivables at Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Aggregate unpaid principal balance included within finance receivables that are reported at fair value	40,538	89,068
Aggregate fair value of finance receivables reported at fair value	34,903	75,270
Finance Receivables at Fair Value | 90 Days or More Past Due
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unpaid principal balance of receivables within finance receivables that are reported at fair value and are on nonaccrual status	736	1,499
Aggregate fair value of receivables carried at fair value that are on nonaccrual status	$ 580	$ 1,311

Financial Instruments and Fai_8

Financial Instruments and Fair Value Measurements - Summary of Other Relevant Data Related to Debt of Securitized VIEs Carried at Fair Value (Details) - Securitization Debt of Consolidated VIEs - Rated Notes - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Aggregate unpaid principal balance of rated notes of securitized VIEs	$ 367,176	$ 82,556
Aggregate fair value of securitized VIEs	$ 361,906	$ 79,829

Financial Instruments and Fai_9

Financial Instruments and Fair Value Measurements - Summary of Fair Value of Financial Instruments Not Carried at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Finance receivables held for sale, Carrying value	$ 399,836	$ 321,626
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible Senior Notes, Carrying value	327,837	359,254
Convertible Senior Notes, Fair value	174,556	128,026
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Finance receivables held for sale, Carrying value	375,664	299,235
Finance receivables held for sale, Fair Value	$ 378,619	$ 299,925

Restructuring Activities - Addi

Restructuring Activities - Additional Information (Details) $ in Millions	Apr. 26, 2023 USD ($) Position	Jan. 18, 2023 Position	Sep. 30, 2023 USD ($)
Restructuring and Related Activities [Abstract]
Number of reduction position | Position	120	275
Expected cost | $	$ 2.3		$ 4.1

Restructuring Activities - Comp

Restructuring Activities - Components of Restructuring and Related Charges (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		17 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023
Restructuring Cost and Reserve [Line Items]
Severance and termination benefits	$ 274	$ 2,226	$ 6,655	$ 7,172	$ 14,013
Impairment of operating lease right-of-use assets		1,017		4,424	6,491
Other costs				1,176	1,176
Total restructuring and related charges	$ 274	$ 3,243	$ 6,655	$ 12,772	$ 21,680

Restructuring Activities - Reco

Restructuring Activities - Reconciliation of Beginning and Ending Restructuring Liability (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Restructuring Cost and Reserve [Line Items]
Balance	$ 810
Accrual and accrual adjustments	6,655	$ 7,755
Cash payments	(7,098)	(5,702)
Balance	$ 367	$ 2,053

Segment Information - Additiona

Segment Information - Additional Information (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($) Segment
Segment Reporting [Abstract]
Number of reportable segments	3
Number of operating segments	3
Segment assets | $	$ 0

Segment Information - Summary o

Segment Information - Summary of Reportable Segments (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Revenues from external customers	$ 235,634	$ 340,797	$ 657,279	$ 1,739,552
Gross profit	48,094	67,331	132,900	215,328
Ecommerce
Segment Reporting Information [Line Items]
Revenues from external customers	149,851	225,441	423,713	1,222,436
Gross profit	14,339	27,034	36,566	94,862
Wholesale
Segment Reporting Information [Line Items]
Revenues from external customers	30,898	47,604	75,593	270,489
Gross profit	(1,495)	(1,574)	(5,426)	(6,260)
Retail Financing
Segment Reporting Information [Line Items]
Revenues from external customers	40,823	40,654	114,939	120,005
Gross profit	32,341	35,954	92,184	109,637
All Other
Segment Reporting Information [Line Items]
Revenues from external customers	14,062	27,098	43,034	126,622
Gross profit	$ 2,909	$ 5,917	$ 9,576	$ 17,089

Segment Information - Schedule

Segment Information - Schedule of Reconciliation Between Reportable Segment Gross Profit to Consolidated Loss Before Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Reconciliation to consolidated total revenue
Total revenue	$ 235,634	$ 340,797	$ 657,279	$ 1,739,552
Reconciliation to consolidated loss before (benefit) provision for income taxes
Gross Profit	48,094	67,331	132,900	215,328
Selling, general and administrative expenses	79,586	134,643	263,078	475,627
Depreciation and amortization	11,010	9,833	31,845	27,728
Impairment charges		1,017	1,353	206,127
Gain on debt extinguishment		(37,917)	(19,640)	(37,917)
Interest expense	12,058	9,704	30,915	28,617
Interest Income	(5,506)	(5,104)	(16,369)	(12,991)
Other loss, net	33,543	5,383	65,019	26,897
Loss before provision (benefit) for income taxes	(82,597)	(50,228)	(223,301)	(498,760)
All Other
Reconciliation to consolidated total revenue
Total revenue	14,062	27,098	43,034	126,622
Reconciliation to consolidated loss before (benefit) provision for income taxes
Gross Profit	2,909	5,917	9,576	17,089
Reportable Segments
Reconciliation to consolidated total revenue
Total revenue	221,572	313,699	614,245	1,612,930
Reconciliation to consolidated loss before (benefit) provision for income taxes
Gross Profit	$ 45,185	$ 61,414	$ 123,324	$ 198,239

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Income Taxes [Line Items]
Effective tax rate	(0.31%)	(1.79%)	(0.41%)	4.43%
Uncertain tax positions	$ 0		$ 0		$ 0
Interest accrued in relation to uncertain tax positions					$ 0
Penalties accrued in relation to uncertain tax positions	$ 0		$ 0
Unitas Holdings Corp.
Income Taxes [Line Items]
Decrease of valuation allowance result from acquisition				$ 23,900,000

Net Loss Per Share - Summary of

Net Loss Per Share - Summary of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Earnings Per Share [Abstract]
Net loss	$ (82,857)	$ (66,318)	$ (75,044)	$ (51,127)	$ (115,089)	$ (310,459)	$ (224,219)	$ (476,675)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic	139,692,323			138,118,679			139,123,352	137,817,839
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, diluted	139,692,323			138,118,679			139,123,352	137,817,839
Net loss per share attributable to common stockholders, basic	$ (0.59)			$ (0.37)			$ (1.61)	$ (3.46)
Net loss per share attributable to common stockholders, diluted	$ (0.59)			$ (0.37)			$ (1.61)	$ (3.46)

Net Loss Per Share - Summary _2

Net Loss Per Share - Summary of Calculation of Diluted Shares Outstanding (Details) - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Potentially dilutive shares not included in calculation of diluted shares outstanding	22,324,006	22,284,392
Stock Options
Potentially dilutive shares not included in calculation of diluted shares outstanding	2,379,519	3,273,021
Restricted Stock Units
Potentially dilutive shares not included in calculation of diluted shares outstanding	14,008,261	8,879,252
Convertible Senior Notes
Potentially dilutive shares not included in calculation of diluted shares outstanding	5,936,226	10,132,119