Mark Gundacker - Feb 9, 2021 Form 4/A - Amendment Insider Report for Metromile, Inc. (MILE)

Role: Chief People Officer
Signature: /s/ Kris Tsao Cachia, Attorney-in-Fact
Stock symbol: MILE
Transactions as of: Feb 9, 2021
Transactions value $: $0
Form type: 4/A - Amendment
Date filed: 8/10/2021, 07:35 PM
Date Of Original Report: Feb 11, 2021
Next filing: Aug 10, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MILE	Common Stock	Award	$0	+27.3K		$0.00	27.3K	Feb 9, 2021	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MILE	Stock Option (right to buy)	Award	$0	+66.6K		$0.00	66.6K	Feb 9, 2021	Common Stock	66.6K	$3.02	Direct	F1, F3
transaction	MILE	Stock Option (right to buy)	Award	$0	+76.2K		$0.00	76.2K	Feb 9, 2021	Common Stock	76.2K	$3.02	Direct	F1, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Received pursuant to the Agreement and Plan of Merger and Reorganization, dated as of November 24, 2020, as amended January 12, 2021 and further amended February 8, 2021, by and among INSU Acquisition Corp. II (n/k/a Metromile, Inc.) (the "Issuer"), INSU II Merger Sub Corp. and MetroMile, Inc. (n/k/a Metromile Operating Company) ("Legacy Metromile") (the "Merger Agreement") pursuant to which, through a series of mergers Legacy Metromile became a direct, wholly-owned subsidiary of the Issuer. Pursuant to the Merger Agreement former securityholders of Legacy Metromile will receive additional shares of the Issuer's common stock (the "Additional Shares") if the closing sale price of the Issuer's common stock exceeds $15.00 per share for 20 out of any 30 consecutive trading days during the first two years following the closing of the merger.
F2	Includes 24,387 shares subject to restricted stock units ("RSU") and 2,904 shares to be received as Additional Shares. Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.
F3	6/48 of share shares subject to the option vested on January 15, 2021, and 1/48 of the shares vest monthly thereafter.
F4	1/4 of the shares subject to the option vested on January 6, 2021, and 1/48 of the shares vest monthly thereafter.

Remarks:

This amendment is being filed to correct the share amounts received in the Business Combination resulting from a post-closing correction to the final exchange ratio.