Drive Capital Overdrive Fund I, L.P. - Nov 23, 2021 Form 4/A - Amendment Insider Report for Root, Inc. (ROOT)

Role: 10%+ Owner
Signature: Drive Capital Overdrive Fund I, L.P., by: Drive Capital Overdrive Fund I (GP), LLC, its: General Partner, by: /s/ Christopher Olsen, Managing Member
Stock symbol: ROOT
Transactions as of: Nov 23, 2021
Transactions value $: $0
Form type: 4/A - Amendment
Date filed: 1/4/2022, 12:50 PM
Date Of Original Report: Nov 24, 2021
Previous filing: Jun 16, 2021
Next filing: Sep 2, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ROOT	Class A Common Stock	Conversion of derivative security		+10.1M			10.1M	Nov 23, 2021	See Footnote	F1, F2
transaction	ROOT	Class A Common Stock	Other	$0	-10.1M	-100%	$0.00^*	0	Nov 23, 2021	See Footnote	F2, F3
holding	ROOT	Class A Common Stock						453K	Nov 23, 2021	See Footnote	F4

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

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Ownership	Footnotes
transaction	ROOT	Class B Common Stock	Conversion of derivative security	$0	-10.1M	-27.99%	$0.00	26M	Nov 23, 2021	Class A Common Stock	10.1M	See Footnote	F1, F2, F5
holding	ROOT	Class B Common Stock						2.02M	Nov 23, 2021	Class A Common Stock	2.02M	See Footnote	F5, F6
holding	ROOT	Class B Common Stock						979K	Nov 23, 2021	Class A Common Stock	979K	See Footnote	F5, F7
holding	ROOT	Class B Common Stock						28.7K	Nov 23, 2021	Class A Common Stock	28.7K	See Footnote	F5, F8

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

Explanation of Responses:

Id	Content
F1	These shares were converted from Class B Common Stock into Class A Common Stock on a one-for-one basis for no consideration.
F2	The shares are held of record by DC I Investment LLC ("DC I Investment"). Christopher Olsen is the Managing Director of DC I Investment and has sole voting and dispositive power with respect to the shares held of record by DC I Investment.
F3	Represents a pro-rata, in-kind distribution by DC I Investment LLC ("DC I Investment") to its indirect equity holders, without additional consideration. DC I Investment distributed an aggregate of 10,100,000 shares to the limited partners of its two members, Drive Capital Fund I, L.P. ("Fund I") and Drive Capital Ignition Fund I, L.P. ("Ignition Fund I"), on a pro rata basis.
F4	The shares are held of record by Drive Capital I (GP), LLC ("GP I"). Christopher Olsen ("Olsen") and Mark Kvamme ("Kvamme") are the managing members of GP I and share voting and dispositive power with respect to the shares held of record by GP I. Olsen and Kvamme disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.
F5	Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F6	The shares are held of record by Drive Capital Overdrive Fund I, L.P. ("Overdrive I"). Drive Capital Overdrive Fund I (GP), LLC ("Overdrive GP I") is the General Partner of Overdrive I. Christopher Olsen ("Olsen") and Mark Kvamme ("Kvamme") are the managing members of Overdrive GP I and share voting and dispositive power with respect to the shares held of record by Overdrive I. Overdrive GP I, Olsen and Kvamme disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.
F7	The shares are held of record by Drive Capital Overdrive Fund I (TE), L.P. ("Overdrive TE I"). Drive Capital Overdrive Fund I (GP), LLC ("Overdrive GP I") is the General Partner of Overdrive TE I. Christopher Olsen ("Olsen") and Mark Kvamme ("Kvamme") are the managing members of Overdrive GP I and share voting and dispositive power with respect to the shares held of record by Overdrive TE I. Overdrive GP I, Olsen and Kvamme disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.
F8	The shares are held of record by Drive Capital Overdrive Ignition Fund I, L.P. ("Overdrive Ignition I"). Drive Capital Overdrive Fund I (GP), LLC ("Overdrive GP I") is the General Partner of Overdrive Ignition I. Christopher Olsen ("Olsen") and Mark Kvamme ("Kvamme") are the managing members of Overdrive GP I and share voting and dispositive power with respect to the shares held of record by Overdrive Ignition I. Overdrive GP I, Olsen and Kvamme disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.

Remarks:

This Form 4 Amendment is being filed to include in Table I as a "holding" the 452,721 shares of Class A Common Stock held by Drive Capital I (GP), LLC, which were inadvertently omitted from the original filing. No transaction in securities was unreported at the time of the prior filing. This Form 4 is one of two Form 4s filed with respect to the conversion and in-kind distribution of these shares. The Reporting Person for the other Form 4 is Christopher Olsen.