Mahtiyar Bonakdarpour - Feb 23, 2022 Form 3 Insider Report for Root, Inc. (ROOT)

Role
Chief Technology Officer
Signature
/s/ Jodi Baker, Attorney-in-fact
Stock symbol
ROOT
Transactions as of
Feb 23, 2022
Transactions value $
$0
Form type
3
Date filed
3/3/2022, 04:31 PM
Next filing
Mar 3, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding ROOT Class A Common Stock 577K Feb 23, 2022 Direct F1

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
holding ROOT Stock Option (Right to Buy) Feb 23, 2022 Class B Common Stock 58.3K $0.68 Direct F2
holding ROOT Stock Option (Right to Buy) Feb 23, 2022 Class B Common Stock 54.3K $2.40 Direct F3
holding ROOT Stock Option (Right to Buy) Feb 23, 2022 Class B Common Stock 164K $2.40 Direct F3
holding ROOT Class B Common Stock Feb 23, 2022 Class A Common Stock 3.03M See Footnote F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 536,592 restricted stock units, 207,781 of which vest quarterly through February 1, 2025, and 349,091 of which vest on June 15, 2023, subject to the reporting person's continuous service on the applicable vesting dates.
F2 The shares subject to the option are immediately exercisable. One-fourth of the shares subject to the option award vested on July 23, 2019, and thereafter one-forty-eighth of the shares subject to the option award vest monthly, subject to the Reporting Person's continuous service through each such vesting.
F3 The shares subject to the option are immediately exercisable. One-fourth of the shares subject to the option award vested on February 21, 2020, and generally thereafter, one-forty-eighth of the shares subject to the options awarded on the grant date vest monthly, subject to the Reporting Person's continuous service through each such vesting.
F4 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.
F5 These shares are held by Drive Capital Overdrive Fund I, L.P. ("DCOF I") (2,024,456), Drive Capital Overdrive Fund I (TE), L.P. ("DCOF I TE") (978,891), and Drive Capital Overdrive Ignition Fund I, L.P. ("DCOIF I") (28,683). Drive Capital Overdrive Fund I (GP), LLC ("DCOIF I GP"), the general partner of each of DCOF I, DCOF I TE and DEOIF I, may be deemed to have sole power to vote these shares. The Reporting Person's spouse does not have voting or investment control over these shares but may be deemed to have an indirect pecuniary interest in such shares through her carried interest in DCOIF I GP. The Reporting Person's exact pecuniary interest is not readily determinable because it is subject to several variables. The Reporting Person disclaims beneficial ownership of any of these shares except to the extent of his spouse's pecuniary interest therein.

Remarks:

Exhibit List: Exhibit 24 Power of Attorney