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ROOT, INC.

Date Filed : Jun 16, 2021

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SEC FORM 4SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Geidt Elliot
(Last)(First)(Middle)
2969 WOODSIDE ROAD
(Street)
WOODSIDECA94062
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
Root, Inc. [ ROOT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/14/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock06/14/2021C3,671,263A$0.003,671,263IBy Redpoint Omega II, L.P.(1)
Class A Common Stock06/14/2021C113,541A$0.00113,541IBy Redpoint Omega Associates II, LLC(2)
Class A Common Stock06/14/2021J(3)3,671,263D$0.000IBy Redpoint Omega II, L.P.(1)
Class A Common Stock06/14/2021J(4)113,541D$0.000IBy Redpoint Omega Associates II, LLC(2)
Class A Common Stock06/14/2021J(5)945,350A$0.00945,350IBy Redpoint Omega II, LLC(6)
Class A Common Stock06/14/2021J(7)945,350D$0.000IBy Redpoint Omega II, LLC(6)
Class A Common Stock06/14/2021J(8)41,177A$0.0041,177D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock$0.0006/14/2021C3,671,263 (9) (9)Class A Common Stock3,671,263$0.0011,013,790IBy Redpoint Omega II, L.P.(1)
Class B Common Stock$0.0006/14/2021C113,541 (9) (9)Class A Common Stock113,541$0.00340,624IBy Redpoint Omega Associates II, LLC(2)
Explanation of Responses:
1. These shares are owned directly by Redpoint Omega II, L.P. ("RO II"). Redpoint Omega II, LLC ("RO II LLC") is the sole general partner of RO II. The Reporting Person is a member of RO II LLC and disclaims beneficial ownership of the shares held by RO II except to the extent of his pecuniary interest therein.
2. These shares are owned directly by Redpoint Omega Associates II, LLC ("ROA LLC"). The Reporting Person is a member of ROA LLC and disclaims beneficial ownership of the shares held by ROA LLC except to the extent of his pecuniary interest therein.
3. Represents a pro rata in kind distribution without consideration by RO II to its partners, including its general partner, RO II LLC.
4. Represents a pro rata in kind distribution without consideration by ROA LLC to its members and managers.
5. Represents the receipt of shares in the pro rata in kind distribution of Class A Common Stock of the Issuer by RO II described in footnote (3).
6. These shares are owned directly by RO II LLC. The Reporting Person is a member of RO II LLC and disclaims beneficial ownership of the shares held by RO II LLC except to the extent of his pecuniary interest therein.
7. Represents a pro rata in kind distribution of Class A Common Stock of the Issuer by RO II LLC without consideration to its members.
8. Represents the receipt of shares in the pro rata in kind distributions without consideration by RO II LLC and ROA LLC described in footnotes (4) and (7).
9. 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.
Remarks:
/s/ Elliot Geidt06/16/2021
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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