Root, Inc. — Director's Dealing 2020

Oct 28, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Root, Inc. (ROOT)
CIK: 0001788882
Period of Report: 2020-10-27

Reporting Person: SVB FINANCIAL GROUP (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series B Preferred Stock	$		Class B Common Stock (8379540)		Indirect
Series C Preferred Stock	$		Class B Common Stock (4160710)		Indirect
Series C Preferred Stock	$		Class B Common Stock (3120530)		Indirect
Series A-3 Preferred Warrant (Right to Buy)	$0.2871	2026-07-07	Class B Common Stock (500000)		Direct
Series B Preferred Warrant (Right to Buy)	$0.8114	2027-12-20	Class B Common Stock (97960)		Direct

Footnotes

F1: Each share of Series B Preferred Stock and Series C Preferred Stock (a) shall automatically convert into shares of Class B Common Stock at the applicable conversion ratio set forth in the Issuer's certificate of incorporation immediately prior to the completion of the Issuer's initial public offering of Class B Common Stock and (b) has no expiration date.

F2: These securities are held directly by Capital Partners III, L.P.. The Reporting Person is the managing member of SVB Capital Partners III, LLC, the general partner of Capital Partners III, L.P.. The Reporting Person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

F3: These securities are held directly by Venture Overage Fund, L.P.. The Reporting Person is the managing member of SVB Capital Venture Overage, LLC, the general partner of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

F4: The Series A-3 Preferred Warrant and the Series B Preferred Warrant are exercisable in full within 60 days of the date hereof.

F5: The Reporting Person is a reporting company listed on the Nasdaq Global Select Market. Certain employees of Silicon Valley Bank, a wholly-owned subsidiary of the Reporting Person, have voting and dispositive power with respect to these shares.