Root, Inc. — Director's Dealing 2022

Mar 3, 2022

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Root, Inc. (ROOT)
CIK: 0001788882
Period of Report: 2022-02-23

Reporting Person: Bonakdarpour Mahtiyar (Chief Technology Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	577480	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$0.68	2028-07-21	Class B Common Stock (58334)		Direct
Stock Option (Right to Buy)	$2.40	2029-04-18	Class B Common Stock (54260)		Direct
Stock Option (Right to Buy)	$2.40	2029-04-18	Class B Common Stock (164490)		Direct
Class B Common Stock	$		Class A Common Stock (3032030)		Indirect

Footnotes

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.