Sec Form 4 Filing - Geidt Elliot @ Root, Inc. - 2021-06-14

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Geidt Elliot
2. Issuer Name and Ticker or Trading Symbol
Root, Inc. [ ROOT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2969 WOODSIDE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
06/14/2021
(Street)
WOODSIDE, CA94062
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Class A Common Stock 06/14/2021 C 3,671,263 A $ 0 3,671,263 I By Redpoint Omega II, L.P. ( 1 )
Class A Common Stock 06/14/2021 C 113,541 A $ 0 113,541 I By Redpoint Omega Associates II, LLC ( 2 )
Class A Common Stock 06/14/2021 J( 3 ) 3,671,263 D $ 0 0 I By Redpoint Omega II, L.P. ( 1 )
Class A Common Stock 06/14/2021 J( 4 ) 113,541 D $ 0 0 I By Redpoint Omega Associates II, LLC ( 2 )
Class A Common Stock 06/14/2021 J( 5 ) 945,350 A $ 0 945,350 I By Redpoint Omega II, LLC ( 6 )
Class A Common Stock 06/14/2021 J( 7 ) 945,350 D $ 0 0 I By Redpoint Omega II, LLC ( 6 )
Class A Common Stock 06/14/2021 J( 8 ) 41,177 A $ 0 41,177 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock $ 0 06/14/2021 C 3,671,263 ( 9 ) ( 9 ) Class A Common Stock 3,671,263 $ 0 11,013,790 I By Redpoint Omega II, L.P. ( 1 )
Class B Common Stock $ 0 06/14/2021 C 113,541 ( 9 ) ( 9 ) Class A Common Stock 113,541 $ 0 340,624 I By Redpoint Omega Associates II, LLC ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Geidt Elliot
2969 WOODSIDE ROAD
WOODSIDE, CA94062
X
Signatures
/s/ Elliot Geidt 06/16/2021
Signature of Reporting Person Date
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.

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