SEC Filing | Root, Inc.

View:

SEC FORM 4 SEC Form 4

FORM 4

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
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^*

DRIVE CAPITAL OVERDRIVE FUND I, L.P.

(Last)

(First)

(Middle)

629 N. HIGH STREET, 6TH FLOOR

(Street)

COLUMBUS

43215

(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)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	08/31/2022		C		112,469	A	⁽¹⁾	112,469⁽²⁾	I	See Footnote⁽³⁾
Class A Common Stock	08/31/2022		C		54,382	A	⁽¹⁾	54,382⁽²⁾	I	See Footnote⁽⁴⁾
Class A Common Stock	08/31/2022		C		1,593	A	⁽¹⁾	1,593⁽²⁾	I	See Footnote⁽⁵⁾
Class A Common Stock								25,151⁽²⁾	I	See Footnote⁽⁶⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽⁷⁾	08/31/2022		C			112,469	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	112,469	$0.00	0⁽²⁾	I	See Footnote⁽³⁾
Class B Common Stock	⁽⁷⁾	08/31/2022		C			54,382	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	54,382	$0.00	0⁽²⁾	I	See Footnote⁽⁴⁾
Class B Common Stock	⁽⁷⁾	08/31/2022		C			1,593	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	1,593	$0.00	0⁽²⁾	I	See Footnote⁽⁵⁾
Class B Common Stock	⁽⁷⁾							⁽⁷⁾	⁽⁷⁾	Class A Common Stock	1,443,376		1,443,376⁽²⁾	I	See Footnote⁽⁸⁾

1. Name and Address of Reporting Person^*

DRIVE CAPITAL OVERDRIVE FUND I, L.P.

(Last)

(First)

(Middle)

629 N. HIGH STREET, 6TH FLOOR

(Street)

COLUMBUS

43215

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

DRIVE CAPITAL OVERDRIVE FUND I (TE), L.P.

(Last)

(First)

(Middle)

629 N. HIGH STREET, 6TH FLOOR

(Street)

COLUMBUS

43215

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Drive Capital Overdrive Ignition Fund I, L.P.

(Last)

(First)

(Middle)

629 N. HIGH STREET, 6TH FLOOR

(Street)

COLUMBUS

43215

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Drive Capital Overdrive Fund I (GP), LLC

(Last)

(First)

(Middle)

629 N. HIGH STREET, 6TH FLOOR

(Street)

COLUMBUS

43215

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Drive Capital I (GP) LLC

(Last)

(First)

(Middle)

629 N. HIGH STREET, 6TH FLOOR

(Street)

COLUMBUS

43215

(City)

(State)

(Zip)

Explanation of Responses:

1. These shares were converted from Class B Common Stock into Class A Common Stock on a one-for-one basis for no consideration.

2. The issuer effected a 1-for-18 reverse stock split of its Class A Common Stock and Class B Common Stock on August 12, 2022. The number of securities reported on this Form 4 has been adjusted to reflect the reverse stock split.

3. The shares are held of record by Drive Capital Overdrive Fund I, L.P. ("Overdrive I"). Drive Capital Overdrive Fund I (GP), LLC ("Overdrive GP I") is the General Partner of Overdrive I. Christopher Olsen ("Olsen") is the managing member of Overdrive GP I and has voting and dispositive power with respect to the shares held of record by Overdrive I. Overdrive GP I and Olsen disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.

4. The shares are held of record by Drive Capital Overdrive Fund I (TE), L.P. ("Overdrive TE I"). Drive Capital Overdrive Fund I (GP), LLC ("Overdrive GP I") is the General Partner of Overdrive TE I. Christopher Olsen ("Olsen") is the managing member of Overdrive GP I and has voting and dispositive power with respect to the shares held of record by Overdrive TE I. Overdrive GP I and Olsen disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.

5. The shares are held of record by Drive Capital Overdrive Ignition Fund I, L.P. ("Overdrive Ignition I"). Drive Capital Overdrive Fund I (GP), LLC ("Overdrive GP I") is the General Partner of Overdrive Ignition I. Christopher Olsen ("Olsen") is the managing member of Overdrive GP I and has voting and dispositive power with respect to the shares held of record by Overdrive Ignition I. Overdrive GP I and Olsen disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein.

6. The shares are held of record by Drive Capital I (GP), LLC ("GP I"). Christopher Olsen ("Olsen") is the managing member of GP I and has voting and dispositive power with respect to the shares held of record by GP I. Olsen disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

7. 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.

8. The shares are held of record by DC I Investment LLC ("DC I Investment"). Christopher Olsen is the Managing Director of DC I Investment and has sole voting and dispositive power with respect to the shares held of record by DC I Investment.

Remarks:

This Form 4 is one of two Form 4s filed on the date hereof with respect to the conversion of these shares. The Reporting Person for the other Form 4 is Christopher Olsen. Mark Kvamme, a Reporting Person on Drive Capital's prior Section 16 filings with respect to the issuer, is no longer a managing member of Drive Capital I (GP), LLC or Drive Capital Overdrive Fund I (GP), LLC, and accordingly, is not a Reporting Person on this Form 4.

	Drive Capital Overdrive Fund I, L.P., by: Drive Capital Overdrive Fund I (GP), LLC, its: General Partner, by: /s/ Christopher Olsen, Managing Member	09/02/2022
	Drive Capital Overdrive Fund I (TE), L.P., by: Drive Capital Overdrive Fund I (GP), LLC, its General Partner, by: /s/ Christopher Olsen, Managing Member	09/02/2022
	Drive Capital Overdrive Ignition Fund I, L.P., by: Drive Capital Overdrive Fund I (GP), LLC, its General Partner, by: /s/ Christopher Olsen, Managing Member	09/02/2022
	Drive Capital Overdrive Fund I (GP), LLC, by: /s/ Christopher Olsen, Managing Member	09/02/2022
	Drive Capital I (GP), LLC, by: /s/ Christopher Olsen, Managing Member	09/02/2022
	** Signature of Reporting Person	Date
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.