SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/27/2020 | 3. Issuer Name and Ticker or Trading Symbol Root, Inc. [ ROOT ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Preferred Stock | (1) | (1) | Common Stock(2) | 19,992,630 | (1) | I | See footnote(3) |
Series C Preferred Stock | (1) | (1) | Common Stock(2) | 8,321,420 | (1) | I | See footnote(3) |
Series D Preferred Stock | (1) | (1) | Common Stock(2) | 870,286 | (1) | I | See footnote(3) |
Series E Preferred Stock | (1) | (1) | Common Stock(2) | 4,548,046 | (1) | I | See footnote(4) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Each share of Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock will be converted into shares of Common Stock. |
2. Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. |
3. Shares are owned of record by Ribbit Capital IV, L.P. ("Fund IV") for itself and as nominee for Ribbit Founder Fund IV, L.P. ("FF IV"). Meyer Malka is the sole director of Ribbit Capital GP IV, Ltd., the general partner of Ribbit Capital GP VI, L.P., the general partner of each of Fund IV and FF IV, and as such, may be deemed to hold voting and investment power with respect to such shares. Meyer Malka disclaims beneficial ownership with regard to such shares, except to the extent of his proportionate pecuniary interest therein. |
4. Includes 4,244,843 shares owned of record by RT-E Ribbit Opportunity IV, LLC ("Ribbit RT-E") and 303,203 shares are owned of record by Fund IV for itself and as nominee for FF IV. Meyer Malka is the sole director of Ribbit Capital GP IV, Ltd., the general partner of Ribbit Capital GP VI, L.P., the general partner of each of Fund IV and FF IV and the managing member of Ribbit RT-E, and as such, may be deemed to hold voting and investment power with respect to such shares. Meyer Malka disclaims beneficial ownership with regard to such shares, except to the extent of his proportionate pecuniary interest therein. |
Remarks: |
/s/ Meyer Malka | 10/27/2020 | |
/s/ Meyer Malka, sole director of Ribbit Capital GP IV, Ltd., the general partner of the general partner | 10/27/2020 | |
/s/ Meyer Malka, sole director of Ribbit Capital GP IV, Ltd., the general partner of the general partner | 10/27/2020 | |
/s/ Meyer Malka, sole director of Ribbit Capital GP IV, Ltd., the general partner of the managing member | 10/27/2020 | |
** 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 5 (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. |