Scale Venture Partners V Form 3 Initial statement of insider ownership

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^*

Scale Venture Partners V, L.P.

(Last) (First) (Middle)

980 TOWER LANE

SUITE 1150

(Street)

FOSTER CITY CA 94404

(City) (State) (Zip)

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)

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

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

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)
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 C Preferred Stock	(1)	(1)	Common Stock(2)	5,894,340	(1)	I	See footnote(3)
Series D Preferred Stock	(1)	(1)	Common Stock(2)	96,698	(1)	I	See footnote(3)
Series E Preferred Stock	(1)	(1)	Common Stock(2)	60,641	(1)	I	See footnote(3)

Explanation of Responses:

1. Each share of 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 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. The shares are held of record by Scale Venture Partners V, L.P. (SVP V). Scale Venture Management V, LLC, or SVM V, is the general partner of Scale Venture Management V, LP, which is the general partner of SVP IV. Scale Venture Management V LLC (SVM V), the ultimate general partner of SVP V, has sole voting and dispositive power with respect to the shares held by SVP V. Andy Vitus, Rory O'Driscoll, Stacey Bishop and Ariel Tseitlin, managers of SVM V, share voting and dispositive power with respect to the shares held by SVP V.

Remarks:

	Scale Venture Partners V, L.P. By its General Partner Scale Venture Management V, LP, By its General Partner Scale Venture Management V LLC, By /s/ Rory O'Driscoll, Manager	10/27/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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