0001209191-20-056023.txt : 20201027
0001209191-20-056023.hdr.sgml : 20201027
20201027202245
ACCESSION NUMBER: 0001209191-20-056023
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201027
FILED AS OF DATE: 20201027
DATE AS OF CHANGE: 20201027
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Redpoint Omega II, L.P.
CENTRAL INDEX KEY: 0001532952
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39658
FILM NUMBER: 201265675
BUSINESS ADDRESS:
STREET 1: 3000 SAND HILL ROAD, SUITE 290
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 926-5600
MAIL ADDRESS:
STREET 1: 3000 SAND HILL ROAD, SUITE 290
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Redpoint Omega Associates II, LLC
CENTRAL INDEX KEY: 0001697708
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39658
FILM NUMBER: 201265676
BUSINESS ADDRESS:
STREET 1: 3000 SAND HILL ROAD
STREET 2: BUILDING 2, SUITE 290
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 926-5600
MAIL ADDRESS:
STREET 1: 3000 SAND HILL ROAD
STREET 2: BUILDING 2, SUITE 290
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Redpoint Omega II, LLC
CENTRAL INDEX KEY: 0001532951
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39658
FILM NUMBER: 201265677
BUSINESS ADDRESS:
STREET 1: 3000 SAND HILL ROAD, SUITE 290
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 926-5600
MAIL ADDRESS:
STREET 1: 3000 SAND HILL ROAD, SUITE 290
CITY: MENLO PARK
STATE: CA
ZIP: 94025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Root, Inc.
CENTRAL INDEX KEY: 0001788882
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 842717903
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 80 E RICH STREET
STREET 2: SUITE 500
CITY: COLUMBUS
STATE: OH
ZIP: 43215
BUSINESS PHONE: (614) 591-4568
MAIL ADDRESS:
STREET 1: 80 E RICH STREET
STREET 2: SUITE 500
CITY: COLUMBUS
STATE: OH
ZIP: 43215
FORMER COMPANY:
FORMER CONFORMED NAME: Root Stockholdings, Inc.
DATE OF NAME CHANGE: 20190919
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2020-10-27
0
0001788882
Root, Inc.
ROOT
0001532952
Redpoint Omega II, L.P.
3000 SAND HILL ROAD
BUILDING 2, SUITE 290
MENLO PARK
CA
94025
0
0
1
0
0001697708
Redpoint Omega Associates II, LLC
3000 SAND HILL ROAD
BUILDING 2, SUITE 290
MENLO PARK
CA
94025
0
0
1
0
0001532951
Redpoint Omega II, LLC
3000 SAND HILL ROAD
BUILDING 2, SUITE 290
MENLO PARK
CA
94025
0
0
1
0
Series C Preferred Stock
Common Stock
13869030
I
See footnote
Series D Preferred Stock
Common Stock
966985
I
See footnote
Series E Preferred Stock
Common Stock
303203
I
See footnote
Each share of Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock will automatically convert into one share of Class B Common Stock immediately upon the closing of the Issuer's initial public offering ("IPO"), and has no expiration date.
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.
Following the closing of the IPO, each share of Class B Common Stock will be convertible at any time at the option of the holder into one share of Class A Common Stock, and has no expiration date. After the closing of the Issuer's IPO, on any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation.
Each share of Class B Common Stock held by the holder will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock (except certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation); (2) the death of the holder; and (3) on the final conversion date, defined as the earlier of (a) the first trading day falling nine months after the date on which the outstanding shares of Class B Common Stock represent less than 10% of the then outstanding Class A and Class B Common Stock; (b) the tenth anniversary of the effectiveness of the amended and restated certificate of incorporation filed in connection with the Issuer's IPO; or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.
Includes 13,452,970 shares held by Redpoint Omega II, L.P. ("RO II") and 416,060 shares held by Redpoint Omega Associates II, LLC ("ROA II").
Redpoint Omega II, LLC ("RO II LLC"), is the sole general partner of RO II. RO II LLC and ROA LLC are under common control. As such, RO II LLC has sole voting and investment control over the shares owned by RO II, and may be deemed to beneficially own the shares held by RO II. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein, except to the extent of its respective pecuniary interest therein.
Includes 937,976 shares held by RO II and 29,009 shares held by ROA II.
Includes 294,107 shares held by RO II and 9,096 shares held by ROA II.
Redpoint Omega II, L.P.
By its General Partner, Redpoint Omega II, LLC
By: /s/ Elliot Geidt, Manager
2020-10-27
Redpoint Omega Associates II, LLC, By: /s/ Elliot Geidt, Manager
2020-10-27
Redpoint Omega II, LLC, By: /s/ Elliot Geidt, Manager
2020-10-27