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