Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 3)*
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Root, Inc. (Name of Issuer) |
Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) |
77664L207 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Ribbit Capital IV, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,221,783.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
10.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Represents shares of Class B common stock directly owned by Ribbit Capital IV, L.P. ("Fund IV") for itself and as nominee for Ribbit Founder Fund IV, L.P. ("FF IV"). Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. Ribbit Capital GP IV, L.P. ("GP IV"), the general partner of Fund IV and FF IV, Ribbit Capital GP IV, Ltd. ("UGP IV"), the general partner of GP IV, and Meyer Malka ("Malka"), the sole director of UGP IV, may be deemed to have sole power to vote and dispose of these shares. The percent of class is based upon 10.7 million shares of Class A common stock reported to be outstanding as of October 23, 2024, as set forth in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on October 30, 2024. Assumes the conversion of the Class B common stock held by the Reporting Person into Class A common stock.
SCHEDULE 13G
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| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
RT-E Ribbit Opportunity IV, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
235,824.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
2.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Represents shares of Class B common stock directly owned by RT-E Ribbit Opportunity IV, LLC ("RT-E"). Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. GP IV, the managing member of RT-E, UGP IV, the general partner of GP IV, and Malka, the sole director of UGP IV, may be deemed to have sole power to vote and dispose of these shares. The percent of class is based upon 10.7 million shares of Class A common stock reported to be outstanding as of October 23, 2024, as set forth in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on October 30, 2024. Assumes the conversion of the Class B common stock held by the Reporting Person into Class A common stock.
SCHEDULE 13G
|
| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Ribbit Capital GP IV, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,457,607.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: 1,221,783 shares of Class B common stock are directly owned by Fund IV for itself and as nominee for FF IV and 235,824 shares of Class B common stock are directly owned by RT-E. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. GP IV, the general partner of Fund IV and FF IV and the managing member of RT-E, UGP IV, the general partner of GP IV and Malka, the sole director of UGP IV, may be deemed to have sole power to vote and dispose of these shares. The percent of class is based upon 10.7 million shares of Class A common stock reported to be outstanding as of October 23, 2024, as set forth in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on October 30, 2024. Assumes the conversion of the Class B common stock held by the Reporting Person into Class A common stock.
SCHEDULE 13G
|
| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Ribbit Capital GP IV, Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,457,607.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: 1,221,783 shares of Class B common stock are directly owned by Fund IV for itself and as nominee for FF IV and 235,824 shares of Class B common stock are directly owned by RT-E. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. UGP IV is the general partner of GP IV, which is the general partner of Fund IV and FF IV and the managing member of RT-E, and Malka, the sole director of UGP IV, may be deemed to have sole power to vote and dispose of these shares. The percent of class is based upon 10.7 million shares of Class A common stock reported to be outstanding as of October 23, 2024, as set forth in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on October 30, 2024. Assumes the conversion of the Class B common stock held by the Reporting Person into Class A common stock.
SCHEDULE 13G
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| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Bullfrog Capital, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
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| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Bullfrog Capital GP, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Bullfrog Capital GP, Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
|
| CUSIP No. | 77664L207 |
| 1 | Names of Reporting Persons
Meyer Malka | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,457,607.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: 1,221,783 shares of Class B common stock are directly owned by Fund IV for itself and as nominee for FF IV and 235,824 shares of Class B common stock are directly owned by RT-E. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. Malka is the sole director of UGP IV, which is the general partner of GP IV, which is the general partner of Fund IV and FF IV and the managing member of RT-E and may be deemed to have sole power to vote and dispose of these shares. The percent of class is based upon 10.7 million shares of Class A common stock reported to be outstanding as of October 23, 2024, as set forth in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on October 30, 2024. Assumes the conversion of the Class B common stock held by the Reporting Person into Class A common stock.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Root, Inc. | |
| (b) | Address of issuer's principal executive offices:
80 E. Rich Street, Suite 500, Columbus, OH, 43215 | |
| Item 2. | ||
| (a) | Name of person filing:
This Schedule 13G is filed by Ribbit Capital IV, L.P., a Cayman Islands exempted limited partnership ("Fund IV"), RT-E Ribbit Opportunity IV, LLC, a Delaware limited liability company ("RT-E"), Ribbit Capital GP IV, L.P., a Cayman Islands exempted limited partnership ("GP IV"), Ribbit Capital GP IV, Ltd., a Cayman Islands limited company ("UGP IV"), Bullfrog Capital, L.P., a Cayman Islands exempted limited partnership ("BF Fund"), Bullfrog Capital GP, L.P., a Cayman Islands exempted limited partnership ("BF GP"), Bullfrog Capital GP, Ltd., a Cayman Islands limited company ("BF UGP") and Meyer Malka ("Malka"). The foregoing entities and individuals are collectively referred to as the "Reporting Persons." | |
| (b) | Address or principal business office or, if none, residence:
The address for each of the Reporting Persons is:c/o Ribbit Capital Management364 University AvenuePalo Alto, California 94301 | |
| (c) | Citizenship:
The citizenship or place of organization of each of the Reporting Persons is set forth on such Reporting Person's cover page. | |
| (d) | Title of class of securities:
Class A Common Stock, par value $0.0001 per share | |
| (e) | CUSIP No.:
77664L207 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See Row 9 of cover page for each Reporting Person. | |
| (b) | Percent of class:
See Row 11 of cover page for each Reporting Person. %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
See Row 5 of cover page for each Reporting Person. | ||
| (ii) Shared power to vote or to direct the vote:
See Row 6 of cover page for each Reporting Person. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See Row 8 of cover page for each Reporting Person. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Ribbit Founder Fund IV, L.P. ("FF IV") and Bullfrog Founder Fund, L.P. ("BF FF") have ownership interests in the shares held directly by Fund IV and BF Fund, respectively, but do not own shares of Common Stock directly and do not have voting or dispositive power over the shares of Common Stock held directly by Fund IV or BF Fund. Under certain circumstances, set forth in the limited partnership agreements of Fund IV, FF IV, GP IV, BF Fund, BF FF and BF GP, the limited liability company agreement of RT-E and the memorandum and articles of association of UGP IV and BF UGP, the general and limited partners, members or directors, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer directly or indirectly owned by each such entity of which they are a general partner, limited partner, member or director. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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