Timm Alexander E. 4

4 · Root, Inc. · Filed Apr 3, 2026

AI-generated summary of this filing

Updated Apr 3, 2026

Root (ROOT) CEO Timm Alexander Exercises PSUs; Shares Withheld

What Happened

Timm Alexander, CEO of Root, reported the vesting/conversion of 62,969 performance-based restricted stock units (PSUs) on April 1, 2026 (recorded as exercise/conversion, code M). To cover tax withholding, the issuer withheld 47,002 shares (three withholding items of 14,965; 3,480; and 28,557 shares) at $43.26 per share, totaling $2,033,307 (codes F). Net shares retained from the vesting = 62,969 − 47,002 = 15,967 shares.

Key Details

Transaction date: 2026-04-01; Form 4 filed 2026-04-03 (timely within the normal Form 4 window).
Withheld shares: 14,965; 3,480; and 28,557 — all withheld at $43.26 per share to satisfy tax obligations; total withheld value $2,033,307.
PSUs converted: 62,969 shares recorded as exercised/converted (code M); corresponding derivative entry also appears in the filing.
Net shares received by the insider after withholding: 15,967 shares.
Shares owned after the transaction: not specified in the excerpted transaction data.
Footnotes: F1 confirms shares were withheld to satisfy tax-withholding on RSU vesting. F2 explains these were performance-based RSUs that vest in tranches (62,969 tranche scheduled 4/1/2026) and are contingent on achieving specified price targets over 45 consecutive trading days (the 62,969 tranche price target listed as $33.52).

Context

This was a vesting/settlement of PSUs, not an open-market sale — the shares withheld are a standard issuer tax-withholding/net settlement (common and generally routine). The filing indicates conversion/settlement of performance awards rather than a discretionary sale or purchase.

Form 4

Period: 2026-04-01

DirectorChief Executive Officer10% Owner

Transactions

Tax Payment
Class A Common Stock
[F1]
2026-04-01$43.26/sh−14,965$647,386→ 244,372 total
Tax Payment
Class A Common Stock
[F1]
2026-04-01$43.26/sh−3,480$150,545→ 240,892 total
Exercise/Conversion
Class A Common Stock
2026-04-01+62,969→ 303,861 total
Tax Payment
Class A Common Stock
[F1]
2026-04-01$43.26/sh−28,557$1,235,376→ 275,304 total
Exercise/Conversion
Performance-Based Restricted Stock Units
[F2]
2026-04-01−62,969→ 83,958 total
Exp: 2028-04-01→ Class A Common Stock (62,969 underlying)

Footnotes (2)

[F1]These shares of common stock were withheld by the Issuer to satisfy tax withholding obligations associated with the vesting of restricted stock units.
[F2]Each Performance-Based Restricted Stock Unit ("PSU") represents a contingent right to receive one share of ROOT Class A common stock. The PSUs vest in tranches of 20,990 on April 1, 2024; 41,979 on April 1, 2025; 62,969 on April 1, 2026; and 83,958 on April 1, 2027 and upon ROOT Class A common stock achieving a specified price per share over 45 consecutive trading days after such dates. Per share price achievement levels for the four tranches are: $16.76; $25.14; $33.52; and $41.90.

Signature

/s/ Jodi Baker, Attorney-in-fact|2026-04-03

1 file