Welcome to our dedicated page for Root SEC filings (Ticker: ROOT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Root, Inc. filings document the formal disclosures of a public car insurance technology company, including operating results, shareholder letters, Regulation FD investor materials, and governance matters in its proxy statement. The company's reports describe its auto insurance business, financial condition, industry commentary, executive compensation, equity awards, and stockholder voting items.
Material-event filings also cover capital-structure actions, including credit agreements, debt refinancing, guarantees, security interests, covenant packages, and limits tied to indebtedness, restricted payments, investments, asset sales, and risk-based capital requirements for U.S. insurance subsidiaries.
Root, Inc. is soliciting proxies for its 2026 virtual Annual Meeting of Stockholders on June 3, 2026, at 11:00 a.m. Eastern via webcast. Stockholders will vote on electing three Class III directors through 2029, ratifying Deloitte & Touche LLP as auditor for 2026, approving named executive officer pay on an advisory basis and amending the certificate of incorporation to allow exculpation of certain officers. Holders of Class A, Class B and Series A preferred stock vote together as a single class, with Class B carrying 10 votes per share and Series A preferred entitled to 780,727 votes.
Root, Inc. is soliciting proxies for its 2026 Annual Meeting to be held virtually on June 3, 2026, where stockholders will vote on electing three Class III directors, ratifying Deloitte & Touche LLP as auditor, an advisory vote on named executive officer compensation, and an amendment to the Certificate of Incorporation to permit exculpation of certain officers.
The record date is April 6, 2026. On that date, there were 14,015,900 shares of Class A common stock, 1,806,236 shares of Class B common stock and Series A preferred stock convertible into 780,727 votes outstanding; Class B shares carry 10 votes per share.
Root, Inc. Chief Administrative Officer Jonathan Allison reported an open-market sale of 1,706 shares of Class A Common Stock. The shares were sold at $44.35 per share, and he held 71,668 shares directly after the transaction, indicating he retained the vast majority of his position.
The sale was executed pursuant to a pre-arranged Rule 10b5-1 trading plan, which is designed to allow insiders to sell shares on a scheduled basis and reduce the significance of the trade’s timing as a discretionary decision.
Jonathan A. Allison submitted a Form 144 notice reporting proposed sales of Class A shares of ROOT.
The filing lists multiple open-market dispositions executed in March–April 2026 and shows a Class A restricted stock vesting event on 04/01/2026 described as Restricted Stock Vesting credited to the issuer as compensation. Reported past sales include 3,900 shares on 03/03/2026 at $186,732.00 and 4,112 shares on 04/02/2026 at $174,060.96.
Root, Inc. Chief Executive Officer Alexander E. Timm exercised performance-based restricted stock units into Class A common shares and had part of the resulting shares withheld to cover taxes. He exercised 62,969 performance-based RSUs, each convertible into one share of Class A common stock.
To satisfy tax withholding obligations tied to the vesting of these units, 47,002 Class A shares were withheld at a price of $43.26 per share in several transactions. After these compensation-related moves, Timm directly holds 275,304 shares of Root Class A common stock and 83,958 performance-based RSUs that remain outstanding, which vest in future tranches if specified stock price conditions are met.
Root, Inc. President and CTO Mahtiyar Bonakdarpour exercised performance-based equity awards and had shares withheld for taxes. On April 1, 2026, he exercised 43,043 Performance-Based Restricted Stock Units, receiving the same number of Class A common shares at a stated price of $0.00 per share.
To cover tax obligations, a total of 31,722 Class A shares were withheld at $43.26 per share, which is a non-market, tax-withholding disposition rather than an open-market sale. Following these transactions, he holds 391,717 Class A shares directly.
A separate indirect holding entry shows 149,294 Class A shares held by Drive Capital Overdrive funds, where entities such as DCOF I, DCOF I TE and DCOIF I are described as having voting power. Bonakdarpour disclaims beneficial ownership of those shares except to the extent of his spouse’s pecuniary interest.
Root, Inc. Chief Financial Officer Megan Binkley reported equity compensation activity tied to performance-based restricted stock units. On April 1, 2026, 4,777 Performance-Based Restricted Stock Units were exercised into the same number of Class A common shares, reflecting the vesting of a performance tranche.
To cover related tax obligations, a total of 10,212 Class A shares were withheld by Root, Inc. at $43.26 per share, according to the footnotes. These F-code transactions are tax-withholding dispositions rather than open-market sales. After these transactions, Binkley directly owned 113,840 Class A common shares.
The footnotes explain that each PSU represents a contingent right to one Class A share and that vesting occurs in tranches upon both time-based dates and the stock achieving specified price levels of $16.76, $25.14, $33.52, and $41.90 over 45 consecutive trading days.
Root, Inc. Chief Administrative Officer Jonathan Allison reported a combination of equity vesting, tax withholding, and a small open-market sale. He exercised 6,442 Performance-Based Restricted Stock Units into Class A shares and 10,955 shares were withheld to cover tax obligations at $43.26 per share.
Allison then sold 4,112 Class A shares in an open-market transaction at $42.33 per share under a Rule 10b5-1 trading plan. After these transactions, he directly holds 73,374 shares of Class A common stock and 8,589 outstanding performance-based restricted stock units that vest in price- and time-based tranches.
Jonathan A. Allison reported multiple Form 144 notices for proposed sales of Class A shares. The filings list successive dispositions in March 2026: 3,900 shares on 03/03, 3,900 on 03/05, 3,900 on 03/10, 3,900 on 03/12, 3,990 on 03/17, and 3,990 on 03/20, with reported gross proceeds shown alongside each trade date.
The excerpt also records a restricted stock vesting event on 02/19/2026 showing 4,112 Class A shares listed under compensation.
The Vanguard Group filed Amendment No. 1 to Schedule 13G for Root Inc. reporting that, after an internal realignment, the filing entity holds 0 shares of Common Stock and 0% of the class. The amendment cites the internal realignment effective January 12, 2026 and relies on SEC Release No. 34-39538 (January 12, 1998) to report certain subsidiaries separately.
The filing is signed by Ashley Grim, Head of Global Fund Administration, on 03/27/2026.