{"filing":{"accession_number":"0001788882-26-000068","cik":"0001788882","ticker":"ROOT","company_name":"Root, Inc.","form":"8-K","filing_date":"2026-09-01","report_date":"2026-08-31","primary_document":"root-20260831.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1788882/000178888226000068/root-20260831.htm"},"events":[{"id":30950,"run_id":28382,"accession_number":"0001788882-26-000068","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"summary":"Root, Inc. entered into a Warrant Cancellation and Exchange Agreement with Carvana on August 31, 2026, whereby Carvana surrendered all outstanding long-term warrants issued in October 2021 and received a new warrant exercisable for up to 1,525,560 shares of Class A Common Stock. The transaction includes simultaneous amendments to the Commercial Agreement, Investment Agreement, and Registration Rights Agreement, constituting a material modification of the capital structure and strategic relationship between the parties.","company_name":"Root, Inc.","ticker":"ROOT","filing_date":"2026-09-01","form":"8-K","submitted_at":null,"items":[{"id":33708,"accession_number":"0001788882-26-000068","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Root entered into a Warrant Cancellation and Exchange Agreement with Carvana on August 31, 2026, whereby Carvana surrendered all outstanding long-term warrants issued in October 2021 and received a new warrant exercisable for up to 1,525,560 shares of Class A Common Stock. This restructuring, coupled with simultaneous amendments to the Commercial Agreement, Investment Agreement, and Registration Rights Agreement, constitutes a material modification of the capital structure and strategic relationship between the parties. While not a traditional M\u0026A transaction, the warrant exchange and related commercial amendments represent a material definitive agreement that affects the registrant's equity structure and Carvana's economic interest.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-01T20:09:07.979633+00:00","company_name":"","ticker":null,"filing_date":""},{"id":33709,"accession_number":"0001788882-26-000068","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Root, Inc. disclosed an unregistered issuance of equity securities (a \"New Warrant\") under Item 3.02, relying on Section 4(a)(2) exemption to Carvana, an accredited investor. Warrant issuances are dilutive equity instruments and material to investors assessing capital structure and ownership dilution, particularly when issued to a significant counterparty like Carvana.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-01T20:09:07.979633+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":33708,"accession_number":"0001788882-26-000068","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"Root entered into a Warrant Cancellation and Exchange Agreement with Carvana on August 31, 2026, whereby Carvana surrendered all outstanding long-term warrants issued in October 2021 and received a new warrant exercisable for up to 1,525,560 shares of Class A Common Stock. This restructuring, coupled with simultaneous amendments to the Commercial Agreement, Investment Agreement, and Registration Rights Agreement, constitutes a material modification of the capital structure and strategic relationship between the parties. While not a traditional M\u0026A transaction, the warrant exchange and related commercial amendments represent a material definitive agreement that affects the registrant's equity structure and Carvana's economic interest.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-01T20:09:07.979633+00:00","company_name":"Root, Inc.","ticker":"ROOT","filing_date":"2026-09-01"},{"id":33709,"accession_number":"0001788882-26-000068","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Root, Inc. disclosed an unregistered issuance of equity securities (a \"New Warrant\") under Item 3.02, relying on Section 4(a)(2) exemption to Carvana, an accredited investor. Warrant issuances are dilutive equity instruments and material to investors assessing capital structure and ownership dilution, particularly when issued to a significant counterparty like Carvana.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-01T20:09:07.979633+00:00","company_name":"Root, Inc.","ticker":"ROOT","filing_date":"2026-09-01"}]}
