SEC Form 4 · accession 0001716837-18-000072

ROKU, INC · ROKU

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — GM, Sr. VP Roku TV & Players

Period of report

Aug 27, 2018

Accepted (ET)

Aug 29, 2018 · 7:26 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001428439

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1	Aug 27, 2018	C	4	$2.76	A	4	D
Class A Common Stock^F1	Aug 27, 2018	S	4	$64.00	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F4	$2.76	Aug 27, 2018	M	4	D	—	Oct 30, 2022	Class B Common Stock	4	22,393	D
Class B Common Stock^F2,F3	$2.76	Aug 27, 2018	M	4	A	—	Oct 30, 2022	Class A Common Stock	4	4	D
Class B Common Stock^F2,F3	$2.76	Aug 27, 2018	C	4	D	—	Oct 30, 2022	Class A Common Stock	4	0	D

F1Shares sold pursuant to Mr. Smith's 10b5-1 plan dated November 20, 2017.
F2Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock upon the earlier of: (i) any transfer except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation, (continued on footnote 3)
F3(footnote 2 continued), (ii) the first "Trading Day", as defined in the Issuer's restated certificate of incorporation, falling on or after the date on which the shares of Class B Common Stock represent less than 10% of the aggregate number of outstanding shares of Class A Common Stock and Class B Common Stock or (iii) the vote of the holders of Class B Common Stock representing at least 66-2/3% of the shares of Class B Common Stock.
F4Granted October 30, 2012, first vest 25% on 9/13/2013 then monthly thereafter. Fully vested as of 9/1/2016.