SEC Form 4 · accession 0001716837-19-000023
ROKU, INC · ROKU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeff Hastings
Director
Period of report
Feb 4, 2019
Accepted (ET)
Feb 20, 2019 · 6:18 pm EST
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 | Feb 4, 2019 | C | 2,000 | $8.82 | A | 2,000 | D | |
| Class A Common StockF1 | Feb 4, 2019 | S | 2,000 | $50.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2 | $8.82 | Feb 4, 2019 | M | 6,000 | D | — | Aug 14, 2027 | Class B Common Stock | 6,000 | 4,833 | D |
| Class B Common StockF3 | $8.82 | Feb 4, 2019 | M | 6,000 | A | — | Aug 14, 2027 | Class A Common Stock | 6,000 | 6,000 | D |
| Class B Common StockF3 | $8.82 | Feb 4, 2019 | C | 6,000 | D | — | Aug 14, 2027 | Class A Common Stock | 6,000 | 0 | D |
Explanation of responses
- F1Shares sold pursuant to Mr. Hasting's 10b5-1 plan.
- F21/12 of the Option vests in equal monthly installments one month from 8/5/2017. The shares of this option are early exercisable, subject to the Issuer's right to repurchase.
- F3Each 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. Shares of Class B Common Stock will convert automatically into shares of 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, (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.