ROKU, INC — Director's Dealing 2021

Feb 10, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ROKU, INC (ROKU)
CIK: 0001428439
Period of Report: 2021-02-08

Reporting Person: Wood Anthony J. (Director, CEO and Chairman BOD, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-08	Class A Common Stock	C	300000	$5.64	Acquired	300000	Direct
2021-02-08	Class A Common Stock	G	300000	$5.64	Disposed	0	Direct
2021-02-08	Class A Common Stock	G	300000	$5.64	Acquired	325000	Indirect
2021-02-08	Class A Common Stock	S	7636	$432.4623	Disposed	317364	Indirect
2021-02-08	Class A Common Stock	S	4620	$433.2301	Disposed	312744	Indirect
2021-02-08	Class A Common Stock	S	15913	$434.5407	Disposed	296831	Indirect
2021-02-08	Class A Common Stock	S	57162	$435.5057	Disposed	239669	Indirect
2021-02-08	Class A Common Stock	S	82692	$436.3969	Disposed	156977	Indirect
2021-02-08	Class A Common Stock	S	31306	$437.1913	Disposed	125671	Indirect
2021-02-08	Class A Common Stock	S	8226	$438.461	Disposed	117445	Indirect
2021-02-08	Class A Common Stock	S	12488	$439.2859	Disposed	104957	Indirect
2021-02-08	Class A Common Stock	S	5482	$440.4304	Disposed	99475	Indirect
2021-02-08	Class A Common Stock	S	13212	$441.5976	Disposed	86263	Indirect
2021-02-08	Class A Common Stock	S	17501	$442.4724	Disposed	68762	Indirect
2021-02-08	Class A Common Stock	S	10778	$443.4176	Disposed	57984	Indirect
2021-02-08	Class A Common Stock	S	7243	$444.5174	Disposed	50741	Indirect
2021-02-08	Class A Common Stock	S	15498	$445.6071	Disposed	35243	Indirect
2021-02-08	Class A Common Stock	S	6678	$446.4705	Disposed	28565	Indirect
2021-02-08	Class A Common Stock	S	1801	$447.537	Disposed	26764	Indirect
2021-02-08	Class A Common Stock	S	1764	$448.6295	Disposed	25000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-01	Employee Stock Option (Right to Buy)	$5.64	M	300000	Disposed	2025-08-10	Class B Common Stock (300000)	Direct
2021-02-08	Class B Common Stock	$5.64	M	300000	Acquired	2025-08-10	Class A Common Stock (300000)	Direct
2021-02-08	Class B Common Stock	$5.64	C	300000	Disposed	2025-08-10	Class A Common Stock (300000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	36000	Indirect

Footnotes

F1: Each 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.

F2: Shares sold pursuant to a Rule 10b5-1 Sales Plan.

F3: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $431.82 to $432.80 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F4: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $432.82 to $433.81 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F5: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $433.90 to $434.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F6: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $434.90 to $435.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F7: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $435.90 to $436.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F8: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $436.90 to $437.80 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F9: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $437.90 to $438.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F10: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $438.91 to $439.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F11: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $439.95 to $440.88 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F12: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $440.96 to $441.95 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F13: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $441.99 to $442.98 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F14: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $442.99 to $443.98 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F15: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $444.03 to $445.02 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F16: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $445.04 to $446.00 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F17: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $446.04 to $446.91 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F18: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $447.05 to $448.02 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F19: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $448.15 to $449.12 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F20: This stock option is fully vested.