ROKU, INC — Director's Dealing 2021

Mar 1, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ROKU, INC (ROKU)
CIK: 0001428439
Period of Report: 2021-03-01

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
2021-03-01	Class A Common Stock	C	45000	$2.76	Acquired	45000	Direct
2021-03-01	Class A Common Stock	G	45000	$2.76	Disposed	0	Direct
2021-03-01	Class A Common Stock	G	45000	$2.76	Acquired	70000	Indirect
2021-03-01	Class A Common Stock	S	100	$398.15	Disposed	69900	Indirect
2021-03-01	Class A Common Stock	S	600	$399.7767	Disposed	69300	Indirect
2021-03-01	Class A Common Stock	S	500	$400.7697	Disposed	68800	Indirect
2021-03-01	Class A Common Stock	S	2000	$402.035	Disposed	66800	Indirect
2021-03-01	Class A Common Stock	S	1300	$402.9131	Disposed	65500	Indirect
2021-03-01	Class A Common Stock	S	2357	$404.2073	Disposed	63143	Indirect
2021-03-01	Class A Common Stock	S	2703	$405.3058	Disposed	60440	Indirect
2021-03-01	Class A Common Stock	S	1202	$406.3883	Disposed	59238	Indirect
2021-03-01	Class A Common Stock	S	1621	$407.2853	Disposed	57617	Indirect
2021-03-01	Class A Common Stock	S	722	$408.4517	Disposed	56895	Indirect
2021-03-01	Class A Common Stock	S	1400	$409.534	Disposed	55495	Indirect
2021-03-01	Class A Common Stock	S	3572	$410.5337	Disposed	51923	Indirect
2021-03-01	Class A Common Stock	S	2303	$411.6269	Disposed	49620	Indirect
2021-03-01	Class A Common Stock	S	1800	$412.5668	Disposed	47820	Indirect
2021-03-01	Class A Common Stock	S	3498	$413.6143	Disposed	44322	Indirect
2021-03-01	Class A Common Stock	S	5319	$414.704	Disposed	39003	Indirect
2021-03-01	Class A Common Stock	S	4335	$415.6236	Disposed	34668	Indirect
2021-03-01	Class A Common Stock	S	3327	$416.4067	Disposed	31341	Indirect
2021-03-01	Class A Common Stock	S	2261	$417.7148	Disposed	29080	Indirect
2021-03-01	Class A Common Stock	S	1600	$418.7931	Disposed	27480	Indirect
2021-03-01	Class A Common Stock	S	2480	$419.6706	Disposed	25000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Employee Stock Option (Right to Buy)	$2.76	M	45000	Disposed	2022-07-24	Class B Common Stock (45000)	Direct
2021-03-01	Class B Common Stock	$2.76	M	45000	Acquired	2022-07-24	Class A Common Stock (45000)	Direct
2021-03-01	Class B Common Stock	$2.76	C	45000	Disposed	2022-07-24	Class A Common Stock (45000)	Direct
2021-03-01	Employee Stock Option (right to buy)	$420.31	A	138	Acquired	2031-02-28	Class A Common Stock (138)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	36000	Indirect

Footnotes

F1: Shares sold pursuant to a Rule 10b5-1 Sales Plan.

F2: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $399.33 to $400.15 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.

F3: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $400.34 to $401.27 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 $401.55 to $402.48 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 $402.55 to $403.52 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 $403.85 to $404.84 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 $404.88 to $405.80 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.

F8: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $405.90 to $406.85 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 $406.90 to $407.78 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 $407.91 to $408.84 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 $408.95 to $409.93 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 $410.02 to $410.97 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 $411.13 to $412.08 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 $412.14 to $413.06 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 $413.15 to $414.12 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.

F16: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $414.15 to $415.14 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 $415.15 to $416.11 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 $416.15 to $416.87 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 $417.15 to $418.12 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: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $418.20 to $419.14 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.

F21: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $419.37 to $420.25 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.

F22: This stock option is fully vested.

F23: 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.

F24: This stock option was awarded to the Reporting Person by the Issuer's Compensation Committee of the Board of Directors pursuant to the Issuer's Executive Supplemental Stock Option Program in exchange for a reduction in the monthly base salary of the Reporting Person of $20,000.00.