ROKU, INC — Director's Dealing 2021

Mar 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ROKU, INC (ROKU)
CIK: 0001428439
Period of Report: 2021-03-15

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
2021-03-12	Class A Common Stock	C	135000	—	Acquired	160000	Indirect
2021-03-12	Class A Common Stock	G	135000.0	—	Disposed	25000	Indirect
2021-03-15	Class A Common Stock	C	25000	$2.76	Acquired	25000	Direct
2021-03-15	Class A Common Stock	G	25000	$2.76	Disposed	0	Direct
2021-03-15	Class A Common Stock	G	25000	$2.76	Acquired	50000	Indirect
2021-03-15	Class A Common Stock	S	600	$355.6567	Disposed	49400	Indirect
2021-03-15	Class A Common Stock	S	2150	$356.8792	Disposed	47250	Indirect
2021-03-15	Class A Common Stock	S	2300	$358.0872	Disposed	44950	Indirect
2021-03-15	Class A Common Stock	S	8876	$359.1115	Disposed	36074	Indirect
2021-03-15	Class A Common Stock	S	8810	$359.9226	Disposed	27264	Indirect
2021-03-15	Class A Common Stock	S	712	$360.8629	Disposed	26552	Indirect
2021-03-15	Class A Common Stock	S	1190	$362.4836	Disposed	25362	Indirect
2021-03-15	Class A Common Stock	S	362	$363.0742	Disposed	25000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-12	Class B Common Stock	$0	C	135000	Disposed		Class A Common Stock (135000)	Indirect
2021-03-15	Employee Stock Option (Right to Buy)	$2.76	M	25000.0	Disposed	2022-07-24	Class B Common Stock (25000.0)	Direct
2021-03-15	Class B Common Stock	$2.76	M	25000	Acquired	2022-07-24	Class A Common Stock (25000)	Direct
2021-03-15	Class B Common Stock	$2.76	C	25000	Disposed	2022-07-24	Class A Common Stock (25000)	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 $355.29 to $356.17 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 $356.36 to $357.34 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 $357.55 to $358.51 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 $358.56 to $359.55 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 $359.56 to $360.48 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.

F8: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $360.58 to $361.55 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 $361.99 to $362.88 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.

F10: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $363.05 to $363.1250 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: This stock option is fully vested.