SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Baszucki David

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/02/2021

3. Issuer Name and Ticker or Trading Symbol
Roblox Corp [ RBLX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	1,500,000	I	See Footnote⁽¹⁾
Class A Common Stock	100,000	I	See Footnote⁽²⁾
Class A Common Stock	100,000	I	See Footnote⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	28,540,354	$0.00⁽⁴⁾	I	See Footnote⁽¹⁾
Class B Common Stock	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	13,523,474	$0.00⁽⁴⁾	I	See Footnote⁽²⁾
Class B Common Stock	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	13,523,474	$0.00⁽⁴⁾	I	See Footnote⁽³⁾
Stock Option (Right to Buy)	⁽⁵⁾	03/21/2026	Class A Common Stock	5,284,730	$0.0759	D
Stock Option (Right to Buy)	⁽⁶⁾	10/19/2027	Class A Common Stock	1,641,476	$0.53	D
Stock Option (Right to Buy)	⁽⁷⁾	01/22/2029	Class A Common Stock	2,500,000	$3.345	D
Stock Option (Right to Buy)	⁽⁸⁾	01/23/2030	Class A Common Stock	2,500,000	$3.405	D
Restricted Stock Unit	⁽⁹⁾	03/02/2028	Class A Common Stock	11,500,000	$0.00	D

Explanation of Responses:

1. These shares are held of record by The Freedom Revocable Trust dtd 02/28/2017, as amended (the "Freedom Trust"), of which the Reporting Person serves as trustee. The Reporting Person may be deemed to have beneficial ownership over the securities held by the Freedom Trust.

2. These shares are held of record by the 2020 David Baszucki Gift Trust, of which the Bessemer Trust Company of Delaware, N.A. serves as trustee. The Reporting Person may be deemed to have beneficial ownership of the securities held by the Gift Trust.

3. These shares are held of record by the 2020 Jan Baszucki Gift Trust of which Bessemer Trust Company of Delaware, N.A. serves as trustee. The spouse of the Reporting Person may be deemed to have beneficial ownership of the securities held by the Gift Trust.

4. The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis at the option of the holder and has no expiration date or conversion price.

5. All of the shares subject to the option are fully vested and exercisable as of the date hereof.

6. 1/48th of the shares subject to the option vested on February 1, 2018, and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.

7. 1/48th of the shares subject to the option vested on February 1, 2019, and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.

8. 1/48th of the shares subject to the option vested on February 1, 2020, and 1/48th of the shares subject to the option vest each month thereafter, subject to the Reporting Person continuing as a service provider through each such date.

9. The restricted stock unit is divided into seven tranches that are eligible to vest based on the achievement of the Company's stock price goals, beginning on the two year anniversary of the Company's initial public offering and ending on the seven year anniversary of the Company's initial public offering, provided that in each case, the Reporting Person continues to be a service provider to the Company on such date and that for each tranche, the stock price goal set forth in the restricted stock unit agreement between the Company and the Reporting Person for the corresponding annual period has been achieved.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Mark Reinstra Attorney-in-Fact for David Baszucki	03/02/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.