0001716837-19-000167.txt : 20190919 0001716837-19-000167.hdr.sgml : 20190919 20190919203757 ACCESSION NUMBER: 0001716837-19-000167 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190917 FILED AS OF DATE: 20190919 DATE AS OF CHANGE: 20190919 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAY STEPHEN H CENTRAL INDEX KEY: 0001247487 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38211 FILM NUMBER: 191102557 MAIL ADDRESS: STREET 1: 6922 HOLLYWOOD BLVD., 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90028 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ROKU, INC CENTRAL INDEX KEY: 0001428439 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 262087865 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 150 WINCHESTER CIRCLE CITY: LOS GATOS STATE: CA ZIP: 95032 BUSINESS PHONE: 408-446-1459 MAIL ADDRESS: STREET 1: 150 WINCHESTER CIRCLE CITY: LOS GATOS STATE: CA ZIP: 95032 FORMER COMPANY: FORMER CONFORMED NAME: ROKU INC DATE OF NAME CHANGE: 20080228 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2019-09-17 0001428439 ROKU, INC ROKU 0001247487 KAY STEPHEN H C/O ROKU, INC. 150 WINCHESTER CIRCLE LOS GATOS CA 95032 0 1 0 0 SVP General Counsel, Secretary Class A Common Stock 2019-09-17 4 C 0 6000 5.64 A 85004 D Class A Common Stock 2019-09-17 4 C 0 7000 2.94 A 92004 D Class A Common Stock 2019-09-17 4 C 0 4000 2.94 A 96004 D Class A Common Stock 2019-09-17 4 C 0 5000 5.64 A 101004 D Class A Common Stock 2019-09-17 4 S 0 2827 147.5448 D 98177 D Class A Common Stock 2019-09-17 4 S 0 4682 148.2364 D 93495 D Class A Common Stock 2019-09-17 4 S 0 12029 150.2065 D 81466 D Class A Common Stock 2019-09-17 4 S 0 1883 150.7949 D 79583 D Class A Common Stock 2019-09-17 4 S 0 579 151.8385 D 79004 D Employee Stock Option (Right to Buy) 5.64 2019-09-17 4 M 0 6000 5.64 D 2026-11-07 Class B Common Stock 6000 109603 D Class B Common Stock 5.64 2019-09-17 4 M 0 6000 5.64 A 2026-11-07 Class A Common Stock 6000 12808 D Class B Common Stock 5.64 2019-09-17 4 C 0 6000 5.64 D 2026-11-07 Class A Common Stock 6000 6808 D Employee Stock Option (Right to Buy) 2.94 2019-09-17 4 M 0 7000 2.94 D 2024-01-23 Class B Common Stock 7000 12216 D Class B Common Stock 2.94 2019-09-17 4 M 0 7000 2.94 A 2024-01-23 Class A Common Stock 7000 13808 D Class B Common Stock 2.94 2019-09-17 4 C 0 7000 2.94 D 2024-01-23 Class A Common Stock 7000 6808 D Employee Stock Option (Right to Buy) 2.94 2019-09-17 4 M 0 4000 2.94 D 2024-01-23 Class B Common Stock 4000 12040 D Class B Common Stock 2.94 2019-09-17 4 M 0 4000 2.94 A 2024-01-23 Class A Common Stock 4000 10808 D Class B Common Stock 2.94 2019-09-17 4 C 0 4000 2.94 D 2024-01-23 Class A Common Stock 4000 6808 D Employee Stock Option (Right to Buy) 5.64 2019-09-17 4 M 0 5000 5.64 D 2025-03-22 Class B Common Stock 5000 41436 D Class B Common Stock 5.64 2019-09-17 4 M 0 5000 5.64 A 2025-03-22 Class A Common Stock 5000 11808 D Class B Common Stock 5.64 2019-09-17 4 C 0 5000 5.64 D 2025-03-22 Class A Common Stock 5000 6808 D Shares sold pursuant to Mr. Kay's 10b5-1 plan. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.00 to $147.99 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $148.00 to $148.95 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.34 to $150.25 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.41 to $151.39 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $151.42 to $152.21 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. This stock option is fully vested. 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. /s/ Stephen Kay 2019-09-19