X0306 4 2018-04-02 0001428439 ROKU, INC ROKU 0001247487 KAY STEPHEN H C/O ROKU, INC. 150 WINCHESTER CIRCLE LOS GATOS CA 95032 1 1 0 0 SVP, Gen. Counsel, Sec Class A Common Stock 2018-04-02 4 C 0 30000 2.94 A 30000 D Class A Common Stock 2018-04-02 4 S 0 30000 30.47 D 0 D Class A Common Stock 2018-04-04 4 C 0 6000 2.94 A 6000 D Class A Common Stock 2018-04-04 4 S 0 6000 32.00 D 0 D Employee Stock Option (Right to Buy) 2.94 2018-04-02 4 M 0 30000 2.94 D 2024-01-23 Class B Common Stock 30000 303216 D Class B Common Stock 2.94 2018-04-02 4 M 0 30000 2.94 A 2024-01-23 Class A Common Stock 30000 30000 D Class B Common Stock 2.94 2018-04-02 4 C 0 30000 2.94 D 2024-01-23 Class A Common Stock 30000 0 D Employee Stock Option (Right to Buy) 2.94 2018-04-04 4 M 0 6000 2.94 D 2024-01-23 Class B Common Stock 6000 96040 D Class B Common Stock 2.94 2018-04-04 4 M 0 6000 2.94 A 2024-01-23 Class A Common Stock 6000 6000 D Class B Common Stock 2.94 2018-04-04 4 C 0 6000 2.94 D 2024-01-23 Class A Common Stock 6000 0 D Shares sold pursuant to Mr. Kay's 10b5-1 plan dated November 20, 2017. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.06 to $31.53 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. 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. Following the closing of the Issuer's sale of its Class A Common Stock in its initial public offering pursuant to a registration statement on Form S-1 under the Securities Act of 1933, as amended, the Class B Common Stock will convert automatically into 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, (continued in footnote 4) (footnote 3 continued), (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. Granted January 23, 2014; 1/48 of the Option vests in equal monthly installments from 1/23/14. /s/ David Oh, attorney-in-fact 2018-04-04