0001716837-19-000124.txt : 20190703 0001716837-19-000124.hdr.sgml : 20190703 20190703163256 ACCESSION NUMBER: 0001716837-19-000124 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190701 FILED AS OF DATE: 20190703 DATE AS OF CHANGE: 20190703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wood Anthony J. CENTRAL INDEX KEY: 0001716837 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38211 FILM NUMBER: 19942291 MAIL ADDRESS: STREET 1: C/O ROKU, INC. STREET 2: 150 WINCHESTER CIRCLE CITY: LOS GATOS STATE: CA ZIP: 95032 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 2019-07-01 0001428439 ROKU, INC ROKU 0001716837 Wood Anthony J. C/O ROKU, INC. 150 WINCHESTER CIRCLE LOS GATOS CA 95032 1 1 1 0 CEO and Chairman BOD Class A Common Stock 2019-07-01 4 C 0 35000 A 71592 I Wood Revocable Trust Class A Common Stock 2019-07-01 4 S 0 18453 91.0951 D 53139 I Wood Revocable Trust Class A Common Stock 2019-07-01 4 S 0 11959 91.998 D 41180 I Wood Revocable Trust Class A Common Stock 2019-07-01 4 S 0 3100 93.2087 D 38080 I Wood Revocable Trust Class A Common Stock 2019-07-01 4 S 0 1488 94.1488 D 36592 I Wood Revocable Trust Employee Stock Option (right to buy) 91.37 2019-07-01 4 A 0 1140 0 A 2019-07-01 2029-06-30 Class A Common Stock 1140 1140 D Class B Common Stock 0 2019-07-01 4 C 0 35000 0 D Class A Common Stock 35000 19605233 I Wood Revocable Trust 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. Shares sold pursuant to a Rule 10b5-1 Sales Plan. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.61 to $91.56 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 $91.67 to $92.63 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 $92.76 to $93.72 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 $93.76 to $94.59 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 Stock Option is fully vested. 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 annual base salary of the Reporting Person of $41,666.67. /s/ Stephen Kay, attorney-in-fact 2019-07-03