0001716837-18-000073.txt : 20180906 0001716837-18-000073.hdr.sgml : 20180906 20180906174405 ACCESSION NUMBER: 0001716837-18-000073 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180904 FILED AS OF DATE: 20180906 DATE AS OF CHANGE: 20180906 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: 181058455 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: 12980 SARATOGA AVE. STREET 2: SUITE D CITY: SARATOGA STATE: CA ZIP: 95070 BUSINESS PHONE: 408-446-1459 MAIL ADDRESS: STREET 1: 12980 SARATOGA AVE. STREET 2: SUITE D CITY: SARATOGA STATE: CA ZIP: 95070 FORMER COMPANY: FORMER CONFORMED NAME: ROKU INC DATE OF NAME CHANGE: 20080228 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2018-09-04 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 2018-09-04 4 C 0 30000 2.94 A 80000 D Class A Common Stock 2018-09-04 4 S 0 30000 60.929 D 50000 D Class A Common Stock 2018-09-04 4 C 0 6000 2.94 A 56000 D Class A Common Stock 2018-09-04 4 S 0 6000 60.6767 D 50000 D Employee Stock Option (Right to Buy) 2.94 2018-09-04 4 M 0 30000 2.94 D 2024-01-23 Class B Common Stock 30000 143216 D Class B Common Stock 2.94 2018-09-04 4 M 0 30000 2.94 A 2024-01-23 Class A Common Stock 30000 30000 D Class B Common Stock 2.94 2018-09-04 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 2018-09-04 4 M 0 6000 2.94 D 2024-01-23 Class B Common Stock 6000 66040 D Class B Common Stock 2.94 2018-09-04 4 M 0 6000 2.94 A 2024-01-23 Class A Common Stock 6000 6000 D Class B Common Stock 2.94 2018-09-04 4 C 0 6000 2.94 D 2024-01-23 Class A Common Stock 6000 0 D 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. 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 on footnote 2) (footnote 1 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. Shares sold pursuant to Mr. Kay's 10b5-1 plan dated November 20, 2017. Options were 1/4 vested on 1/2/15 then 1/48th monthly thereafter over a total of 4 years. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.52 to $61.09 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities adn Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Option vested 25% as of 12/31/14 then vests 1/36th per month thereafter. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.53 to $60.85 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities adn Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. /s/ David Oh, attorney-in-fact 2018-09-06