0001716837-19-000013.txt : 20190131 0001716837-19-000013.hdr.sgml : 20190131 20190131161851 ACCESSION NUMBER: 0001716837-19-000013 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190129 FILED AS OF DATE: 20190131 DATE AS OF CHANGE: 20190131 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Smith Chas CENTRAL INDEX KEY: 0001716838 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38211 FILM NUMBER: 19556126 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 2019-01-29 0001428439 ROKU, INC ROKU 0001716838 Smith Chas C/O ROKU, INC. 150 WINCHESTER CIRCLE LOS GATOS CA 95032 0 1 0 0 GM, Sr. VP Roku TV & Players Class A Common Stock 2019-01-29 4 C 0 2605 5.64 A 2605 D Class A Common Stock 2019-01-29 4 S 0 2605 42.8592 D 0 D Class A Common Stock 2019-01-29 4 C 0 2289 5.64 A 2289 D Class A Common Stock 2019-01-29 4 S 0 2289 42.8592 D 0 D Class A Common Stock 2019-01-29 4 C 0 315 5.64 A 315 D Class A Common Stock 2019-01-29 4 S 0 315 42.8592 D 0 D Class A Common Stock 2019-01-29 4 C 0 11111 5.64 A 11111 D Class A Common Stock 2019-01-29 4 S 0 6739 42.8592 D 4372 D Class A Common Stock 2019-01-29 4 S 0 1497 43.9405 D 2875 D Class A Common Stock 2019-01-29 4 S 0 2575 45.027 D 300 D Class A Common Stock 2019-01-29 4 S 0 300 45.8267 D 0 D Employee Stock Option (right to buy) 5.64 2019-01-29 4 M 0 2605 5.64 D 2025-03-22 Class B Common Stock 2605 5209 D Class B Common Stock 5.64 2019-01-29 4 M 0 2605 5.64 A 2025-03-22 Class A Common Stock 2605 2605 D Class B Common Stock 5.64 2019-01-29 4 C 0 2605 5.64 D 2025-03-22 Class A Common Stock 2605 0 D Employee Stock Option (right to buy) 5.64 2019-01-29 4 M 0 2289 5.64 D 2026-05-16 Class B Common Stock 2289 36616 D Class B Common Stock 5.64 2019-01-29 4 M 0 2289 5.64 A 2026-05-16 Class A Common Stock 2289 2289 D Class B Common Stock 5.64 2019-01-29 4 C 0 2289 5.64 D 2026-05-16 Class A Common Stock 2289 0 D Employee Stock Option (right to buy) 5.64 2019-01-29 4 M 0 315 5.64 D 2026-05-16 Class B Common Stock 315 5051 D Class B Common Stock 5.64 2019-01-29 4 M 0 315 5.64 A 2026-05-16 Class A Common Stock 315 315 D Class B Common Stock 5.64 2019-01-29 4 C 0 315 5.64 D 2026-05-16 Class A Common Stock 315 0 D Employee Stock Option (right to buy) 5.64 2019-01-29 4 M 0 11111 5.64 D 2026-11-07 Class B Common Stock 11111 88889 D Class B Common Stock 5.64 2019-01-29 4 M 0 11111 5.64 A 2026-11-07 Class A Common Stock 11111 11111 D Class B Common Stock 5.64 2019-01-29 4 C 0 11111 5.64 D 2026-11-07 Class A Common Stock 11111 0 D Shares sold pursuant to Mr. Smith's 10b5-1 plan dated June 8, 2018. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.39 to $43.38 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 $43.42 to $44.39 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 $44.45 to $45.44 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 $45.80 to $45.86 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. Granted March 23, 2015, vests monthly over 4 years. Fully vested as of 3/23/2019. 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. Granted November 8, 2016, vests monthly over 4 years from vest base date 5/17/2016. Fully vested as of 5/17/2020. Granted December 20, 2016, vests monthly over 4 years from vest base date 5/17/2016. Fully vested as of 5/17/2020. Granted November 8, 2016, vests monthly over 1 year from vest base date 9/2/18. Fully vested as of 9/2/2019. /s/ Stephen Kay, attorney-in-fact 2019-01-31