Anthony J. Wood - Aug 29, 2022 Form 4 Insider Report for ROKU, INC (ROKU)

Role: CEO and Chairman BOD, Director, 10%+ Owner
Signature: /s/ Christy Lillquist, attorney-in-fact
Stock symbol: ROKU
Transactions as of: Aug 29, 2022
Transactions value $: $0
Form type: 4
Date filed: 8/31/2022, 05:43 PM
Previous filing: Aug 23, 2022
Next filing: Sep 16, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ROKU	Class A Common Stock	Conversion of derivative security		+120K			120K	Aug 29, 2022	Wood Revocable Trust	F1
transaction	ROKU	Class A Common Stock	Gift	$0	-120K	-100%	$0.00^*	0	Aug 29, 2022	Wood Revocable Trust
holding	ROKU	Class A Common Stock						36K	Aug 29, 2022	Wood 2020 Irrevocable Trust
holding	ROKU	Class A Common Stock						48.7K	Aug 29, 2022	The Anthony J. Wood 2022 Annuity Trust V
holding	ROKU	Class A Common Stock						100K	Aug 29, 2022	The Anthony J. Wood 2022 Annuity Trust V-B

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ROKU	Class B Common Stock	Conversion of derivative security	$0	-120K	-0.69%	$0.00	17.2M	Aug 29, 2022	Class A Common Stock	120K	$0.00	Wood Revocable Trust	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.

Content

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.