Roblox Insider Filing: 1,125 RSUs Converted to Deferred Phantom Shares

Rhea-AI Filing Summary

Roblox Corp (RBLX) director Gina Mastantuono reported a Form 4 disclosing a change in beneficial ownership tied to RSU vesting and deferred compensation. The filing shows that on 08/20/2025, 1,125 shares of Class A Common Stock that vested were not received as shares but were exchanged for 1,125 shares of phantom stock under the issuer's deferred compensation plan. The Form 4 reports a disposition of 1,125 Class A shares and indicates the reporting person beneficially owned 17,748 shares of Class A Common Stock following the transaction. The phantom shares each represent a right to one Class A share and become payable in a lump sum upon separation from service.

Insights

Securities Compliance Analyst

TL;DR: Routine insider report: vested RSUs converted into deferred phantom stock; no open-market sale or purchase reported.

The Form 4 documents a non-sale disposition under a deferred compensation arrangement: 1,125 vested RSUs were deferred and converted into 1,125 phantom shares on 08/20/2025. Reporting shows a reduction of 1,125 Class A shares and continued beneficial ownership of 17,748 Class A shares. This is an administrative, contract-based transaction intended to satisfy plan terms and does not reflect a liquidity event or open-market trading by the reporting person.

Corporate Governance Expert

TL;DR: Administrative governance action—director elected to defer vested compensation into phantom stock per company plan.

The filing indicates the reporting person, identified as a director, used the issuer's deferred compensation mechanism when RSUs vested on 08/20/2025. The conversion to phantom stock preserves economic exposure while deferring settlement until separation from service. The phantom stock is payable in a lump sum upon departure, aligning with typical executive compensation controls and disclosure requirements; the transaction appears procedural rather than strategically material.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mastantuono Gina

(Last) (First) (Middle)

C/O ROBLOX CORPORATION

3150 S. DELAWARE ST.

(Street)

SAN MATEO CA 94403

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Roblox Corp [ RBLX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/20/2025		J(1)		1,125	D	$0(1)	17,748(1)(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(3)	08/20/2025		J(1)		1,125		(4)	(4)	Class A Common Stock	1,125	(1)	14,841	D

Explanation of Responses:

1. In connection with the vesting on August 20, 2025, of Restricted Stock Units ("RSUs") previously granted to the Reporting Person, the Reporting Person's receipt of 1,125 shares of Class A Common Stock was deferred, resulting in the Reporting Person's receipt instead of 1,125 shares of phantom stock pursuant to the Issuer's deferred compensation plan. The Reporting Person is therefore reporting the disposition of 1,125 shares of Class A Common Stock in exchange for an equal number of shares of phantom stock.

2. A portion of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

3. Each share of phantom stock represents a right to receive one share of Class A Common Stock.

4. The phantom stock becomes payable in one lump sum payment upon separation from service.

Remarks:

	/s/Mark Reinstra Attorney-in-Fact for Gina Mastantuono	08/22/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Gina Mastantuono report on Form 4 for RBLX?

The Form 4 reports that on 08/20/2025 1,125 vested shares of Class A Common Stock were deferred and exchanged for 1,125 shares of phantom stock under Roblox's deferred compensation plan.

How many Class A shares did the reporting person own after the transaction?

The filing states the reporting person beneficially owned 17,748 shares of Class A Common Stock following the reported transaction.

What are the phantom shares and when are they payable?

Each phantom share represents a right to receive one share of Class A Common Stock, and the phantom stock becomes payable in one lump sum payment upon separation from service.

Was this an open-market sale or purchase reported on the Form 4?

No. The transaction code and explanation indicate this was a deferred compensation conversion (vesting RSUs exchanged for phantom stock), not an open-market sale or purchase.

What is the reporting person’s relationship to Roblox?

The Form 4 identifies Gina Mastantuono as a Director of Roblox Corporation.