Roku (ROKU) CEO-linked trust converts and sells 50,000 shares

Rhea-AI Filing Summary

Roku, Inc. insider Anthony J. Wood, through the Wood 2017 Revocable Trust, converted 50,000 shares of Class B Common Stock into 50,000 shares of Class A Common Stock on February 10, 2026.

That trust then sold all 50,000 Class A shares in three open-market transactions under Mr. Wood's 10b5-1 plan at weighted average prices of $90.12, $90.82, and $91.44 per share. Following these transactions, the trust still indirectly holds 16,453,111 shares of Class B Common Stock, and Mr. Wood retains additional Class A holdings directly and through multiple other trusts.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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^*

Wood Anthony J.

(Last) (First) (Middle)

C/O ROKU, INC.

1173 COLEMAN AVE.

(Street)

SAN JOSE CA 95110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ROKU, INC [ ROKU ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Chairman BOD

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		C		50,000	A	(1)	50,000	I	Wood 2017 Revocable Trust
Class A Common Stock	02/10/2026		S		10,579(2)	D	$90.12(3)	39,421	I	Wood 2017 Revocable Trust
Class A Common Stock	02/10/2026		S		29,575(2)	D	$90.82(4)	9,846	I	Wood 2017 Revocable Trust
Class A Common Stock	02/10/2026		S		9,846(2)	D	$91.44(5)	0	I	Wood 2017 Revocable Trust
Class A Common Stock								12,699	D
Class A Common Stock								2,754	I	Wood 2020 Nonexempt Irrevocable Trust
Class A Common Stock								42,500	I	Wood 2020 Irrevocable Trust
Class A Common Stock								64,976	I	The Anthony J. Wood 2024 Annuity Trust V-B
Class A Common Stock								173,129	I	The Anthony J. Wood 2024 Annuity Trust V
Class A Common Stock								143,250	I	The Anthony J. Wood 2025 Annuity Trust V
Class A Common Stock								81,445	I	The Anthony J. Wood 2025 Annuity Trust V-B

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
Class B Common Stock	(1)	02/10/2026		C			50,000	(1)	(1)	Class A Common Stock	50,000	$0	16,453,111	I	Wood 2017 Revocable Trust

Explanation of Responses:

1. 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.

2. Shares sold pursuant to Mr. Wood's 10b5-1 Plan.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.26 to $90.25 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.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.28 to $91.27 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.

5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.28 to $91.76 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.

	/s/ Renee Strandness, attorney-in-fact	02/12/2026
	** 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 did Roku (ROKU) CEO Anthony Wood report in this Form 4 filing?

Anthony Wood reported that the Wood 2017 Revocable Trust converted 50,000 shares of Class B Common Stock into 50,000 Class A shares, then sold all 50,000 Class A shares in open-market transactions on February 10, 2026 under a pre-arranged 10b5-1 trading plan.

How many Roku (ROKU) shares did the CEO-linked trust sell and at what prices?

The Wood 2017 Revocable Trust sold 50,000 Roku Class A shares in three tranches at weighted average prices of $90.12, $90.82, and $91.44 per share, with individual sale prices ranging between $89.26 and $91.76 according to the detailed weighted-average price footnotes.

What is the significance of the Class B to Class A conversion in Roku (ROKU) shares?

Each Roku Class B share converts into one Class A share and has no expiration. In this filing, 50,000 Class B shares held by the Wood 2017 Revocable Trust were converted into 50,000 Class A shares, which were then sold, reflecting a shift from super-voting Class B to publicly traded Class A stock.

How many Roku (ROKU) Class B shares does the Wood 2017 Revocable Trust hold after the transactions?

After converting 50,000 Class B shares, the Wood 2017 Revocable Trust still indirectly holds 16,453,111 Roku Class B Common shares. These Class B shares remain convertible into an equal number of Class A shares and represent a substantial continuing ownership position associated with Anthony Wood.

Were the Roku (ROKU) share sales by Anthony Wood’s trust pre-planned?

Yes. The filing states that the Roku Class A shares were sold pursuant to Mr. Wood's 10b5-1 Plan. A 10b5-1 plan is a pre-arranged trading program that allows insiders to sell shares on a scheduled basis, helping separate trading activity from day-to-day information flows.

What other Roku (ROKU) share holdings does Anthony Wood report after these transactions?

Beyond the 16,453,111 Class B shares in the Wood 2017 Revocable Trust, Anthony Wood reports 12,699 Class A shares held directly and additional indirect Class A holdings, including 2,754 shares in the Wood 2020 Nonexempt Irrevocable Trust and 42,500 shares in the Wood 2020 Irrevocable Trust, among others.