ROKU insider reports RSU conversion and tax share withholding

Rhea-AI Filing Summary

ROKU, INC. reported an insider equity transaction by its President of Devices, Product, and Technology. On November 17, 2025, the officer acquired 16,149 shares of Class A common stock at an exercise price of $0, tied to the vesting of previously granted restricted stock units (RSUs). On the same date, 6,357 shares were withheld at a price of $96.89 to cover income tax obligations, leaving the officer with 9,792 shares of Class A common stock held directly after the transaction.

The filing also shows multiple RSU awards converting into Class A common stock, with each RSU representing a right to receive one share. These RSUs vest in twelve substantially equal quarterly installments, with first vesting dates of November 15, 2023, November 15, 2024, and November 15, 2025 for the respective grants.

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^*

Ozgen Mustafa

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres, Devices, Prod, and Tech

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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	11/17/2025		M		16,149	A	$0	16,149	D
Class A Common Stock	11/17/2025		F		6,357(1)	D	$96.89	9,792	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
Restricted Stock Unit	(2)	11/17/2025		M			4,910	(3)	(3)	Class A Common Stock	4,910	$0.0	14,729	D
Restricted Stock Unit	(2)	11/17/2025		M			6,789	(4)	(4)	Class A Common Stock	6,789	$0.0	47,529	D
Restricted Stock Unit	(2)	11/17/2025		M			4,450	(5)	(5)	Class A Common Stock	4,450	$0.0	48,956	D

Explanation of Responses:

1. Represents shares that have been withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the vesting of certain RSU awards on November 17, 2025.

2. Each RSU represents a contingent right to receive one share of Class A Common Stock of the Issuer.

3. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2023.

4. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2024.

5. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2025.

	/s/ Renee Strandness, attorney-in-fact	11/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did ROKU (ROKU) report in this Form 4?

ROKU reported that its President, Devices, Product, and Technology acquired 16,149 shares of Class A common stock on November 17, 2025 through the settlement of restricted stock units.

How many ROKU shares were withheld for taxes in this transaction?

The filing states that 6,357 shares of ROKU Class A common stock were withheld by the issuer to satisfy income tax withholding and remittance obligations related to RSU vesting on November 17, 2025.

How many ROKU shares did the reporting person own after the Form 4 transaction?

After the reported transactions on November 17, 2025, the reporting person directly owned 9,792 shares of ROKU Class A common stock.

What does each ROKU RSU represent in this Form 4?

Each restricted stock unit (RSU) disclosed represents a contingent right to receive one share of ROKU Class A common stock.

How do the ROKU RSU awards vest for the reporting person?

The RSU awards vest in twelve substantially equal quarterly installments. The first installments for the three RSU grants vested on November 15, 2023, November 15, 2024, and November 15, 2025, respectively.

What was the transaction code used for the ROKU insider RSU settlements?

The RSU-related transactions are reported with the transaction code "M", indicating a conversion of derivative securities (RSUs) into Class A common stock, and code "F" for shares withheld to pay taxes.