Roku executive exercises RSUs, shares withheld for tax

Q: How many Roku shares were withheld for Mustafa Ozgen’s taxes?

Roku withheld 6,357 shares of Class A Common Stock for Ozgen’s income tax obligations. These shares were withheld in connection with the vesting of certain RSU awards that occurred on June 1, 2026, rather than being sold in the open market.

ROKU, INC executive Mustafa Ozgen reported routine equity compensation activity involving restricted stock units and related tax withholding.

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Form Type

Rhea-AI Filing Summary

ROKU, INC executive Mustafa Ozgen reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 1, 2026, the company withheld 6,357 shares of Class A Common Stock at $129.03 per share to cover income tax obligations tied to RSU vesting.

On the same date, Ozgen acquired additional Class A shares through the vesting and conversion of multiple RSU awards, including an exercise of 16,150 shares and several derivative RSU conversions with a stated conversion price of $0.00 per share. The filing shows these as compensation-related transactions, not open-market purchases or sales, and reports continued direct ownership of Roku stock following the events.

Insider Trade Summary

16,150 shares exercised/converted

Exercise 5 txns

Insider Ozgen Mustafa

Role Pres, Devices, Prod, and Tech

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	4,910	$0.00	$0.00
Exercise	Restricted Stock Unit	6,790	$0.00	$0.00
Exercise	Restricted Stock Unit	4,450	$0.00	$0.00
Exercise	Class A Common Stock	16,150	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	6,357	$129.03	$820K

Holdings After Transaction: Restricted Stock Unit — 78,914 contracts (Direct); Class A Common Stock — 29,379 shares (Direct)

Footnotes (5)

F1. 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 June 1, 2026.
F2. Each RSU represents a contingent right to receive one share of Class A Common Stock of the Issuer.
F3. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2023.
F4. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2024.
F5. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2025 (or the next business day).

Key Figures

Shares withheld for taxes: 6,357 shares Tax withholding price: $129.03 per share Shares from derivative exercise: 16,150 shares +4 more

7 metrics

Shares withheld for taxes 6,357 shares Class A Common Stock withheld at $129.03 per share for income tax obligations

Tax withholding price $129.03 per share Value used when 6,357 Roku shares were withheld for taxes

Shares from derivative exercise 16,150 shares Non-derivative transaction coded M acquiring Class A Common Stock

RSU conversion block 1 4,450 RSUs Restricted Stock Units converting to Class A Common Stock at $0.00 conversion price

RSU conversion block 2 6,790 RSUs Additional RSUs converting to Class A Common Stock at $0.00 conversion price

RSU conversion block 3 4,910 RSUs Further RSUs converting to Class A Common Stock at $0.00 conversion price

Post-transaction common shares 29,379 shares Total shares of Class A Common Stock following the tax-withholding transaction

Key Terms

Restricted Stock Unit, income tax withholding, contingent right, derivative security, +1 more

5 terms

Restricted Stock Unit financial

"The filing lists multiple transactions with the security title "Restricted Stock Unit" converting into Class A Common Stock."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

income tax withholding financial

"Footnotes state shares were withheld to satisfy income tax withholding and remittance obligations related to RSU vesting."

contingent right financial

"A footnote explains each RSU represents a contingent right to receive one share of Class A Common Stock."

derivative security financial

"Transaction code descriptions classify RSU-related entries as the exercise or conversion of a derivative security."

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

substantially equal quarterly installments financial

"Footnotes describe RSU awards that vest in twelve substantially equal quarterly installments starting on specific November 15 dates."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Roku (ROKU) executive Mustafa Ozgen report in this Form 4?

Mustafa Ozgen reported routine equity compensation activity, including RSU vesting and related tax withholding. He had restricted stock units convert into Class A Common Stock, while Roku withheld shares at $129.03 each to satisfy income tax obligations tied to these vesting events.

How many Roku shares were withheld for Mustafa Ozgen’s taxes?

Roku withheld 6,357 shares of Class A Common Stock for Ozgen’s income tax obligations. These shares were withheld in connection with the vesting of certain RSU awards that occurred on June 1, 2026, rather than being sold in the open market.

Did Mustafa Ozgen buy or sell Roku (ROKU) shares on the open market?

The Form 4 does not show open-market purchases or sales by Ozgen. It reports a tax-withholding disposition coded “F” and multiple “M” transactions, reflecting the exercise or conversion of restricted stock units into Roku Class A Common Stock as part of compensation.

How many Roku shares did Mustafa Ozgen acquire through exercises or conversions?

Ozgen acquired shares through derivative exercises totaling 16,150 shares in one non-derivative transaction, plus additional shares from three RSU conversions. These events reflect equity awards vesting at a stated conversion price of $0.00 per share, typical for RSU-based compensation.

What do the RSU footnotes in Mustafa Ozgen’s Roku Form 4 explain?

The footnotes explain that each RSU equals one Roku Class A share and describe vesting schedules. They note RSUs vest in twelve substantially equal quarterly installments, with first vesting dates on November 15 of 2023, 2024, and 2025 for different awards, defining the timing of future conversions.

Does this Roku Form 4 show remaining derivative holdings for Mustafa Ozgen?

The derivative summary is empty, indicating no remaining derivative positions are listed in this filing. The reported derivative records are RSUs that converted to Class A Common Stock on June 1, 2026, leaving only the resulting common stock holdings visible after these compensation events.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 06/03/2026 - 06:28 PM EDT

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).

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

CALIFORNIA

95110

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/01/2026		M		16,150	A	$0	35,736	D
Class A Common Stock	06/01/2026		F		6,357⁽¹⁾	D	$129.03	29,379	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽²⁾	06/01/2026		M			4,910	⁽³⁾	⁽³⁾	Class A Common Stock	4,910	$0.0	4,910	D
Restricted Stock Unit	⁽²⁾	06/01/2026		M			6,790	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	6,790	$0.0	33,949	D
Restricted Stock Unit	⁽²⁾	06/01/2026		M			4,450	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	4,450	$0.0	40,055	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 June 1, 2026.

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 (or the next business day).

	/s/ Renee Strandness, attorney-in-fact	06/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR