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  4. [Form 4] ROKU, INC Insider Trading Activity

Roku officer Ozgen sells 3,410 shares at $155.64

Roku executive Mustafa Ozgen had RSUs vest into shares, with some withheld for taxes and 3,410 shares sold under a Rule 10b5-1 plan.

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

ROKU, INC (ROKU) reported that officer Mustafa Ozgen, President, Devices, Product and Technology, had Restricted Stock Units convert into 16,151 shares of Class A Common Stock on September 1, 2026. Of these, 6,357 shares were withheld to satisfy income tax obligations, and 3,410 shares were sold on September 2, 2026 at $155.64 per share under a Rule 10b5-1 trading plan.

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Insights

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Insider Ozgen Mustafa
Role Pres, Devices, Prod, and Tech
Sold 3,410 shs ($531K)
Approx. gross sale proceeds $531K
Type Security Shares Price Value
Sale Class A Common Stock F2 3,410 $155.64 $531K
Exercise Restricted Stock Unit F3, F4 4,910 $0.00 $0.00
Exercise Restricted Stock Unit F3, F5 6,790 $0.00 $0.00
Exercise Restricted Stock Unit F3, F6 4,451 $0.00 $0.00
Exercise Class A Common Stock 16,151 $0.00 $0.00
Tax Withholding Class A Common Stock F1 6,357 $155.53 $989K
Holdings After Transaction: Restricted Stock Unit — 62,763 contracts (Direct); Class A Common Stock — 25,569 shares (Direct)
Footnotes (6)
  1. 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 September 1, 2026.
  2. F2. Shares sold pursuant to Mr. Ozgen's 10b5-1 plan.
  3. F3. Each RSU represents a contingent right to receive one share of Class A Common Stock of the Issuer.
  4. F4. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2023.
  5. F5. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2024.
  6. F6. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2025 (or the next business day).
Shares sold 3,410 shares Class A Common Stock sale on September 2, 2026
Sale price per share $155.64 per share Open-market or private sale on September 2, 2026
Shares from RSU vesting/conversion 16,151 shares Class A Common Stock received from RSUs on September 1, 2026
Shares withheld for taxes 6,357 shares Withheld to satisfy income tax obligations on September 1, 2026
RSU grant 1 size 4,910 units RSU representing 4,910 shares of Class A Common Stock
RSU grant 2 size 6,790 units RSU representing 6,790 shares of Class A Common Stock
RSU grant 3 size 4,451 units RSU representing 4,451 shares of Class A Common Stock
Tax-withholding reference price $155.53 per share Price used for 6,357 shares withheld for income tax obligations
Restricted Stock Unit financial
"The security titled Restricted Stock Unit represents a contingent right"
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.
Rule 10b5-1 plan regulatory
"Shares sold pursuant to Mr. Ozgen's 10b5-1 plan"
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
income tax withholding financial
"Shares have been withheld by the Issuer to satisfy income tax withholding"
contingent right financial
"Each RSU represents a contingent right to receive one share"

FAQ

What insider transactions did ROKU report for Mustafa Ozgen in this Form 4?
ROKU reported that 16,151 RSU-based shares of Class A Common Stock vested for Mustafa Ozgen on September 1, 2026. On September 2, 2026, he sold 3,410 shares at $155.64 per share, and 6,357 shares were withheld to cover income tax obligations.

How many ROKU shares did Mustafa Ozgen sell and at what price?
Mustafa Ozgen sold 3,410 shares of ROKU Class A Common Stock on September 2, 2026 at a price of $155.64 per share. The sale is described as having been executed under a Rule 10b5-1 trading plan.

What RSU activity did ROKU disclose for Mustafa Ozgen?
ROKU disclosed that RSUs representing 16,151 shares of Class A Common Stock vested or were converted on September 1, 2026. These came from RSU awards of 4,910, 6,790, and 4,451 units, each RSU representing a contingent right to one share.

Were any of Mustafa Ozgen’s ROKU transactions under a Rule 10b5-1 plan?
Yes. The Form 4 indicates the Rule 10b5-1 checkbox is affirmed, and a footnote states that the 3,410-share sale of Class A Common Stock on September 2, 2026 was made pursuant to Mustafa Ozgen’s Rule 10b5-1 plan.

What do the RSU footnotes in the ROKU Form 4 explain?
The footnotes explain that each RSU represents a contingent right to receive one share of Class A Common Stock and describe separate RSU grants that vest in twelve substantially equal quarterly installments, with first vesting dates in November 2023, 2024, and 2025.

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SEC Form 4
FORM 4UNITED 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*
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Pres, Devices, Prod, and Tech
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/01/2026M16,151A$035,336D
Class A Common Stock09/01/2026F6,357(1)D$155.5328,979D
Class A Common Stock09/02/2026S3,410(2)D$155.6425,569D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(3)09/01/2026M4,910 (4) (4)Class A Common Stock4,910$0.00D
Restricted Stock Unit(3)09/01/2026M6,790 (5) (5)Class A Common Stock6,790$0.027,159D
Restricted Stock Unit(3)09/01/2026M4,451 (6) (6)Class A Common Stock4,451$0.035,604D
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 September 1, 2026.
2. Shares sold pursuant to Mr. Ozgen's 10b5-1 plan.
3. Each RSU represents a contingent right to receive one share of Class A Common Stock of the Issuer.
4. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2023.
5. This RSU vests in twelve substantially equal quarterly installments. The first installment vested on November 15, 2024.
6. 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-fact09/03/2026
** Signature of Reporting PersonDate
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