Anthony J. Wood converts Class B and sells 25,000 Class A shares under 10b5-1

Rhea-AI Filing Summary

Anthony J. Wood, a director, 10% owner and CEO/Chairman-related officer of Roku, Inc., converted 25,000 shares of Class B stock into Class A stock and sold 25,000 Class A shares on 08/11/2025 pursuant to a pre-established 10b5-1 trading plan. The sales occurred in three tranches with reported weighted-average prices of $81.79, $82.75 and $83.41. The filing lists multiple trusts through which Mr. Wood holds additional Class A shares, including 42,500 in the Wood 2020 Irrevocable Trust, 94,247 in The Anthony J. Wood 2024 Annuity Trust V-B and 143,250 in The Anthony J. Wood 2025 Annuity Trust V. All transactions are disclosed as executed under the reporting person’s 10b5-1 plan.

Positive

• Transactions executed pursuant to a 10b5-1 plan, indicating pre-arranged trading instructions
• Conversion of 25,000 Class B shares into Class A shares is explicitly disclosed
• Weighted-average sale prices provided for each tranche: $81.79, $82.75, $83.41
• Substantial remaining holdings held via multiple trusts (e.g., 42,500; 94,247; 143,250 shares)

Negative

• Reporting person sold 25,000 Class A shares, reducing immediate insider-held Class A shares
• Aggregate sales may reduce the reporting person's liquid stake despite retained indirect holdings

Insights

Securities Analyst

TL;DR: Insider converted Class B shares and sold 25,000 Class A shares under a 10b5-1 plan; transaction appears routine and pre-planned.

The filing discloses a conversion of 25,000 Class B shares to Class A and sales totaling 25,000 Class A shares executed under a 10b5-1 plan at weighted-average prices of $81.79, $82.75 and $83.41. These prearranged sales reduce the reporting person’s immediate liquid stake but do not, on their face, indicate opportunistic trading or new company-specific information. The disclosure of multiple trust holdings suggests retention of substantial economic interest through estate planning vehicles.

Corporate Governance Expert

TL;DR: Transaction is disclosed cleanly with 10b5-1 attribution; governance impact is limited and disclosure meets Form 4 requirements.

The Form 4 clearly identifies the reporting person, relationship to the issuer, and nature of transactions including a conversion and sales under a 10b5-1 plan. The layered trust holdings are explicitly reported, supporting transparency about indirect ownership. From a governance perspective, the filing provides the necessary investor-facing details without signaling a governance change or control shift.

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)
08/11/2025

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	08/11/2025		C		25,000(1)	A	(1)	41,441	I	Wood 2017 Revocable Trust
Class A Common Stock	08/11/2025		S		10,373(2)	D	$81.79(3)	31,068	I	Wood 2017 Revocable Trust
Class A Common Stock	08/11/2025		S		11,907(2)	D	$82.75(4)	19,161	I	Wood 2017 Revocable Trust
Class A Common Stock	08/11/2025		S		2,720(2)	D	$83.41(5)	16,441	I	Wood 2017 Revocable Trust
Class A Common Stock								42,500	I	Wood 2020 Irrevocable Trust
Class A Common Stock								94,247	I	The Anthony J. Wood 2024 Annuity Trust V-B
Class A Common Stock								18,760	I	The Anthony J. Wood 2023 Annuity Trust V-B
Class A Common Stock								2,754	I	Wood 2020 Nonexempt Irrevocable Trust
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								11,953	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
Class B Common Stock	$0	08/11/2025		C			25,000(1)	(1)	(1)	Class A Common Stock	25,000	$0	16,828,111	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 $81.25 to $82.23 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 $82.25 to $83.24 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 $83.25 to $83.61 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	08/12/2025
	** 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 did Anthony J. Wood disclose on Form 4 for ROKU?

Mr. Wood disclosed a conversion of 25,000 Class B shares to Class A and the sale of 25,000 Class A shares executed on 08/11/2025.

Were the sales by Anthony Wood pre-planned under a 10b5-1 plan?

Yes. The Form 4 states the shares were sold pursuant to Mr. Wood’s 10b5-1 trading plan.

At what prices were the ROKU shares sold?

The filing reports weighted-average prices of $81.79, $82.75 and $83.41 for the three sale tranches, with per-tranche price ranges disclosed in footnotes.

How many shares were sold in total by the reporting person?

The Form 4 shows a total of 25,000 Class A shares sold on the reported transaction date.

Does Mr. Wood retain significant holdings after these transactions?

Yes. The filing lists multiple trusts retaining Class A shares, including 42,500, 94,247 and 143,250 in named trusts.