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
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.
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.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 25,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 25,000 | $0.00 | -- |
| Sale | Class A Common Stock | 10,373 | $81.79 | $848K |
| Sale | Class A Common Stock | 11,907 | $82.75 | $985K |
| Sale | Class A Common Stock | 2,720 | $83.41 | $227K |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (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. Shares sold pursuant to Mr. Wood's 10b5-1 Plan. 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 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 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
