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Roku (ROKU) CEO Anthony Wood reports RSU share vesting, tax withholding and major stock gifts via trusts

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

Rhea-AI Filing Summary

ROKU, INC insider activity shows complex movements in shares tied to CEO and Chairman Anthony J. Wood. On March 2, 2026, restricted stock units converted into 20,939 shares of Class A Common Stock, reflecting equity awards that vest over quarterly installments. The same day, 6,711 shares were surrendered at $98.09 per share to cover income tax withholding due on the RSU vesting.

Separately, on March 2–3, 2026, multiple trusts associated with Wood reported bona fide gifts of Roku Class A shares. These include gift transfers from entities such as The Anthony J. Wood 2024 and 2025 Annuity Trusts, the 2026 Annuity Trust V-B, the Wood 2017 Revocable Trust, and other family trusts. The transactions reflect a mix of equity award settlement, tax-related share dispositions, and estate or philanthropic planning at the trust level rather than open-market trading.

Positive

  • None.

Negative

  • None.
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*
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)
03/02/2026
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 03/02/2026 M 20,939 A $0.00 20,939 D
Class A Common Stock 03/02/2026 F 6,711(1) D $98.09 14,228 D
Class A Common Stock 03/02/2026 G 173,129 D $0 0 I The Anthony J. Wood 2024 Annuity Trust V
Class A Common Stock 03/02/2026 G 44,727 A $0 47,481 I Wood 2020 Nonexempt Irrevocable Trust
Class A Common Stock 03/02/2026 G 20,612 A $0 20,612 I Wood Gifts Trust
Class A Common Stock 03/02/2026 G 107,790 A $0 107,790 I Wood 2017 Revocable Trust
Class A Common Stock 03/03/2026 G 61,216 D $0 82,034 I The Anthony J. Wood 2025 Annuity Trust V
Class A Common Stock 03/03/2026 G 61,216 A $0 169,006 I Wood 2017 Revocable Trust
Class A Common Stock 03/03/2026 G 169,006 D $0 0 I Wood 2017 Revocable Trust
Class A Common Stock 03/03/2026 G 169,006 A $0 169,006 I The Anthony J. Wood 2026 Annuity Trust V-B
Class A Common Stock 42,500 I Wood 2020 Irrevocable Trust
Class A Common Stock 64,976 I The Anthony J. Wood 2024 Annuity Trust V-B
Class A Common Stock 81,445 I The Anthony J. Wood 2025 Annuity Trust V-B
Class A Common Stock 72,699 I The Anthony J. Wood 2026 Annuity Trust V
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) 03/02/2026 M 8,277 (3) (3) Class A Common Stock 8,277 $0 16,556 D
Restricted Stock Unit (2) 03/02/2026 M 1,407 (4) (4) Class A Common Stock 1,407 $0 2,814 D
Restricted Stock Unit (2) 03/02/2026 M 11,255 (5) (5) Class A Common Stock 11,255 $0 112,553 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 March 2, 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 four substantially equal quarterly installments. The first installment vested on November 15, 2025 (or the next business day).
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 03/04/2026
** 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.

FAQ

What insider stock transactions did Roku (ROKU) report for Anthony J. Wood?

The filing reports RSU conversions into Class A shares for Anthony J. Wood and several bona fide gifts of Roku stock by trusts associated with him. It also notes shares withheld to satisfy income tax obligations tied to the RSU vesting on March 2, 2026.

How many Roku (ROKU) shares came from Anthony J. Wood’s RSU vesting?

The RSU awards converted into 20,939 shares of Roku Class A Common Stock. Three separate RSU entries show 8,277, 1,407, and 11,255 units exercised, each RSU representing a contingent right to receive one share of Class A Common Stock upon vesting, per the filing footnotes.

What was the purpose of the Roku (ROKU) share disposition at $98.09?

The disposition of 6,711 Roku Class A shares at $98.09 per share was to satisfy income tax withholding and remittance obligations. These shares were withheld by the issuer in connection with the vesting of certain RSU awards that occurred on March 2, 2026, according to the disclosure.

What types of gift transactions did Roku (ROKU) disclose for Anthony J. Wood’s trusts?

Several trusts associated with Anthony J. Wood reported bona fide gifts of Roku Class A shares. Entities such as The Anthony J. Wood 2024 and 2025 Annuity Trusts, a 2026 Annuity Trust, the Wood 2017 Revocable Trust, and other family trusts each transferred shares at a stated price of zero dollars.

How do Anthony J. Wood’s Roku (ROKU) RSU awards vest over time?

The filing states some RSU grants vest in twelve substantially equal quarterly installments, while another vests in four quarterly installments. First vesting dates include November 15, 2023 and November 15, 2025, or the next business day, setting the schedule for future share deliveries.

Are the Roku (ROKU) gift transactions open-market sales by Anthony J. Wood?

No, the transactions labeled with code G are bona fide gifts by various trusts associated with Anthony J. Wood. They are transfers of Class A shares at a price of zero, rather than open-market purchases or sales, and are categorized as indirect ownership movements.
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