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4//SEC Filing

Menlo Ventures X L P 4

Accession 0001209191-17-054764

CIK 0001428439other
View on SEC.govCompany Profile

Filed

Oct 1, 8:00 PM ET

Accepted

Oct 2, 7:22 PM ET

Size

39.8 KB

Accession

0001209191-17-054764

Insider Transaction Report

Form 4
Period: 2017-10-02
ROKU, INCROKU
MV Management X, L.L.C.
10% Owner
Transactions
  • Conversion

    Series A Preferred Stock

    2017-10-02−3,029,159→ 0 total(indirect: See Footnote)
    → Class B Common Stock (3,029,159 underlying)
  • Conversion

    Series E Preferred Stock

    2017-10-02−1,804,332→ 0 total(indirect: See Footnote)
    → Class B Common Stock (1,804,332 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02−6,900,000→ 23,388,668 total(indirect: See Footnote)
    → Class A Common Stock (6,900,000 underlying)
  • Sale

    Class A Common Stock

    2017-10-02$14.00/sh−6,900,000$96,600,000→ 0 total(indirect: See Footnote)
  • Conversion

    Series C-1 Preferred Stock

    2017-10-02−9,240,558→ 0 total(indirect: See Footnote)
    → Class B Common Stock (9,240,558 underlying)
  • Conversion

    Series B Preferred Stock

    2017-10-02−6,396,068→ 0 total(indirect: See Footnote)
    → Class B Common Stock (6,396,068 underlying)
  • Conversion

    Series C-2 Preferred Stock

    2017-10-02−7,700,466→ 0 total(indirect: See Footnote)
    → Class B Common Stock (7,700,466 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02+30,224,580→ 30,288,668 total(indirect: See Footnote)
    → Class A Common Stock (30,224,580 underlying)
  • Conversion

    Series G Preferred Stock

    2017-10-02−897,745→ 0 total(indirect: See Footnote)
    → Class B Common Stock (897,745 underlying)
  • Conversion

    Series D Preferred Stock

    2017-10-02−829,220→ 0 total(indirect: See Footnote)
    → Class B Common Stock (829,220 underlying)
  • Conversion

    Class A Common Stock

    2017-10-02+6,900,000→ 6,900,000 total(indirect: See Footnote)
  • Conversion

    Series H Preferred Stock

    2017-10-02−327,032→ 0 total(indirect: See Footnote)
    → Class B Common Stock (327,032 underlying)
Menlo Ventures X L P
10% Owner
Transactions
  • Conversion

    Series E Preferred Stock

    2017-10-02−1,804,332→ 0 total(indirect: See Footnote)
    → Class B Common Stock (1,804,332 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02+30,224,580→ 30,288,668 total(indirect: See Footnote)
    → Class A Common Stock (30,224,580 underlying)
  • Conversion

    Series C-1 Preferred Stock

    2017-10-02−9,240,558→ 0 total(indirect: See Footnote)
    → Class B Common Stock (9,240,558 underlying)
  • Conversion

    Series D Preferred Stock

    2017-10-02−829,220→ 0 total(indirect: See Footnote)
    → Class B Common Stock (829,220 underlying)
  • Conversion

    Series H Preferred Stock

    2017-10-02−327,032→ 0 total(indirect: See Footnote)
    → Class B Common Stock (327,032 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02−6,900,000→ 23,388,668 total(indirect: See Footnote)
    → Class A Common Stock (6,900,000 underlying)
  • Sale

    Class A Common Stock

    2017-10-02$14.00/sh−6,900,000$96,600,000→ 0 total(indirect: See Footnote)
  • Conversion

    Series B Preferred Stock

    2017-10-02−6,396,068→ 0 total(indirect: See Footnote)
    → Class B Common Stock (6,396,068 underlying)
  • Conversion

    Class A Common Stock

    2017-10-02+6,900,000→ 6,900,000 total(indirect: See Footnote)
  • Conversion

    Series A Preferred Stock

    2017-10-02−3,029,159→ 0 total(indirect: See Footnote)
    → Class B Common Stock (3,029,159 underlying)
  • Conversion

    Series C-2 Preferred Stock

    2017-10-02−7,700,466→ 0 total(indirect: See Footnote)
    → Class B Common Stock (7,700,466 underlying)
  • Conversion

    Series G Preferred Stock

    2017-10-02−897,745→ 0 total(indirect: See Footnote)
    → Class B Common Stock (897,745 underlying)
MMEF X LP
10% Owner
Transactions
  • Sale

    Class A Common Stock

    2017-10-02$14.00/sh−6,900,000$96,600,000→ 0 total(indirect: See Footnote)
  • Conversion

    Series H Preferred Stock

    2017-10-02−327,032→ 0 total(indirect: See Footnote)
    → Class B Common Stock (327,032 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02−6,900,000→ 23,388,668 total(indirect: See Footnote)
    → Class A Common Stock (6,900,000 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02+30,224,580→ 30,288,668 total(indirect: See Footnote)
    → Class A Common Stock (30,224,580 underlying)
  • Conversion

    Series C-2 Preferred Stock

    2017-10-02−7,700,466→ 0 total(indirect: See Footnote)
    → Class B Common Stock (7,700,466 underlying)
  • Conversion

    Series G Preferred Stock

    2017-10-02−897,745→ 0 total(indirect: See Footnote)
    → Class B Common Stock (897,745 underlying)
  • Conversion

    Series A Preferred Stock

    2017-10-02−3,029,159→ 0 total(indirect: See Footnote)
    → Class B Common Stock (3,029,159 underlying)
  • Conversion

    Series B Preferred Stock

    2017-10-02−6,396,068→ 0 total(indirect: See Footnote)
    → Class B Common Stock (6,396,068 underlying)
  • Conversion

    Series D Preferred Stock

    2017-10-02−829,220→ 0 total(indirect: See Footnote)
    → Class B Common Stock (829,220 underlying)
  • Conversion

    Series E Preferred Stock

    2017-10-02−1,804,332→ 0 total(indirect: See Footnote)
    → Class B Common Stock (1,804,332 underlying)
  • Conversion

    Class A Common Stock

    2017-10-02+6,900,000→ 6,900,000 total(indirect: See Footnote)
  • Conversion

    Series C-1 Preferred Stock

    2017-10-02−9,240,558→ 0 total(indirect: See Footnote)
    → Class B Common Stock (9,240,558 underlying)
MENLO ENTREPRENEURS FUND X LP
10% Owner
Transactions
  • Conversion

    Series D Preferred Stock

    2017-10-02−829,220→ 0 total(indirect: See Footnote)
    → Class B Common Stock (829,220 underlying)
  • Conversion

    Class A Common Stock

    2017-10-02+6,900,000→ 6,900,000 total(indirect: See Footnote)
  • Conversion

    Series A Preferred Stock

    2017-10-02−3,029,159→ 0 total(indirect: See Footnote)
    → Class B Common Stock (3,029,159 underlying)
  • Conversion

    Series C-1 Preferred Stock

    2017-10-02−9,240,558→ 0 total(indirect: See Footnote)
    → Class B Common Stock (9,240,558 underlying)
  • Conversion

    Series E Preferred Stock

    2017-10-02−1,804,332→ 0 total(indirect: See Footnote)
    → Class B Common Stock (1,804,332 underlying)
  • Conversion

    Series H Preferred Stock

    2017-10-02−327,032→ 0 total(indirect: See Footnote)
    → Class B Common Stock (327,032 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02−6,900,000→ 23,388,668 total(indirect: See Footnote)
    → Class A Common Stock (6,900,000 underlying)
  • Sale

    Class A Common Stock

    2017-10-02$14.00/sh−6,900,000$96,600,000→ 0 total(indirect: See Footnote)
  • Conversion

    Series B Preferred Stock

    2017-10-02−6,396,068→ 0 total(indirect: See Footnote)
    → Class B Common Stock (6,396,068 underlying)
  • Conversion

    Series C-2 Preferred Stock

    2017-10-02−7,700,466→ 0 total(indirect: See Footnote)
    → Class B Common Stock (7,700,466 underlying)
  • Conversion

    Series G Preferred Stock

    2017-10-02−897,745→ 0 total(indirect: See Footnote)
    → Class B Common Stock (897,745 underlying)
  • Conversion

    Class B Common Stock

    2017-10-02+30,224,580→ 30,288,668 total(indirect: See Footnote)
    → Class A Common Stock (30,224,580 underlying)
Footnotes (14)
  • [F1]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. The Class B Common Stock will convert automatically into 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.
  • [F10]These shares consist of (i) 1,758,610 shares held by Menlo Ventures X, L.P., (ii) 30,775 shares held by MMEF X, L.P., and (iii) 14,947 shares held by Entrepreneurs Fund X, L.P.
  • [F11]These shares consist of (i) 874,996 shares held by Menlo Ventures X, L.P., (ii) 15,312 shares held by MMEF X, L.P., and (iii) 7,437 shares held by Entrepreneurs Fund X, L.P.
  • [F12]These shares consist of (i) 318,745 shares held by Menlo Ventures X, L.P., (ii) 5,578 shares held by MMEF X, L.P., and (iii) 2,709 shares held by Entrepreneurs Fund X, L.P.
  • [F13]These shares consist of (i) 29,521,128 shares held by Menlo Ventures X, L.P., (ii) 516,615 shares held by MMEF X, L.P., and (iii) 250,925 shares held by Entrepreneurs Fund X, L.P.
  • [F14]These shares consist of (i) 22,795,982 shares held by Menlo Ventures X, L.P., (ii) 398,925 shares held by MMEF X, L.P., and (iii) 193,761 shares held by Entrepreneurs Fund X, L.P.
  • [F2]These shares consist of (i) 6,725,146 shares held by Menlo Ventures X, L.P., (ii) 117,690 shares held by MMEF X, L.P., and (iii) 57,164 shares held by Entrepreneurs Fund X, L.P.
  • [F3]MV Management X, L.L.C. is the general partner of Menlo Ventures X, L.P., MMEF X, L.P., and Menlo Entrepreneurs Fund X, L.P. (collectively, the "Menlo Funds"), and the managing members of the general partner are Henry D. Montgomery, John W. Javre, Douglas C. Carlisle, Mark A. Siegel, and Shawn T. Carolan. These individuals may be deemed to have shared voting and investment power over the shares held by Menlo Funds. Each of these individuals disclaims beneficial ownership of such shares, except to the extent of his or her proportionate pecuniary interest therein and this report shall not be deemed an admission that the reporting person or its managing members are the beneficial owner of such securities for Section 16 or any other purpose. Shawn T. Carolan is a director of the Issuer.
  • [F4]The preferred stock automatically converted into Class B common stock on a 1-to-1 basis immediately upon closing of the initial public offering of the Issuer and has no expiration date.
  • [F5]These shares consist of (i) 2,952,398 shares held by Menlo Ventures X, L.P., (ii) 51,666 shares held by MMEF X, L.P., and (iii) 25,095 shares held by Entrepreneurs Fund X, L.P.
  • [F6]These shares consist of (i) 6,233,986 shares held by Menlo Ventures X, L.P., (ii) 109,094 shares held by MMEF X, L.P., and (iii) 52,988 shares held by Entrepreneurs Fund X, L.P.
  • [F7]These shares consist of (i) 9,006,393 shares held by Menlo Ventures X, L.P., (ii) 157,611 shares held by MMEF X, L.P., and (iii) 76,554 shares held by Entrepreneurs Fund X, L.P.
  • [F8]These shares consist of (i) 7,505,328 shares held by Menlo Ventures X, L.P., (ii) 131,343 shares held by MMEF X, L.P., and (iii) 63,795 shares held by Entrepreneurs Fund X, L.P.
  • [F9]These shares consist of (i) 808,208 shares held by Menlo Ventures X, L.P., (ii) 14,143 shares held by MMEF X, L.P., and (iii) 6,869 shares held by Entrepreneurs Fund X, L.P.

Documents

1 file

Issuer

ROKU, INC

CIK 0001428439

→
Entity typeother

Related Parties

1
  • filerCIK 0001325065

Filing Metadata

Form type
4
Filed
Oct 1, 8:00 PM ET
Accepted
Oct 2, 7:22 PM ET
Size
39.8 KB
View on SEC.gov