ROKU CEO Sells $12.8M Class A; 16M Class B Stake Untouched

Anthony J. Wood, founder and chief executive of Roku, sold 125,000 Class A shares of ROKU across 11 Form 4 transactions on March 10, April 10, and April 16, 2026 — roughly $12.8 million in proceeds at an average price near $102. The latest filing shows Class A holdings of zero. Read the Form 4 only on Table I and the obvious narrative is exit. Read it on Table I plus Table II and the actual story is much narrower: Wood still holds 16,268,111 shares via derivative or indirect structures (Class B), the control block that has anchored ROKU's dual-class structure since the 2017 IPO.

This is a textbook case of why the Form 4 "shares owned after" field cannot be read in isolation. The April 16 transaction included a C-coded conversion of 25,000 Class B shares into Class A, immediately followed by an open-market sale of those same 25,000 shares at $110.19 — the standard mechanism for monetizing Class B on the public tape without surrendering the underlying voting block. Wood is rotating, not exiting.

What the recent S-sequence actually clears

The 11 S-coded transactions cluster into three plan windows:

• March 10, 2026 — 50,000 shares cleared in five tranches at $98.21 to $101.74 ($5.0 million)
• April 10, 2026 — 50,000 shares cleared in five tranches at $98.44 to $102.60 ($5.0 million)
• April 16, 2026 — 25,000 shares cleared at $110.19 ($2.8 million), preceded by the matching Class B-to-Class A conversion the same day

The lot sizes and tight price walks are signatures of a 10b5-1 plan rather than discretionary trading. Same-month, same-size, same-shape sequences across two consecutive monthly windows almost never occur outside a pre-arranged distribution program. The April 16 conversion-then-sale is the exception in shape — single block, single conversion — and is the clearest read of the program's mechanic: Class B converts to Class A at issuance, Class A sells, the residual Class B remains.

The Class B reality and what it means for control

Roku's Class B common stock carries 10 votes per share versus Class A's one vote — a structure Wood disclosed in the 2017 S-1 and has retained through every subsequent annual proxy. After the April 16 conversion, Wood's 16,268,111 Class B shares represent the bulk of his economic stake and effectively all of his voting power on routine matters. ROKU's total Class B share count, combined with founder concentration, has historically given Wood majority voting control even though his economic ownership sits well below 50% of the combined float.

The implication: a $12.8 million Class A clear against a 16-million-share Class B stake is a personal-liquidity event, not a control transition. The cap-table economics of Roku do not change in any visible way from the recent Form 4 filings.

The institutional 13G file behind ROKU

The institutional ownership context that makes the founder selling interesting is the rotation happening underneath. The most recent 13G filings on ROKU show Vanguard Capital Management reporting 5.26% as of April 30, 2026 (6.88 million shares) — a fresh sleeve filing as Vanguard's index complex re-routes ownership to its newer entity. FMR LLC (Fidelity) disclosed 10.5% on a February 5 13G/A — making Fidelity the largest non-insider beneficial owner of ROKU Class A. ARK Investment Management reported 4.5% on January 8, 2026, down from earlier quarters as the firm has trimmed its concentrated bets across the streaming complex.

That backdrop matters: Fidelity at 10.5% Class A and the founder still holding 16.27M Class B means the company's voting and economic power both remain concentrated. Wood's selling is small relative to the institutional float and immaterial to the control structure.

Career pattern: $1.23 billion in cumulative sales

Across his full Form 4 history on ROKU, Anthony Wood's career trading record spans 1,412 transactions and a cumulative $1.23 billion in sells against zero open-market buys. The cumulative number is large because Wood's personal wealth is overwhelmingly concentrated in ROKU equity — and the dual-class structure means converting Class B is the only way to monetize beyond his cash compensation.

The 2026 cadence sits well within his historical norm. Compare: his Form 4 record shows similar monthly 50,000-share patterns across 2023 and 2024, also clustered on the second week of the month. The current program looks like a continuation, not an inflection.

What to watch from here

Three concrete forward markers tied to the ROKU insider file are worth tracking:

• May 12, 2026 — Q1 2026 earnings reaction window. The next 10b5-1 trading window typically opens 2-3 trading days after earnings. If the existing plan is active, expect a fresh 50,000-share sequence in the May 14-22 window.
• June 2026 proxy filing. ROKU's next annual proxy will disclose any modifications to Wood's 10b5-1 plan and any updates to the Class B conversion ratio or beneficial ownership percentage. Watch the beneficial ownership table for any change to the dual-class voting power calculation.
• Ad-tech and streaming competitive read. With Apple's iOS 26.5 release shipping changes to its Maps/services bundle and ongoing FAST-channel competition from Amazon's Fire TV, ROKU's CTV ad business is the single most-watched metric on the upcoming earnings call. Founder selling around a fundamental inflection is more interesting than founder selling against a steady cash-flow trend — both possibilities are live until earnings.

For full transaction history and downstream signal flags, see the Wood insider profile and the ROKU stock detail page. Source filings: SEC EDGAR Form 4 index for Anthony J. Wood (CIK 0001716837).