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Roku (ROKU) investor relations material
Roku Proxy filing summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Executive summary
FOX and Roku entered into a definitive merger agreement on June 14, 2026, for FOX to acquire Roku in a two-step merger, making Roku a wholly-owned subsidiary of FOX.
Roku stockholders will receive 0.9693 shares of FOX Class A Common Stock and $96.00 in cash per Roku share, subject to certain adjustments and withholding taxes.
The implied value of the merger consideration was $162.20 per Roku share based on FOX's unaffected share price on June 11, 2026, and $161.16 as of August 27, 2026.
After the merger, former Roku stockholders will own approximately 27% of FOX, and existing FOX stockholders will own about 73%.
The transaction is expected to close in the first half of 2027, subject to regulatory and shareholder approvals.
Voting matters and shareholder proposals
FOX Class B Common Stockholders will vote on the issuance of FOX Class A Common Stock and on the adjournment of the special meeting if needed.
Roku stockholders will vote on adopting the merger agreement, a non-binding advisory vote on executive compensation related to the merger, and the adjournment of the special meeting if needed.
Both companies' boards unanimously recommend voting in favor of all proposals.
Voting and support agreements are in place: FOX supporting stockholders hold 38.76% of FOX Class B shares, and Roku supporting stockholders hold 54.80% of Roku voting power, ensuring approval.
Board of directors and corporate governance
After the merger, Roku is entitled to designate one individual (Anthony Wood) to join the FOX Board.
FOX's board is majority independent, and only FOX Class B stockholders can vote for directors.
Both companies have robust governance and anti-takeover provisions.
- Q2 revenue up 22% year-over-year, net income $164M, Fox merger announced, strong cash flow.ROKU
Q2 2026 - $25B deal creates a top-three U.S. TV and streaming platform with $400M in cost synergies.ROKU
M&A announcement - All proposals passed, including director elections and auditor ratification, with no Q&A.ROKU
AGM 2026 - Personalized UI, open DSPs, and premium subscriptions drive growth and margin expansion.ROKU
2026 Evercore Global TMT Conference - Transformed into a diversified, monetization-focused platform with strong global and ad growth.ROKU
MoffettNathanson's 2026 Media, Internet & Communications Conference - AI-driven efficiency, diversified monetization, and DSP partnerships fuel robust growth.ROKU
21st Annual Needham Technology, Media, & Consumer Conference - Q1 2026 revenue up 22% to $1.25B, net income $85.7M, platform revenue up 28% year-over-year.ROKU
Q1 2026 - Proxy covers director elections, executive pay, auditor ratification, and strong governance practices.ROKU
Proxy filing - Platform revenue and engagement surge as home screen and ad innovations fuel growth.ROKU
Morgan Stanley Technology, Media & Telecom Conference
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