Every material Form 8-K Roku has filed with the SEC since August 01, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Roku completed its merger with Fox Corporation on November 6, 2026, becoming a wholly owned subsidiary of FOX. Roku stockholders received $95.30 in cash and 0.9799 of a share of FOX Class A common stock per share, and trading of Roku stock on Nasdaq will halt.
The merger became effective on November 6, 2026, resulting in a change in control.
Stockholders are entitled to $95.30 in cash and 0.9799 of a FOX Class A common stock share per share.
Roku requested the removal of its Class A common stock from listing on Nasdaq.
Roku terminated its existing credit agreement dated September 16, 2024.
Roku, Inc. reported its third-quarter 2026 financial results, highlighting total net revenue of $1.5 billion and net income of $183 million. Due to its pending acquisition by Fox Corporation, the company did not host an earnings call or provide a financial outlook.
Total net revenue grew 24% year over year to $1.5 billion for the quarter ended September 30, 2026.
Platform revenue increased 23% year over year to $1.3 billion.
Net income reached $183 million, compared to $25 million in the prior-year period.
Streaming hours rose 9% year over year to 39.9 billion.
Roku reported second-quarter 2026 total net revenue of $1.35 billion, up 22% from a year earlier, and net income of $164 million, compared with $10.5 million in the same quarter of 2025. The company will not hold an earnings call or provide a financial outlook because of its pending acquisition by Fox Corporation, announced June 15, 2026. For shareholders, revenue and profit both grew, but the absence of guidance means no company forecast is available for coming quarters.
Platform revenue was $1.22 billion, up 25% year over year, with Advertising at $673 million and Subscriptions at $548 million.
Net income was $164 million, or $1.08 per diluted share, versus $10.5 million, or $0.07 per diluted share, in Q2 2025.
Devices revenue was $134 million, down 1% year over year; Devices gross margin of 20.1% included an IEEPA tariff refund.
No earnings call or financial outlook, due to the pending acquisition by Fox Corporation announced June 15, 2026.
Roku entered a merger agreement under which Fox Corporation will acquire Roku in a cash-and-stock deal valued at $160.00 per Roku share, or about $22 billion in enterprise value. Roku stockholders would receive $96.00 in cash and 0.9693 Fox Class A shares per share, and Roku's Class A stock would be delisted from Nasdaq if the deal closes, which is expected in the first half of calendar 2027.
Consideration: $96.00 in cash plus 0.9693 Fox Class A shares per Roku share, with the stock portion based on a $66.03 reference price as of June 10, 2026
Roku stockholders are expected to own about 27% of the combined company
Closing is subject to Roku and Fox shareholder approvals and U.S. and certain non-U.S. regulatory approvals; a Roku holder group controlling at least a majority of voting power has agreed to vote in favor
Fox has obtained $12.0 billion of committed bridge financing from Morgan Stanley Senior Funding
Roku reported first-quarter 2026 results on April 30, 2026, with total net revenue of $1.25 billion, up 22% year over year, and net income of $86 million, compared with a net loss of $27 million a year earlier. The company said it is raising its full-year 2026 outlook, now expecting total net revenue of $5.5 billion and Adjusted EBITDA of $675 million.
Q1 2026 total net revenue was $1.25 billion, up 22% YoY; Platform revenue was $1.13 billion, up 28%
Net income was $86 million in Q1 2026, versus a net loss of $27 million in Q1 2025; Adjusted EBITDA was $148 million, up 165% YoY
Q2 2026 outlook: total net revenue of $1.3 billion and Adjusted EBITDA of $170 million; full-year 2026 total net revenue of $5.5 billion and Adjusted EBITDA of $675 million
Devices revenue fell 16% YoY to $118 million; the company disclosed $100 million of Q1 share repurchases
Roku reported fourth-quarter and full-year 2025 results in a shareholder letter filed February 12, 2026. Q4 total net revenue was $1.395 billion, up 16% from a year earlier, and the company reported Q4 net income of $80.5 million compared with a $35.5 million loss in Q4 2024. The company also guided to 2026 total net revenue of $5.500 billion and Adjusted EBITDA of $635 million.
Q4 2025 total net revenue was $1.395 billion, up 16% year over year; Q4 net income was $80.5 million, versus a loss of $35.5 million in Q4 2024.
Full-year 2025 total net revenue was $4.737 billion, up 15%, and net income was $88.4 million, versus a loss of $129.4 million in 2024.
For 2026, Roku expects total net revenue of $5.500 billion and Q1 2026 total net revenue of $1.200 billion.
Roku repurchased $150 million of shares under a $400 million stock repurchase program announced in the third quarter of 2025.
Roku reported third-quarter 2025 total net revenue of $1.211 billion, up 14% year over year, and income from operations of $9.5 million, compared with a loss of $35.8 million a year earlier. The company raised its full-year 2025 Platform revenue outlook to $4.11 billion and Adjusted EBITDA outlook to $395 million, and repurchased $50 million of common stock.
Platform revenue was $1.065 billion, up 17% year over year; Devices revenue was $146 million, down 5%.
Net income was $24.8 million for the quarter, compared with a net loss of $9.0 million a year earlier.
Full-year 2025 Platform revenue outlook raised to $4.11 billion; Q4 2025 total net revenue expected at approximately $1.35 billion.
Roku reported second-quarter 2025 total net revenue of $1.111 billion, up 15% year over year, and net income of $10.5 million, compared with a net loss a year earlier. The company raised its full-year 2025 Platform revenue and Adjusted EBITDA outlook and authorized up to $400 million in share repurchases through December 31, 2026.
Q2 total net revenue was $1.111 billion, up 15% YoY; Platform revenue was $975 million, up 18% YoY
Net income was $10.5 million, or $0.07 per share, versus a net loss of $34.0 million in Q2 2024
Full-year 2025 outlook raised to $4.075 billion Platform revenue and $375 million Adjusted EBITDA; Q2 Adjusted EBITDA was $78 million, up 79%
Board authorized up to $400 million of Class A stock repurchases; Dan Jedda was named Chief Financial Officer and Chief Operating Officer, approved July 28, 2025
Roku said its Senior Vice President and General Counsel, Louise Pentland, will resign effective May 16, 2025, to pursue another opportunity. The company said the resignation was not due to any disagreement with Roku or its Board on operations, policies or practices, and it will search for a successor.
Louise Pentland, Senior Vice President and General Counsel, notified Roku on May 1, 2025 of her resignation
Resignation takes effect May 16, 2025
Reason given: to pursue another opportunity; no disagreement with the company or Board cited
Roku will conduct an executive search for her successor
Roku reported first-quarter 2025 results for the period ended March 31, 2025, with total net revenue of $1.02 billion, up 16% year over year, and a net loss of $27.4 million, narrowing from $50.9 million a year earlier. The company reaffirmed its full-year 2025 outlook of $3.950 billion in Platform revenue and $350 million in Adjusted EBITDA, and it also said it has agreed to acquire Frndly TV.
Total net revenue was $1,020.7 million, up 16% YoY; Platform revenue was $880.8 million, up 17% YoY.
Net loss was $27.4 million, or $(0.19) per share, compared with a net loss of $50.9 million, or $(0.35) per share, in Q1 2024.
Adjusted EBITDA was $56.0 million, up 37% YoY; Devices gross loss was $19.3 million.
For Q2 2025, the company expects total net revenue of approximately $1.070 billion and Adjusted EBITDA of approximately $70 million.
Roku director Ravi Ahuja notified the board on March 25, 2025, that he will resign effective June 11, 2025, the date of the company's 2025 annual meeting, citing the time commitment of his role as President and CEO of Sony Pictures Entertainment. The filing says the resignation is not due to any disagreement with the company or board over its operations, policies or practices, and the board will shrink from nine to eight directors on that date.
Ravi Ahuja notified the board on March 25, 2025, of his intent to resign as a director.
Resignation is effective June 11, 2025, the date of Roku's 2025 Annual Meeting of Stockholders.
Board size will be reduced from nine to eight directors on June 11, 2025.
Filing states the resignation is not related to any disagreement with the company or board.
Roku reported fourth-quarter 2024 total net revenue of $1.2 billion, up 22% from a year earlier, and a net loss of $35.5 million, down from $78.3 million. The company also gave 2025 outlook, projecting full-year total net revenue of $4.610 billion and Adjusted EBITDA of $350 million, which gives shareholders a company-provided benchmark for the year ahead.
Q4 2024 total net revenue was $1.2 billion, up 22% year over year; Platform revenue was $1.04 billion, up 25%
Q4 2024 net loss was $35.5 million, or $0.24 per share, versus a net loss of $78.3 million, or $0.55 per share, a year earlier
Q4 2024 Devices gross loss was $47.4 million; Adjusted EBITDA was $77.5 million versus $47.7 million
2025 outlook: Q1 total net revenue of $1.005 billion and full-year total net revenue of $4.610 billion, with full-year Adjusted EBITDA of $350 million
Roku agreed with Gidon Katz, Senior Vice President, Platform Products & User Experience, on December 31, 2024, that he will leave the company effective April 15, 2025. He will receive severance benefits as set out in his employment contract with a Roku UK subsidiary. The filing does not name a successor or describe the financial amount of the severance.
Gidon Katz, Senior Vice President, Platform Products & User Experience, will leave Roku effective April 15, 2025
Agreement reached December 31, 2024; Roku disclosed it in a filing dated January 7, 2025
Severance follows the terms of his Employment Contract with Roku DX UK Ltd., a wholly owned subsidiary
The contract was previously filed as Exhibit 10.1 to a Form 8-K dated August 11, 2023
Roku reported third-quarter 2024 total net revenue of $1.062 billion, up 16% year over year, and a net loss of $9.0 million, or $0.06 per share, compared with a net loss of $330.1 million, or $2.33 per share, a year earlier. The company estimated fourth-quarter total net revenue of $1.140 billion, up 16% year over year, and said it will stop reporting Streaming Households and ARPU starting with Q1 2025 results.
Platform revenue was $908 million, up 15% year over year; Devices revenue was $154 million, up 23%.
Adjusted EBITDA was $98.2 million in Q3 2024, compared with $43.4 million in Q3 2023.
Q4 2024 outlook: total net revenue of $1.140 billion, total gross profit of $465 million, Adjusted EBITDA of $30 million, and a net loss of $65 million.
Beginning with Q1 2025 results, Roku will no longer report quarterly Streaming Households and ARPU.
Roku's Compensation Committee approved changes on September 23, 2024 to an executive program that lets Senior Vice Presidents and above, other than the CEO, trade base salary for monthly fully vested stock option grants. The amended program takes effect January 1, 2025, and the filing does not give dollar totals or share counts, so the financial effect on shareholders cannot be measured from this document.
Compensation Committee approved changes to the Executive Supplemental Stock Option Program on September 23, 2024.
Eligible executives may reduce annual base salary in exchange for monthly option grants; enrollment is due during the last open trading window of the prior calendar year.
The amended program is effective January 1, 2025, and grants are fully vested with exercise periods of up to ten years.
Filing is signed by CFO Dan Jedda and dated September 26, 2024.
On September 16, 2024, Roku entered into a credit agreement with Citibank N.A. as administrative agent, providing a five-year revolving credit facility of up to $300 million. The facility is secured by substantially all assets of Roku and its guarantor subsidiaries and includes financial covenants on interest coverage and net leverage.
Five-year revolving credit facility of up to $300 million, maturing September 16, 2029
Uncommitted increase option of up to an additional $300 million, subject to customary conditions
$100 million sub-facility for letters of credit; certain existing letters of credit will be deemed outstanding under it
Covenants require a minimum interest coverage ratio and a maximum total net leverage ratio
Roku reported second-quarter 2024 results, with total net revenue of $968 million, up 14% year over year, and a net loss of $34 million, compared with $108 million a year earlier. The company also gave third-quarter estimates of $1.010 billion in total net revenue and $45 million in Adjusted EBITDA, and said it expects Platform revenue growth to accelerate in the fourth quarter.
Total net revenue was $968 million in Q2 2024, up 14% year over year; Platform revenue was $824 million, up 11%
Net loss was $34 million, or $0.24 per share, versus a net loss of $108 million, or $0.76 per share, in Q2 2023
Adjusted EBITDA was $43.6 million in Q2 2024, compared with a loss of $17.8 million a year earlier
Q3 2024 outlook: total net revenue of $1.010 billion, total gross profit of $440 million, Adjusted EBITDA of $45 million, and a net loss of $50 million
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