UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On March 8, 2023, Roku, Inc. (the “Company”) announced the appointment of Dan Jedda, 51, as the Company’s Chief Financial Officer, effective May 1, 2023 (the “Effective Date”). The Company’s current Chief Financial Officer, Steve Louden, will cease his service as Chief Financial Officer upon the Effective Date and will provide advisory services to the Company as an executive advisor until August 2023. A copy of the press release announcing this appointment is furnished as Exhibit 99.1 to this Current Report.
Mr. Jedda has served as the Chief Financial Officer of Stitch Fix, Inc. since December 2020 and will step down from that role in April 2023. From June 2005 to December 2020, Mr. Jedda held various positions at Amazon.com, including serving as Vice President and Chief Financial Officer for Digital Video (including Amazon Studios), Digital Music, and the Advertising and Corporate Development organizations. Previously, Mr. Jedda also served as a Controller for Toshiba America and spent several years at Honeywell and ADC Telecommunications in various business finance roles, including treasury and internal audit. Mr. Jedda holds a B.A. in Accounting and Finance from the University of St. Thomas and an M.B.A. from the University of Minnesota, Carlson School of Management.
Pursuant to an Offer Letter dated February 11, 2023, Mr. Jedda will receive (i) an annual base salary of $2,100,000, (ii) an equity award with a value of $15,600,000 vesting over four years, which will be granted pursuant to the terms of the Company’s 2017 Equity Incentive Plan, and (iii) a one-time payment of $50,000 subject to certain conditions. Upon the Effective Date, Mr. Jedda will be a participant in the Company’s Amended and Restated Severance Benefit Plan, which is attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on September 14, 2022 (File No. 001-38211) and will be eligible to participate in the Company’s other employee benefits as may be offered from time to time. Mr. Jedda will also enter into the Company’s standard form of indemnification agreement, which is attached as Exhibit 10.9 to the Company’s Amendment No. 1 to the Registration Statement on Form S-1 filed with the SEC on September 18, 2017 (File No. 333-220318).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | Press Release dated March 8, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Roku, Inc. | ||||||
| Dated: March 8, 2023 | ||||||
| By: | /s/ Stephen H. Kay | |||||
| Stephen H. Kay | ||||||
| Senior Vice President, General Counsel and Secretary | ||||||
Exhibit 99.1
Dan Jedda to Join Roku as Chief Financial Officer
SAN JOSE, Calif. — March 8, 2023 — Today, Roku, Inc. (Nasdaq: ROKU) announced that Dan Jedda will join the company as Chief Financial Officer, effective May 1. He will report to Anthony Wood, Founder and CEO. Jedda will succeed current CFO Steve Loudon, who announced he was leaving Roku last year. Loudon will work closely with Jedda to ensure a smooth transition when he departs the company in August.
Since 2020, Jedda has been the Chief Financial Officer at Stitch Fix. He oversees global corporate finance, investor relations, financial planning and reporting, accounting, tax, treasury, and internal audit. Prior to Stitch Fix, Jedda worked at Amazon for 15 years, predominantly as Vice President and Chief Financial Officer for Digital Video (including Amazon Studios), Digital Music, and the Advertising and Corporate Development organizations. He also oversaw the Digital Video and Advertising Economist and Analytics team.
“As our U.S. active accounts approach half of U.S. broadband households, we are thrilled to have Dan join our executive team,” said Wood. “As we recently shared, we are committed to a path that delivers positive adjusted EBITDA next year, and Roku will benefit from Dan’s relevant experience and proven leadership as we move through our next stage of growth.”
“I am excited to join one of the most interesting, innovative, and successful companies in the industry at a pivotal time,” said Jedda. “I look forward to working with Anthony and team to help continue driving growth, building Roku’s position as the #1 TV streaming platform in the U.S., Canada, and Mexico, and focusing on profitability.”
Before his stint at Amazon, Jedda served as a Controller for Toshiba America. He also spent several years at Honeywell and ADC telecommunications in various business finance roles, including treasury and internal audit. He received a B.A. in accounting and finance from the University of St. Thomas and an MBA from the University of Minnesota.
About Roku, Inc.
Roku pioneered streaming to the TV. We connect users to the streaming content they love, enable content publishers to build and monetize large audiences, and provide advertisers with unique capabilities to engage consumers. Roku streaming players and TV-related audio devices are available in the U.S. and in select countries through direct retail sales and licensing arrangements with service operators. Roku TV™ models are available in the U.S. and in select countries through licensing arrangements with TV OEM brands. Roku Smart Home products, including cameras, video doorbells, lighting, plugs, and more are available in the U.S. Roku is headquartered in San Jose, Calif. U.S.A.
Roku is a registered trademark and Roku TV is a trademark of Roku, Inc. in the U.S. and in other countries.
This press release contains “forward-looking” statements that are based on our beliefs and assumptions and on information currently available to us on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements include but are not limited to our ability to grow our active accounts, our growth, our plans to achieve positive adjusted EBITDA for full year 2024 and our business trajectory. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. Important factors that could cause our actual results to differ materially are detailed from time to time in the reports Roku, Inc. files with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2022. Copies of reports filed with the SEC are posted on Roku’s website and are available from Roku without charge.
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