---
schema_version: "secwatch.filing_event.v1"
accession: "0001428439-23-000020"
form_type: "8-K"
ticker: "ROKU"
cik: "0001428439"
company_name: "ROKU, INC"
filed_at: "2023-06-09T23:59:59+00:00"
generated_at: "2026-06-14T03:41:51.390912+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Roku annual meeting results: directors elected, say-on-pay passed at 79%, auditor ratified at 99.7%

## Summary
- Class II director Jeffrey Blackburn elected with 99.8% for; Class III directors Hastings (89.2%), Hunt (90.1%), Wood (91.3%) elected.
- Advisory say-on-pay proposal approved with 79.0% of votes for (191.7M for, 50.6M against, 180.7K abstain).
- Ratification of Deloitte & Touche as independent auditor for FY2023 approved with 99.7% for (265.6M for, 528.3K against, 243.3K abstain).
- Broker non-votes on director elections and say-on-pay totaled 23,783,532 shares.

## SEC filing metadata
- accession: 0001428439-23-000020
- form_type: 8-K
- ticker: ROKU
- cik: 0001428439
- company_name: ROKU, INC
- filed_at: 2023-06-09T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1428439/000142843923000020/0001428439-23-000020-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1428439/000142843923000020/wk-20230608.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001428439-23-000020
- JSON: https://secwatch.observer/filing/0001428439-23-000020.json
- Plain text: https://secwatch.observer/filing/0001428439-23-000020.txt

## Key facts
- Shareholder Votes
  ROKU, INC shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered accounting firm at the 2023-06-08 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: Stockholders ratified the appointment of Deloitte & Touche LLP as Roku’s independent registered accounting firm for the fiscal year ending December 31, 2023. The voting results were as follows: Votes For Votes Against Abstentions Percentage of Votes in Favor 265,565,239 528,289 243,275 99.7%
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428439/000142843923000020/0001428439-23-000020-index.htm
- Shareholder Votes
  ROKU, INC shareholders approved Election of Class III director nominees at the 2023-06-08 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: The Class III director nominees were elected to serve until Roku’s 2026 annual meeting of stockholders and in each case until their successors are elected and qualified or until their earlier death, resignation or removal. The voting results were as follows: Director Name Votes For Votes Withheld Broker Non-Votes Percentage of Votes in Favor Jeffrey Hastings 216,327,208 26,226,063 23,783,532 89.2% Neil Hunt 218,568,131 23,985,140 23,783,532 90.1% Anthony Wood 221,418,507 21,134,764 23,783,532 91.3%
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428439/000142843923000020/0001428439-23-000020-index.htm
- Shareholder Votes
  ROKU, INC shareholders approved Advisory vote on executive compensation at the 2023-06-08 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: Stockholders approved, on an advisory basis, Roku’s executive compensation as described in the Proxy Statement. The voting results were as follows: Votes For Votes Against Abstentions Broker Non-Votes Percentage of Votes in Favor 191,733,902 50,638,684 180,685 23,783,532 79.0%
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428439/000142843923000020/0001428439-23-000020-index.htm
- Shareholder Votes
  ROKU, INC shareholders approved Election of Class II director nominee at the 2023-06-08 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: The Class II director nominee was elected to serve until Roku’s 2025 annual meeting of stockholders and until his successor is elected and qualified or until his earlier death, resignation or removal. The voting results were as follows: Director Name Votes For Votes Withheld Broker Non-Votes Percentage of Votes in Favor Jeffrey Blackburn 242,125,595 427,676 23,783,532 99.8%
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428439/000142843923000020/0001428439-23-000020-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.