Roku-Fox deal

Roku completes sale to Fox for $95.30 a share plus stock

Roku shareholders receive $95.30 in cash and 0.9799 of a Fox Class A share for each Roku share. The stock will stop trading on Nasdaq on November 9, 2026.

By Nina Castell, Startups and funding correspondent2 min read
Skyscraper at 1211 Avenue of the Americas in New York City
The 1211 Avenue of the Americas building in New York City, home to Fox Corporation headquarters. Photograph: Coolcaesar at English Wikipedia/Wikimedia Commons (CC BY-SA 3.0)

Streaming platform Roku closed its acquisition by Fox Corporation on November 6, 2026, giving shareholders $95.30 in cash and 0.9799 of a Fox Class A share per Roku share, according to an 8-K filing with the SEC. The transaction closed under the merger agreement dated June 14, 2026. First, Falcon Merger Sub 1 merged into Roku, leaving Roku as a wholly owned Fox subsidiary. Right after that, the surviving corporation merged into Falcon Merger Sub 2, and the resulting entity became Roku, LLC, still wholly owned by Fox. Roku's governing documents were replaced with those of Falcon Merger Sub 1, and later the surviving company adopted Falcon Merger Sub 2's formation papers and operating agreement, with adjustments specified in the merger agreement.

After the merger, Roku stockholders retained only the right to receive the merger consideration or, for those who properly demanded appraisal, the rights under Delaware law. Roku's unvested restricted stock units turned into a cash award plus a Fox restricted stock unit award, each following the original vesting schedule. Vested options with an exercise price below the merger value were canceled for the merger consideration net of the exercise price. Out-of-the-money options were cancelled for no consideration.

Roku also terminated its credit agreement dated September 16, 2024. The filing says all amounts owed under that agreement were paid and discharged, credit commitments ended, and liens and guarantees were removed. No loans were outstanding under the credit agreement when it was terminated.

On November 6, 2026, Roku told Nasdaq the mergers had closed and requested that trading in its Class A common stock be stopped before the market opened on November 9, 2026. Roku asked Nasdaq to submit a Form 25 to the SEC to remove the stock, which traded as ROKU, from listing. The company plans to file a Form 15 to end registration of the Class A common stock and stop its Exchange Act reporting duties.

When the merger took effect, the directors on Roku's board stepped down: Ray Rothrock, Gina Luna, Neil Hunt, Laurie Simon Hodrick, Jeffrey Hastings, Mai Fyfield, Jeffrey Blackburn, and Anthony Wood. The filing states their departures were not caused by a dispute with Roku over operations, policies, or practices. Roku's executive officers left their positions, while Falcon Merger Sub 2's managers and officers kept their roles at Roku, LLC.

Sources

  1. 8-K, ROKU, INC (SEC filing)

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Nina Castell covers startups, funding rounds and acquisitions for Venturist. She writes from company announcements, filings and published reporting.

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