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Shareholders of Fox Corporation and Roku have each given preliminary majority approval to Fox’s proposed acquisition of Roku, valued at approximately $22 billion. The vote clears a shareholder condition, but the merger has not closed: the U.S. Department of Justice is conducting an extended antitrust review, and several other conditions remain outstanding. Fox and Roku continue to target completion in the first half of calendar year 2027.
What shareholders approved
The October 14, 2026 preliminary tally reported by TheWrap shows overwhelming support among Fox’s voting shareholders. Of 197.48 million Fox Class B shares entitled to vote, 197.36 million were in favor, 71,891 were against and 45,001 were abstentions.
A majority of Roku shareholders also voted for the transaction. Roku’s final certified totals were expected in a separate Securities and Exchange Commission filing, so the available result should be described as preliminary until that filing is published.
Shareholder approval is only one closing condition. It does not transfer Roku to Fox or change Roku’s ownership today.
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- HD streaming made simple: With America’s number 1 TV streaming platform,* exploring popular apps—plus tons of free movies, shows, and live TV—is as easy as it is fun. *Based on hours streamed—Hypothesis Group
- Compact without compromises: The sleek design of Roku Streaming Stick won’t block neighboring HDMI ports, and it even powers from your TV alone, plugging into the back and staying out of sight. No wall outlet, no extra cords, no clutter.
- No more juggling remotes: Power up your TV, adjust the volume, and control your Roku device with one remote. Use your voice to quickly search, play entertainment, and more.
- Shows on the go: Take your TV to-go when traveling—without needing to log into someone else’s device.
- TV, simplified: With setup that only takes minutes, a simple-to-navigate Home Screen, and an uncluttered remote control that does all you need—Roku makes it easier to watch the TV you love.
Deal terms: cash plus Fox stock
| Term | Announced detail |
|---|---|
| Announcement date | June 15, 2026 |
| Offer per Roku share | $96 in cash plus approximately 0.9693 Fox Class A shares |
| Stated value | Approximately $160 per Roku share and approximately $22 billion in enterprise value under the announced terms |
| Expected ownership after closing | Existing Fox shareholders: approximately 73%; Roku shareholders: approximately 27% |
Because the consideration includes Fox stock, the eventual market value of the share component can move with Fox’s stock price before closing. The announced structure, however, is fixed at $96 cash and approximately 0.9693 Fox Class A shares for each Roku share.
Why Fox is buying Roku
Fox is combining its live sports, news, entertainment and Tubi businesses with Roku’s connected-TV operating platform, The Roku Channel, first-party viewing data and direct relationship with streaming households. Fox chief executive Lachlan Murdoch called it a “transformative transaction” pairing Fox’s “high-impact live sports and news content” with Roku’s “leading streaming distribution and technology platform,” as reported by TheWrap.
Rank #2
- 4K streaming made simple:With America’s number 1 TV streaming platform,* exploring popular apps—plus tons of free movies, shows, and live TV—is as easy as it is fun. *Based on hours streamed—Hypothesis Group
- 4K picture quality: With Roku Streaming Stick Plus, watch your favorites with brilliant 4K picture and vivid HDR color.
- Compact without compromises: Our sleek design won’t block neighboring HDMI ports, and it even powers from your TV alone, plugging into the back and staying out of sight. No wall outlet, no extra cords, no clutter.
- No more juggling remotes: Power up your TV, adjust the volume, and control your Roku device with one remote. Use your voice to quickly search, play entertainment, and more.
- Shows on the go: Take your TV to-go when traveling—without needing to log into someone else’s device.
Audience and platform scale
- Tubi reported 110 million monthly active users in 2026.
- Roku had more than 100 million streaming households globally, according to TheWrap.
- Nielsen’s July 2026 Gauge figures, as reported by TheWrap, assigned Fox 7.8% of viewing and The Roku Channel 2.9%.
- Tubi represented 2% of Fox’s total share of viewership in that Nielsen reporting.
The strategic logic is to put Fox’s programming and advertising inventory closer to viewers through Roku’s television distribution, while combining Roku’s platform and audience data with Fox’s existing streaming and media assets. The companies have not said that every product, brand or service will be merged immediately after closing.
What the DOJ second request means
The Department of Justice issued a second request for information in September 2026. Under the Hart-Scott-Rodino process, that request extends the waiting period until 30 days after both companies have substantially complied, unless the DOJ ends the period earlier or the parties agree to extend it.
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- Stunning 4K and Dolby Vision streaming made simple: With America’s number 1 TV streaming platform,* exploring popular apps—plus tons of free movies, shows, and live TV—is as easy as it is fun. *Based on hours streamed—Hypothesis Group
- Breathtaking picture quality: Stunningly sharp 4K picture brings out rich detail in your entertainment with four times the resolution of HD. Watch as colors pop off your screen and enjoy lifelike clarity with Dolby Vision and HDR10+.
- Seamless streaming for any room: With Roku Streaming Stick 4K, watch your favorite entertainment on any TV in the house, even in rooms farther from your router thanks to the long-range Wi-Fi receiver.
- Shows on the go: Take your TV to-go when traveling—without needing to log into someone else’s device.
- Compact without compromises: Our sleek design won’t block neighboring HDMI ports, so you can switch from streaming to gaming with ease. Plus, it’s designed to stay hidden behind your TV, keeping wires neatly out of sight
A second request does not by itself mean the transaction will be blocked. It signals that DOJ staff require more information before completing their competitive review and can delay closing beyond the companies’ original timetable.
Remaining conditions before closing
Fox’s and Roku’s joint proxy/prospectus says the merger remains subject to multiple conditions in addition to the shareholder votes:
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- Hides behind your TV: The all-new design plugs right into your TV with a simple setup
- Super-fast startup: Start streaming channels like Disney+, Prime Video, HBO Max, Apple TV+, Netflix, Sling, and Hulu in a snap—just turn on your TV
- Long-range Wi-Fi: Enjoy fast, smooth TV streaming in any room with a strong Wi-Fi connection, now up to 2x faster
- No more juggling remotes: Power up your TV, adjust the volume, and control your Roku Streaming Stick with the Roku remote
- Voice search & control: Quickly search, play entertainment, and control your streaming device with the voice remote
- Expiration or early termination of the HSR waiting period.
- Other required antitrust and investment-screening approvals.
- No law, injunction or other order prohibiting the transaction.
- An effective registration statement for the Fox shares issued as consideration.
- Approval required for Fox’s stock issuance.
- Accurate representations and warranties by the parties.
- Compliance with contractual covenants.
- No continuing material adverse effect that meets the agreement’s definition.
The SEC filing cautions that the companies cannot predict the actual closing date and that the merger could close later than planned or fail to close if these requirements are not met.
When could the acquisition close?
Fox and Roku are still aiming for the first half of calendar year 2027. That is a target window, not a guaranteed date. The DOJ information request, the time needed to certify Roku’s vote and satisfy other regulatory and filing conditions all make the schedule uncertain.
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The next material developments are the final Roku vote filing, progress toward substantial compliance with DOJ’s second request, decisions from other regulators and investment-screening authorities, and effectiveness of the registration statement tied to Fox’s share issuance.
What changes for Roku customers and investors?
Customers
Roku told customers on June 15, 2026 that, while the transaction was expected to close in the first half of 2027 and remained subject to customary conditions, “the experience you know and love isn’t changing.” That statement describes the period while the deal is pending; it is not a guarantee about every future product or business decision after closing. No consumer-interface change has been announced as part of the preliminary shareholder approval.
Roku shareholders
If the merger closes under the announced terms, Roku shareholders would receive $96 in cash and approximately 0.9693 Fox Class A shares for each Roku share, subject to the agreement’s conditions and transaction mechanics. They would collectively hold about 27% of the combined company, while existing Fox shareholders would hold about 73%.
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The shareholder hurdle has been cleared on a preliminary basis, but the $22 billion Fox-Roku transaction remains pending. The DOJ’s second request and the other regulatory, registration and contractual conditions must be resolved before Fox can acquire Roku, and the first-half-2027 closing target could move or be abandoned.
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