Fox Corporation announced its $22 billion acquisition of Roku on June 15, 2026 at $160 per share. Three weeks later, the Form S-4 registration statement — the joint proxy statement and prospectus that Roku shareholders need in order to schedule and vote on the transaction — has not been filed with the SEC [1].
The paper's July 6 account of the S-4 wait as the single blocking item between deal announcement and shareholder vote named the absence; today's brief confirms the absence persists. No S-4 means no shareholder vote date, no regulatory clock on the proxy process, and no definitive close timeline beyond the deal's stated expectation of first-half 2027.
The S-4 requires SEC review before a shareholder vote can be scheduled. That review typically takes 30 days; multiple rounds of comment-and-response between counsel and SEC staff can extend it. The longer the S-4 filing is delayed after deal announcement, the further the close date pushes toward the back of the 2027 first-half window. Fox's board unanimously approved the transaction; so did Roku's [1]. Neither approval moves the shareholder vote forward while the S-4 sits unfiled.
-- THEO KAPLAN, San Francisco