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Roblox Corp

For the period ended May 28, 2026. Filed Apr 16, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 28, 2026 · Filed Apr 16, 2026

RBLX$49.30+3.5%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under §240.14a-12

ROBLOX CORPORATION_

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.

Letter from the Founder and CEO

Fellow Stockholders,

Two decades ago, when we were starting work on early versions of Roblox, we believed the internet could be about more than information—it could be about participation. We believed that people didn't just want to experience worlds built for them; they wanted to build those worlds. Today, Roblox is at the center of a world where millions of daily active users (DAUs) come to play, learn, create, and connect. As we reflect on the past year, our guiding long-term vision remains the same: to connect one billion users with optimism and civility.

Fiscal 2025 was a banner year for Roblox. Revenue grew 36% year-over-year to $4.9 billion, and bookings grew 55% year-over-year to $6.8 billion 1. This performance was driven by the addition of approximately 60 million DAUs from Q4 2024 to Q4 2025. Our more than 144 million DAUs (as of Q4 2025) are drawn in by the diversity and breadth of content and social features that promote deeper engagement, which fuels the Roblox flywheel. Ultimately, our success is rooted in the boundless imagination of our creator community. In 2025, our creators earned more than $1.5 billion, reflecting our belief that when creators succeed, our entire ecosystem grows stronger.

We are standing at the edge of an extraordinary moment where cloud, mobile and artificial intelligence are converging. At Roblox, we are innovating aggressively in AI to transform how our community builds, connects and stays safe. Over the past four years, we have embedded AI models into our vertically integrated stack. Today, we have developed and deployed over 400 models on the Roblox platform to power every facet of our ecosystem.

Our AI initiatives are fueled by a unique advantage: we possess 12 billion hours of human interaction data per month to train our foundation models. This is not just video, but a 3D record of avatar movement, facial expressions and billions of chat and voice messages. With this foundation, we are driving innovation across several key areas:

◼Creation: We envision a future where anyone can build anything they imagine just by talking about it, ensuring that creation isn't limited by technical skill. To that end, we are helping creators build faster and with higher fidelity through tools like Roblox Assistant, which automates repetitive coding tasks, and Avatar Auto-Setup. Recently, we enhanced "Cube," our proprietary 3D foundation model, with the ability to add interactivity to objects, significantly reducing the time required to create functional 3D assets.
◼Discovery: AI is transforming how users find content and interact with each other. Improvements to our discovery algorithms are matching users with the content they love, stimulating our entire ecosystem. Furthermore, we are removing language barriers through the auto-translation of text chat into 17 different languages.
◼Safety: We have developed and open-sourced state-of-the-art models, including Roblox Sentinel for real-time child endangerment detection and Roblox Guard for Large Language Model moderation. These technologies allow us to enforce our community standards faster, more accurately and at a massive scale.

We are not stopping here. Ultimately, our long-term vision is to build foundation models that will support large-scale, photo-realistic, multi-player games where thousands of users—and AI-powered NPCs—can come together, communicate and compete on any device.

Roblox remains steadfast in its commitment to define and execute on our vision to be the gold standard for online safety. At the end of 2025, we began rolling out mandatory age-checks for access to chat on our platform. Reliable age data enables us to significantly improve platform safety while simultaneously driving engagement growth by tailoring features, content and communication to the age of our users. Age-check data highlights two important characteristics about Roblox: (1) our immense number of younger users is a unique strategic asset and (2) we have a larger than expected opportunity to capture more users in the 18+ age cohort and are encouraged by the fact that they are one of the fastest growing age cohorts on our platform.

1Bookings is a non-GAAP financial measure. For a reconciliation of GAAP Revenue to bookings see section titled “Non-GAAP Financial Measures”, within Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations from pages 71-72 in our Annual Report on Form 10-K filed on February 11, 2026.
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​12026 Proxy Statement

Looking ahead, we are confident in our vision to connect one billion users and our interim goal of capturing 10% of the global gaming content market and even more of the U.S. market. To achieve this, we are optimizing our platform for the creation of ‘novel’ games which we believe will expand our footprint among older audiences. Simultaneously, we are harnessing the power of AI to accelerate content creation, enhance discovery and fuel ongoing user engagement. By pairing these innovations with an unwavering commitment to online safety and continued investment in our creators, we will drive sustained, long-term growth.

Thank you for your continued support and belief in our vision.

Sincerely,

David Baszucki

Founder, President, CEO and Chair of our Board of Directors

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Notice of 2026 Annual

Meeting of Stockholders

3150 South Delaware St.

To the Stockholders of Roblox Corporation:

On behalf of our board of directors, it is our pleasure to invite you to attend the 2026 annual meeting of stockholders (including any adjournment or postponement thereof, the “Annual Meeting”) of Roblox Corporation. The Annual Meeting will be held virtually via live webcast at https://edge.media-server.com/mmc/p/y9hsb2f3 (password: roblox2026), originating from San Mateo, California, on Thursday, May 28, 2026 at 8:00 a.m., Pacific Time.

We are holding the Annual Meeting to seek your approval of the following proposals:

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Proposals​ ​Board Vote Recommendation​ ​For Further Details
1.Election of Class II Directors​“FOR” each director nominee​Page 13
2.Advisory Vote on the Compensation of our Named Executive Officers​“FOR”​Page 42
3.Ratification of the Independent Registered Public Accounting Firm​“FOR”​Page 80

These items of business are more fully described in the proxy statement accompanying this letter.

Stockholders will also act on any other business properly brought before the meeting. At this time we are not aware of any such additional matters.

The record date for the Annual Meeting is April 1, 2026. Only stockholders of record of our Class A common stock and Class B common stock at the close of business on the record date may vote at the Annual Meeting. For stockholders of record, to vote in the Annual Meeting, you will need the control number included on your Notice of Internet Availability of Proxy Materials (the “Notice”) or proxy card. If you are a street name stockholder, you will need to obtain a legal proxy from your broker, bank, or other nominee in order to vote your shares at the Annual Meeting.

On or about April 16, 2026, we mailed to our stockholders the Notice which contains instructions on how to access our proxy statement and annual report. This Notice provides instructions on how to vote via the Internet or by telephone and includes instructions on how to receive a paper copy of our proxy materials by mail. The accompanying proxy statement and our annual report can be accessed directly at the following Internet address: http://astproxyportal.com/ast/24055/.

Whether or not you plan to attend the Annual Meeting, we urge you to submit your proxy or voting instructions via the Internet, telephone, or mail as soon as possible.

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​32026 Proxy Statement

In the event of a technical malfunction or other situation that the meeting chair determines may affect the ability of the Annual Meeting to satisfy the requirements for a meeting of stockholders to be held by means of remote communication under the Nevada Revised Statutes, or that otherwise makes it advisable to adjourn the Annual Meeting, the meeting chair or secretary will convene the meeting at 9:00 a.m. Pacific Time on the date specified above and at the Company’s address specified above solely for the purpose of adjourning the meeting to reconvene at a date, time, and physical or virtual location announced by the meeting chair. Under either of the foregoing circumstances, we will post information regarding the announcement on the Investor Relations page of Roblox’s website at https://ir.roblox.com.

By order of the board of directors,

Mark Reinstra

Chief Legal Officer and Corporate Secretary

San Mateo, California

April 16, 2026

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How to Vote in Advance of the Meeting

Internetwww.voteproxy.comTelephone1-800-776-9437 (U.S. and Canada)1-201-299-4446 (all other countries)MailMark, sign, date and promptly mail the enclosed proxy card in the postage-paid envelopeQr CodeScan this QR code to vote with your mobile device

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be held on May 28, 2026. The proxy statement and the annual report are available at http://astproxyportal.com/ast/24055/.

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​52026 Proxy Statement
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.