Jay C. Hoag - Dec 3, 2024 Form 4 Insider Report for PELOTON INTERACTIVE, INC. (PTON)

Role
Director
Signature
/s/ Frederic D. Fenton, Authorized Signatory for Jay C. Hoag
Stock symbol
PTON
Transactions as of
Dec 3, 2024
Transactions value $
$55,660
Form type
4
Date filed
12/5/2024, 08:17 PM
Previous filing
Dec 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PTON Class A Common Stock Options Exercise +14.9K +17.68% 99.2K Dec 3, 2024 Direct F1, F3
transaction PTON Class A Common Stock Options Exercise +4.84K +4.88% 104K Dec 3, 2024 Direct F1, F3
holding PTON Class A Common Stock 2.6M Dec 3, 2024 TCV IX, L.P. F6
holding PTON Class A Common Stock 734K Dec 3, 2024 TCV IX (A) Opportunities, L.P. F7
holding PTON Class A Common Stock 139K Dec 3, 2024 TCV IX (B), L.P. F8
holding PTON Class A Common Stock 201K Dec 3, 2024 TCV Member Fund, L.P. F9
holding PTON Class A Common Stock 1.88M Dec 3, 2024 TCV X, L.P. F10
holding PTON Class A Common Stock 466K Dec 3, 2024 TCV X (A) Blocker, L.P. F11
holding PTON Class A Common Stock 91.6K Dec 3, 2024 TCV X (B), L.P. F12
holding PTON Class A Common Stock 105K Dec 3, 2024 TCV X Member Fund, L.P. F13

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PTON Restricted Stock Unit (RSU) Options Exercise -$147K -14.9K -50% $9.86 14.9K Dec 3, 2024 Class A Common Stock 14.9K Direct F1, F2, F3
transaction PTON Restricted Stock Unit (RSU) Options Exercise -$47.7K -4.84K -50% $9.86 4.84K Dec 3, 2024 Class A Common Stock 4.84K Direct F1, F3, F4
transaction PTON Restricted Stock Unit (RSU) Award $250K +25.4K $9.86 25.4K Dec 3, 2024 Class A Common Stock 25.4K Direct F1, F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Restricted Stock Unit ("RSU") represents a contingent right to receive one (1) share of the issuer's Class A common stock upon settlement for no consideration.
F2 The RSUs vest as to 25% of the total shares quarterly on each of March 7, 2024, June 7, 2024 and September 7, 2024, with the final 25% vesting on the earlier of (i) December 3, 2024 and (ii) the 2024 annual stockholders meeting, subject to the Reporting Person's provision of service to the issuer on each vesting date.
F3 Jay C. Hoag has sole voting and dispositive power over the options, RSUs, and shares he holds directly. However, TCV IX Management, L.L.C. and TCV X Management, L.L.C., collectively, have a right to 100% of the pecuniary interest in such securities. Jay C. Hoag is a member of TCV IX Management, L.L.C. and TCV X Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options, RSUs and the shares to be received upon the exercise of such options or vesting of such RSUs except to the extent of his pecuniary interest therein.
F4 Grant of RSUs pursuant to the issuer's non-employee director compensation program following the May 2, 2024 appointment as Chairperson of the Board of Directors, which has been pro-rated for the time period from the effective date of the appointment to the date of the Company's 2024 annual meeting of stockholders. The RSUs vest as to 33.3% of the total shares on each of June 7, 2024, September 7, 2024 and the earlier of (i) December 3, 2024 and (ii) the 2024 annual stockholders meeting, subject to the Reporting Person's provision of service to the issuer on each vesting date.
F5 The RSUs vest as to 25% of the total shares quarterly on each of March 3, 2025, June 3, 2025 and September 3, 2025, with the final 25% vesting on the earlier of (i) December 3, 2025 and (ii) the 2025 annual stockholders meeting, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
F6 These shares are directly held by TCV IX, L.P. ("TCV IX"). Jay C. Hoag is a Class A Member of Technology Crossover Management IX, Ltd. ("Management IX") and a limited partner of Technology Crossover Management IX, L.P. ("TCM IX"). Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX. Mr. Hoag may be deemed to beneficially own the shares held by TCV IX, but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F7 These shares are directly held by TCV IX (A) Opportunities, L.P. ("TCV IX A Opportunities"). Mr. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX, which in turn is sole shareholder of TCV IX (A) Opportunities, Ltd., which in turn is the sole limited partner of TCV IX A Opportunities. Mr. Hoag may be deemed to beneficially own the shares held by TCV IX A Opportunities but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F8 These shares are directly held by TCV IX (B), L.P. ("TCV IX (B)"). Jay C. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX (B). Mr. Hoag may be deemed to beneficially own the shares held by TCV IX (B) but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F9 These shares are directly held by TCV Member Fund, L.P. ("Member Fund"). Jay C. Hoag is a limited partner of Member Fund and a Class A Director of Management IX. Management IX is a general partner of Member Fund. Mr. Hoag may be deemed to beneficially own the shares held by Member Fund but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F10 These shares are directly held by TCV X, L.P. ("TCV X"). Jay C. Hoag is a Class A Member of Technology Crossover Management X, Ltd. ("Management X") and a limited partner of Technology Crossover Management X, L.P. ("TCM X"). Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X. Mr. Hoag may be deemed to beneficially own the shares held by TCV X, but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F11 These shares are directly held by TCV X (A) Blocker, L.P. ("TCV X A Blocker"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, which in turn is sole shareholder of TCV X (A) Blocker, Ltd., which in turn is the sole limited partner of TCV X A Blocker. Mr. Hoag may be deemed to beneficially own the shares held by TCV X A Blocker but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F12 These shares are directly held by TCV X (B), L.P. ("TCV X (B)"). Jay C. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X (B). Mr. Hoag may be deemed to beneficially own the shares held by TCV X (B) but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F13 These shares are directly held by TCV X Member Fund, L.P. ("TCV X Member Fund"). Jay C. Hoag is a Class A Director of Management X and a limited partner of TCV X Member Fund. Management X is the sole general partner of TCV X Member Fund. Mr. Hoag may be deemed to beneficially own the shares held by TCV X Member Fund but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.