| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PTON | Class A Common Stock | Purchase | $309K | +3.09K | +4.68% | $99.96* | 69.1K | May 21, 2021 | TCV X, L.P. | F1, F12 |
| transaction | PTON | Class A Common Stock | Purchase | $76.6K | +766 | +4.68% | $99.96* | 17.1K | May 21, 2021 | TCV X (A) Blocker, L.P. | F2, F12 |
| transaction | PTON | Class A Common Stock | Purchase | $15.1K | +151 | +4.69% | $99.96* | 3.37K | May 21, 2021 | TCV X (B), L.P. | F3, F12 |
| transaction | PTON | Class A Common Stock | Purchase | $17.2K | +172 | +4.68% | $99.96* | 3.85K | May 21, 2021 | TCV X Member Fund, L.P. | F4, F12 |
| transaction | PTON | Class A Common Stock | Purchase | $473K | +4.73K | +6.84% | $100.00* | 73.8K | May 21, 2021 | TCV X, L.P. | F1 |
| transaction | PTON | Class A Common Stock | Purchase | $117K | +1.17K | +6.85% | $100.00* | 18.3K | May 21, 2021 | TCV X (A) Blocker, L.P. | F2 |
| transaction | PTON | Class A Common Stock | Purchase | $23.1K | +231 | +6.86% | $100.00* | 3.6K | May 21, 2021 | TCV X (B), L.P. | F3 |
| transaction | PTON | Class A Common Stock | Purchase | $26.3K | +263 | +6.84% | $100.00* | 4.11K | May 21, 2021 | TCV X Member Fund, L.P. | F4 |
| transaction | PTON | Class A Common Stock | Purchase | $1.26M | +12.4K | +16.81% | $101.54* | 86.2K | May 21, 2021 | TCV X, L.P. | F1, F13 |
| transaction | PTON | Class A Common Stock | Purchase | $313K | +3.08K | +16.81% | $101.54* | 21.4K | May 21, 2021 | TCV X (A) Blocker, L.P. | F2, F13 |
| transaction | PTON | Class A Common Stock | Purchase | $61.3K | +604 | +16.78% | $101.54* | 4.2K | May 21, 2021 | TCV X (B), L.P. | F3, F13 |
| transaction | PTON | Class A Common Stock | Purchase | $70.2K | +691 | +16.81% | $101.54* | 4.8K | May 21, 2021 | TCV X Member Fund, L.P. | F4, F13 |
| transaction | PTON | Class A Common Stock | Purchase | $140K | +1.38K | +1.59% | $102.09* | 87.6K | May 21, 2021 | TCV X, L.P. | F1, F14 |
| transaction | PTON | Class A Common Stock | Purchase | $34.8K | +341 | +1.59% | $102.09* | 21.7K | May 21, 2021 | TCV X (A) Blocker, L.P. | F2, F14 |
| transaction | PTON | Class A Common Stock | Purchase | $6.84K | +67 | +1.59% | $102.09* | 4.27K | May 21, 2021 | TCV X (B), L.P. | F3, F14 |
| transaction | PTON | Class A Common Stock | Purchase | $7.86K | +77 | +1.6% | $102.09* | 4.88K | May 21, 2021 | TCV X Member Fund, L.P. | F4, F14 |
| transaction | PTON | Class A Common Stock | Conversion of derivative security | $0 | +1.14K | +0.09% | $0.00 | 1.28M | May 21, 2021 | Direct | F5, F6 |
| transaction | PTON | Class A Common Stock | Conversion of derivative security | $0 | +283 | +0.09% | $0.00 | 317K | May 21, 2021 | TCV X Cycle (A), L.P. | F5, F7 |
| transaction | PTON | Class A Common Stock | Conversion of derivative security | $0 | +56 | +0.09% | $0.00 | 62.4K | May 21, 2021 | TCV X Cycle (B), L.P. | F5, F8 |
| transaction | PTON | Class A Common Stock | Conversion of derivative security | $0 | +64 | +0.09% | $0.00 | 71.7K | May 21, 2021 | TCV X Cycle (MF), L.P. | F5, F9 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PTON | Class B Common Stock | Conversion of derivative security | $0 | -1.14K | -0.06% | $0.00 | 2.06M | May 21, 2021 | Class A Common Stock | 1.14K | Direct | F6, F10, F11 | |
| transaction | PTON | Class B Common Stock | Conversion of derivative security | $0 | -283 | -0.06% | $0.00 | 512K | May 21, 2021 | Class A Common Stock | 283 | TCV X Cycle (A), L.P. | F7, F10, F11 | |
| transaction | PTON | Class B Common Stock | Conversion of derivative security | $0 | -56 | -0.06% | $0.00 | 101K | May 21, 2021 | Class A Common Stock | 56 | TCV X Cycle (B), L.P. | F8, F10, F11 | |
| transaction | PTON | Class B Common Stock | Conversion of derivative security | $0 | -64 | -0.06% | $0.00 | 115K | May 21, 2021 | Class A Common Stock | 64 | TCV X Cycle (MF), L.P. | F9, F10, F11 |
| Id | Content |
|---|---|
| F1 | 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, Management X, and TCM X may be deemed to beneficially own the shares held by TCV X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F2 | 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 A Blocker. Management X is also the sole general partner of TCV X (A), L.P. which is sole shareholder of TCV X (A) Blocker, Ltd., which in turn is the sole limited partner of TCV X A Blocker. Mr. Hoag, Management X, TCM X, TCV X (A), L.P. and TCV X (A) Blocker, Ltd. may be deemed to beneficially own the shares held by TCV X A Blocker but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F3 | 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, Management X, and TCM X may be deemed to beneficially own the shares held by TCV X (B) but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F4 | These shares are directly held by TCV X Member Fund, L.P. ("TCV X MF"). Mr. Hoag is a Class A Member of Management X. Management X is the general partner of TCV X MF. Mr. Hoag is also a limited partner of TCV X MF. Mr. Hoag and Management X may be deemed to beneficially own the shares held by TCV X MF but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F5 | Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock. |
| F6 | These shares are directly held by TCV X Cycle, L.P. ("Cycle X"). 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, L.P., which in turn is the sole member of TCV X Cycle GP, LLC ("TCV X Cycle GP"), which in turn is the sole general partner of Cycle X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F7 | These shares are directly held by TCV X Cycle (A), L.P. ("Cycle A X"). 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, L.P., which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle A X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle A X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F8 | These shares are directly held by TCV X Cycle (B), L.P. ("Cycle B X"). 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, L.P., which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle B X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle B X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F9 | These shares are directly held by TCV Cycle X (MF), L.P. ("Cycle MF X"). 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, L.P., which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle MF X. Mr. Hoag is also a limited partner of TCV X Member Fund, L.P., which is the sole limited partner of Cycle MF X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle MF X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
| F10 | Each share of the issuer's Class B Common Stock will automatically be converted into one (1) share of the issuer's Class A Common Stock (a) at the option of the holder and (b) immediately prior to the close of business on the earliest of (i) ten (10) years from the closing of the issuer's IPO, (ii) the date on which the outstanding shares of Class B Common Stock represent less than one percent (1%) of the aggregate number of shares of Class A Common Stock and Class B Common Stock then outstanding or (iii) the date specified by the affirmative vote of the holders of Class B Common Stock representing not less than two-thirds (2/3) of the voting power of the outstanding shares of Class B Common Stock, voting separately as a single class, and has no expiration date. |
| F11 | The holder elected to convert the Class B common stock to Class A common stock on a 1-for-1 basis. |
| F12 | This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $99.77 to $99.9975 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. |
| F13 | This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $101.25 to $101.99 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. |
| F14 | This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $102.02 to $102.21 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. |
This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed by TCV IX Cycle, L.P., TCV IX Cycle (A), L.P., TCV IX Cycle (B), L.P., TCV IX Cycle (MF), L.P., TCV IX, L.P., TCV IX (A), L.P., TCV IX (B), L.P., TCV Member Fund, L.P., Technology Crossover Management IX, L.P., Technology Crossover Management IX, Ltd. and Jay C. Hoag on May 24, 2021.