Hisao Kushi - 12 May 2021 Form 4 Insider Report for PELOTON INTERACTIVE, INC. (PTON)

Role
Chief Legal Officer
Signature
/s/ Hisao Kushi
Issuer symbol
PTON
Transactions as of
12 May 2021
Net transactions value
-$7,212,344
Form type
4
Filing time
13 May 2021, 16:33:25 UTC
Next filing
16 Jun 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PTON Class A Common Stock Conversion of derivative security $0 +80,000 +4640% $0.000000 81,724 12 May 2021 Direct F1
transaction PTON Class A Common Stock Sale $7,212,344 -80,000 -98% $90.15* 1,724 12 May 2021 Direct F2, F3

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 Stock Option (right to buy Class B Common Stock) Options Exercise $0 -80,000 -23% $0.000000 267,110 12 May 2021 Class B Common Stock 80,000 $0.7525 Direct F4, F5
transaction PTON Class B Common Stock Options Exercise $0 +80,000 $0.000000 80,000 12 May 2021 Class A Common Stock 80,000 Direct F5
transaction PTON Class B Common Stock Conversion of derivative security $0 -80,000 -100% $0.000000* 0 12 May 2021 Class A Common Stock 80,000 Direct F5, F6
holding PTON Class B Common Stock 367,607 12 May 2021 Class A Common Stock 367,607 By Kushi Family 2018 GRAT F5, F7
holding PTON Class B Common Stock 632,393 12 May 2021 Class A Common Stock 632,393 By Kushi Family Trust dated June 3, 2013 F5, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock.
F2 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.00 to $90.40 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 The option is fully vested and exercisable.
F5 Each share of the issuer's Class B Common Stock will automatically convert 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 initial public offering, (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.
F6 The holder elected to convert the Class B common stock to Class A common stock on a 1-for-1 basis.
F7 These securities are held of record by Hisao Kushi and Karen Kushi, Trustees of the Kushi Family 2018 Grantor Retained Annuity Trust dated September 27, 2018.
F8 These securities are held of record by Hisao Kushi and Karen Kushi, Trustees of the Kushi Family Trust dated June 3, 2013.