Mariana Garavaglia - May 26, 2021 Form 4 Insider Report for PELOTON INTERACTIVE, INC. (PTON)

Signature
/s/ Hisao Kushi as attorney-in-fact for Mariana Garavaglia
Stock symbol
PTON
Transactions as of
May 26, 2021
Transactions value $
-$2,117,708
Form type
4
Date filed
5/28/2021, 04:32 PM
Previous filing
May 18, 2021
Next filing
Jun 2, 2021

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 +10.4K +268.32% $0.00 14.3K May 26, 2021 Direct F1
transaction PTON Class A Common Stock Options Exercise $250K +9.38K +65.57% $26.69 23.7K May 26, 2021 Direct
transaction PTON Class A Common Stock Sale -$2.37M -21.5K -90.87% $110.07* 2.16K May 26, 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 -10.4K -3.79% $0.00 265K May 26, 2021 Class B Common Stock 10.4K $14.59 Direct F4, F5
transaction PTON Class B Common Stock Options Exercise $0 +10.4K $0.00 10.4K May 26, 2021 Class A Common Stock 10.4K Direct F5
transaction PTON Class B Common Stock Conversion of derivative security $0 -10.4K -100% $0.00* 0 May 26, 2021 Class A Common Stock 10.4K Direct F5, F6
transaction PTON Stock Option (right to buy Class A Common Stock) Options Exercise $0 -9.38K -2.86% $0.00 319K May 26, 2021 Class A Common Stock 9.38K $26.69 Direct F7
* 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 $110.00 to $110.35 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 vested as to 25% of the total shares on June 13, 2020, then 2.0833% of the total shares vest monthly, with 100% of the total shares vested and exercisable on June 13, 2023, subject tothe reporting person's provision of service to the issuer on each vesting date. The option provides for an early-exercise provision and is exercisable as to unvested shares, subject to the issuer's right of repurchase.
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 The option vests as to 2.0833% of the total shares monthly, commencing March 28, 2020, with 100% of the total shares vested on February 28, 2024, subject to the reporting person's provision of service to the issuer on each vesting date.