WILLIAM LYNCH - 15 Nov 2021 Form 4 Insider Report for PELOTON INTERACTIVE, INC. (PTON)

Signature
/s/ Bart Goldstein as attorney-in-fact for William Lynch
Issuer symbol
PTON
Transactions as of
15 Nov 2021
Net transactions value
-$120,504
Form type
4
Filing time
17 Nov 2021, 19:06:31 UTC
Previous filing
03 Nov 2021
Next filing
23 Nov 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PTON Class A Common Stock Gift $0 -50 -1.2% $0.000000 3,950 10 Nov 2021 By GRAT 2 F1, F2
transaction PTON Class A Common Stock Gift $0 +50 +0.1% $0.000000 51,350 10 Nov 2021 Direct F1
transaction PTON Class A Common Stock Gift $0 -50 -1.7% $0.000000 2,950 10 Nov 2021 By GRAT 3 F2, F3
transaction PTON Class A Common Stock Gift $0 +50 +0.1% $0.000000 51,400 10 Nov 2021 Direct F3
transaction PTON Class A Common Stock Options Exercise +3,749 +7.3% 55,149 15 Nov 2021 Direct F4
transaction PTON Class A Common Stock Options Exercise +2,693 +4.9% 57,842 15 Nov 2021 Direct F4
transaction PTON Class A Common Stock Sale $120,504 -2,268 -3.9% $53.13* 55,574 16 Nov 2021 Direct F5, F6
holding PTON Class A Common Stock 7,200 15 Nov 2021 By GRAT 1 F2
holding PTON Class A Common Stock 2,000 15 Nov 2021 By GRAT 4 F2
holding PTON Class A Common Stock 2,000 15 Nov 2021 By GRAT 5 F2

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 Class B Common Stock Gift $0 -675,000 -100% $0.000000* 0 10 Nov 2021 Class A Common Stock 675,000 By limited partnership F7, F8, F9
transaction PTON Class B Common Stock Gift $0 +675,000 $0.000000 675,000 10 Nov 2021 Class A Common Stock 675,000 By Lynch Holdings I LP - Hydra Series F7, F8, F10
transaction PTON Restricted Stock Unit (RSU) Options Exercise $0 -3,749 -6.2% $0.000000 56,237 15 Nov 2021 Class A Common Stock 3,749 Direct F4, F11
transaction PTON Restricted Stock Unit (RSU) Options Exercise $0 -2,693 -8.3% $0.000000 29,628 15 Nov 2021 Class A Common Stock 2,693 Direct F4, F12
holding PTON Class B Common Stock 1,563,000 15 Nov 2021 Class A Common Stock 1,563,000 Direct F7
holding PTON Class B Common Stock 110,000 15 Nov 2021 Class A Common Stock 110,000 By GRAT 6 F2, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of the Issuer's Class A Common Stock that the GRAT 2 transferred as a gift to the Reporting Person.
F2 These securities are held of record by a grantor retained annuity trust for which the reporting person is the trustee and sole annuitant.
F3 Represents shares of the Issuer's Class A Common Stock that the GRAT 3 transferred as a gift to the Reporting Person.
F4 Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F5 The sale of shares is for the sole purpose of covering the Reporting Person's tax liability with respect to the settlement of RSUs.
F6 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.11 to $53.3579 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.
F7 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.
F8 Represents shares of the Issuer's Class B Common Stock that the Lynch Holdings I LP transferred as a gift to Lynch Holdings I LP - Hydra Series.
F9 These securities are held of record by Lynch Holdings I LP ("Lynch Holdings LP"). Lynch Holdings GP LLC is the general partner of Lynch Holdings LP ("Lynch GP LLC"). Trusts for which the reporting person and his spouse are trustees are the members of Lynch GP LLC and each may be deemed to share voting and investment power over the shares held by Lynch Holdings LP and each have been determined to have a pecuniary interest over the shares held by Lynch Holdings LP.
F10 These securities are held of record by Lynch Holdings I LP - Hydra Series ("Lynch Holdings LP - Hydra Series"). Lynch Holdings GP LLC is the general partner of Lynch Holdings LP - Hydra Series ("Lynch GP LLC"). Trusts for which the reporting person and his spouse are trustees are the members of Lynch GP LLC and each may be deemed to share voting and investment power over the shares held by Lynch Holdings LP - Hydra Series and each have been determined to have a pecuniary interest over the shares held by Lynch Holdings LP - Hydra Series.
F11 The RSUs vest as to 6.25% of the total shares quarterly, commencing November 15, 2021, with 100% of the total shares vested and exercisable on August 15, 2025, subject to the reporting person's provision of service to the issuer on each vesting date.
F12 The RSUs vest as to 8.33% of the total shares quarterly, commencing November 15, 2021, with 100% of the total shares vested on August 15, 2024, subject to the reporting person's provision of service to the issuer on each vesting date.