Jennifer Cotter - Sep 8, 2022 Form 3 Insider Report for PELOTON INTERACTIVE, INC. (PTON)

Role
Chief Content Officer
Signature
/s/ Bart Goldstein as attorney-in-fact for Jennifer Cotter
Stock symbol
PTON
Transactions as of
Sep 8, 2022
Transactions value $
$0
Form type
3
Date filed
9/19/2022, 04:43 PM
Next filing
Nov 17, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding PTON Class A Common Stock 15.3K Sep 8, 2022 Direct

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
holding PTON Stock Option (right to buy Class B Common Stock) Sep 8, 2022 Class B Common Stock 160K $14.59 Direct F1, F2
holding PTON Stock Option (right to buy Class A Common Stock) Sep 8, 2022 Class A Common Stock 184K $26.69 Direct F3
holding PTON Stock Option (right to buy Class A Common Stock) Sep 8, 2022 Class A Common Stock 80.1K $82.59 Direct F4
holding PTON Stock Option (right to buy Class A Common Stock) Sep 8, 2022 Class A Common Stock 50.5K $123.81 Direct F5
holding PTON Stock Option (right to buy Class A Common Stock) Sep 8, 2022 Class A Common Stock 33.8K $100.04 Direct F6
holding PTON Stock Option (right to buy Class A Common Stock) Sep 8, 2022 Class A Common Stock 9.2K $100.04 Direct F7
holding PTON Restricted Stock Unit (RSU) Sep 8, 2022 Class A Common Stock 10.4K Direct F8, F9
holding PTON Restricted Stock Unit (RSU) Sep 8, 2022 Class A Common Stock 129K Direct F9, F10
holding PTON Restricted Stock Unit (RSU) Sep 8, 2022 Class A Common Stock 476K Direct F9, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The option vests as to approximately 7,292 shares monthly, until fully vested on June 1, 2023, subject to the 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.
F2 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.
F3 The option vests as to approximately 6,250 shares monthly, until fully vested on February 28, 2024, subject to the reporting person's provision of service to the issuer on each vesting date.
F4 The option vests as to approximately 5,007 shares quarterly, until fully vested on August 15, 2024, subject to the reporting person's provision of service to the issuer on each vesting date.
F5 The option vests as to approximately 3,157 shares quarterly, until fully vested on February 15, 2025 or the first trading date thereafter, subject to the reporting person's provision of service on each vesting date.
F6 The option vests as to approximately 2,110 shares quarterly, until fully vested on August 15, 2025, subject to the reporting person's provision of service to the issuer on each vesting date.
F7 The option vests as to approximately 767 shares quarterly, until fully vested on August 15, 2024, subject to the reporting person's provision of service to the issuer on each vesting date.
F8 The RSUs vest as to approximately 865 shares quarterly, until fully vested on August 15, 2025, subject to the reporting person's provision of service to the issuer on each vesting date.
F9 Each RSU represents a contingent right to receive one (1) share of the issuer's Class A common stock upon settlement for no consideration.
F10 The RSUs vest as to approximately 9,216 shares quarterly, until fully vested on February 15, 2026, subject to the reporting person's provision of service to the issuer on each vesting date.
F11 The RSUs vest as to approximately 29,751 shares quarterly, until fully vested on August 15, 2026, subject to the reporting person's provision of service to the issuer on each vesting date.

Remarks:

Exhibit 24 - Power of Attorney