0001639825-20-000189.txt : 20201117
0001639825-20-000189.hdr.sgml : 20201117
20201117163024
ACCESSION NUMBER: 0001639825-20-000189
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201116
FILED AS OF DATE: 20201117
DATE AS OF CHANGE: 20201117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LYNCH WILLIAM
CENTRAL INDEX KEY: 0001441013
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39058
FILM NUMBER: 201321515
MAIL ADDRESS:
STREET 1: C/O HSN, INC.
STREET 2: 1 HSN DRIVE
CITY: ST. PETERSBURG
STATE: FL
ZIP: 33729
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PELOTON INTERACTIVE, INC.
CENTRAL INDEX KEY: 0001639825
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC & OTHER ELECTRICAL EQUIPMENT (NO COMPUTER EQUIP) [3600]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: C/O PELOTON INTERACTIVE, INC.
STREET 2: 125 W. 25TH ST., 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: 866-679-9129
MAIL ADDRESS:
STREET 1: C/O PELOTON INTERACTIVE, INC.
STREET 2: 125 W. 25TH ST., 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
FORMER COMPANY:
FORMER CONFORMED NAME: Peloton Interactive, Inc.
DATE OF NAME CHANGE: 20150416
4
1
wf-form4_160564860587945.xml
FORM 4
X0306
4
2020-11-16
0
0001639825
PELOTON INTERACTIVE, INC.
PTON
0001441013
LYNCH WILLIAM
C/O PELOTON INTERACTIVE, INC.
125 WEST 25TH STREET, 11TH FLOOR
NEW YORK
NY
10001
1
1
0
0
President
Class A Common Stock
2020-11-16
4
C
0
129924
0
A
129924
D
Class A Common Stock
2020-11-16
4
C
0
39500
0
A
169424
D
Class A Common Stock
2020-11-16
4
S
0
2100
96.2219
D
167324
D
Class A Common Stock
2020-11-16
4
S
0
1301
97.462
D
166023
D
Class A Common Stock
2020-11-16
4
S
0
11028
98.755
D
154995
D
Class A Common Stock
2020-11-16
4
S
0
56151
99.7073
D
98844
D
Class A Common Stock
2020-11-16
4
S
0
79535
100.4155
D
19309
D
Class A Common Stock
2020-11-16
4
S
0
19209
101.3695
D
100
D
Class A Common Stock
2020-11-16
4
S
0
100
102.04
D
0
D
Class A Common Stock
12500
I
By GRAT 1
Class A Common Stock
4000
I
By GRAT 2
Class A Common Stock
3000
I
By GRAT 3
Stock Option (right to buy Class B Common Stock)
2.89
2020-11-16
4
M
0
129924
0
D
2027-08-07
Class B Common Stock
129924.0
269264
D
Class B Common Stock
2020-11-16
4
M
0
129924
0
A
Class A Common Stock
129924.0
2527924
D
Class B Common Stock
2020-11-16
4
C
0
129924
0
D
Class A Common Stock
129924.0
2398000
D
Stock Option (right to buy Class B Common Stock)
3.28
2020-11-16
4
M
0
39500
0
D
2028-04-01
Class B Common Stock
39500.0
413500
D
Class B Common Stock
2020-11-16
4
M
0
39500
0
A
Class A Common Stock
39500.0
2437500
D
Class B Common Stock
2020-11-16
4
C
0
39500
0
D
Class A Common Stock
39500.0
2398000
D
Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock.
The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.98 to $96.91 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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.04 to $98.03 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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.04 to $99.03 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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.04 to $100.03 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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.04 to $101.03 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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.04 to $101.96 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.
Represents a grantor retained annuity trust for which the reporting person is the trustee and sole annuitant.
The option vested as to 25% of the total shares on February 9, 2018, then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested and exercisable on February 9, 2021, 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.
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.
The holder elected to convert the Class B common stock to Class A common stock on a 1-for-1 basis.
The option vests as to 2.0833% of the total shares monthly, commencing April 15, 2018, with 100% of the total shares vested on March 15, 2022, subject to the reporting person's provision ofservice 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.
/s/ Hisao Kushi as attorney-in-fact for William Lynch
2020-11-17