0001639825-21-000073.txt : 20210218
0001639825-21-000073.hdr.sgml : 20210218
20210218163405
ACCESSION NUMBER: 0001639825-21-000073
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210216
FILED AS OF DATE: 20210218
DATE AS OF CHANGE: 20210218
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: 21650035
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: 473533761
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_161368400591424.xml
FORM 4
X0306
4
2021-02-16
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
2021-02-16
4
C
0
116670
0
A
120870
D
Class A Common Stock
2021-02-16
4
S
0
21927
146.2201
D
98943
D
Class A Common Stock
2021-02-16
4
S
0
22628
147.2161
D
76315
D
Class A Common Stock
2021-02-16
4
S
0
15090
148.1368
D
61225
D
Class A Common Stock
2021-02-16
4
S
0
2573
149.1565
D
58652
D
Class A Common Stock
2021-02-16
4
S
0
13285
150.5727
D
45367
D
Class A Common Stock
2021-02-16
4
S
0
32373
151.4868
D
12994
D
Class A Common Stock
2021-02-16
4
S
0
8694
152.3343
D
4300
D
Class A Common Stock
2021-02-16
4
S
0
100
155.50
D
4200
D
Class A Common Stock
8300
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
2021-02-16
4
M
0
116670
0
D
2027-08-07
Class B Common Stock
116670.0
27594
D
Class B Common Stock
2021-02-16
4
M
0
116670
0
A
Class A Common Stock
116670.0
1839670
D
Class B Common Stock
2021-02-16
4
C
0
116670
0
D
Class A Common Stock
116670.0
1723000
D
Class B Common Stock
Class A Common Stock
675000.0
675000
I
By limited partnership
Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock.
Includes 4,200 shares that were transferred from a grantor retained annuity trust to the reporting person on February 10, 2021.
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 $145.76 to $146.75 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 $146.77 to $147.75 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 $147.77 to $148.73 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 $148.90 to $149.27 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 $149.93 to $150.91 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 $150.93 to $151.91 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 $151.94 to $152.66 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.
These securities are held of record by a grantor retained annuity trust for which the reporting person is the trustee and sole annuitant.
Excludes 4,200 shares previously owned by the grantor retained annuity trust that were transferred to the reporting person on February 10, 2021.
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.
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 holder 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.
/s/ Hisao Kushi as attorney-in-fact for William Lynch
2021-02-18