0001104659-21-141281.txt : 20211118 0001104659-21-141281.hdr.sgml : 20211118 20211118172318 ACCESSION NUMBER: 0001104659-21-141281 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211116 FILED AS OF DATE: 20211118 DATE AS OF CHANGE: 20211118 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Technology Crossover Management X, L.P. CENTRAL INDEX KEY: 0001786893 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425436 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X, L.P. CENTRAL INDEX KEY: 0001749358 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425440 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X (A), L.P. CENTRAL INDEX KEY: 0001749362 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425439 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X (B), L.P. CENTRAL INDEX KEY: 0001749363 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425438 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Member Fund, L.P. CENTRAL INDEX KEY: 0001786709 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425437 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle, L.P. CENTRAL INDEX KEY: 0001788965 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425444 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER NAME: FORMER CONFORMED NAME: TCV X Cycle L.P. DATE OF NAME CHANGE: 20190920 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Technology Crossover Management X, Ltd. CENTRAL INDEX KEY: 0001787727 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425435 BUSINESS ADDRESS: STREET 1: C/O TECHNOLOGY CROSSOVER VENTURES STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: C/O TECHNOLOGY CROSSOVER VENTURES STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle (MF), L.P. CENTRAL INDEX KEY: 0001788961 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425441 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle (B), L.P. CENTRAL INDEX KEY: 0001788963 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425442 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle (A), L.P. CENTRAL INDEX KEY: 0001788964 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 211425443 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PELOTON INTERACTIVE, INC. CENTRAL INDEX KEY: 0001639825 STANDARD INDUSTRIAL CLASSIFICATION: [3949] 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 tm2133308-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-11-16 0 0001639825 PELOTON INTERACTIVE, INC. PTON 0001788965 TCV X Cycle, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001788964 TCV X Cycle (A), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001788963 TCV X Cycle (B), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001788961 TCV X Cycle (MF), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001749358 TCV X, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001749362 TCV X (A), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001749363 TCV X (B), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001786709 TCV X Member Fund, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001786893 Technology Crossover Management X, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001787727 Technology Crossover Management X, Ltd. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group Class A Common Stock 2021-11-18 4 P 0 474426 46 A 574229 I TCV X, L.P. Class A Common Stock 2021-11-18 4 P 0 117650 46 A 142399 I TCV X (A) Blocker, L.P. Class A Common Stock 2021-11-18 4 P 0 23130 46 A 27995 I TCV X (B), L.P. Class A Common Stock 2021-11-18 4 P 0 26414 46 A 31971 I TCV X Member Fund, L.P. Class A Common Stock 2021-11-16 4 C 0 24971 0 A 1304697 D Class A Common Stock 2021-11-16 4 C 0 6193 0 A 323546 I TCV X Cycle (A), L.P. Class A Common Stock 2021-11-16 4 C 0 1218 0 A 63613 I TCV X Cycle (B), L.P. Class A Common Stock 2021-11-16 4 C 0 1391 0 A 73176 I TCV X Cycle (MF), L.P. Class B Common Stock 2021-11-16 4 C 0 24971 0.0 D Class A Common Stock 24971 2037126 D Class B Common Stock 2021-11-16 4 C 0 6193 0.0 D Class A Common Stock 6193 505169 I TCV X Cycle (A), L.P. Class B Common Stock 2021-11-16 4 C 0 1218 0.0 D Class A Common Stock 1218 99314 I TCV X Cycle (B), L.P. Class B Common Stock 2021-11-16 4 C 0 1391 0.0 D Class A Common Stock 1391 113982 I TCV X Cycle (MF), L.P. These shares are directly held by TCV X, L.P. ("TCV X"). Jay C. Hoag is a Class A Member of Technology Crossover Management X, Ltd. ("Management X") and a limited partner of Technology Crossover Management X, L.P. ("TCM X"). Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X. Mr. Hoag, Management X, and TCM X may be deemed to beneficially own the shares held by TCV X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X (A) Blocker, L.P. ("TCV X A Blocker"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X A Blocker. TCM X is also the sole general partner of TCV X (A), L.P. which is sole shareholder of TCV X (A) Blocker, Ltd., which in turn is the sole limited partner of TCV X A Blocker. Mr. Hoag, Management X, TCM X, TCV X (A), L.P. and TCV X (A) Blocker, Ltd. may be deemed to beneficially own the shares held by TCV X A Blocker but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X (B), L.P. ("TCV X (B)"). Jay C. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X (B). Mr. Hoag, Management X, and TCM X may be deemed to beneficially own the shares held by TCV X (B) but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X Member Fund, L.P. ("TCV X MF"). Mr. Hoag is a Class A Member of Management X. Management X is the general partner of TCV X MF. Mr. Hoag is also a limited partner of TCV X MF. Mr. Hoag and Management X may be deemed to beneficially own the shares held by TCV X MF but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock. These shares are directly held by TCV X Cycle, L.P. ("Cycle X"). Jay C. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, which in turn is the sole member of TCV X Cycle GP, LLC ("TCV X Cycle GP"), which in turn is the sole general partner of Cycle X. Mr. Hoag, Management X, TCM X, TCV X and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X Cycle (A), L.P. ("Cycle A X"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle A X. Mr. Hoag, Management X, TCM X, TCV X and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle A X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X Cycle (B), L.P. ("Cycle B X"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle B X. Mr. Hoag, Management X, TCM X, TCV X and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle B X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV Cycle X (MF), L.P. ("Cycle MF X"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle MF X. Mr. Hoag is also a limited partner of TCV X MF, which is the sole limited partner of Cycle MF X. Mr. Hoag, Management X, TCM X, TCV X and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle MF X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. Each share of the issuer's Class B Common Stock will automatically be converted 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 IPO, (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. This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed by TCV IX Cycle, L.P., TCV IX Cycle (A), L.P., TCV IX Cycle (B), L.P., TCV IX Cycle (MF), L.P., TCV IX, L.P., TCV IX (A) Opportunities, L.P., TCV IX (B), L.P., TCV Member Fund, L.P., Technology Crossover Management IX, L.P., Technology Crossover Management IX, Ltd. and Jay C. Hoag on November 18, 2021. /s/ Frederic D. Fenton, Authorized Signatory for TCV X Cycle, L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X Cycle (A), L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X Cycle (B), L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X Cycle (MF), L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X, L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X (A) Blocker, L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X (B), L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for TCV X Member Fund, L.P 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for Technology Crossover Management X, L.P. 2021-11-18 /s/ Frederic D. Fenton, Authorized Signatory for Technology Crossover Management X, Ltd. 2021-11-18