0001209191-19-051148.txt : 20190930 0001209191-19-051148.hdr.sgml : 20190930 20190930182209 ACCESSION NUMBER: 0001209191-19-051148 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190930 FILED AS OF DATE: 20190930 DATE AS OF CHANGE: 20190930 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CALLAGHAN JON CENTRAL INDEX KEY: 0001642681 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 191127145 MAIL ADDRESS: STREET 1: C/O TRUE VENTURES STREET 2: 530 LYTTON AVE, STE 303 CITY: PALO ALTO STATE: CA ZIP: 94301 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: 1231 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 doc4.xml FORM 4 SUBMISSION X0306 4 2019-09-30 0 0001639825 PELOTON INTERACTIVE, INC. PTON 0001642681 CALLAGHAN JON 575 HIGH STREET, SUITE 400 PALO ALTO CA 94301 1 0 1 0 Series A Preferred Stock 2019-09-30 4 C 0 200000 0.00 D Class B Common Stock 200000 0 I By True Ventures IV, L.P. Class B Common Stock 2019-09-30 4 C 0 200000 0.00 A Class A Common Stock 200000 200000 I By True Ventures IV, L.P. Series C Preferred Stock 2019-09-30 4 C 0 18041748 0.00 D Class B Common Stock 18041748 0 I By True Ventures IV, L.P. Class B Common Stock 2019-09-30 4 C 0 18041748 0.00 A Class A Common Stock 18041748 18241748 I By True Ventures IV, L.P. Series D Preferred Stock 2019-09-30 4 C 0 3003768 0.00 D Class B Common Stock 3003768 0 I By True Ventures Select I, L.P. Class B Common Stock 2019-09-30 4 C 0 3003768 0.00 A Class A Common Stock 3003768 3003768 I By True Ventures Select I, L.P. Series E Preferred Stock 2019-09-30 4 C 0 923284 0.00 D Class B Common Stock 923284 0 I By True Ventures Select I, L.P. Class B Common Stock 2019-09-30 4 C 0 923284 0.00 A Class A Common Stock 923284 3927052 I By True Ventures Select I, L.P. Series E Preferred Stock 2019-09-30 4 C 0 2769852 0.00 D Class B Common Stock 2769852 0 I By True Ventures Select II, L.P. Class B Common Stock 2019-09-30 4 C 0 2769852 0.00 A Class A Common Stock 2769852 2769852 I By True Ventures Select II, L.P. Series D Preferred Stock 2019-09-30 4 C 0 2045597 0.00 D Class B Common Stock 2045597 0 I By True Ventures Select III, L.P. Class B Common Stock 2019-09-30 4 C 0 2045597 0.00 A Class A Common Stock 2045597 2045597 I By True Ventures Select III, L.P. Series F Preferred Stock 2019-09-30 4 C 0 1385025 0.00 D Class B Common Stock 1385025 0 I By True Ventures Select III, L.P. Class B Common Stock 2019-09-30 4 C 0 1385025 0.00 A Class A Common Stock 1385025 3430622 I By True Ventures Select III, L.P. Each share of the issuer's Series A Preferred Stock automatically converted into one (1) share of the issuer's Class B Common Stock on September 30, 2019 in connection with the closing of the issuer's sale of its Class A Common Stock in its firm commitment initial public offering (the "IPO") pursuant to a registration statement on Form S-1 (File No. 333-233482) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date. 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. These securities are held of record by True Ventures IV, L.P., True Ventures Select I, L.P., True Ventures Select II, L.P. and True Ventures Select III, L.P., as applicable. True Venture Partners IV, L.L.C. is the general partner of True Ventures IV, L.P., True Venture Partners Select I, L.L.C. is the general partner of True Ventures Select I, L.P., True Venture Partners Select II, L.L.C. is the general partner of True Ventures Select II, L.P., and True Venture Partners Select III, L.L.C. is the general partner of True Ventures Select III, L.P. The reporting person and Philip Black are the managing members of each of True Ventures IV, L.L.C., True Venture Partners Select I, L.L.C., True Venture Partners Select II, L.L.C, and True Venture Partners Select III, L.L.C. FN3 CONTINUED: Each of such individuals disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. The reported securities are held of record by True Ventures IV, L.P. for itself and as nominee for True Ventures IV-A, L.P. Each share of the issuer's Series C Preferred Stock automatically converted into one (1) share of the issuer's Class B Common Stock on September 30, 2019 in connection with the closing of the issuer's sale of its Class A Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date. Each share of the issuer's Series D Preferred Stock automatically converted into one (1) share of the issuer's Class B Common Stock on September 30, 2019 in connection with the closing of the issuer's sale of its Class A Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date. Each share of the issuer's Series E Preferred Stock automatically converted into one (1) share of the issuer's Class B Common Stock on September 30, 2019 in connection with the closing of the issuer's sale of its Class A Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date. Each share of the issuer's Series F Preferred Stock automatically converted into one (1) share of the issuer's Class B Common Stock on September 30, 2019 in connection with the closing of the issuer's sale of its Class A Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date. This report is one of two reports, each on a separate Form 4, but relating to the same transaction being filed by entities affiliated with True Ventures and their associated managing members. /s/ Hisao Kushi as attorney-in-fact for Jonathan D. Callaghan 2019-09-30