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Filing Details

Accession Number:: 0001104659-21-141281
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-11-18 17:23:18
Reporting Period:: 2021-11-16

Accepted Time:: 2021-11-18 17:23:18
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1639825	Peloton Interactive Inc.	PTON	Sporting & Athletic Goods, Nec (3949)	473533761

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1749358	Tcv X, L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1749362	Tcv X (A), L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1749363	Tcv X (B), L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1786709	Tcv X Member Fund, L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1786893	Technology Crossover Management X, L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1787727	Technology Crossover Management X, Ltd.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1788961	Tcv X Cycle (Mf), L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1788963	Tcv X Cycle (B), L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1788964	Tcv X Cycle (A), L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes
1788965	Tcv X Cycle, L.p.	C/O Tcv 250 Middlefield Road Menlo Park CA 94025	No	No	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-11-18	474,426	$46.00	574,229	No	4	P	Indirect	TCV X, L.P.
Class A Common Stock	Acquisiton	2021-11-18	117,650	$46.00	142,399	No	4	P	Indirect	TCV X (A) Blocker, L.P.
Class A Common Stock	Acquisiton	2021-11-18	23,130	$46.00	27,995	No	4	P	Indirect	TCV X (B), L.P.
Class A Common Stock	Acquisiton	2021-11-18	26,414	$46.00	31,971	No	4	P	Indirect	TCV X Member Fund, L.P.
Class A Common Stock	Acquisiton	2021-11-16	24,971	$0.00	1,304,697	No	4	C	Direct
Class A Common Stock	Acquisiton	2021-11-16	6,193	$0.00	323,546	No	4	C	Indirect	TCV X Cycle (A), L.P.
Class A Common Stock	Acquisiton	2021-11-16	1,218	$0.00	63,613	No	4	C	Indirect	TCV X Cycle (B), L.P.
Class A Common Stock	Acquisiton	2021-11-16	1,391	$0.00	73,176	No	4	C	Indirect	TCV X Cycle (MF), L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	TCV X, L.P.
No	4	P	Indirect	TCV X (A) Blocker, L.P.
No	4	P	Indirect	TCV X (B), L.P.
No	4	P	Indirect	TCV X Member Fund, L.P.
No	4	C	Direct
No	4	C	Indirect	TCV X Cycle (A), L.P.
No	4	C	Indirect	TCV X Cycle (B), L.P.
No	4	C	Indirect	TCV X Cycle (MF), L.P.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2021-11-16	24,971	$0.00	24,971	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-11-16	6,193	$0.00	6,193	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-11-16	1,218	$0.00	1,218	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-11-16	1,391	$0.00	1,391	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,037,126	No	4	C	Direct
505,169	No	4	C	Indirect
99,314	No	4	C	Indirect
113,982	No	4	C	Indirect

Footnotes

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.