Peloton Insider Files 144 for 110,753 Shares; Prior 10b5-1 Sales Disclosed

Rhea-AI Filing Summary

Peloton Interactive (PTON) Form 144 notice: An individual identified as Dion Sanders filed a proposed sale under Rule 144 for 110,753 common shares with an aggregate market value of $900,421.89, to be sold approximately on 09/18/2025 on NASDAQ. The filing shows the shares were acquired as Performance Stock Units from the issuer on 09/15/2025 and payment is listed as N/A.

The filing also discloses three prior sales by the same person in the past three months: 127,911 shares (09/16/2025, $995,160.37), 113,439 shares under a 10b5-1 plan (08/20/2025, $863,679.17), and 122,917 shares (08/18/2025, $1,025,656.32). The notice includes the standard representation that the seller does not possess undisclosed material adverse information.

Positive

• The filing shows transparent disclosure of insider sales consistent with Rule 144 requirements
• One prior sale is identified as a 10b5-1 plan, indicating prearranged trading instructions for parts of the sales

Negative

• The insider sold 364,267 shares in the past three months and has a proposed sale of 110,753 shares, which may indicate sustained monetization of holdings

Insights

Financial Analyst

TL;DR: Insider has been selling multiple blocks of common stock recently; current proposed sale is modest relative to shares outstanding.

The seller disclosed a planned sale of 110,753 shares valued at $900,421.89 and three prior disposals totaling 364,267 shares and about $2.88 million in gross proceeds over the past three months. Given the issuer's reported outstanding shares of 391,926,269, these transactions represent a very small fraction of total equity. The filing is procedural under Rule 144 and documents acquisition via Performance Stock Units dated 09/15/2025, consistent with vested compensation being liquidated. No new operational or financial data about the company is provided in the notice.

Corporate Governance Expert

TL;DR: Disclosure appears compliant with Rule 144 and notes a 10b5-1 sale; repeated sales warrant monitoring but are routine for insiders monetizing compensation.

The form identifies the broker and records a prior 10b5-1 sale, which signals the presence of a prearranged trading plan for at least one transaction. The seller attests to lack of undisclosed material information. From a governance perspective, the filing shows transparency of insider activity but does not reveal any governance actions, policy changes, or control shifts. Materiality to investors is limited to insider selling flow; no other corporate governance events are disclosed.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	110753	900421.89	391926269	09/18/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/15/2025	Performance Stock Units	Issuer			110753	09/15/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
DION SANDERS 441 Ninth Avenue, Sixth Floor NEW YORK NY 10001	Common	09/16/2025	127911	995160.37
10b5-1 Sales for DION SANDERS 441 Ninth Avenue, Sixth Floor NEW YORK NY 10001	Common	08/20/2025	113439	863679.17
DION SANDERS 441 Ninth Avenue, Sixth Floor NEW YORK NY 10001	Common	08/18/2025	122917	1025656.32

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does the Form 144 for PTON report for proposed sale?

The notice reports a proposed sale of 110,753 common shares with an aggregate market value of $900,421.89 to be sold approximately on 09/18/2025 on NASDAQ.

When and how were the shares to be sold acquired?

The shares were acquired as Performance Stock Units on 09/15/2025, with the acquisition source listed as the issuer and payment noted as N/A.

Has the same person sold PTON shares recently?

Yes. The filing discloses three sales in the past three months: 127,911 shares (09/16/2025, $995,160.37), 113,439 shares under a 10b5-1 plan (08/20/2025, $863,679.17), and 122,917 shares (08/18/2025, $1,025,656.32).

How large is the proposed sale relative to Peloton's outstanding shares?

The filing lists 391,926,269 shares outstanding; the proposed sale of 110,753 shares represents a very small fraction of total outstanding shares.

Does the filing indicate any undisclosed material information about Peloton?

The seller represents that they do not know any material adverse information about the issuer that has not been publicly disclosed.