Peloton CPO exercises 115,741 RSUs, withholds shares

Peloton’s Chief Product Officer settled RSUs into common stock, with a portion of shares withheld for taxes or exercise costs rather than sold in the market.

Available on EDGAR 09/17/2026 - 04:46 PM EDT Accepted by SEC EDGAR 09/17/2026 - 04:45 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

PELOTON INTERACTIVE, INC. (PTON) reported that Chief Product Officer Nick V. Caldwell exercised Restricted Stock Units into Class A Common Stock on September 15, 2026 and had shares withheld to cover payment of exercise price or tax liability. The RSU award covers 115,741 shares and 462,963 RSUs remain directly held. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

115,741 shares exercised/converted

Exercise 3 txns

Insider Caldwell Nick V.

Role Chief Product Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit (RSU) F1, F2	115,741	$0.00	$0.00
Exercise	Class A Common Stock F1	115,741	--	--
Exercise Price or Tax Liability	Class A Common Stock	61,969	$4.85	$301K

Holdings After Transaction: Restricted Stock Unit (RSU) — 462,963 contracts (Direct); Class A Common Stock — 1,114,284 shares (Direct)

Footnotes (2)

1. F1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. F2. The RSUs vest as to 25% of the total shares on November 1, 2024, then 6.25% of the total shares vest quarterly, commencing December 15, 2024, with 100% of the total shares vested on September 15, 2027, subject to the reporting person's provision of service to the issuer on each vesting date.

Key Figures

RSUs exercised: 115,741 units Shares withheld: 61,969 shares Withholding price per share: $4.85 per share +4 more

7 metrics

RSUs exercised 115,741 units Restricted Stock Units converted into Class A Common Stock on September 15, 2026

Shares withheld 61,969 shares Class A Common Stock delivered or withheld for payment of exercise price or tax liability

Withholding price per share $4.85 per share Price used for the 61,969 withheld shares on September 15, 2026

RSUs remaining 462,963 units Total Restricted Stock Units directly held after the September 15, 2026 exercise

Initial vesting tranche 25.0% Portion of total RSU shares vesting on November 1, 2024

Ongoing quarterly vesting 6.25% per quarter Quarterly RSU vesting beginning December 15, 2024

Full vesting date September 15, 2027 Date by which 100% of the RSU award is scheduled to vest, subject to service

Key Terms

Restricted Stock Unit ("RSU"), Class A Common Stock, exercise price or tax liability

3 terms

Restricted Stock Unit ("RSU") financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"

Class A Common Stock financial

"one share of the Issuer's Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

exercise price or tax liability financial

"Payment of exercise price or tax liability by delivering or withholding securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider activity did PTON disclose for Nick V. Caldwell on September 15, 2026?

PTON disclosed that Chief Product Officer Nick V. Caldwell exercised 115,741 RSUs into Class A Common Stock on September 15, 2026, with a portion of the resulting shares withheld for payment of exercise price or tax liability.

How many RSUs did the Peloton (PTON) executive have after the September 15, 2026 transactions?

After the September 15, 2026 exercise, Nick V. Caldwell directly held 462,963 Restricted Stock Units (RSUs), each representing a contingent right to receive one share of Peloton’s Class A Common Stock, subject to the vesting schedule and continued service conditions.

How many Peloton (PTON) shares were withheld to cover costs in this Form 4?

A total of 61,969 shares of Peloton Class A Common Stock were disposed of through withholding on September 15, 2026 at $4.85 per share for payment of exercise price or tax liability related to the RSU settlement.

What is the vesting schedule for the Peloton (PTON) RSUs reported for Nick V. Caldwell?

The RSUs vest 25% on November 1, 2024, then 6.25% of the total shares vest quarterly beginning December 15, 2024, with 100% of the total shares vested by September 15, 2027, subject to continued service.

Was the Peloton (PTON) insider transaction under a Rule 10b5-1 trading plan?

No. The filing indicates that the Rule 10b5-1 checkbox is not marked affirmatively, so no Rule 10b5-1 trading plan is reported for the September 15, 2026 transactions by Nick V. Caldwell.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Caldwell Nick V.

(Last) (First) (Middle)

C/O PELOTON INTERACTIVE, INC.

441 9TH AVENUE, SIXTH FLOOR

(Street)

NEW YORK NEW YORK 10001

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PELOTON INTERACTIVE, INC. [ PTON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Product Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/15/2026		M		115,741	A	(1)	1,176,253	D
Class A Common Stock	09/15/2026		F		61,969	D	$4.85	1,114,284	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit (RSU)	(1)	09/15/2026		M			115,741	(2)	(2)	Class A Common Stock	115,741	$0	462,963	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. The RSUs vest as to 25% of the total shares on November 1, 2024, then 6.25% of the total shares vest quarterly, commencing December 15, 2024, with 100% of the total shares vested on September 15, 2027, subject to the reporting person's provision of service to the issuer on each vesting date.

Remarks:

	/s/ Tammy Albarran as attorney-in-fact for Nick V. Caldwell	09/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)