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[Form 4] PELOTON INTERACTIVE, INC. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Peloton Interactive, Inc. (PTON) executive Nick V. Caldwell, the company’s Chief Product Officer, reported RSU vesting and a related share sale. On 11/15/2025, 119,332 Restricted Stock Units were settled into shares of Class A common stock, increasing his directly held shares to 857,120. On 11/17/2025, he sold 68,262 Class A shares at a weighted average price of $7.2515 per share, solely to cover tax liabilities from the RSU settlement. After these transactions, he directly owned 788,858 Class A shares and 357,995 RSUs, which vest quarterly at 12.50% starting November 15, 2024, with full vesting expected by August 15, 2026, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Caldwell Nick V.
Role Chief Product Officer
Sold 68,262 shs ($495K)
Type Security Shares Price Value
Sale Class A Common Stock 68,262 $7.2515 $495K
Exercise Restricted Stock Unit (RSU) 119,332 $0.00 --
Exercise Class A Common Stock 119,332 $0.00 --
Holdings After Transaction: Class A Common Stock — 788,858 shares (Direct); Restricted Stock Unit (RSU) — 357,995 shares (Direct)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. The sale of shares is for the sole purpose of covering the Reporting Person's tax liability with respect to the settlement of RSUs. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.2200 to $7.2800 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The RSUs vest as to 12.50% of the total shares quarterly, commencing November 15, 2024, with 100% of the total shares vested on August 15, 2026, subject to the reporting person's provision of service to the issuer on each vesting date.
Form 4 Insider Transactions: What Each Field Means →
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 NY 10001
(City) (State) (Zip)
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
3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 11/15/2025 M 119,332 A (1) 857,120 D
Class A Common Stock 11/17/2025 S(2) 68,262 D $7.2515(3) 788,858 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) 11/15/2025 M 119,332 (4) (4) Class A Common Stock 119,332 $0 357,995 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 sale of shares is for the sole purpose of covering the Reporting Person's tax liability with respect to the settlement of RSUs.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.2200 to $7.2800 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. The RSUs vest as to 12.50% of the total shares quarterly, commencing November 15, 2024, with 100% of the total shares vested on August 15, 2026, 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 11/18/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Peloton (PTON) report for Nick V. Caldwell?

Nick V. Caldwell, Peloton’s Chief Product Officer, reported the vesting of 119,332 RSUs into Class A common stock on 11/15/2025 and a related sale of 68,262 shares on 11/17/2025.

How many Peloton (PTON) shares did Nick V. Caldwell sell and at what price?

On 11/17/2025, Nick V. Caldwell sold 68,262 Class A common shares at a weighted average price of $7.2515 per share, based on trades between $7.2200 and $7.2800.

Why did Nick V. Caldwell sell Peloton (PTON) shares in this Form 4 filing?

The filing states the sale of shares was for the sole purpose of covering his tax liability related to the settlement of RSUs.

How many Peloton (PTON) shares does Nick V. Caldwell own after these transactions?

Following the reported transactions, Nick V. Caldwell directly owned 788,858 shares of Peloton Class A common stock.

How many RSUs does Nick V. Caldwell still hold in Peloton (PTON)?

After the RSU settlement reported, Nick V. Caldwell beneficially owned 357,995 Restricted Stock Units, each representing one share of Class A common stock.

What is the vesting schedule for Nick V. Caldwell’s Peloton RSUs?

The RSUs vest as to 12.50% of the total shares quarterly, commencing November 15, 2024, with 100% of the shares vested on August 15, 2026, subject to his continued service.

What role does Nick V. Caldwell hold at Peloton (PTON)?

Nick V. Caldwell is reported as an Officer of Peloton Interactive, Inc., serving as the company’s Chief Product Officer.