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Peloton Interactive (PTON) COO exercises RSUs, shares withheld to cover taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Peloton Interactive Chief Operating Officer Charles Peter Kirol reported routine equity compensation activity involving Restricted Stock Units (RSUs). On May 15, 2026, RSUs covering 17,224 shares of Class A Common Stock converted into shares, and 6,210 shares were withheld at $5.29 per share to cover tax liabilities. Following these transactions, he directly held 138,666 shares of Class A Common Stock. Each RSU represents a right to receive one share, and the underlying RSU grant is scheduled to vest 6.25% on November 15, 2025 and 6.25% quarterly thereafter until fully vested on August 15, 2029, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Kirol Charles Peter
Role Chief Operating Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit (RSU) 17,224 $0.00 --
Exercise Class A Common Stock 17,224 $0.00 --
Tax Withholding Class A Common Stock 6,210 $5.29 $33K
Holdings After Transaction: Restricted Stock Unit (RSU) — 223,918 shares (Direct, null); Class A Common Stock — 138,666 shares (Direct, null)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. Shares withheld to cover the Reporting Person's tax liability with respect to the settlement of RSUs that vested on May 15, 2026. The RSUs vest as to 6.25% of the total shares on November 15, 2025, then 6.25% of the total shares vest quarterly thereafter, with 100% of the total shares vested on August 15, 2029, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
RSUs converted 17,224 shares RSUs converting to Class A Common Stock on May 15, 2026
Shares withheld for taxes 6,210 shares at $5.29 Withheld to cover tax liability on RSU settlement
Post-transaction holdings 138,666 shares Class A Common Stock directly held after transactions
RSU vesting start 6.25% on November 15, 2025 Initial vesting tranche of RSU grant
Full RSU vesting date August 15, 2029 100% of RSU grant vested by this date
Restricted Stock Unit ("RSU") financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"
tax liability financial
"Shares withheld to cover the Reporting Person's tax liability with respect to the settlement of RSUs"
Class A Common Stock financial
"Each RSU represents a contingent right to receive 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.
vesting financial
"The RSUs vest as to 6.25% of the total shares on November 15, 2025, then 6.25% of the total shares vest quarterly thereafter"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Kirol Charles Peter
(Last)(First)(Middle)
C/O PELOTON INTERACTIVE, INC.
441 NINTH 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/15/2026M17,224A(1)138,666D
Class A Common Stock05/15/2026F6,210(2)D$5.29132,456D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit (RSU)(1)05/15/2026M17,224 (3) (3)Class A Common Stock17,224$0223,918D
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. Shares withheld to cover the Reporting Person's tax liability with respect to the settlement of RSUs that vested on May 15, 2026.
3. The RSUs vest as to 6.25% of the total shares on November 15, 2025, then 6.25% of the total shares vest quarterly thereafter, with 100% of the total shares vested on August 15, 2029, 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 Charles P. Kirol05/19/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Peloton (PTON) COO Charles Peter Kirol report in this Form 4?

Charles Peter Kirol reported RSU-based equity compensation activity. 17,224 Restricted Stock Units converted into Class A Common Stock, with 6,210 shares withheld at $5.29 per share to satisfy tax obligations, leaving him with 138,666 directly held shares after the transactions.

Was the Peloton (PTON) COO’s Form 4 a market sale of shares?

No, the disposition was for tax withholding, not an open-market sale. 6,210 shares were withheld by the issuer at $5.29 per share to cover the executive’s tax liability from RSU vesting and settlement, a routine mechanism in equity compensation.

How many Peloton (PTON) shares does the COO hold after these transactions?

After the reported RSU conversion and tax-withholding disposition, Charles Peter Kirol directly holds 138,666 shares of Peloton’s Class A Common Stock. This figure reflects his updated equity position following the May 15, 2026 compensation-related transactions reported in the Form 4.

How many Peloton (PTON) RSUs vested and converted on May 15, 2026?

RSUs covering 17,224 shares vested and converted into Class A Common Stock on May 15, 2026. Each Restricted Stock Unit represents a contingent right to receive one share of Peloton’s Class A Common Stock upon vesting and settlement, as described in the filing’s footnotes.

What is the vesting schedule for the Peloton (PTON) COO’s RSUs?

The RSUs vest 6.25% of the total shares on November 15, 2025, then 6.25% quarterly, reaching 100% vesting on August 15, 2029. Vesting is conditioned on Charles Peter Kirol’s continued service to Peloton on each specified vesting date.

What price was used for Peloton (PTON) share withholding to cover taxes?

Shares withheld for taxes were valued at $5.29 per share. A total of 6,210 shares of Class A Common Stock were retained by the issuer at this price to satisfy the COO’s tax liability related to the RSU settlement on May 15, 2026.