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

Rhea-AI Filing Summary

Jennifer Cunningham Cotter, Chief Content Officer of Peloton Interactive, reported transactions on Form 4 showing equity awards vesting and a related sale to cover taxes. On 09/14/2025 a grant of 459,318 RSUs is reported as acquired (each RSU converts to one Class A share). On 09/15/2025 238,664 shares of Class A common stock were reported acquired (vested PSUs), bringing her total direct beneficial ownership to 338,933 shares. On 09/16/2025 she sold 128,429 shares at a weighted average price of $7.7899 per share (sales proceeded to cover tax withholding), leaving beneficial ownership of 210,504 shares. The RSUs vest over time, beginning 08/15/2026 with full vesting by 05/15/2029, subject to continued service.

Insights

Equity Compensation Analyst

TL;DR: Routine award vesting and tax-related sale; not a directional trading signal.

The filing documents standard executive equity settlement mechanics: a large grant of RSUs is recorded and a separate PSU settlement generated 238,664 shares, followed by a sale of 128,429 shares to satisfy tax obligations. The sale price range ($7.73–$7.825) and the stated purpose reduce the likelihood this represents opportunistic selling. Impact on share count is minimal relative to total float (not quantified here), and the RSU vesting schedule ties significant future economic interest to continued service through 2029.

Corporate Governance Expert

TL;DR: Governance pattern shows executive retention incentives via multi‑year vesting.

The combination of PSUs and RSUs with staggered vesting indicates retention-focused compensation design. The disclosure that the sale was solely to cover tax liabilities is standard and documented. From a governance perspective, these disclosures are routine and comply with Section 16 reporting requirements; they create alignment by deferring full economic ownership until service conditions are met.

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

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

1. Name and Address of Reporting Person^*

Cotter Jennifer Cunningham

(Last) (First) (Middle)

C/O PELOTON INTERACTIVE, INC.

441 NINTH 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 Content Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2025

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	09/15/2025		A(1)		238,664	A	$0	338,933	D
Class A Common Stock	09/16/2025		S(2)		128,429	D	$7.7899(3)	210,504	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)	(4)	09/14/2025		A		459,318		(5)	(5)	Class A Common Stock	459,318	$0	459,318	D

Explanation of Responses:

1. Represents shares of Class A Common Stock acquired upon the vesting of performance stock units ("PSUs") granted on October 17, 2024.

2. The sale of shares is for the sole purpose of covering the Reporting Person's tax liability with respect to the settlement of PSUs.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.7300 to $7.8250 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. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.

5. The RSUs vest as to 1/12 of the total shares on August 15, 2026, then 1/12 of the total shares vest quarterly thereafter, with 100% of the total shares vested on May 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 Jennifer Cotter	09/16/2025
	** 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.

FAQ

What transactions did Jennifer Cotter report on Peloton (PTON) Form 4?

The Form 4 reports acquisition of 459,318 RSUs (09/14/2025), acquisition of 238,664 Class A shares from PSU settlement (09/15/2025), and sale of 128,429 shares (09/16/2025).

Why were shares sold by the reporting person on 09/16/2025?

The filing states the sale of 128,429 shares was made solely to cover tax liability arising from the PSU/RSU settlement.

What was the sale price for the shares sold on 09/16/2025?

The reported weighted average sale price was $7.7899 per share, with individual sale prices ranging from $7.73 to $7.825 per share.

How many Class A shares does Jennifer Cotter beneficially own after these transactions?

Following the reported transactions, the Form 4 shows direct beneficial ownership of 210,504 Class A shares.

What is the RSU vesting schedule disclosed in the Form 4?

RSUs vest 1/12 of the total on 08/15/2026, then 1/12 quarterly thereafter, reaching 100% by 05/15/2029, subject to continued service.