Spotify (NYSE: SPOT) director Marshall details complex initial share holdings

Rhea-AI Filing Summary

Spotify Technology S.A. director Christopher P. Marshall has filed an initial ownership report detailing his equity interests and related entities’ holdings. The filing shows he directly holds 1,059 Ordinary Shares and several vested or partially vested stock options over 5,630, 12,060 and 4,970 Ordinary Shares at exercise prices of 241.57, 112.77 and 153.92, expiring between late 2026 and 2028.

Footnotes describe additional Ordinary Shares held by the Marshall Carroll 2000 Trust and multiple TCV XI and management entities, for which Marshall disclaims beneficial ownership except to the extent of his pecuniary interest. He also has Restricted Stock Units that vest between 2027 and 2029, with the economic interest assigned to management entities.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Marshall Christopher P

(Last) (First) (Middle)

250 MIDDLEFIELD ROAD

(Street)

MENLO PARK 94025

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Spotify Technology S.A. [ SPOT ]

3a. Foreign Trading Symbol

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

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Share	1,059(1)	D(2)
Ordinary Share	70,344	I	Marshall Carroll 2000 Trust(3)
Ordinary Share	652,521	I	TCV XI Spotify, L.P.(4)
Ordinary Share	207,103	I	TCV XI Spotify (A), L.P.(5)
Ordinary Share	46,162	I	TCV XI Spotify (B), L.P.(6)
Ordinary Share	48,989	I	TCV XI (Lux), SCSp(7)
Ordinary Share	45,225	I	TCV XI Spotify (MF), L.P.(8)
Ordinary Share	1,305	I	TCV VIII Management, L.L.C.(9)
Ordinary Share	1,020	I	TCV XI Management, L.L.C.(10)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option	(11)	05/31/2026	Ordinary Share	5,630	$241.57	D(13)
Stock Option	(11)	05/31/2027	Ordinary Share	12,060	$112.77	D(13)
Stock Option	(12)	06/01/2028	Ordinary Share	4,970	$153.92	D(13)

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one (1) Ordinary Share of the Issuer upon settlement for no consideration. 138 RSUs were granted on 6/1/23 and will fully vest on 2/15/27. 542 RSUs were granted on 6/3/24; 50% will vest on 2/15/27 and the remaining 50% will vest on 2/15/28. 379 RSUs were granted on 6/2/25; 1/3 will vest on each of 2/15/27, 2/15/28 and 2/15/29.

2. Christopher P. Marshall has sole dispositive power over the RSUs he holds directly. However, TCV XI Management, L.L.C. ("Management XI LLC") has a right to 100% of the pecuniary interest in such RSUs. Mr. Marshall is an owner of Management XI LLC and disclaims beneficial ownership of such RSUs and the shares underlying such RSUs except to the extent of his pecuniary interest therein.

3. These shares are directly held by Marshall Carroll 2000 Trust ("MC Trust"). Christopher P. Marshall is a Trustee of MC Trust. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

4. These shares are directly held by TCV XI Spotify, L.P. ("TCV XI Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Technology Crossover Management XI, Ltd. ("Management XI"). Management XI is the general partner of Technology Crossover Management XI, L.P. ("TCM XI") which is the general partner of TCV XI, L.P. ("TCV XI"). TCV XI owns 100% of TCV XI Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

5. These shares are directly held by TCV XI Spotify (A), L.P. ("TCV XI A Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI. Management XI is the general partner of TCM XI which is the general partner of TCV XI (A), L.P. ("TCV XI (A)"). TCV XI (A) owns 100% of TCV XI A Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

6. These shares are directly held by TCV XI Spotify (B), L.P. ("TCV XI B Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI. Management XI is the general partner of TCM XI which is the general partner of TCV XI (B), L.P. ("TCV XI (B)"). TCV XI (B) owns 100% of TCV XI B Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

7. These shares are directly held by TCV XI (Lux), SCSp ("TCV XI Lux"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI. Management XI is sole shareholder of Technology Crossover Management XI, S.a r.l. which is the general partner of TCV XI Lux. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

8. These shares are directly held by TCV XI Spotify (MF), L.P. ("TCV XI MF Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI and a limited partner of TCV XI Member Fund, L.P. ("Member Fund XI"). Management XI is the general partner of Member Fund XI which owns 100% of TCV XI MF Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

9. These shares are directly held by TCV VIII Management, L.L.C. ("Management VIII LLC"). Christopher P. Marshall is a Member of Management VIII LLC and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

10. These shares are directly held by Management XI LLC. Christopher P. Marshall is an owner of Management XI LLC and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

11. The stock option is fully vested and currently exercisable.

12. The stock option is vested and exercisable with respect to 3,728 Ordinary Shares and will vest with respect to the remaining shares on 2/15/27.

13. Christopher P. Marshall has sole dispositive power over the options he holds directly. However, Management VIII LLC and Management XI LLC have a right to 100% of the pecuniary interest in such options. Mr. Marshall is a Member of Management VIII LLC and an owner of Management XI LLC. Mr. Marshall disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Frederic D. Fenton, Authorized Signatory for Christopher P. Marshall	03/18/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Christopher P. Marshall’s Form 3 for Spotify (SPOT) report?

Marshall’s Form 3 reports his initial ownership in Spotify, including directly held Ordinary Shares, vested and partially vested stock options, and Restricted Stock Units. It also lists substantial share positions held by related trusts and TCV-managed entities, with detailed disclaimers on his beneficial and pecuniary interests.

How many Spotify Ordinary Shares does Marshall hold directly in this filing?

The filing shows Marshall directly holds 1,059 Spotify Ordinary Shares. This direct holding is separate from larger positions held by related trusts and TCV funds, where he often disclaims beneficial ownership except for his pecuniary interest, clarifying which stakes reflect his personal versus entity-level exposure.

What stock options over Spotify shares does Marshall report on his Form 3?

Marshall reports three stock option grants over 5,630, 12,060 and 4,970 underlying Ordinary Shares, with exercise prices of 241.57, 112.77 and 153.92 and expirations between May 2026 and June 2028. Footnotes indicate these options are fully or partially vested and currently exercisable in specified amounts.

How are Marshall’s indirect Spotify holdings structured through TCV entities?

Indirect holdings are reported in entities like TCV XI Spotify, L.P., TCV XI Spotify (A) and (B), TCV XI (Lux), and TCV XI Spotify (MF), plus management LLCs. These entities directly hold the shares, while Marshall typically participates through ownership or roles, disclaiming beneficial ownership beyond his pecuniary interest.

What Restricted Stock Units (RSUs) tied to Spotify does Marshall report and when do they vest?

Marshall’s footnotes describe RSU grants of 138, 542 and 379 units, each representing one Ordinary Share upon settlement. Vesting dates span February 15, 2027, 2028 and 2029 in full or tranches. Management XI LLC holds 100% of the pecuniary interest in these RSUs, limiting his direct economic claim.

What do the disclaimers of beneficial ownership in the Spotify Form 3 mean for investors?

The disclaimers indicate that although Marshall is affiliated with entities holding large Spotify share blocks, he does not claim full beneficial ownership. Instead, he only acknowledges pecuniary interest where applicable, clarifying that much of the reported stock is controlled and economically owned at the fund or trust level.