STOCK TITAN

Spotify (NYSE: SPOT) director sells 2,650 shares after exercising 5,630 options

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

Rhea-AI Filing Summary

Spotify Technology S.A. director Christopher P. Marshall reported a mix of option exercises and share sales in Ordinary Shares. He exercised 5,630 non-qualified stock options at a conversion price of $241.57 per share, receiving the same number of Ordinary Shares.

On the same date, he completed an open‑market sale of 2,650 Ordinary Shares at $519.86 per share. After these transactions, he held 4,039 Ordinary Shares directly, which includes 1,059 shares underlying Restricted Stock Units (RSUs) that vest between February 2027 and February 2029.

Additional Ordinary Shares are held indirectly through entities such as TCV XI Spotify, L.P., related TCV funds and the Marshall Carroll 2000 Trust. Footnotes state that these entities, including TCV VIII Management, L.L.C. and TCV XI Management, L.L.C., have the economic interest in many of the options and shares, and Marshall disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Marshall Christopher P
Role null
Sold 2,650 shs ($1.38M)
Type Security Shares Price Value
Exercise Non-qualified stock option (right to buy) 5,630 $0.00 --
Exercise Ordinary Share 5,630 $241.57 $1.36M
Sale Ordinary Share 2,650 $519.86 $1.38M
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
holding Ordinary Share -- -- --
Holdings After Transaction: Non-qualified stock option (right to buy) — 0 shares (Direct, null); Ordinary Share — 6,689 shares (Direct, null); Ordinary Share — 70,344 shares (Indirect, Marshall Carroll 2000 Trust)
Footnotes (1)
  1. 1,059 of these shares are held via Restricted Stock Unit ("RSU"). Each 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. Christopher P. Marshall has sole dispositive power over the options and shares he holds directly. However, TCV VIII Management, L.L.C. ("Management VIII LLC") and TCV XI Management, L.L.C. ("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 shares and options, along with the shares to be received upon the exercise of such options, except to the extent of his pecuniary interest therein. 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. 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. 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. 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. 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. 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. These shares are directly held by 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. 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. The option vested ratably in four installments on February 15, 2022, 2023, 2024, and 2025.
Shares sold 2,650 shares Ordinary Shares sold in open-market transaction on 2026-05-26
Sale price $519.86 per share Price for 2,650 Ordinary Shares sold
Options exercised 5,630 options Non-qualified stock options exercised into Ordinary Shares
Option exercise price $241.57 per share Conversion price for 5,630 non-qualified stock options
Direct holdings after 4,039 shares Ordinary Shares held directly following transactions
RSUs outstanding 1,059 RSUs Each RSU represents one Ordinary Share upon settlement
Largest indirect holding 652,521 shares Ordinary Shares held by TCV XI Spotify, L.P.
Restricted Stock Unit ("RSU") financial
"1,059 of these shares are held via Restricted Stock Unit ("RSU")."
Non-qualified stock option financial
"security_title": "Non-qualified stock option (right to buy)""
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
pecuniary interest financial
"have a right to 100% of the pecuniary interest in such options."
beneficial ownership financial
"Mr. Marshall disclaims beneficial ownership of such shares and options"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vesting financial
"The option vested ratably in four installments on February 15, 2022, 2023, 2024, and 2025."
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.
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*
Marshall Christopher P

(Last)(First)(Middle)
250 MIDDLEFIELD ROAD

(Street)
MENLO PARK CALIFORNIA 94025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Spotify Technology S.A. [ SPOT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
[SPOT]
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
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
Ordinary Share05/26/2026M5,630A$241.576,689(1)D(2)
Ordinary Share05/26/2026S2,650D$519.864,039(1)D(2)
Ordinary Share70,344IMarshall Carroll 2000 Trust(3)
Ordinary Share652,521ITCV XI Spotify, L.P.(4)
Ordinary Share207,103ITCV XI Spotify (A), L.P.(5)
Ordinary Share46,162ITCV XI Spotify (B), L.P.(6)
Ordinary Share48,989ITCV XI (Lux), SCSp(7)
Ordinary Share45,225ITCV XI Spotify (MF), L.P.(8)
Ordinary Share1,305ITCV VIII Management, L.L.C.(9)
Ordinary Share1,020ITCV XI Management, L.L.C.(10)
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
Non-qualified stock option (right to buy)$241.5705/26/2026M5,630 (11)05/31/2026Ordinary Share5,630$00D(2)
Explanation of Responses:
1. 1,059 of these shares are held via Restricted Stock Unit ("RSU"). Each 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 options and shares he holds directly. However, TCV VIII Management, L.L.C. ("Management VIII LLC") and TCV XI Management, L.L.C. ("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 shares and options, along with the shares to be received upon the exercise of such options, 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 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 option vested ratably in four installments on February 15, 2022, 2023, 2024, and 2025.
/s/ Frederic D. Fenton, Authorized Signatory for Christopher P. Marshall05/28/2026
** 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)

FAQ

What insider transactions did Christopher P. Marshall report at Spotify (SPOT)?

Christopher P. Marshall reported exercising 5,630 non-qualified stock options and selling 2,650 Ordinary Shares. The transactions involved Ordinary Shares of Spotify Technology S.A. and were recorded as a mix of derivative exercises and an open-market sale on the same date.

How many Spotify shares did Christopher P. Marshall sell and at what price?

He sold 2,650 Ordinary Shares in an open-market transaction at a price of $519.86 per share. This sale reduced his directly held share count while leaving a remaining direct position, including restricted stock units scheduled to vest over several future dates.

What stock options did Christopher P. Marshall exercise in this Spotify Form 4?

He exercised 5,630 non-qualified stock options, converting them into 5,630 Ordinary Shares at a conversion or exercise price of $241.57 per share. Following this exercise, the reported remaining balance for that option grant was zero, indicating those particular options were fully exercised.

How many Spotify shares does Christopher P. Marshall hold directly after these transactions?

After the reported transactions, he directly held 4,039 Ordinary Shares. This total includes 1,059 shares underlying Restricted Stock Units that will settle into Ordinary Shares upon vesting, with vesting dates spanning from February 2027 through February 2029 under several separate RSU grants.

What Restricted Stock Units (RSUs) are reported for Christopher P. Marshall at Spotify?

He has 1,059 RSUs, each representing one future Ordinary Share upon settlement for no consideration. The RSUs come from grants on June 1, 2023, June 3, 2024, and June 2, 2025, with vesting scheduled across February 2027, 2028, and 2029.

Does Christopher P. Marshall still hold Spotify options after this Form 4 filing?

For the specific non-qualified stock option reported, he exercised 5,630 options, leaving a reported balance of zero for that grant. The derivative summary shows no remaining derivative positions in this filing, indicating that particular option award has been fully exercised.