4//SEC Filing
TCV Member Fund, L.P. 4
Accession 0001104659-21-141279
CIK 0001639825other
Filed
Nov 17, 7:00 PM ET
Accepted
Nov 18, 5:23 PM ET
Size
46.4 KB
Accession
0001104659-21-141279
Insider Transaction Report
Form 4
TCV IX Cycle, L.P.
10% OwnerOther
Transactions
- Purchase
Class A Common Stock
2021-11-18$46.00/sh+306,056$14,078,576→ 370,440 total(indirect: TCV IX (A) Opportunities, L.P.) - Purchase
Class A Common Stock
2021-11-18$46.00/sh+57,930$2,664,780→ 70,116 total(indirect: TCV IX (B), L.P.) - Purchase
Class A Common Stock
2021-11-18$46.00/sh+83,629$3,846,934→ 101,221 total(indirect: TCV Member Fund, L.P.) - Conversion
Class B Common Stock
2021-11-16−57,089→ 9,091,405 total→ Class A Common Stock (57,089 underlying) - Conversion
Class B Common Stock
2021-11-16−16,109→ 2,565,254 total(indirect: TCV IX Cycle (A), L.P.)→ Class A Common Stock (16,109 underlying) - Conversion
Class B Common Stock
2021-11-16−3,050→ 485,543 total(indirect: TCV IX Cycle (B), L.P.)→ Class A Common Stock (3,050 underlying) - Conversion
Class A Common Stock
2021-11-16+57,089→ 1,289,585 total - Conversion
Class A Common Stock
2021-11-16+4,403→ 99,433 total(indirect: TCV IX Cycle (MF), L.P.) - Conversion
Class A Common Stock
2021-11-16+16,109→ 363,879 total(indirect: TCV IX Cycle (A), L.P.) - Purchase
Class A Common Stock
2021-11-18$46.00/sh+1,084,678$49,895,188→ 1,312,859 total(indirect: TCV IX, L.P.) - Conversion
Class A Common Stock
2021-11-16+3,050→ 68,880 total(indirect: TCV IX Cycle (B), L.P.) - Conversion
Class B Common Stock
2021-11-16−4,403→ 704,842 total(indirect: TCV IX Cycle (MF), L.P.)→ Class A Common Stock (4,403 underlying)
Footnotes (11)
- [F1]These shares are directly held by TCV IX, L.P. ("TCV IX"). Jay C. Hoag is a Class A Member of Technology Crossover Management IX, Ltd. ("Management IX") and a limited partner of Technology Crossover Management IX, L.P. ("TCM IX"). Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX. Mr. Hoag, Management IX, and TCM IX may be deemed to beneficially own the shares held by TCV IX but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
- [F10]Each share of the issuer's Class B Common Stock will automatically be converted into one (1) share of the issuer's Class A Common Stock (a) at the option of the holder and (b) immediately prior to the close of business on the earliest of (i) ten (10) years from the closing of the issuer's IPO, (ii) the date on which the outstanding shares of Class B Common Stock represent less than one percent (1%) of the aggregate number of shares of Class A Common Stock and Class B Common Stock then outstanding or (iii) the date specified by the affirmative vote of the holders of Class B Common Stock representing not less than two-thirds (2/3) of the voting power of the outstanding shares of Class B Common Stock, voting separately as a single class, and has no expiration date.
- [F11]The holder elected to convert the Class B Common Stock to Class A Common Stock on a 1-for-1 basis.
- [F2]These shares are directly held by TCV IX (A) Opportunities, L.P. ("TCV IX A Opportunities"). Mr. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX A Opportunities. Management IX is also the sole general partner of TCV IX (A), L.P. which is sole shareholder of TCV IX (A) Opportunities, Ltd., which in turn is the sole limited partner of TCV IX A Opportunities. Mr. Hoag, Management IX, TCM IX, TCV IX (A), L.P. and TCV IX (A) Opportunities, Ltd. may be deemed to beneficially own the shares held by TCV IX A Opportunities but each disclaims beneficial ownership of such shares except to the except of their pecuniary interest therein.
- [F3]These shares are directly held by TCV IX (B), L.P. ("TCV IX (B)"). Jay C. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX (B). Mr. Hoag, Management IX, and TCM IX may be deemed to beneficially own the shares held by TCV IX (B) but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
- [F4]These shares are directly held by TCV Member Fund, L.P. ("TCV MF"). Mr. Hoag is a Class A Member of Management IX. Management IX is a general partner of TCV MF. Mr. Hoag is also a limited partner of TCV MF. Mr. Hoag and Management IX may be deemed to beneficially own the shares held by TCV MF but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
- [F5]Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock.
- [F6]These shares are directly held by TCV IX Cycle, L.P. ("Cycle IX"). Jay C. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX, which in turn is the sole member of TCV IX Cycle GP, LLC ("TCV IX Cycle GP"), which in turn is the sole general partner of Cycle IX. Mr. Hoag, Management IX, TCM IX, TCV IX, L.P. and TCV IX Cycle GP may be deemed to beneficially own the shares held by Cycle IX but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
- [F7]These shares are directly held by TCV IX Cycle (A), L.P. ("Cycle A IX"). Mr. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX, which in turn is the sole member of TCV IX Cycle GP, which in turn is the sole general partner of Cycle A IX. Mr. Hoag, Management IX, TCM IX, TCV IX and TCV IX Cycle GP may be deemed to beneficially own the shares held by Cycle A IX but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
- [F8]These shares are directly held by TCV IX Cycle (B), L.P. ("Cycle B IX"). Mr. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX, which in turn is the sole member of TCV IX Cycle GP, which in turn is the sole general partner of Cycle B IX. Mr. Hoag, Management IX, TCM IX, TCV IX and TCV IX Cycle GP may be deemed to beneficially own the shares held by Cycle B IX but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
- [F9]These shares are directly held by TCV Cycle IX (MF), L.P. ("Cycle MF IX"). Mr. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX, which in turn is the sole member of TCV IX Cycle GP, which in turn is the sole general partner of Cycle MF IX. Mr. Hoag is also a limited partner of TCV MF, which is the sole limited partner of Cycle MF IX. Mr. Hoag, Management IX, TCM IX, TCV IX and TCV IX Cycle GP may be deemed to beneficially own the shares held by Cycle MF IX but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
Documents
Issuer
PELOTON INTERACTIVE, INC.
CIK 0001639825
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001361345
Filing Metadata
- Form type
- 4
- Filed
- Nov 17, 7:00 PM ET
- Accepted
- Nov 18, 5:23 PM ET
- Size
- 46.4 KB