Sanders Dion C. 4

4 · PELOTON INTERACTIVE, INC. · Filed May 19, 2026

AI-generated summary of this filing

Updated May 19, 2026

Peloton CCO Dion Sanders Exercises RSUs; Shares Withheld

What Happened

Dion C. Sanders, Chief Commercial Officer of Peloton Interactive (PTON), had multiple RSU awards vest on May 15, 2026, converting to 229,096 shares. Of those, 116,573 shares were withheld to cover the tax liability (reported as a Form 4 “F” transaction) at $5.29 per share, totaling about $616,671. The remaining net shares issued to Sanders equal 112,523 shares.

Key Details

Transaction date: May 15, 2026; Form 4 filed May 19, 2026 (filed within the standard two-business-day deadline).
Vested/converted (derivative exercises, code M): 229,096 shares (breakdown: 17,151; 54,945; 12,584; 40,000; 104,416).
Tax withholding (code F): 116,573 shares withheld at $5.29/share = $616,671.
Net shares retained after withholding: 112,523 shares.
Footnotes: RSUs represent contingent rights to one share each (F1); shares were withheld to cover tax liability on RSUs that vested May 15, 2026 (F2); the grants have various quarterly vesting schedules and final vesting dates (F3–F7), subject to continued service.
This was a settlement/vesting event with tax withholding — not an open-market sale or purchase by the insider.

Context

These transactions were the routine vesting and settlement of restricted stock units (RSUs). The withholding of shares to cover taxes is a common administrative step and does not necessarily indicate a voluntary sale decision.
For clarity: transaction codes here are M (exercise/conversion of derivative — RSU settlement) and F (shares withheld to pay taxes).

Form 4

Period: 2026-05-15

Chief Commercial Officer

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-05-15+17,151→ 17,151 total
Exercise/Conversion
Class A Common Stock
[F1]
2026-05-15+54,945→ 72,096 total
Exercise/Conversion
Class A Common Stock
[F1]
2026-05-15+12,584→ 84,680 total
Exercise/Conversion
Class A Common Stock
[F1]
2026-05-15+40,000→ 124,680 total
Exercise/Conversion
Class A Common Stock
[F1]
2026-05-15+104,416→ 229,096 total
Tax Payment
Class A Common Stock
[F2]
2026-05-15$5.29/sh−116,573$616,671→ 112,523 total
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F3]
2026-05-15−17,151→ 51,452 total
→ Class A Common Stock (17,151 underlying)
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4]
2026-05-15−54,945→ 384,615 total
→ Class A Common Stock (54,945 underlying)
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F5]
2026-05-15−12,584→ 12,584 total
→ Class A Common Stock (12,584 underlying)
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F6]
2026-05-15−40,000→ 200,000 total
→ Class A Common Stock (40,000 underlying)
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F7]
2026-05-15−104,416→ 104,415 total
→ Class A Common Stock (104,416 underlying)

Footnotes (7)

[F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
[F2]Shares withheld to cover the Reporting Person's tax liability with respect to the settlement of RSUs that vested on May 15, 2026.
[F3]The RSUs vest as to 6.25% of the total shares quarterly, commencing May 15, 2023, with 100% of the total shares vested on February 15, 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
[F4]The RSUs vest as to 6.25% of the total shares quarterly, commencing May 15, 2024, with 100% of the total shares vested on February 15, 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
[F5]The RSUs vest as to 6.25% of the total shares quarterly, commencing November 15, 2022, with 100% of the total shares vested on August 15, 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
[F6]The RSUs vest as to 6.25% of the total shares quarterly, commencing November 15, 2023, with 100% of the total shares vested on August 15, 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date.
[F7]The RSUs vest as to 12.50% of the total shares quarterly, commencing November 15, 2024, with 100% of the total shares vested on August 15, 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date.

Signature

/s/ Tammy Albarran as attorney-in-fact for Dion C. Sanders|2026-05-19

1 file