Caldwell Nick V. 4

What Happened
Nick V. Caldwell, Chief Product Officer at Peloton (PTON), had 119,332 restricted stock units (RSUs) convert to common shares on Feb 15, 2026, and then sold 50,570 of those shares in open-market transactions on Feb 17, 2026 for aggregate proceeds of about $209,886. The RSU conversion (reported as a derivative exercise/conversion) generated the shares; a portion was sold to satisfy tax withholding obligations.

Key Details

• Transaction dates: RSU conversion/exercise on 2026-02-15; open-market sale on 2026-02-17.
• Sale price/amount: 50,570 shares sold at a weighted average price of $4.15/share; proceeds reported as $209,886. Sales occurred at prices ranging $4.14–$4.225 per share (per footnote).
• Derivative conversion: 119,332 RSUs converted to 119,332 shares (reported with a $0.00 price for the derivative disposition entry).
• Purpose of sale: Footnote states the sale was solely to cover the reporting person’s tax liability from RSU settlement.
• Vesting schedule: RSUs vest 12.5% quarterly beginning Nov 15, 2024, with 100% vesting on Aug 15, 2026, subject to continued service (per footnote).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Filing timeliness: Form was filed Feb 18, 2026. The filing does not indicate a late-report flag in the excerpt provided.

Context
These entries reflect an RSU settlement followed by a routine sale to cover tax withholding (common for equity awards), not a standalone cash purchase or a speculative trade. The derivative code (M) indicates conversion/exercise of a derivative instrument (here RSUs), and the subsequent open-market sale is separate and reported as a sale (S). For investors, such tax-motivated sales are typically administrative and do not necessarily signal insider sentiment about the company’s prospects.