0001104659-21-072589.txt : 20210526 0001104659-21-072589.hdr.sgml : 20210526 20210526195657 ACCESSION NUMBER: 0001104659-21-072589 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210524 FILED AS OF DATE: 20210526 DATE AS OF CHANGE: 20210526 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Technology Crossover Management X, L.P. CENTRAL INDEX KEY: 0001786893 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968029 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X, L.P. CENTRAL INDEX KEY: 0001749358 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968033 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X (A), L.P. CENTRAL INDEX KEY: 0001749362 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968032 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X (B), L.P. CENTRAL INDEX KEY: 0001749363 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968031 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Member Fund, L.P. CENTRAL INDEX KEY: 0001786709 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968030 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle, L.P. CENTRAL INDEX KEY: 0001788965 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968037 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER NAME: FORMER CONFORMED NAME: TCV X Cycle L.P. DATE OF NAME CHANGE: 20190920 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Technology Crossover Management X, Ltd. CENTRAL INDEX KEY: 0001787727 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968028 BUSINESS ADDRESS: STREET 1: C/O TECHNOLOGY CROSSOVER VENTURES STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 614-8200 MAIL ADDRESS: STREET 1: C/O TECHNOLOGY CROSSOVER VENTURES STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle (MF), L.P. CENTRAL INDEX KEY: 0001788961 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968034 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle (B), L.P. CENTRAL INDEX KEY: 0001788963 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968035 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCV X Cycle (A), L.P. CENTRAL INDEX KEY: 0001788964 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39058 FILM NUMBER: 21968036 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-8200 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PELOTON INTERACTIVE, INC. CENTRAL INDEX KEY: 0001639825 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 473533761 FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: C/O PELOTON INTERACTIVE, INC. STREET 2: 125 W. 25TH ST., 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 866-679-9129 MAIL ADDRESS: STREET 1: C/O PELOTON INTERACTIVE, INC. STREET 2: 125 W. 25TH ST., 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 FORMER COMPANY: FORMER CONFORMED NAME: Peloton Interactive, Inc. DATE OF NAME CHANGE: 20150416 4 1 tm2117485d2_4.xml OWNERSHIP DOCUMENT X0306 4 2021-05-24 0 0001639825 PELOTON INTERACTIVE, INC. PTON 0001788965 TCV X Cycle, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001788964 TCV X Cycle (A), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001788963 TCV X Cycle (B), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001788961 TCV X Cycle (MF), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001749358 TCV X, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001749362 TCV X (A), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001749363 TCV X (B), L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001786709 TCV X Member Fund, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001786893 Technology Crossover Management X, L.P. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group 0001787727 Technology Crossover Management X, Ltd. C/O TCV 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 0 1 May be part of 13(d) group Class A Common Stock 2021-05-24 4 P 0 6136 98.5338 A 93744 I TCV X, L.P. Class A Common Stock 2021-05-24 4 P 0 1522 98.5338 A 23247 I TCV X (A) Blocker, L.P. Class A Common Stock 2021-05-24 4 P 0 299 98.5338 A 4570 I TCV X (B), L.P. Class A Common Stock 2021-05-24 4 P 0 342 98.5338 A 5220 I TCV X Member Fund, L.P. Class A Common Stock 2021-05-24 4 P 0 4888 99.5287 A 98632 I TCV X, L.P. Class A Common Stock 2021-05-24 4 P 0 1212 99.5287 A 24459 I TCV X (A) Blocker, L.P. Class A Common Stock 2021-05-24 4 P 0 238 99.5287 A 4808 I TCV X (B), L.P. Class A Common Stock 2021-05-24 4 P 0 272 99.5287 A 5492 I TCV X Member Fund, L.P. Class A Common Stock 2021-05-24 4 C 0 581 0 A 1279663 D Class A Common Stock 2021-05-24 4 C 0 145 0 A 317337 I TCV X Cycle (A), L.P. Class A Common Stock 2021-05-24 4 C 0 29 0 A 62391 I TCV X Cycle (B), L.P. Class A Common Stock 2021-05-24 4 C 0 33 0 A 71781 I TCV X Cycle (MF), L.P. Class A Common Stock 2021-05-25 4 P 0 1171 98.9985 A 99803 I TCV X, L.P. Class A Common Stock 2021-05-25 4 P 0 290 98.9985 A 24749 I TCV X (A) Blocker, L.P. Class A Common Stock 2021-05-25 4 P 0 57 98.9985 A 4865 I TCV X (B), L.P. Class A Common Stock 2021-05-25 4 P 0 65 98.9985 A 5557 I TCV X Member Fund, L.P. Class A Common Stock 2021-05-25 4 C 0 63 0 A 1279726 D Class A Common Stock 2021-05-25 4 C 0 16 0 A 317353 I TCV X Cycle (A), L.P. Class A Common Stock 2021-05-25 4 C 0 4 0 A 62395 I TCV X Cycle (B), L.P. Class A Common Stock 2021-05-25 4 C 0 4 0 A 71785 I TCV X Cycle (MF), L.P. Class B Common Stock 2021-05-24 4 C 0 581 0.0 D Class A Common Stock 581 2062160 D Class B Common Stock 2021-05-24 4 C 0 145 0.0 D Class A Common Stock 145 511378 I TCV X Cycle (A), L.P. Class B Common Stock 2021-05-24 4 C 0 29 0.0 D Class A Common Stock 29 100536 I TCV X Cycle (B), L.P. Class B Common Stock 2021-05-24 4 C 0 33 0.0 D Class A Common Stock 33 115377 I TCV X Cycle (MF), L.P. Class B Common Stock 2021-05-25 4 C 0 63 0.0 D Class A Common Stock 63 2062097 D Class B Common Stock 2021-05-25 4 C 0 16 0.0 D Class A Common Stock 16 511362 I TCV X Cycle (A), L.P. Class B Common Stock 2021-05-25 4 C 0 4 0.0 D Class A Common Stock 4 100532 I TCV X Cycle (B), L.P. Class B Common Stock 2021-05-25 4 C 0 4 0.0 D Class A Common Stock 4 115373 I TCV X Cycle (MF), L.P. These shares are directly held by TCV X, L.P. ("TCV X"). Jay C. Hoag is a Class A Member of Technology Crossover Management X, Ltd. ("Management X") and a limited partner of Technology Crossover Management X, L.P. ("TCM X"). Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X. Mr. Hoag, Management X, and TCM X may be deemed to beneficially own the shares held by TCV X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X (A) Blocker, L.P. ("TCV X A Blocker"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X A Blocker. TCM X is also the sole general partner of TCV X (A), L.P. which is sole shareholder of TCV X (A) Blocker, Ltd., which in turn is the sole limited partner of TCV X A Blocker. Mr. Hoag, Management X, TCM X, TCV X (A), L.P. and TCV X (A) Blocker, Ltd. may be deemed to beneficially own the shares held by TCV X A Blocker but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X (B), L.P. ("TCV X (B)"). Jay C. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X (B). Mr. Hoag, Management X, and TCM X may be deemed to beneficially own the shares held by TCV X (B) but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X Member Fund, L.P. ("TCV X MF"). Mr. Hoag is a Class A Member of Management X. Management X is the general partner of TCV X MF. Mr. Hoag is also a limited partner of TCV X MF. Mr. Hoag and Management X may be deemed to beneficially own the shares held by TCV X MF but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock. These shares are directly held by TCV X Cycle, L.P. ("Cycle X"). Jay C. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, L.P., which in turn is the sole member of TCV X Cycle GP, LLC ("TCV X Cycle GP"), which in turn is the sole general partner of Cycle X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X Cycle (A), L.P. ("Cycle A X"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, L.P., which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle A X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle A X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV X Cycle (B), L.P. ("Cycle B X"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, L.P., which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle B X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle B X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. These shares are directly held by TCV Cycle X (MF), L.P. ("Cycle MF X"). Mr. Hoag is a Class A Member of Management X and a limited partner of TCM X. Management X is the sole general partner of TCM X, which in turn is the sole general partner of TCV X, L.P., which in turn is the sole member of TCV X Cycle GP, which in turn is the sole general partner of Cycle MF X. Mr. Hoag is also a limited partner of TCV X Member Fund, L.P., which is the sole limited partner of Cycle MF X. Mr. Hoag, Management X, TCM X, TCV X, L.P. and TCV X Cycle GP may be deemed to beneficially own the shares held by Cycle MF X but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. 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. The holder elected to convert the Class B common stock to Class A common stock on a 1-for-1 basis. This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $98.37 to $98.57 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $99.14 to $99.75 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $98.99 to $99.00 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price. This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed by TCV IX Cycle, L.P., TCV IX Cycle (A), L.P., TCV IX Cycle (B), L.P., TCV IX Cycle (MF), L.P., TCV IX, L.P., TCV IX (A) Opportunities, L.P., TCV IX (B), L.P., TCV Member Fund, L.P., Technology Crossover Management IX, L.P., Technology Crossover Management IX, Ltd. and Jay C. Hoag on May 26, 2021. Frederic D. Fenton, Authorized Signatory for TCV X Cycle, L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X Cycle (A), L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X Cycle (B), L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X Cycle (MF), L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X, L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X (A) Blocker, L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X (B), L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for TCV X Member Fund, L.P 2021-05-26 Frederic D. Fenton, Authorized Signatory for Technology Crossover Management X, L.P. 2021-05-26 Frederic D. Fenton, Authorized Signatory for Technology Crossover Management X, Ltd. 2021-05-26