Sec Form 3 Filing - Cotter Jennifer Cunningham @ PELOTON INTERACTIVE, INC. - 2022-09-08

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Cotter Jennifer Cunningham 2. Issuer Name and Ticker or Trading Symbol PELOTON INTERACTIVE, INC. [ PTON] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Content Officer (Last) (First) (Middle) C/O PELOTON INTERACTIVE, INC., 441 NINTH AVENUE, SIXTH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/08/2022 (Street) NEW YORK, NY10001 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Class A Common Stock 15,271 D

D 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy Class B Common Stock) $ 14.59 ( 1 ) 06/13/2029 Class B Common Stock( 2 ) 159,604 Stock Option (right to buy Class A Common Stock) $ 26.69 ( 3 ) 02/27/2030 Class A Common Stock 184,000 D Stock Option (right to buy Class A Common Stock) $ 82.59 ( 4 ) 09/15/2030 Class A Common Stock 80,109 D Stock Option (right to buy Class A Common Stock) $ 123.81 ( 5 ) 02/28/2031 Class A Common Stock 50,508 D Stock Option (right to buy Class A Common Stock) $ 100.04 ( 6 ) 08/31/2031 Class A Common Stock 33,759 D Stock Option (right to buy Class A Common Stock) $ 100.04 ( 7 ) 08/31/2031 Class A Common Stock 9,197 D Restricted Stock Unit (RSU) ( 9 ) ( 8 ) ( 8 ) Class A Common Stock 10,382 D Restricted Stock Unit (RSU) ( 9 ) ( 10 ) ( 10 ) Class A Common Stock 129,018 D Restricted Stock Unit (RSU) ( 9 ) ( 11 ) ( 11 ) Class A Common Stock 476,007 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Cotter Jennifer Cunningham C/O PELOTON INTERACTIVE, INC. 441 NINTH AVENUE, SIXTH FLOOR NEW YORK, NY10001 Chief Content Officer Signatures /s/ Bart Goldstein as attorney-in-fact for Jennifer Cotter 09/19/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The option vests as to approximately 7,292 shares monthly, until fully vested on June 1, 2023, subject to the reporting person's provision of service to the issuer on each vesting date. The option provides for an early-exercise provision and is exercisable as to unvested shares, subject to the issuer's right of repurchase. ( 2 )Each share of the issuer's Class B Common Stock will automatically convert 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 initial public offering, (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. ( 3 )The option vests as to approximately 6,250 shares monthly, until fully vested on February 28, 2024, subject to the reporting person's provision of service to the issuer on each vesting date. ( 4 )The option vests as to approximately 5,007 shares quarterly, until fully vested on August 15, 2024, subject to the reporting person's provision of service to the issuer on each vesting date. ( 5 )The option vests as to approximately 3,157 shares quarterly, until fully vested on February 15, 2025 or the first trading date thereafter, subject to the reporting person's provision of service on each vesting date. ( 6 )The option vests as to approximately 2,110 shares quarterly, until fully vested on August 15, 2025, subject to the reporting person's provision of service to the issuer on each vesting date. ( 7 )The option vests as to approximately 767 shares quarterly, until fully vested on August 15, 2024, subject to the reporting person's provision of service to the issuer on each vesting date. ( 8 )The RSUs vest as to approximately 865 shares quarterly, until fully vested on August 15, 2025, subject to the reporting person's provision of service to the issuer on each vesting date. ( 9 )Each RSU represents a contingent right to receive one (1) share of the issuer's Class A common stock upon settlement for no consideration. ( 10 )The RSUs vest as to approximately 9,216 shares quarterly, until fully vested on February 15, 2026, subject to the reporting person's provision of service to the issuer on each vesting date. ( 11 )The RSUs vest as to approximately 29,751 shares quarterly, until fully vested on August 15, 202 6, subject to the reporting person's provision of service to the issuer on each vesting date.

Remarks: Exhibit 24 - Power of Attorney

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).

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