FORM 4 [ ] 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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * Klingsick Allen J 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 Accounting Officer
(Last)         (First)         (Middle)
C/O PELOTON INTERACTIVE, INC., 125 WEST 25TH STREET, 11TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)
8/15/2021
(Street)
NEW YORK, NY 10001
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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  8/15/2021    M    312  A  (1) 8456  D   
Class A Common Stock  8/16/2021    S(2)    156  D $110.2436 (3) 8300  D   
Class A Common Stock  8/16/2021    S(2)    14  D $111.0545 (4) 8286  D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Restricted Stock Unit (RSU)   (1) 8/15/2021    M        312    (5)  (5) Class A Common Stock  312.0  $0  3744  D   

Explanation of Responses:
(1)  Each RSU represents a contingent right to receive one (1) share of the issuer's Class A common stock upon settlement for no consideration.
(2)  Represents the aggregate number of shares sold by the reporting person as a result of a mandatory sale to cover taxes and fees due upon the release and settlement of the RSUs. The reporting person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes and fees.
(3)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.88 to $110.70 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(4)  The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.92 to $111.26 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(5)  The RSUs vest as to 6.25% of the total shares quarterly, commencing November 15, 2020, with 100% of the total shares vested on August 15, 2024, subject to the reporting person's provision of service to the issuer on each vesting date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Klingsick Allen J
C/O PELOTON INTERACTIVE, INC.
125 WEST 25TH STREET, 11TH FLOOR
NEW YORK, NY 10001


Chief Accounting Officer

Signatures
/s/ Hisao Kushi as attorney-in-fact for Allen Klingsick 8/17/2021
**Signature of Reporting Person Date
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