SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* COMCAST CORP (Last) (First) (Middle) ONE COMCAST CENTER (Street) PHILADELPHIA PA 19103-2838 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/25/2019	3. Issuer Name and Ticker or Trading Symbol PELOTON INTERACTIVE, INC. [ PTON ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	(1)	Class A Common Stock	10,340,864(2)	0	I	By Subsidiary(3)

1. Name and Address of Reporting Person* COMCAST CORP (Last) (First) (Middle) ONE COMCAST CENTER (Street) PHILADELPHIA PA 19103-2838 (City) (State) (Zip)

1. Name and Address of Reporting Person* NBCUniversal, LLC (Last) (First) (Middle) 30 ROCKEFELLER PLAZA (Street) NEW YORK NY 10112 (City) (State) (Zip)

1. Name and Address of Reporting Person* NBCUniversal Media, LLC (Last) (First) (Middle) 30 ROCKEFELLER PLAZA (Street) NEW YORK NY 10112 (City) (State) (Zip)

Explanation of Responses:

1. Each share of Class B common stock is convertible at any time at the option of Comcast Corporation into one share of Class A common stock. All shares of Class B common stock will automatically convert into shares of Class A common stock upon the occurrence of certain events specified in the Issuer's sixth amended and restated certificate of incorporation. Subject to such automatic conversion, the shares of Class B common stock have no expiration date.

2. Based on the Issuer's Form S-1/A filed with the U.S. Securities and Exchange Commission (the "SEC") on September 10, 2019 (the "Form S-1"), Comcast's holding of shares of Class B common stock is deemed to represent a beneficial ownership more than 10% of the outstanding shares of Class A common stock. However, based on the Form S-1, Comcast's shares of Class B common stock represent less than 5% of total equity and voting power of all shares of the Issuer's Class A common stock and Class B common stock on a combined basis.

3. NBCUniversal Media, LLC is a wholly owned subsidiary of NBCUniversal, LLC; Comcast Corporation owns 100% of NBCUniversal, LLC's common equity (through wholly owned subsidiaries).

	/s/ Thomas J. Reid, Senior Executive Vice President, General Counsel and Secretary, Comcast Corporation	09/25/2019
	/s/ Thomas J. Reid, Senior Executive Vice President, NBCUniversal, LLC	09/25/2019
	/s/ Thomas J. Reid, Senior Executive Vice President, NBCUniversal Media, LLC	09/25/2019
	** Signature of Reporting Person	Date
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 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Exhibit 99.1

Joint Filer Information

 

Name of Joint Filer:	NBCUniversal, LLC
Address of Joint Filer:	30 Rockefeller Plaza
	New York, NY 10112
Relationship of Joint Filer to Issuer:	10% Owner
Name of Joint Filer:	NBCUniversal Media, LLC
Address of Joint Filer:	30 Rockefeller Plaza
	New York, NY 10112
Relationship of Joint Filer to Issuer:	10% Owner
Issuer Name and Ticker or Trading Symbol:	Peloton Interactive, Inc. (PTON)
Date of Earliest Transaction Required
to be Reported (Month/Day/Year):	09/25/2019
Designated Filer:	Comcast Corporation

 

Signature:

 

NBCUNIVERSAL, LLC

 

 

By: /s/ Thomas J. Reid

Name: Thomas J. Reid

Title: Senior Executive Vice President

 

Date: September 25, 2019

 

Signature:

 

NBCUNIVERSAL MEDIA, LLC

 

 

By: /s/ Thomas J. Reid

Name: Thomas J. Reid

Title: Senior Executive Vice President

 

Date: September 25, 2019