Peloton Interactive, Inc.
125 West 25th Street, 11th Floor
New York, New York 10001
September 23, 2019
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
| Attention: | Jennifer López, Staff Attorney Lilyanna Peyser, Special Counsel Bill Thompson, Senior Assistant Chief Accountant Donna Di Silvio, Staff Accountant | |
| Re: | Peloton Interactive, Inc. Registration Statement on Form S-1 (File No. 333-233482) originally filed August 27, 2019, as amended, and corresponding Registration Statement on Form 8-A (File No. 001-39058) filed September 19, 2019 | |
Requested Date: September 25, 2019
Requested Time: 4:00 PM Eastern Time
Ladies and Gentlemen:
Peloton Interactive, Inc. (the “Registrant”) hereby requests that the Securities and Exchange Commission take appropriate action to declare the above-captioned Registration Statements on Form S-1 and Form 8-A effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable.
The Registrant hereby authorizes James D. Evans or Ran D. Ben-Tzur, both of whom are attorneys with the Registrant’s outside legal counsel, Fenwick & West LLP, to orally modify or withdraw this request for acceleration.
The Registrant requests that it be notified of such effectiveness by a telephone call to Mr. Evans at (206) 389-4559 or, in his absence, Mr. Ben-Tzur at (650) 335-7613.
* * *
| Sincerely, | ||
| PELOTON INTERACTIVE, INC. | ||
| By: | /s/ Hisao Kushi | |
| Hisao Kushi | ||
| Chief Legal Officer and Secretary | ||
| cc: | John Foley, Chief Executive Officer |
Jill Woodworth, Chief Financial Officer
Peloton Interactive, Inc.
James D. Evans, Esq.
Ran D. Ben-Tzur, Esq.
Fenwick & West LLP
[Signature Page to Company Acceleration Request Letter]