Peloton Interactive Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$PTON
Recreational Games/Products/Toys
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 9, 2025
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(Exact name of Registrant as Specified in Its Charter)
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Registrant’s Telephone Number, Including Area Code: (929 ) 567-0006
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(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 9, 2025, Peloton Interactive, Inc. (the "Company") held its 2025 Annual Meeting of Stockholders (the "Annual Meeting"). The Annual Meeting was held in a virtual meeting format. The Company’s stockholders voted on two proposals at the Annual Meeting, each of which is described in more detail in the Company's proxy statement for the Annual Meeting as filed with the U.S. Securities and Exchange Commission on October 24, 2025 (the "Proxy Statement"). There were 322,059,748 shares of the Company's Class A Common Stock and 15,602,802 shares of the Company's Class B Common Stock represented online or by proxy at the Annual Meeting, which constituted a quorum for the transaction of business. Each share of Class A Common Stock represented one vote and each share of Class B Common Stock represented 20 votes.
At the Annual Meeting, the Company’s stockholders voted on the following proposals:
1.Elect three Class III directors of Peloton Interactive, Inc., to each serve a three-year term expiring at the 2028 annual meeting of stockholders and until such director's successor is duly elected and qualified.
2.Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2026.
The final results for each of these proposals are as follows:
Proposal 1: Election of Directors.
| Nominee | For | Withhold | Broker Non-Vote | ||||||||
| Karen Boone | 563,473,882 | 10,680,355 | 59,961,551 | ||||||||
| Chris Bruzzo | 446,586,036 | 127,568,201 | 59,961,551 | ||||||||
| Tara Comonte | 568,775,745 | 5,378,492 | 59,961,551 | ||||||||
The Company's stockholders elected each nominee as a director for a three-year term expiring at the 2028 annual meeting of stockholders and until such director's successor is duly elected and qualified.
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.
| For | Against | Abstain | ||||||
| 632,589,004 | 722,844 | 803,940 | ||||||
The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2026. There were no broker non-votes on this proposal.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PELOTON INTERACTIVE, INC. | ||||||||
| Date: December 15, 2025 | By: | /s/ Tammy Albarran | ||||||
| Tammy Albarran | ||||||||
| Chief Legal Officer | ||||||||