Peloton Interactive PTON
Peloton Interactive reports $559.2 million revenue for fiscal Q1 2027
- Form
- 10-Q
- Filed
- Importance
- Notable
- Accession
- 0001639825-26-000048
- Revenue: $559.2 million for the three months ended Sep 30, 2026
- Net income: $96.2 million for the three months ended Sep 30, 2026
- Diluted EPS: $0.19 for the three months ended Sep 30, 2026
- Cash and equivalents: $1.34 billion at Sep 30, 2026
Written from the 10-Q on EDGAR. AI can make mistakes. Check the filing.
What changed
13 changes since the June 2026 10-K
Compared with the 10-K 0001639825-26-000038, filed Aug 6, 2026.
New legal mention
On October 21, 2024, plaintiffs filed a notice of appeal of that order with the Second Circuit.
From the filings
Now
On October 21, 2024, plaintiffs filed a notice of appeal of that order with the Second Circuit.New legal mention
On August 27, 2026, the district court granted defendants' motion to dismiss the second amended complaint again and ordered plaintiffs to file any motion for leave to amend by September 28, 2026.
From the filings
Now
On August 27, 2026, the district court granted defendants' motion to dismiss the second amended complaint again and ordered plaintiffs to file any motion for leave to amend by September 28, 2026.New legal mention
On September 28, 2026, plaintiffs moved for leave to amend and to substitute the lead plaintiff.
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Now
On September 28, 2026, plaintiffs moved for leave to amend and to substitute the lead plaintiff.New legal mention
On June 30, 2026, the court granted the Company's motion for summary judgment of non-infringement of the '809 patent.
From the filings
Now
On June 30, 2026, the court granted the Company's motion for summary judgment of non-infringement of the '809 patent.Cash up 11% from Jun 30, 2026
$1.3B, was $1.2B.
From the filings
Before
$1.2BNow
$1.3BOur revenue is generated primarily from recurring Subscription Revenue and the sale of our Connected Fitness…
New paragraph in MD&A.
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Our revenue is generated primarily from recurring Subscription Revenue and the sale of our Connected Fitness Products. The Company's portfolio of Connected Fitness Products primarily consists of Peloton-branded Connected Fitness Products and related accessories, Precor-branded fitness and wellness products, delivery and installation services, extended warranty and other service agreements, and Peloton-branded apparel.In September 2026, we announced a refresh of our consumer treadmill portfolio with the upcoming launch of…
New paragraph in MD&A.
From the filings
Now
In September 2026, we announced a refresh of our consumer treadmill portfolio with the upcoming launch of the Peloton Tread Flex—our first folding treadmill—along with the Peloton Tread Vision and Peloton Tread+ Vision. Additionally, we began accepting orders for the Commercial Series Tread and Bike, our first Peloton-branded Bike and Tread designed for high-traffic gym environments.Our Connected Fitness Products Gross margin increased to 33.4% for the three months ended September 30…
Adds "increased"; drops "decreased".
From the filings
Before
Our Connected Fitness Products Gross Margin decreased to 11.7% for the fiscal year ended June 30, 2026 compared to 13.6% for the fiscal year ended June 30, 2025. This decrease was primarily driven by an increase in import tariff charges, the $13.5 million expense incurred related to the Original Series Bike+ seat post recall, and higher promotional discounts and a product mix shift towards lower-margin products, partially offset by lower warranty expense.Now
Our Connected Fitness Products Gross margin increased to 33.4% for the three months ended September 30, 2026, compared to 6.9% for the three months ended September 30, 2025. This increase was primarily driven by refunds received during the three months ended September 30, 2026 for IEEPA tariffs previously paid and expensed, and the year-over-year benefit related to the expense incurred for the Original Series Bike+ seat post recall during the three months ended September 30, 2025.Income tax expense for the three months ended September 30, 2026 and 2025 of $1.5 million and $0.7 million…
Adds "expense"; drops "benefit of $0.1 million".
From the filings
Before
Income tax benefit of $0.1 million for the fiscal year ended June 30, 2026 was primarily due to state and international taxes, offset by adjustments to the valuation allowance resulting from an acquisition. Income tax expense of $3.4 million for the fiscal year ended June 30, 2025 was primarily due to state and international taxes.Now
Income tax expense for the three months ended September 30, 2026 and 2025 of $1.5 million and $0.7 million, respectively, was primarily due to state and international taxes.Notes will mature on December 1, 2029, unless earlier converted, redeemed, or repurchased.
Drops "In May 2024, we issued $350.0 million aggregate principal amount of 5.50% Convertible…".
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Before
In May 2024, we issued $350.0 million aggregate principal amount of 5.50% Convertible Senior Notes due 2029 (the "2029 Notes") in a private offering. The net proceeds from this offering were approximately $342.3 million, which were used, together with proceeds from the Term Loan (as defined below) and cash on hand, to repurchase approximately $801.0 million aggregate principal amount of the 2026 Notes. The 2029 Notes bear interest at a rate of 5.50% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2024. The 2029 Notes will mature on December 1, 2029, unless earlier converted, redeemed, or repurchased. The 2029 Notes will be convertible at the option of the holders at certain times and upon the occurrence of certain events.Now
Notes will mature on December 1, 2029, unless earlier converted, redeemed, or repurchased. The 2029 Notes will be convertible at the option of the holders at certain times and upon the occurrence of certain events.The Company utilizes the asset and liability method for computing its income tax provision, which consists…
New paragraph in MD&A.
From the filings
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The Company utilizes the asset and liability method for computing its income tax provision, which consists primarily of income taxes related to state and international taxes for jurisdictions in which the Company conducts business. Deferred tax assets and liabilities reflect the expected future consequences of temporary differences between the financial reporting and tax bases of assets and liabilities as well as operating loss, capital loss, and tax credit carryforwards, using enacted tax rates. Management makes estimates, assumptions, and judgments to determine the Company's provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against deferred tax assets. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent the Company believes recovery of its deferred tax assets is not more-likely-than-not, a valuation allowance is established.The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the…
New paragraph in MD&A.
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The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement.Based on management's assessment of historical results and forecasts, management is continuously monitoring…
New paragraph in MD&A.
From the filings
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Based on management's assessment of historical results and forecasts, management is continuously monitoring the weight of both positive and negative evidence. Based on these trends, it is reasonably possible that within the next 12 months, management may conclude that it is more likely than not that a substantial portion of these deferred tax assets will be realized. If such a determination is made, it would result in the recognition of net deferred tax assets on the Company's Condensed Consolidated Balance Sheets and a corresponding benefit recorded within the income tax provision in the period of release. However, management's judgment regarding future earnings and the exact timing and amount of any valuation allowance release are subject to change due to many factors, including but not limited to, future market conditions and the ability to successfully execute the Company's business plans. The Company will continue to maintain a valuation allowance against deferred tax assets where we believe that it is more likely than not that they will not be realized.
Show the redline
Section by section. Added words and removed words against the earlier filing.
Cover page 15 changes
2 unchanged paragraphs
For the fiscal year ended June 30 , 2026
☒ ANNUAL QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2026
13 unchanged paragraphs
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
8 unchanged paragraphs
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐
The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant as of December 31, 2025, the last business day of the registrant's most recently completed second fiscal quarter, was $ 2.5 billion, based upon the closing price reported for such date on The Nasdaq Global Select Market.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant's definitive proxy statement for its 2026 Annual Meeting of Stockholders, or Proxy Statement, to be filed within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, are incorporated by reference in Part III. Except with respect to information specifically incorporated by reference in this Annual Report, the Proxy Statement shall not be deemed to be filed as part hereof.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of July 30, November 2, 2026, the number of shares of the registrant's Class A common stock outstanding was 423,035,077 430,013,953 , and the number of shares of the registrant's Class B common stock outstanding was 15,836,724 15,836,474 .
Forward-looking statements 29 changes
This Annual Quarterly Report on Form 10-K 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements contained in this Annual Quarterly Report on Form 10-K, 10-Q other than statements of historical fact, including, without limitation, statements regarding our execution and timing of, and the expected benefits from, our restructuring initiatives and cost-saving measures, the cost savings and other efficiencies of expanding relationships with our third-party partners, details regarding and the timing of the launch of new products and services, our initiatives with retailer partners and our efforts to optimize our retail showroom footprint, the prices of our products and services, our future operating results and financial position, our business strategy and plans, market growth, and our objectives for future operations, are forward-looking statements. The words "believe," "may," "will," "estimate," "potential," "continue," "anticipate," "intend," "expect," "could," "would," "project," "plan," "target," and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions.
3 unchanged paragraphs
• our ability to attract and maintain subscribers and subscriptions ("Subscriptions"), including from channels such as secondary marketplaces over which we have limited control;
1 unchanged paragraph
• our ability to achieve the expected benefits of our restructuring initiatives and other cost-saving measures; including our 2025 Restructuring Plan (as defined below), which has been substantially implemented;
12 unchanged paragraphs
• seasonality or other fluctuations in our annual or quarterly results;
4 unchanged paragraphs
• risks related to artificial intelligence ("AI") and our integration of AI into our products, services, and business operations, including risks related to flawed algorithms, intellectual property infringement, cybersecurity vulnerabilities, data privacy, and evolving regulatory requirements;
13 unchanged paragraphs
Our business is subject to numerous risks and uncertainties, including those described in Part I, Item 1A, "Risk Factors" in this Annual Report on Form 10-K. You should carefully consider these risks and uncertainties when investing in our Class A common stock. Some of the principal risks and uncertainties include the following:
• We have incurred operating losses in the past, may incur operating losses in the future, and may not achieve or maintain profitability in the future.
• We may be unable to attract and retain Subscriptions, which could have an adverse effect on our business and rate of growth.
• Our operating results have been, and could in the future be, adversely affected if we are unable to accurately forecast consumer demand for our products and services and adequately manage our inventory.
• We may not successfully execute or achieve the expected benefits of our restructuring initiatives and other cost-saving measures we may take in the future, and our efforts may result in further actions and/or additional asset impairment charges and adversely affect our business.
• Our strategy depends on successfully scaling revenue across multiple channels, product categories, and customer segments, including in commercial markets and in the broader connected wellness and recovery space. If we fail to execute on these priorities, our growth, brand, and financial performance may suffer.
• If we are unable to anticipate consumer preferences and successfully develop and offer new or updated products and services in a timely manner, or effectively manage their introduction, our business may be adversely affected.
• Our past financial results may not be indicative of our future performance.
• Our success depends on our ability to maintain the value and reputation of the Peloton brand.
• Changes in trade policies in the U.S. and internationally, including the imposition of tariffs, have had, and may continue to have, an adverse effect on our business, financial condition and results of operations.
• Any major disruption or failure of our information technology systems or websites, or those of third parties on whom we rely, or our failure to successfully implement upgrades and new technology effectively, could adversely affect our business and operations.
• Our growing use of artificial intelligence and machine learning technologies may present additional risks and challenges, which could result in reputational and competitive harm, legal liability and adversely affect our results of operations.
• We rely on a limited number of suppliers, contract manufacturers, and logistics partners for our Connected Fitness Products. We also partner with and rely on third-party billing and e-commerce systems. A loss of any of these partners or an interruption or inability of these partners to satisfy our demand needs could negatively affect our business.
• We have limited control over our suppliers, contract manufacturers, and logistics partners, which may subject us to significant risks, including the potential inability to produce or obtain quality products and services on a timely basis or in sufficient quantity.
• We derive a substantial portion of our revenue from sales of our Connected Fitness Products. A further decline in sales of our Connected Fitness Products would negatively affect our future revenue and operating results.
• We operate in a highly competitive market, and we may be unable to compete successfully against existing and future competitors.
• We depend upon third-party licenses for the use of music in our content. An adverse change to, loss of, or claim that we do not hold necessary licenses may have an adverse effect on our business, operating results, and financial condition.
• From time to time, we may be subject to legal proceedings, government inquiries or investigations, product recalls or similar programs, or disputes that could cause us to incur significant expenses, divert our management's attention, and materially harm our business, financial condition, and operating results.
• those risks and uncertainties described in the sections section titled "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, I, Item 7 2 in this Quarterly Report on Form 10-Q and the sections titled "Risk Factors" in Part I, Item 1A and "Management's Discussion and Analysis of this Financial Condition and Results of Operations" in Part II, Item 7 in our Annual Report on Form 10-K for the fiscal year ended June 30, 2026, filed with the Securities and Exchange Commission (the "SEC") on August 6, 2026 (the "Form 10-K"), as such factors may be updated in our filings with the Securities and Exchange Commission the SEC.
Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the future events and trends discussed in this Annual Quarterly Report on Form 10-K 10-Q may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.
You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. Our forward-looking statements speak only as of the date of this Annual Quarterly Report on Form 10-K, 10-Q, and we undertake no obligation to update any of these forward-looking statements for any reason after the date of this Annual Quarterly Report on Form 10-K 10-Q or to conform these statements to actual results or revised expectations, except as required by law.
You should read this Annual Quarterly Report on Form 10-K, 10-Q, and the documents that we reference in this Annual Quarterly Report on Form 10-K 10-Q and have filed with the SEC, with the understanding that our actual future results, performance, and events and circumstances may be materially different from what we expect.
In this Annual Quarterly Report on Form 10-K, 10-Q, the words "we," "us," "our," "the Company," and "Peloton" refer to Peloton Interactive, Inc. and its wholly owned subsidiaries, unless the context requires otherwise.
PART I. FINANCIAL INFORMATION
Financial statements 122 changes
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42 )
PELOTON INTERACTIVE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions, except share and per share amounts)
September 30, June 30,
Cash and cash equivalents $ 1,342.2 $ 1,206.6
Accounts receivable, net 77.0 82.5
Inventories, net 159.3 135.4
Prepaid expenses and other current assets 66.7 64.9
Total current assets 1,645.2 1,489.4
Property and equipment, net of accumulated depreciation and amortization of $ 298.3 and $ 301.8 , respectively
Intangible assets, net 10.6 11.7
Restricted cash 40.3 40.9
Operating lease right-of-use assets, net 272.7 284.0
Other assets 23.0 21.4
Total assets $ 2,189.1 $ 2,055.9
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses $ 340.2 $ 311.2
Deferred revenue and customer deposits 129.5 139.5
Current portion of debt 10.0 10.0
Operating lease liabilities, current 58.6 62.5
Other current liabilities 0.7 1.8
Total current liabilities 539.0 525.0
Convertible senior notes 345.3 344.9
Term loan, net of current portion 943.7 944.2
Operating lease liabilities, non-current 335.8 347.7
Other non-current liabilities 30.7 33.7
Total liabilities 2,194.4 2,195.6
Commitments and contingencies (Note 8)
Stockholders' deficit
Common stock, $ 0.000025 par value; 2,500,000,000 and 2,500,000,000 shares of Class A common stock authorized, 429,767,889 and 422,802,650 shares of Class A common stock issued and outstanding as of September 30, 2026 and June 30, 2026, respectively; 2,500,000,000 and 2,500,000,000 shares of Class B common stock authorized, 15,836,474 and 15,836,724 shares of Class B common stock issued and outstanding as of September 30, 2026 and June 30, 2026, respectively.
Additional paid-in capital 5,423.0 5,384.7
Accumulated other comprehensive income 14.9 15.0
Accumulated deficit ( 5,443.1 ) ( 5,539.4 )
Total stockholders' deficit ( 5.3 ) ( 139.7 )
Total liabilities and stockholders' deficit $ 2,189.1 $ 2,055.9
See accompanying notes to these unaudited condensed consolidated financial statements.
PELOTON INTERACTIVE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME ( Loss ) (unaudited)
(in millions, except share and per share amounts)
Three Months Ended September 30,
Connected Fitness Products
Connected Fitness Products
Total cost of revenue
General and administrative
Research and development
Impairment expense 0.8 8.3
Restructuring expense ( 0.6 ) 4.4
Total operating expenses
Income from operations
Foreign exchange gain (loss) 1.1 ( 3.8 )
Other income (expense), net
Total other expense, net ( 18.6 ) ( 26.7 )
Income before income taxes
Net income attributable to Class A and Class B common stockholders $ 96.2 $ 13.9
Weighted-average common shares outstanding:
Other comprehensive (loss) income:
Change in foreign currency translation adjustment — 3.3
Total other comprehensive (loss) income — 3.3
Comprehensive income $ 96.2 $ 17.3
See accompanying notes to these unaudited condensed consolidated financial statements.
PELOTON INTERACTIVE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended September 30,
Cash Flows from Operating Activities:
Net income $ 96.2 $ 13.9
Adjustments to reconcile Net income to Net cash provided by operating activities:
Depreciation and amortization expense 11.3 16.8
Stock-based compensation expense 39.9 47.2
Non-cash operating lease expense 11.3 14.8
Amortization of debt discount and issuance costs 2.4 2.4
Impairment expense 0.8 8.3
Net foreign currency adjustments ( 1.1 ) 3.8
Changes in operating assets and liabilities:
Accounts receivable 5.5 30.7
Inventories ( 21.5 ) ( 30.0 )
Prepaid expenses and other current assets 1.0 ( 9.5 )
Accounts payable and accrued expenses 26.2 4.7
and 42 more changes in the filing
Notes to the financial statements 159 changes
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Peloton Interactive, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Peloton Interactive, Inc. (the Company) as of June 30, 2026 and 2025, the related consolidated statements of operations and comprehensive income (loss), stockholders' (deficit) and cash flows for each of the three years in the period ended June 30, 2026, and the related notes (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at June 30, 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2026, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of June 30, 2026, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated August 6, 2026 expressed an unqualified opinion thereon.
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.
Existence of Inventory
Description of the Matter At June 30, 2026, the Company held $135.4 million of inventory across its operations centers in the United States, Canada, Germany, the United Kingdom, and Australia. As described in Note 2 to the consolidated financial statements, inventories consist of finished goods and raw materials.
Auditing the existence of inventory involved especially challenging auditor judgment due to the dispersion of inventory across numerous operations centers that are either leased and operated by the Company or that are operated by contracted third-party logistics providers. This results in a degree of auditor judgment in determining the extent of procedures to be performed to validate the existence of inventory. For example, there is judgment required in determining the operations centers at which to perform testing procedures.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company's inventory count process. For example, we tested controls over management's review of the Company's adherence to inventory count policy, monitoring of the results of inventory counts performed throughout the year, and reconciliation of inventory count results to the general ledger.
To test the existence of inventory at the balance sheet date, our audit procedures included, among others, performing test counts of inventory items at a sample of leased and operated operations centers and procedures to confirm and test inventory quantities held at operations centers operated by contracted third-party logistics providers. We compared our test counts and the quantities confirmed by the contracted third-party logistics providers to the Company's records. We also tested inventory cutoff at the inventory count date by comparing a sample of inventory transactions from the Company's records to the related supporting documentation.
/s/ Ernst & Young LLP
We have served as the Company's auditor since 2017.
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Peloton Interactive, Inc.
Opinion on Internal Control Over Financial Reporting
We have audited Peloton Interactive, Inc.'s internal control over financial reporting as of June 30, 2026, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Peloton Interactive, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of June 30, 2026, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of June 30, 2026 and 2025, the related consolidated statements of operations and comprehensive income (loss), stockholders' (deficit) and cash flows for each of the three years in the period ended June 30, 2026, and the related notes and our report dated August 6, 2026 expressed an unqualified opinion thereon.
The Company's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
PELOTON INTERACTIVE, INC.
CONSOLIDATED BALANCE SHEETS
1 unchanged paragraph
Cash and cash equivalents $ 1,206.6 $ 1,039.5
Accounts receivable, net
Prepaid expenses and other current assets
Total current assets
Property and equipment, net
Intangible assets, net
Operating lease right-of-use assets, net 284.0 338.9
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses
Deferred revenue and customer deposits
Current portion of debt 10.0 208.5
Operating lease liabilities, current 62.5 70.1
Other current liabilities
Total current liabilities
Convertible senior notes, net of current portion 344.9 343.6
Term loan, net of current portion 944.2 946.9
Operating lease liabilities, non-current 347.7 407.5
Other non-current liabilities
Commitments and contingencies (Note 12)
Stockholders' deficit
Common stock, $ 0.000025 par value; 2,500,000,000 and 2,500,000,000 shares of Class A common stock authorized, 422,802,650 and 390,579,270 shares of Class A common stock issued and outstanding as of June 30, 2026 and June 30, 2025, respectively; 2,500,000,000 and 2,500,000,000 shares of Class B common stock authorized, 15,836,724 and 15,837,270 shares of Class B common stock issued and outstanding as of June 30, 2026 and June 30, 2025, respectively.
Additional paid-in capital
Accumulated other comprehensive income 15.0 5.1
Total stockholders' deficit
Total liabilities and stockholders' deficit
See accompanying notes to these consolidated financial statements.
PELOTON INTERACTIVE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in millions, except share and per share amounts)
Fiscal Year Ended June 30,
Connected Fitness Products
Connected Fitness Products
Total cost of revenue
General and administrative
Research and development
Impairment expense 34.6 64.1 57.3
Restructuring expense 17.9 33.8 66.1
Supplier settlements — 23.5 ( 2.6 )
Total operating expenses
Income (loss) from operations 160.7 ( 36.2 ) ( 529.0 )
Foreign exchange (loss) gain ( 10.1 ) 22.4 —
Other (expense) income, net ( 0.2 ) 0.1 0.7
Net gain on debt refinancing — — 53.6
Total other expense, net ( 97.6 ) ( 79.3 ) ( 23.2 )
Income (loss) before income taxes 63.1 ( 115.6 ) ( 552.1 )
Income tax (benefit) expense ( 0.1 ) 3.4 ( 0.2 )
Net income (loss) $ 63.2 $ ( 118.9 ) $ ( 551.9 )
Net income (loss) attributable to Class A and Class B common stockholders $ 63.2 $ ( 118.9 ) $ ( 551.9 )
Earnings (loss) per share:
and 79 more changes in the filing
Note 2: Summary of Significant Accounting Policies 99 changes
1 unchanged paragraph
Cash and Cash Equivalents
The Company considers all cash and short-term investments purchased with maturities of three months or less when acquired to be cash equivalents. As of June 30, 2026 and 2025, the Company's cash and cash equivalents were primarily held in money market and operating accounts. At various times during the fiscal years ended June 30, 2026 and 2025, the balances of cash at financial institutions exceeded the federally insured limit. The Company has not experienced any losses in such accounts and believes its cash and cash equivalents are not subject to any significant credit risk.
Accounts Receivable, Net of Allowances
The Company's accounts receivable primarily represent amounts due from third-party retailers and commercial sales and amounts due from third-party payment processors. Accounts receivable are recorded at the invoiced amount less allowances for credit losses. The allowance for credit losses is based upon a number of factors, including the length of time accounts receivable are past due, the Company's previous loss history, the specific customer's ability to pay its obligation and any other forward-looking data regarding customers' ability to pay which may be available.
Inventories consist of finished goods and raw materials. Finished goods are primarily purchased from contract manufacturers. Inventories are stated at the lower of cost or net realizable value. For Peloton-branded Connected Fitness products, accessories, apparel, and raw materials, cost is determined using a weighted-average cost method. For Precor-branded fitness products and raw materials, cost is determined using a first-in, first-out basis. Adjustments to reduce inventory to net realizable value are recognized in Connected Fitness Products Cost of revenue. The Company periodically assesses and adjusts the value of inventory for estimated excess and obsolete inventory based upon estimates of future demand and market conditions, as well as damaged or otherwise impaired goods. The Company may be required to write down the value of inventory if estimates of future demand and market conditions indicate excess and/or obsolete inventory. Inventory write-downs are recorded as a component of Connected Fitness Products Cost of revenue. Spare parts are recorded as inventory and recognized in cost of revenue as consumed. Refer to Note 6 , Inventories for additional information.
Property and Equipment
Property and equipment purchased by the Company are stated at cost less accumulated depreciation and impairment losses, if any. Depreciation and amortization of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the useful life of those leasehold improvements and the remaining lease term. Depreciation and amortization expense is classified within the corresponding cost of revenue or operating expense categories on the Consolidated Statements of Operations and Comprehensive Income (Loss). Charges for repairs and maintenance that do not improve or extend the lives of the respective assets are expensed as incurred. Refer to Note 7, Property and Equipment for additional information.
Internal-Use Software
The Company capitalizes certain qualified costs incurred in connection with the development of internal-use software. The Company evaluates the costs incurred during the application development stage of internal use software and website development to determine whether the costs meet the criteria for capitalization. Costs related to preliminary project activities and post-implementation activities including maintenance are expensed as incurred. Capitalized costs related to internal-use software are amortized on a straight-line basis over the estimated useful life of the software, not to exceed three years . Capitalized costs less accumulated amortization are included within Property and equipment, net on the Consolidated Balance Sheets.
Impairment of Long-Lived Assets
Long-lived assets are reviewed for impairment whenever events or changes in circumstances ("triggering events") indicate that the carrying amount of an asset group may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset group to future undiscounted net cash flows expected to be generated by the asset group. If the carrying amount of an asset group exceeds its estimated undiscounted net future cash flows, an impairment charge is recognized within Impairment expense on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the amount by which the carrying amount of the asset group exceeds its fair value, which is measured relying primarily on a discounted cash flow method.
Goodwill and Intangible Assets
Goodwill represents the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interest, if any, over the fair value of identifiable assets acquired and liabilities assumed in a business combination.
The Company reviews goodwill for impairment annually on April 1 of each fiscal year or more frequently if events or changes in circumstances indicate that an impairment may exist. In conducting its annual impairment test, the Company first reviews qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If factors indicate that the fair value of the reporting unit is less than its carrying amount, the Company performs a quantitative assessment and the fair value of the reporting unit is determined by analyzing the expected present value of future cash flows. If the carrying value of the reporting unit exceeds its fair value, an impairment loss equal to the excess is recorded.
Intangible assets other than goodwill are comprised of acquired developed technology and other finite-lived intangible assets. At initial recognition, intangible assets acquired in a business combination or asset acquisition are recognized at their fair value as of the date of acquisition. Following initial recognition, intangible assets are carried at acquisition date fair value less accumulated amortization and impairment losses, if any, and are amortized on a straight-line basis over the estimated useful life of the asset. The Company has no intangible assets with indefinite useful lives.
The Company assesses the impairment of intangible assets whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Refer to Note 8, Goodwill and Intangible Assets for additional information.
The Company's Restricted cash primarily relates to cash used to collateralize outstanding letters of credit.
The Company leases facilities under operating leases with various expiration dates through 2039. The Company leases space for its corporate headquarters and the operation of its production studio facilities, distribution facilities, warehouses, retail locations, and other office spaces. The Company does not have any material finance leases. The Company determines if an arrangement is a lease, or contains a lease, at inception and records the leases in its financial statements upon lease commencement, which is the date when the underlying asset is made available for use by the lessor.
Right-of-use assets and lease liabilities are established on the Consolidated Balance Sheets for leases with an expected term greater than one year. Lease liabilities are recognized at the present value of the fixed and determinable lease payments not yet paid, less any lease incentives payable to the Company. Right-of-use assets are recognized based on the initial measurement of the lease liability, plus any initial direct costs incurred by the Company and any lease payments made to the landlord at or before lease commencement, minus any lease incentives received. As the rate implicit in the lease is not determinable, the Company uses its secured incremental borrowing rate to determine the present value of the lease payments. Leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets.
The Company has lease agreements with lease and non-lease components, and has elected the practical expedient to not separate lease and non-lease components for its real estate and equipment leases. Non-lease components include fixed payments for common area maintenance, utilities, insurance, and other costs.
The Company recognizes lease expense for operating leases on a straight-line basis over the term of the lease. The Company's lease terms include options to extend or terminate the underlying lease when it is reasonably certain that the Company will exercise that option. The operating lease arrangements included in the measurement of lease liabilities do not reflect options to extend or terminate, as management does not consider the exercise of these options to be reasonably certain. Certain operating leases provide for annual increases to lease payments based on an index or rate. The Company calculates the present value of future lease payments based on the index or rate at the lease commencement date for new leases. Differences between the calculated lease payment and actual payment are expensed as incurred. Variable lease payments include, but are not limited to, percentage of sales, common area charges, taxes paid by the landlord that are charged to the Company, and changes to the consumer price index. Variable lease payments are expensed as incurred.
The Company subleases certain corporate offices, warehouses and distribution facilities, and retail locations to third parties, which does not relieve the Company of its primary lease obligations with the lessor (the "head lease"). These subleases are classified as operating leases, and therefore the Company continues to account for the head lease as it did before the commencement date of the sublease. The Company recognizes sublease income on a straight-line basis over the sublease term. Variable lease payments include, but are not limited to, common area charges, real estate taxes, and utilities, and are recognized as variable sublease income in the period in which they are earned. Sublease income is presented within the same category of operating expenses as the underlying head lease expense on the Consolidated Statements of Operations and Comprehensive Income (Loss). If the lease cost for the term of the sublease exceeds the Company's anticipated sublease income for the same period, the Company assesses the right-of-use asset associated with the head lease for impairment under the long-lived asset impairment provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 360, Property, Plant, and Equipment .
The Company leases Peloton Bike portfolio products under the Peloton Rental program. The lease arrangement provides the customer with an option to purchase the underlying equipment or terminate the lease at any time. The price to purchase the underlying equipment is determined based on the number of months that the customer has leased the equipment, and is not considered a bargain purchase option. All Peloton Rental lease agreements are considered operating leases, and the Company currently does not have any sales-type or direct financing leases as a lessor. Refer to Revenue Recognition within this Note 2, Summary of Significant Accounting Policies , for further details regarding the Peloton Rental program.
Convertible Senior Notes
In February 2021, the Company issued in a private offering $ 1.0 billion aggregate principal amount of 0.00 % Convertible Senior Notes due 2026 (the "2026 Notes"), including the initial purchasers' exercise in full of their option to purchase additional notes. In May 2024, the Company entered into separate, privately negotiated transactions with certain holders of the 2026 Notes to repurchase $ 801.0 million of aggregate principal amount of the 2026 Notes for an aggregate of $ 724.9 million of cash. The Company accounted for this repurchase of the 2026 Notes as a debt extinguishment under ASC 470-50, Debt–Modifications and Extinguishments ("ASC 470-50"). In February 2026, the Company repaid in cash the remaining $ 199.0 million aggregate principal amount of the 2026 Notes upon maturity.
In May 2024, the Company issued in a private offering $ 350.0 million aggregate principal amount of 5.50 % Convertible Senior Notes due 2029 (the "2029 Notes"), including the initial purchasers' exercise in full of the option to purchase additional notes.
The 2026 Notes and 2029 Notes (together, "the Notes") are accounted for in accordance with ASC 470-20, Debt–Debt with Conversion and Other Options . Pursuant to ASC Subtopic 470-20, debt with an embedded conversion feature shall be accounted for in its entirety as a liability and no portion of the proceeds from the issuance of the convertible debt instrument shall be accounted for as attributable to the conversion feature unless the conversion feature is required to be accounted for separately as an embedded derivative or the conversion feature results in a premium that is subject to the guidance in ASC 470.
The Notes are accounted for as a liability with no portion of the proceeds attributable to the conversion options as the conversion feature did not require separate accounting as a derivative, and the Notes did not involve a premium subject to the guidance in ASC 470.
Refer to Note 11, Debt for additional information.
Fair Value of Financial Instruments
Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Subsequent changes in fair value of these financial assets and liabilities are recognized in earnings or other comprehensive income when they occur. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurement or assumptions that market participants would use in pricing the assets or liabilities, such as inherent risk, transfer restrictions, and credit risk.
The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:
• Level 1 inputs are based on quoted prices in active markets for identical assets or liabilities.
• Level 2 inputs are based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
• Level 3 inputs are based on unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities, and typically reflect management's estimates of assumptions that market participants would use in pricing the asset or liability.
The Company's material financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, Term Loan (as defined in Note 11, Debt ), and convertible senior notes. The carrying values of the Company's cash and cash equivalents, accounts receivable, and accounts payable and accrued expenses approximated their fair values at June 30, 2026 and 2025, due to the short period of time to maturity or repayment. Refer to Note 5, Fair Value Measurements for additional information regarding the Term Loan and convertible senior notes.
Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties, and other sources are recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. If a loss is reasonably possible, but not probable, and the loss or range of loss can be reasonably estimated, or if a loss is probable and the loss or range of loss cannot be reasonably estimated, the Company discloses the nature of the contingency and an estimate of the possible loss or range of loss or states that such an estimate cannot be made. Refer to Note 12, Commitments and Contingencies for additional information.
The Company's primary sources of revenue are its recurring content Subscription revenue and revenue from sales of its Connected Fitness Products and related accessories, including Precor-branded fitness products, delivery and installation services.
The Company determines revenue recognition through the following steps:
• Identification of the contract, or contracts, with a customer;
• Identification of the performance obligations in the contract;
• Determination of the transaction price;
• Allocation of the transaction price to the performance obligations in the contract; and
• Recognition of revenue when, or as, the Company satisfies a performance obligation.
Revenue is recognized when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company's revenue is reported net of sales returns and concessions, discounts and allowances, incentives, and rebates to commercial distributors as a reduction of the transaction price. Certain contracts include consideration payable that is accounted for as a payment for distinct goods or services. An estimated amount of variable consideration is included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur once the uncertainty is resolved. The Company's transaction price estimate includes its estimate for product returns and concessions based on the terms and conditions of home trial programs, historical return trends by product category, impact of seasonality, an evaluation of current economic and market conditions, and current business practices, and the Company records the expected customer refund liability as a reduction to revenue, and the expected inventory right to return asset as a reduction of cost of revenue. If actual return costs differ from previous estimates, the amount of the liability and corresponding revenue are adjusted in the period in which such costs occur.
For customer contracts that include multiple performance obligations, the Company accounts for individual performance obligations if they are distinct. The transaction price is then allocated to each performance obligation based on its standalone selling price. The Company generally determines the standalone selling price based on the prices charged to customers.
The Company applies the practical expedient as per ASC 606-10-50-14, Revenue from Contracts with Customers and does not disclose information related to remaining performance obligations due to their original expected terms being one year or less.
The Company applies the practical expedient as per ASC 340-40-25-4, Other Assets and Deferred Costs–Contracts with Customers and expenses sales commissions when incurred if the amortization period of the asset that the Company otherwise would have recognized is one year or less. These costs are recorded in Sales and marketing in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss).
Some of the Company's revenues relate to arrangements for Peloton Bike portfolio rental products. The Peloton Rental program allows Members to lease Peloton Bike portfolio products with a Peloton Rental Membership for a single monthly cost and a one-time assembly fee, and gives the Member the option to purchase the equipment outright or cancel at any time with no penalty. These lease arrangements include both lease and non-lease components. Consideration is allocated between the lease and non-lease components based on management's best estimate of the relative standalone selling price of each component. The lease component relates to the customer's right to use the equipment over the lease term and is accounted for as an operating lease in accordance with ASC 842, Leases . Lease revenue is recognized on a straight-line basis over the term of the lease within Connected Fitness Products Revenue, while the underlying customer-leased equipment remains within Property and equipment, net on the Company's Consolidated Balance Sheets and depreciates over the equipment's useful life. Depreciation expense associated with the underlying equipment is reflected in Connected Fitness Products Cost of revenue in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss). Non-lease components primarily consist of an All-Access Membership, which is recognized ratably over the subscription term within Subscription Revenue and the one-time assembly fee which is recognized upon completion.
Connected Fitness Products
Connected Fitness Products Revenue primarily consists of sales of the Company's portfolio of Connected Fitness Products and related accessories, including Precor-branded fitness products, delivery and installation services, Peloton Bike portfolio rental products, extended warranty agreements, branded apparel, and commercial service contracts. The Company recognizes Connected Fitness Products Revenue net of sales returns and concessions, discounts and allowances, and third-party financing program fees, when the product has been delivered to the customer, except for extended warranty revenue that is recognized ratably over the warranty coverage period and service revenue that is recognized over the term of the service contract. Payment is typically due at the time of sale for Connected Fitness Products sold through the Company's website and at retail locations. The Company generally allows customers to return Peloton-branded Connected Fitness Products within thirty days of purchase, as stated in its return policy.
The Company records fees paid to third-party financing partners in connection with its consumer financing program as a reduction of revenue, as it considers such costs to be a customer sales incentive. The Company records payment processing fees for its credit card sales for Connected Fitness Products within Sales and marketing in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss).
Subscription Revenue primarily consists of revenue generated from the Company's Paid Connected Fitness Subscriptions and Paid Peloton App Subscriptions, which are offered on a month-to-month or annual prepaid basis, and revenue generated from content licensing arrangements.
The Company's subscriptions provide access to Peloton content and its library of live and on-demand fitness classes. Members are billed in advance of the start of their subscription term, and amounts paid for subscription fees, net of refunds are included within Deferred revenue and customer deposits on the Company's Consolidated Balance Sheets and recognized ratably over the subscription term. The Company records payment processing fees for its monthly subscription charges within Subscription Cost of revenue in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss).
Revenue from content licensing arrangements includes the licensing of Peloton content to third-party partners, which is considered functional intellectual property ("IP"). Revenue for IP rights is accounted for based on the nature of the promise to grant the license. In determining whether the Company's promise is to provide a right to access its IP or a right to use its IP, the Company considers the delivery pattern and nature of the IP to which the customer will have rights. Revenue from right-to-use licenses is recognized at the point in time when control of the distinct Peloton content is transferred to the customer, whereas revenue from right-to-access licenses is recognized over the access period to the Peloton content. Revenues from sales-based and usage-based royalties promised in exchange for a license of Peloton content is recognized at the later of when the underlying sale occurs, or the performance obligation to which some or all of the sales-based or usage-based royalty has been allocated is satisfied.
Sales tax collected from customers and remitted to governmental authorities is not included in revenue and is reflected as a liability on the Company's Consolidated Balance Sheets.
Beginning in the first quarter of fiscal 2026, the Company assigns executive compensation and other corporate overhead costs associated with its corporate facilities, which were historically included in General and administrative expense, to the various expense captions that these costs relate to, including Cost of revenue, Sales and marketing, General and administrative, and Research and development.
Connected Fitness Products
Connected Fitness Products Cost of revenue primarily consists of the Company's portfolio of Connected Fitness Products, related accessories, Precor-branded fitness products, and branded apparel product costs, including third-party manufacturing costs, duties and other applicable importing costs, shipping and handling costs, packaging, warranty replacement and service costs, fulfillment costs, warehousing costs, costs related to the Company's commercial business, depreciation of property and equipment, and certain costs related to management, facilities, and personnel-related expenses, including stock-based compensation expense, associated with supply chain logistics. Inventory write-downs and related obsolescence reserve expense are also included within Connected Fitness Products Cost of revenue.
Subscription Cost of revenue primarily consists of costs associated with content creation and costs to stream content to Members. Fixed costs primarily include Instructor, content, production, and management personnel-related expenses, including stock-based compensation expense, as well as certain costs related to facilities, including depreciation of property and equipment, studio rent and occupancy, and other studio overhead. Variable costs primarily include music royalty fees, third-party platform streaming costs, and payment processing fees for monthly subscription billings.
The Company has entered into agreements with music rights holders for the music included in the operation of Peloton's service. The Company pays and recognizes music royalty fees in accordance with the terms of the relevant license agreement with the music rights holder. This can include royalties incurred for paid subscriptions and royalties incurred as part of free-trial offers, which are recognized within Subscription Cost of revenue and Sales and marketing in the Company's Consolidated Statements of Operations and Comprehensive Income (Loss), respectively. The Company has certain license agreements whereby music royalty fees are subject to payment guarantees. When a guaranteed payment is made in advance, the amount is recorded as a prepaid asset and amortized over the shorter of the period consumed or the term of the license agreement. When actual music royalty fees to be incurred during a contractual period are expected to fall short of the guaranteed payment, the expected under-recoupment is expensed pro-rata across the contractual period.
Some of the Company's license agreements also include so-called "most-favored nations" provisions, which require that certain terms (including material financial terms) are no less favorable than those provided to any similarly situated licensor. When it is probable that the Company will incur incremental music royalty fees under a most-favored nations provision, a liability is established within Accounts payable and accrued expenses on the Company's Consolidated Balance Sheets.
Given the at times migratory, uncertain, or opaque nature of music rights ownership, the Company's archived library may continue to include music for which certain rights or fractional interests have unknowingly changed and require updated licensing. Prior to the execution of a music license agreement, the Company estimates and records a charge based upon license agreements previously entered into and the respective music rights holdings.
Advertising and other promotional costs to market the Company's products and services are expensed as incurred. Advertising expenses were $ 224.2 million, $ 247.0 million, and $ 435.0 million for the fiscal years ended June 30, 2026, 2025, and 2024, respectively, and are included within Sales and marketing expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss).
Research and Development Costs
Research and development expense primarily consists of personnel-related expenses, including stock-based compensation expense, and facilities-related expenses, consulting and contractor expenses, tooling and prototype materials, software platform expenses, and depreciation of property and equipment. Substantially all of the Company's research and development expenses are related to developing new products and services and improving existing products and services. Research and development expenses are expensed as incurred. Certain qualified costs incurred in connection with the development of internal-use software are capitalized that may also cause research and development expenses to vary from period to period.
Stock-Based Compensation
Employee Stock Purchase Plan
In August 2019, the Company's Board of Directors ("Board of Directors") adopted the 2019 Employee Stock Purchase Plan ("ESPP"), which was subsequently approved by the Company's stockholders in September 2019. The Company recognizes stock-based compensation expense related to shares issued pursuant to its ESPP on a straight-line basis over the offering period, which is twenty-four months . The ESPP allows eligible employees to purchase shares of the Company's Class A common stock at a 15 percent discount through accumulated payroll deductions. The ESPP became effective on September 25, 2019, the date the registration statement filed in connection with the Company's initial public offering was declared effective by the SEC (the "Effective Date"). The number of shares of Class A common stock that are available for issuance and sale to eligible employees under the ESPP increases automatically on the first day of each fiscal year of the Company beginning on
July 1, 2020 through 2029, in an amount equal to 1 % of the total number of outstanding shares of all classes of the Company's common stock on the immediately preceding June 30, or such lesser number as may be determined by the Board of Directors or applicable committee in its sole discretion. On July 1, 2025, the number of shares of Class A common stock available for issuance under the ESPP was automatically increased according to its terms by 4,064,165 shares. As of June 30, 2026, a total of 21,151,488 shares of Class A common stock were available for sale to employees under the ESPP.
Unless otherwise determined by the Board of Directors, each offering period will consist of four six-month purchase periods, commencing on September 1 and March 1 and ending on August 31 and February 28 of each two-year period or each six-month period, respectively, subject to a reset provision. If the closing price of Class A common stock on the first day of an offering period is higher than the closing price of Class A common stock on the last day of any applicable purchase period, participants will be withdrawn from the ongoing offering period immediately following the purchase of ESPP shares on the purchase date and would automatically be enrolled in the subsequent offering period ("ESPP reset"), resulting in a modification under ASC 718, Compensation–Stock Compensation .
Unless otherwise determined by the Board of Directors, the purchase price for each share of Class A common stock purchased under the ESPP will be 85 % of the lower of the fair market value per share on the first trading day of the applicable offering period or the fair market value per share on the last trading day of the applicable purchase period.
The Company estimates the fair value of shares expected to be purchased at the commencement of the ESPP offering periods using the Black-Scholes option pricing model. The Company estimates the expected term based on each offering period's respective purchase date. The expected volatility is based on the historical volatility of the price of Class A common stock. The risk-free interest rate is based on the United States Treasury yield curve in effect at the time of grant. Expected dividend yield is zero as the Company has not paid and does not currently anticipate paying dividends on its common stock.
2019 Equity Incentive Plan
In August 2019, the Board of Directors adopted the 2019 Equity Incentive Plan ("the 2019 Plan"), which was subsequently approved by the Company's stockholders in September 2019. Stock-based awards are measured at the grant date based on the fair value of the award and are recognized as expense, net of actual forfeitures, on a straight-line basis over the requisite service period, which is generally the vesting period of the respective award. For stock option and restricted stock unit grants, vesting generally occurs over two to four years . Stock option grants are not exercisable after the expiration of ten years from the date of grant or such shorter period as specified in a stock award agreement. Restricted stock units ("RSU") are generally granted with only a service condition. The Company also grants awards subject to performance or market conditions, in addition to a service condition, to certain executives from time to time ("performance stock units" or "PSU").
During the fiscal years ended June 30, 2026 and 2025, the Company granted PSUs with performance conditions to certain members of management. The PSUs generally cliff vest, if earned, two and one-half months after the end of the fiscal year. The number of shares that can be earned generally ranges from 0 % to 200 % of the target number based on the achievement of the performance condition over the respective measurement period. For performance-based awards issued, the value of the instrument is measured at the grant date as the fair value of the award and expensed over the vesting term under an accelerated attribution method when the performance targets are considered probable of being achieved.
During the fiscal year ended June 30, 2026, the Company also granted PSUs with market conditions to certain members of management. For awards granted with a market condition, the Company estimated the grant date fair value using a Monte Carlo simulation model that incorporated the likelihood of the achievement of meeting stock price targets. For market-based awards issued which also require a service period, stock-based compensation expense is recognized using the accelerated attribution method over the longer of the explicit service period or when the market condition is satisfied and will not be reversed if market conditions are unmet.
The Company estimates the fair value of stock options using the Black-Scholes option pricing model. The determination of the grant date fair value of stock awards issued is affected by a number of variables, including the fair value of the Company's common stock, the expected common stock price volatility over the expected life of the awards, the expected term of the stock option, risk-free interest rates, and the expected dividend yield of the Company's common stock. The expected volatility is based on the historical volatility of the price of Class A common stock. The Company estimates the expected term based on the simplified method for employee stock options considered to be "plain vanilla" options, as the Company's historical share option exercise experience does not provide a reasonable basis upon which to estimate the expected term. The risk-free interest rate is based on the United States Treasury yield curve in effect at the time of grant. Expected dividend yield is 0.0 % as the Company has not paid and does not currently anticipate paying dividends on its common stock.
The 2019 Plan serves as the successor to the 2015 Stock Plan. The 2015 Stock Plan continues to govern the terms and conditions of the outstanding awards previously granted thereunder. Any reserved shares not issued or subject to outstanding grants under the 2015 Plan on the effective date of the 2019 Plan became available for grant under the 2019 Plan and will be issued as Class A common stock. Generally, the 2015 Stock Plan permitted the early exercise of stock options granted prior to the IPO. The unvested portion of shares exercised was recorded within Other current liabilities on the Company's Consolidated Balance Sheets and reclassified to equity as vesting occurred.
The number of shares reserved for issuance under the 2019 Plan will increase automatically on July 1 of each of 2020 through 2029 by the number of shares of Class A common stock equal to 5 % of the total outstanding shares of all of the Company's classes of common stock as of each June 30 immediately preceding the date of increase (the "evergreen feature"), or a lesser amount as determined by the Board of Directors. On July 1, 2025, the number of shares of Class A common stock available for issuance under the 2019 Plan was automatically increased according to its terms by 20,320,827 shares.
2 unchanged paragraphs
2 unchanged paragraphs
1 unchanged paragraph
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and 19 more changes in the filing
Note 3: Revenue 24 changes
1 unchanged paragraph
Fiscal Year Ended June 30,
International 239.5 216.5 213.5
Total Revenue $ 2,446.0 $ 2,490.8 $ 2,700.5
The Company's revenue attributable to the United States, included within North America above, was $ 2,117.1 million, $ 2,185.7 million, and $ 2,389.2 million, representing 87 %, 88 %, and 88 % of Total revenue for the fiscal years ended June 30, 2026, 2025, and 2024, respectively.
The Company's revenue disaggregated by segment, excluding sales-based taxes, is included in Note 17, 11, Segment Information . The Company's revenue disaggregated by geographic region was as follows:
Three Months Ended September 30,
North America $ 502.3 $ 494.4
International 56.8 56.5
Total Revenue $ 559.2 $ 550.8
During the three months ended September 30, 2026 and 2025, the Company's revenue attributable to the United States, included within North America above, was $ 483.2 million and $ 475.3 million, respectively, representing 86 % of total revenue in each period.
2 unchanged paragraphs
As of June September 30, 2026 and June 30, 2025, 2026, deferred revenue of $ 93.9 88.2 million and $ 91.7 93.9 million, respectively, and customer deposits of $ 45.7 41.3 million and $ 59.0 45.7 million, respectively, were included in Deferred revenue and customer deposits on the Company's Condensed Consolidated Balance Sheets.
During the fiscal years three months ended June September 30, 2026 and 2025, the Company recognized revenue of $ 90.2 76.4 million and $ 91.8 75.6 million, respectively, that which was included in the deferred revenue balance as of June 30, 2025 2026 and 2024, 2025, respectively.
The Company applies the practical expedient as per ASC 606-10-50-14, Revenue from Contracts with Customers , and does not disclose information related to remaining performance obligations due to their original expected terms being one year or less.
2 unchanged paragraphs
Fiscal Year Ended June 30,
Balance at beginning of period $ 24.5 $ 20.3
Provision for warranty accrual 15.9 35.5
Warranty claims ( 21.5 ) ( 31.3 )
Three Months Ended September 30,
Balance at end beginning of period $ 18.9 $ 24.5
Provision for warranty accrual 1.6 4.3
Warranty claims ( 3.4 ) ( 5.8 )
Balance at end of period $ 17.2 $ 23.1
1 unchanged paragraph
Extended warranty revenue is recognized ratably over the extended warranty coverage period and is included in Connected Fitness Products Revenue in the Condensed Consolidated Statements of Operations and Comprehensive Income. (Loss). The Company's revenue attributable to extended warranty was $ 16.0 million, $ 21.3 3.7 million and $ 36.0 4.0 million, representing 1 % of total revenue during each of the fiscal years three months ended June September 30, 2026 2025, and 2024. 2025.
The Company leases Peloton Bike portfolio products under the Peloton Rental program. Lease revenue is recognized on a straight-line basis over the term of the lease within Connected Fitness Products Revenue and was $ 5.3 million and $ 9.2 million for the three months ended September 30, 2026 and 2025, respectively.
Note 4: Restructuring 43 changes
1 unchanged paragraph
Fiscal Year Ended June 30,
In August 2025, the Company announced a subsequent restructuring plan (the "2025 Restructuring Plan" and, together with the 2024 Restructuring Plan, the "Restructuring Plans"), which included a reduction in global headcount and was designed to improve the Company's cost structure, operating efficiency, and profitability, while providing the opportunity to return to growth by reinvesting savings into Peloton's differentiating capabilities. The Restructuring Plans have been were substantially completed as of June 30, 2026. The Company does not expect to incur material additional cash or non-cash restructuring charges under the 2025 Restructuring Plan.
Due to the actions taken pursuant to the Restructuring Plans, Upon certain triggering events, the Company tested tests certain long-lived assets (asset groups) for recoverability by comparing the carrying values of the asset group to estimates of their future undiscounted cash flows, which were are generally the liquidation value, or for operating lease right-of-use assets, income from a sublease arrangement. Based on the results of the recoverability tests, the Company determined that during the fiscal years three months ended June September 30, 2026 2025, and 2024, 2025, the undiscounted cash flows of certain assets (asset groups) were below their carrying values, indicating impairment. The Any impaired assets were written down to their estimated fair values. which were determined based on their estimated liquidation or sales value, or for operating lease right-of-use assets, discounted cash flows of a sublease arrangement. See further discussion in Note 7, Property and Equipment and Note 10, Leases in the Notes to Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K.
As a result of the Restructuring Plans, the Company incurred the charges shown in the following table. Asset write-downs and write-offs are included within Impairment expense, Write-offs of inventory related to restructuring activities are included within Connected Fitness Products Cost of revenue, and the remaining charges incurred during the relevant periods are included within Restructuring expense, in the Condensed Consolidated Statements of Operations and Comprehensive Income: (Loss):
Three Months Ended September 30,
1 unchanged paragraph
Total cash restructuring charges 17.0 33.0 55.7
Severance and other personnel costs (2) $ ( 1.0 ) $ ( 0.4 )
Exit and disposal costs and professional fees (3) 0.4 5.0
Total cash restructuring charges ( 0.6 ) 4.7
1 unchanged paragraph
Write-offs of inventory related to restructuring activities (6)
Loss on sale of subsidiary (7)
Total non-cash restructuring charges 12.4 21.9 52.2
Total $ 29.5 $ 54.9 $ 107.9
(2) Includes $ 0.1 million and $ 23.2 million of severance and other personnel costs related to the 2024 Restructuring Plan and 2025 Restructuring Plan, respectively, for the fiscal year ended June 30, 2025. Includes $ 7.5 million and $ 29.0 million of severance and other personnel costs related to the 2022 Restructuring Plan and 2024 Restructuring Plan, respectively, for the fiscal year ended June 30, 2024.
(3) All charges for the fiscal year ended June 30, 2025 relate to the 2024 Restructuring Plan. Includes $ 16.1 million and $ 3.1 million of exit and disposal costs and professional fees related to the 2022 Restructuring Plan and 2024 Restructuring Plan, respectively, for the fiscal year ended June 30, 2024.
(4) All charges for the fiscal year ended June 30, 2025 relate to the 2024 Restructuring Plan. Includes $ 31.1 million and $ 9.7 million of asset write-downs and write-offs related to the 2022 Restructuring Plan and 2024 Restructuring Plan, respectively, for the fiscal year ended June 30, 2024.
(5) All charges for the fiscal year ended June 30, 2025 relate to the 2025 Restructuring Plan. Includes $ 7.2 million and $( 0.6 ) million of stock-based compensation expense related to the 2022 Restructuring Plan and 2024 Restructuring Plan, respectively, for the fiscal year ended June 30, 2024.
(6) Includes write-offs of inventory related to the 2022 Restructuring Plan.
(7) Includes loss on sale of subsidiary recognized in connection with the 2022 Restructuring Plan.
The following table presents a roll-forward of cash restructuring-related liabilities, which are included within Accounts payable and accrued expenses in the Consolidated Balance Sheets:
Severance and other personnel costs Exit and disposal costs and professional fees Total (in millions)
Balance as of June 30, 2023
Cash restructuring charges (1)
Cash payments ( 37.4 ) ( 15.2 ) ( 52.6 )
Balance as of June 30, 2024
(1) Includes $ 7.5 million and $ 29.0 million of cash charges for severance and other personnel costs related to the 2022 Restructuring Plan and 2024 Restructuring Plan, respectively, and $ 16.1 million and $ 3.1 million of cash charges for exit and disposal costs and professional fees related to the 2022 Restructuring Plan and 2024 Restructuring Plan, respectively, for the fiscal year ended June 30, 2024.
Severance and other personnel costs Exit and disposal costs and professional fees Total (in millions)
Balance as of June 30, 2024
Cash restructuring charges (2)
Cash payments ( 12.3 ) ( 13.1 ) ( 25.4 )
Balance as of June 30, 2025
(2) Includes $ 0.1 million and $ 23.2 million of cash charges for severance and other personnel costs related to the 2024 Restructuring Plan and 2025 Restructuring Plan, respectively, and $ 9.6 million of cash charges for exit and disposal costs and professional fees related to the 2024 Restructuring Plan, for the fiscal year ended June 30, 2025.
Severance and other personnel costs Exit and disposal costs and professional fees Total (in millions)
Balance as of June 30, 2025
Cash restructuring charges (3)
Cash payments ( 22.2 ) ( 12.3 ) ( 34.5 )
Balance as of June 30, 2026
(3) All cash restructuring charges for the fiscal year ended June 30, 2026 related to the 2025 Restructuring Plan.
Asset write-downs and write-offs (4) $ ( 0.4 ) $ 7.2
Stock-based compensation expense (5) — ( 0.2 )
Total non-cash restructuring charges ( 0.4 ) 7.0
Total $ ( 1.0 ) $ 11.7
(1) All cash and non-cash restructuring charges for the fiscal year three months ended June September 30, 2026 and 2025 related to the 2025 Restructuring Plan.
Note 5: Fair Value Measurements 9 changes
1 unchanged paragraph
The following table presents the estimated fair values and carrying amounts of the Company's financial instruments that are not recorded at fair value on the Condensed Consolidated Balance Sheets. All The fair values of these liabilities fair value are considered classified as Level 2:
June September 30, 2026 June 30, 2025 2026
1 unchanged paragraph
0.00 % Convertible Senior Notes due 2026
1 unchanged paragraph
The estimated fair value of the 2026 Notes and the estimated fair value of the 2029 Notes (each as defined in Note 11, Debt ) are determined based on the respective closing prices on the last trading day of the reporting period. The 2026 Notes matured on February 15, 2026, and during the fiscal year ended June 30, 2026, the Company repaid in cash the remaining $ 199.0 million aggregate principal amount of the 2026 Notes.
Term Loan due and payable on May 30, 2029 977.5 977.5 980.0 980.0 990.0 990.0
Total $ 1,330.0 1,327.5 $ 1,545.9 1,477.9 $ 1,539.0 1,330.0 $ 1,818.1 1,545.9
(1) Carrying Amount excludes unamortized debt discount and issuance costs of $ 17.7 16.3 million and $ 13.2 12.2 million, respectively, as of June September 30, 2026, and unamortized debt discount and issuance costs of $ 22.7 17.7 million and $ 17.4 13.2 million, respectively, as of June 30, 2025. 2026.
The estimated fair value of the 2029 Notes (defined in Note 7, Debt ) is determined based on the respective closing price on the last trading day of the reporting period.
The carrying value of the Term Loan (as defined in Note 11, 7, Debt ) approximates the fair value of the Term Loan as of June September 30, 2026 and 2025, June 30, 2026, respectively.
Note 6: Inventories 8 changes
1 unchanged paragraph
Raw materials $ 23.9 $ 22.7
September 30, 2026 June 30, 2026
Raw materials $ 25.2 $ 23.9
2 unchanged paragraphs
Less: Reserves ( 79.7 79.0 ) ( 154.8 79.7 )
Total inventories, net $ 135.4 159.3 $ 205.6 135.4
(1) Includes $ 16.4 42.7 million and $ 40.3 16.4 million of finished goods inventory in transit, products owned by the Company that have not yet been received at a Company distribution center, as of June September 30, 2026 and 2025, June 30, 2026, respectively.
(2) As of June September 30, 2026 and 2025, June 30, 2026, there was no work-in-process within inventories.
The Company periodically assesses and adjusts the value of inventory for estimated excess and obsolete inventory based upon estimates of future demand and market conditions, as well as damaged or otherwise impaired goods. The Company's recorded inventory reserves as of June September 30, 2026 primarily consisted of $ 43.0 41.4 million related to excess accessories and apparel inventory and $ 22.7 22.4 million related to excess Connected Fitness Products. The Company's recorded inventory reserves as of June 30, 2025 2026 primarily consisted of $ 66.8 43.0 million related to excess accessories and apparel inventory and $ 64.9 22.7 million related to excess returned Connected Fitness Products. including Guide.
Note 7: Debt 47 changes
1 unchanged paragraph
In May 2024, the Company issued $ 350.0 million aggregate principal amount of 5.50 % Convertible Senior Notes due 2029 (the "2029 Notes") in a private offering, including the exercise in full of the option granted to the initial purchasers to purchase $ 50.0 million of the 2029 Notes. The 2029 Notes were issued pursuant to an Indenture (the "2029 Notes Indenture") between the Company and U.S. Bank Trust Company, National Association, as trustee. The 2029 Notes bear interest at a rate of 5.50 % per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2024. The net proceeds from this offering of 2029 Notes were approximately $ 342.3 million, after deducting the initial purchasers' discounts and commissions of $ 7.7 million.
1 unchanged paragraph
The 2029 Notes will mature on December 1, 2029, unless earlier converted, redeemed, or repurchased. The 2029 Notes will be convertible at the option of the holders at certain times and upon the occurrence of certain events. A holder may convert its 2029 Notes during any calendar quarter, if the last reported sale price per share of Class A common stock exceeds 130 % of the conversion price for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter. The last reported sale price of Class A common stock did not exceed 130 % of the conversion price of the 2029 Notes for more than at least 20 trading days during the 30 consecutive trading days, including the last trading day, ended June September 30, 2026. Accordingly, as of July October 1, 2026, the 2029 Notes may not be converted at the option of the applicable holder through September 30, December 31, 2026.
5 unchanged paragraphs
The effective interest rate upon issuance of the 2029 Notes was 5.97 %, which was is the effective interest rate as of June September 30, 2026.
1 unchanged paragraph
September 30, 2026 June 30, 2026
1 unchanged paragraph
Unamortized debt issuance costs ( 5.1 4.7 ) ( 6.4 5.1 )
Net carrying amount $ 344.9 345.3 $ 343.6 344.9
1 unchanged paragraph
Fiscal Year Ended June 30,
Cash interest expense 19.3 19.3 2.0
Three Months Ended September 30,
Amortization of debt issuance costs $ 1.3 $ 1.2 0.3 $ 0.1 0.3
Total non-cash interest expense related to the 2029 Notes 0.3 0.3
Cash interest expense 4.8 4.8
Total interest expense related to the 2029 Notes $ 20.6 $ 20.5 $ 2.1
1 unchanged paragraph
The 2026 Notes matured on February 15, 2026, and during the fiscal year ended June 30, 2026, the Company repaid in cash the remaining $ 199.0 million aggregate principal amount of the 2026 Notes. As of June 30, 2025, the 2026 Notes were classified as Current portion of debt on the Consolidated Balance Sheets due to their upcoming maturity date.
In February 2021, the Company issued $ 1.0 billion aggregate principal amount of 0.00 % Convertible Senior Notes due 2026 (the "2026 Notes") in a private offering, including the exercise in full of the option granted to the initial purchasers to purchase $ 125.0 million of the 2026 Notes. The 2026 Notes were issued pursuant to an Indenture (the "2026 Notes Indenture") between the Company and U.S. Bank National Association, as trustee. The net proceeds from the offering were approximately $ 977.2 million, after deducting the initial purchasers' discounts and commissions and the Company's offering expenses. The 2026 Notes did not bear regular interest, and the principal amount of the 2026 Notes did not accrete. The effective interest rate upon issuance of the 2026 Notes was 0.45 %.
In May 2024, the Company entered into separate, privately negotiated transactions with certain holders of the 2026 Notes to repurchase $ 801.0 million of aggregate principal amount of the 2026 Notes for an aggregate of $ 724.9 million of cash. The Company accounted for this repurchase of the 2026 Notes as a debt extinguishment under ASC 470-50, Debt–Modifications and Extinguishments ("ASC 470-50"). The Company recorded a $ 69.8 million gain on early extinguishment of debt during the fiscal year ended June 30, 2024, inclusive of a write-off of previously deferred debt issuance costs of $ 6.3 million. This amount was included within Net gain on debt refinancing on the Consolidated Statements of Operations and Comprehensive Income Loss in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2024.
In February 2026, the 2026 Notes matured, and the Company repaid in cash the remaining $ 199.0 million aggregate principal amount.
1 unchanged paragraph
September 30, 2026 June 30, 2026
1 unchanged paragraph
Principal payment ( 199.0 ) —
Unamortized debt issuance costs — — 0.5 )
Net carrying amount $ — $ 198.5 —
1 unchanged paragraph
Fiscal Year Ended June 30,
Three Months Ended September 30,
Amortization of debt issuance costs $ 0.5 $ 0.9 — $ 4.3 0.2
1 unchanged paragraph
Termination of Capped Call Transactions
In connection with the offering of the 2026 Notes, the Company entered into privately negotiated capped call transactions with certain counterparties (the "Capped Call Transactions"). In the last quarter of its fiscal year ending June 30, 2024, the Company terminated the Capped Call Transactions in their entirety pursuant to negotiated termination agreements with each such counterparty.
8 unchanged paragraphs
During The fiscal years ended June 30, 2026, 2025, and 2024, the Company incurred total commitment fees of $ 0.4 million, $ 0.5 0.1 million during each of the three months ended September 30, 2026 and $ 1.3 million, respectively, 2025, which are included in Interest expense in the Condensed Consolidated Statements of Operations and Comprehensive Income. (Loss).
As of June September 30, 2026, the Company had drawn the full amount of the Term Loan and had not drawn on the Revolving Facility, and the Company had $ 980.0 977.5 million total outstanding borrowings under the Third Amended and Restated Credit Agreement.
In connection with the execution of the Third Amended and Restated Credit Agreement, the Term Loan was accounted for as a modification, extinguishment, or new loan for certain lenders in accordance with ASC 470-50. Accordingly, incremental discount and debt issuance costs of $ 10.0 million and $ 2.3 million, respectively, will be amortized to Interest expense using the effective interest method over the term of the Third Amended and Restated Credit Agreement. Furthermore, the Company expensed $ 8.7 million of debt issuance costs incurred with third parties related to loss on debt modification and recognized a $ 7.5 million loss on extinguishment related to previously deferred debt discount and debt issuance costs, which was included within Net gain on debt refinancing on the Consolidated Statements of Operations and Comprehensive Income Loss within the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2024.
As of June September 30, 2026, the Company had not drawn any amount under the Revolving Facility and as such did not have to test the financial covenants under the Third Amended and Restated Credit Agreement. The Company is required to pledge or otherwise restrict a portion of cash and cash equivalents as collateral for standby letters of credit. As of June September 30, 2026, the Company had outstanding letters of credit totaling $ 40.9 40.3 million, which are classified as Restricted cash on the Condensed Consolidated Balance Sheets.
Upon entering into the Term Loan, the effective interest rate was 12.4 % and the current effective interest rate as of June September 30, 2026 is 10.2 10.5 %.
1 unchanged paragraph
September 30, 2026 June 30, 2026
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
2 unchanged paragraphs
and 15 more changes in the filing
Note 8: Commitments and Contingencies 8 changes
1 unchanged paragraph
2 unchanged paragraphs
7 unchanged paragraphs
1 unchanged paragraph
1 unchanged paragraph
and 8 more changes in the filing
Note 9: Income Taxes 93 changes
and 93 more changes in the filing
Note 11: Segment Information 65 changes
1 unchanged paragraph
and 65 more changes in the filing
MD&A 347 changes
1 unchanged paragraph
1 unchanged paragraph
3 unchanged paragraphs
1 unchanged paragraph
3 unchanged paragraphs
2 unchanged paragraphs
2 unchanged paragraphs
1 unchanged paragraph
1 unchanged paragraph
6 unchanged paragraphs
2 unchanged paragraphs
3 unchanged paragraphs
3 unchanged paragraphs
1 unchanged paragraph
1 unchanged paragraph
3 unchanged paragraphs
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
2 unchanged paragraphs
14 unchanged paragraphs
2 unchanged paragraphs
2 unchanged paragraphs
8 unchanged paragraphs
1 unchanged paragraph
2 unchanged paragraphs
1 unchanged paragraph
11 unchanged paragraphs
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
7 unchanged paragraphs
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
and 347 more changes in the filing
Market risk 4 changes
2 unchanged paragraphs
and 4 more changes in the filing
Controls and procedures 7 changes
1 unchanged paragraph
1 unchanged paragraph
1 unchanged paragraph
2 unchanged paragraphs
and 7 more changes in the filing
Legal proceedings 1 change
1 unchanged paragraph
and 1 more change in the filing
Risk factors 350 changes
and 350 more changes in the filing
Other information 4 changes
1 unchanged paragraph
and 4 more changes in the filing
Unchanged: Mine Safety Disclosures
Only in this filing: Note 1: Basis of Presentation and Consolidation, Note 10: Earnings Per Share, Note 12: Subsequent Events, Unregistered sales of stock, Defaults on senior securities, Exhibits
Only in the earlier filing: Principal stockholders, Business, Unresolved Staff Comments, Cybersecurity, Properties, Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities, Dividend policy, [Reserved], Note 1: Description of Business and Basis of Presentation, Note 7: Property and Equipment, Note 8: Goodwill and Intangible Assets, Note 9: Accounts Payable and Accrued Expenses, Note 10: Leases, Note 13: Equity-Based Compensation, Note 14: Concentration of Risk, Note 16: Earnings (Loss) Per Share, Changes in and Disagreements with Accountants on Accounting and Financial Disclosure, Disclosure Regarding Foreign Jurisdictions that Prevent Inspections, Management, Executive compensation, Securities Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters, Related-party transactions, Principal Accountant Fees and Services, Exhibit and Financial Statement Schedules, Form 10-K Summary
Compared by code from the two filings' text and XBRL. Not advice.
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