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Chris Bruzzo

Director at PELOTON INTERACTIVEPELOTON INTERACTIVE
Board

About Chris Bruzzo

Independent director (age 56) at Peloton since December 2023; served as Interim Co‑CEO/Co‑President from May–November 2024. Former EVP & Chief Experience Officer at Electronic Arts; prior leadership roles at Starbucks, Amazon, and Regence Blue Shield. Holds a B.A. in Political Science from Whitworth University. As of September 2025, the Board affirmed his independence after considering his brief interim executive service, and he chairs the Nominating, Governance & Corporate Responsibility (NGCR) Committee .

Past Roles

OrganizationRoleTenureCommittees/Impact
Electronic ArtsEVP & Chief Experience Officer2014–2023Led consumer experience/brand; founded Somos EA (Latinx ERG)
StarbucksSVP, Channel Brand Management2007–2014Brand/retail channel strategy
AmazonVP, Marketing & PR2003–2006Marketing/communications leadership
Regence Blue ShieldAssistant VP, Communications1998–2003Corporate communications

External Roles

OrganizationRoleTenureCommittees/Impact
Boot Barn Holdings, Inc. (NYSE: BOOT)Independent Director2021–presentCompensation Committee Chair
Wize (edtech)Advisory Board Membern/aAdvisory capacity
Mission Scholars (non‑profit)Board Presidentn/aCollege access for low‑income students

Board Governance

  • Committee assignments: Chair, Nominating, Governance & Corporate Responsibility (oversees director nominations, governance, and ESG/corporate responsibility programs) .
  • Independence: Board determined in Sept 2025 that Bruzzo is independent; he was not independent only during his interim executive service (under a year) .
  • Attendance: In FY2025 the Board met 7x; NGCR 3x; each director attended at least 75% of their Board/committee meetings .
  • Board leadership: Independent Chair (Jay Hoag); independent executive sessions are held regularly .
  • Related‑party transactions: None >$120,000 since July 1, 2024 (beyond compensation already disclosed) .

Fixed Compensation

ItemAmountNotes
FY2025 Director cash fees (Bruzzo)$37,500Paid quarterly; reflects period as non‑employee director during FY2025
Peloton non‑employee director annual cash retainer (policy)$75,000Paid in quarterly installments

Director compensation structure (policy):

  • Annual equity grant: $225,000 in RSUs; Committee Chairs receive an additional $15,000 RSU; Board Chair receives an additional $90,000 RSU; awards vest quarterly over one year; acceleration on Corporate Transaction .
  • Initial equity grant for new directors: $500,000 RSUs, vesting over 3 years; accelerates on Corporate Transaction .

Performance Compensation

ItemAmount / TermsVesting / Metrics
FY2025 Director RSU awards (Bruzzo)$262,817Standard time‑vested director RSUs (equity‑heavy mix)
Unvested RSUs held (6/30/25)69,358 unitsDirector awards outstanding at FY end
Stock options outstanding (6/30/25)0No options held as director
Interim Co‑CEO base salary (May–Jul 2024)$150,000 per monthCash salary during interim service
Interim Co‑CEO RSU award (May–Jul 2024)$450,000Vested in equal monthly increments over 3 months
Interim Co‑CEO RSU award (Aug–Oct 2024)$450,000Granted in Oct 2024 reflecting Aug–Oct service
Forfeiture while officerForfeited director awards that vested during officer serviceAlignment measure (no double‑dipping)
End of interim serviceStepped down as Interim Co‑CEO Nov 1, 2024Returned to non‑employee director role

Notes:

  • Director equity is time‑based; no director performance metrics. Company‑wide, PSUs for executives were tied to Free Cash Flow in FY2025 (not applicable to non‑employee directors) .

Other Directorships & Interlocks

CompanyOverlap/Interlock Considerations
Boot Barn (Comp Committee Chair)No disclosed Peloton related‑party transactions with Boot Barn; no supply/customer conflicts disclosed
Prior affiliations (EA/Starbucks/Amazon)Historical employment; no current Peloton related‑party transactions disclosed

Expertise & Qualifications

  • Deep consumer brand, digital marketing, and communications expertise; global consumer experience; member of Latino Corporate Directors Association .
  • Governance/ESG oversight as NGCR Chair (director slate, governance, corporate responsibility, and annual Board/committee self‑evaluations) .
  • Board has adopted clawback policy; stock ownership guidelines (directors 5× cash retainer; 5‑year compliance window) .

Equity Ownership

MeasureValueNotes
Class A shares beneficially owned (as of 9/30/25)206,489<1% of voting power
Class B shares beneficially owned0Dual‑class structure; 20 votes per Class B share
Unvested RSUs outstanding (6/30/25)69,358Director equity outstanding
Options outstanding (6/30/25)0None
Pledged/hedged sharesNone disclosed; pledging/hedging prohibited by policyInsider Trading Policy prohibits pledging/hedging
Director ownership guideline5× annual cash retainer; 5‑year compliance periodAdopted in 2025

Governance Assessment

  • Strengths/signals
    • Independent director with relevant consumer/digital expertise; NGCR Chair role strengthens board refreshment, governance, and ESG oversight .
    • Equity‑heavy director pay (FY2025 RSU $262,817 vs cash $37,500) aligns with shareholders; forfeiture of director awards during interim officer service avoided overlap .
    • Stock ownership guidelines (5× cash retainer) and clawback policy enhance alignment and accountability; hedging/pledging prohibited .
    • No related‑party transactions involving Bruzzo since July 1, 2024; Board/committee independence affirmed; independent Chair and regular executive sessions .
    • Attendance met at least 75% threshold in FY2025 (Board 7 meetings; NGCR 3) . Say‑on‑Pay support at 82.3% in 2024 indicates acceptable investor sentiment toward compensation governance .
  • Watch items / potential concerns
    • Recent interim executive service can raise independence optics; Board explicitly reassessed and confirmed independence in Sept 2025 after <1‑year officer stint .
    • External commitments (Boot Barn Compensation Chair) require time balancing; Board states no over‑commitment among directors .

Overall: No conflicts or related‑party exposures identified; compensation and ownership structures support alignment; governance roles and attendance support board effectiveness.

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