Elizabeth Coddington
PELOTON INTERACTIVEAbout Elizabeth Coddington
Elizabeth (Liz) Coddington, 49, has been Peloton’s Chief Financial Officer since June 2022, previously serving as VP of Finance at AWS (Jan 2021–Jun 2022) and earlier finance roles at Amazon since 2016; prior roles include CFO at Adara, CFO at Walmart.com, and VP FP&A at Netflix. She holds a B.S. in Chemical Engineering from MIT and an MBA from UNC Chapel Hill . FY2025 PSUs for senior executives were tied to Free Cash Flow, which reached $323.7 million and exceeded the 200% maximum target, driving a 200% PSU payout for Coddington’s FY2025 award .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Amazon Web Services (AWS) | VP Finance | Jan 2021–Jun 2022 | Led finance for hyperscale cloud; pre-Peloton capex discipline and growth finance experience . |
| Amazon (AWS) | Finance roles of increasing responsibility | Mar 2016–Jan 2021 | Built FP&A and operating rigor at scale . |
| Adara, Inc. | Chief Financial Officer | Not disclosed | Consumer data/advertising analytics CFO experience . |
| Walmart.com | VP Finance, CFO | Not disclosed | E-commerce CFO; operational cost control . |
| Netflix, Inc. | VP Financial Planning & Analysis | Not disclosed | Subscription/streaming FP&A leadership . |
External Roles
| Organization | Role | Years |
|---|---|---|
| None disclosed | — | — |
Fixed Compensation
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|
| Base Salary | $19,231 | $1,038,462 | $1,000,000 | $1,000,000 |
| Target Bonus % | Not disclosed | Not disclosed | Not disclosed | Not disclosed |
| Actual Bonus Paid | — | — | — | — |
| All Other Compensation | — | $291,942 | $13,800 | $15,200 |
| Total Compensation | $7,954,456 | $1,330,404 | $11,308,749 | $6,111,860 |
Performance Compensation
Equity Grants and Vesting
| Award Type | Grant Date | Units (#) | Grant Date Fair Value (USD) | Vesting Schedule |
|---|---|---|---|---|
| RSU (Refresh) | 9/1/2023 | 800,000 | $5,240,000 | 1/16 quarterly from 11/15/2023; 100% by 8/15/2027 |
| RSU (Refresh) | 3/1/2024 | 1,098,902 | $5,054,949 | 1/16 quarterly from 5/15/2024; 100% by 2/15/2028 |
| RSU (FY2025 Refresh component) | 9/30/2024 | 954,654 | $4,467,781 | 12.5% quarterly from 11/15/2024; 100% by 8/15/2026 (quarterly on Feb 15, May 15, Aug 15, Nov 15) |
| PSU (FY2025 Refresh component) | 10/17/2024 | 119,332 target | $628,880 at target | Vests based on FY2025 FCF goals; certified 200% payout on 9/15/2025 (238,664 units) |
| Stock Options | 6/13/2022 | — | — | 1/4 on first anniversary, then 1/16 quarterly (general program terms) |
FY2025 PSU Metric Calibration and Outcome
| Metric | Threshold | Target | Maximum | Actual | Payout |
|---|---|---|---|---|---|
| Free Cash Flow (USD) | $150,000,000 | $190,000,000 | $300,000,000 | $323,700,000 | 200% (238,664 PSUs) |
FY2025 RSU Vesting Realization
| Name | Shares Acquired on Vesting (#) | Value Realized on Vesting (USD) |
|---|---|---|
| Elizabeth Coddington | 919,998 | $6,654,124 |
Equity Ownership & Alignment
Beneficial Ownership (as of 9/30/2025)
| Component | Shares (#) | Notes |
|---|---|---|
| Class A Shares Owned | 346,535 | Direct ownership |
| RSUs Vesting within 60 Days | 238,014 | Near-term settlement supply |
| Options Exercisable within 60 Days | 518,943 | In-the-money depends on price; strike details below |
| Total Beneficial Ownership | 1,103,492 | <1% voting power |
Outstanding Awards (as of 6/30/2025)
| Award | Grant Date | Exercisable (#) | Unexercisable (#) | Strike | Expiration | Unvested RSUs/PSUs (#) | Market Value (USD) |
|---|---|---|---|---|---|---|---|
| Stock Options (Class A) | 6/13/2022 | 479,024 | 159,675 | $9.84 | 6/12/2032 | — | — |
| RSU | 6/13/2022 | — | — | — | — | 87,277 | $605,702 |
| RSU | 9/1/2023 | — | — | — | — | 450,000 | $3,123,000 |
| RSU | 3/1/2024 | — | — | — | — | 755,495 | $5,243,135 |
| RSU (FY2025) | 9/30/2024 | — | — | — | — | 596,659 | $4,140,813 |
| PSU (FY2025) | 10/17/2024 | — | — | — | — | 119,332 (target shares recorded; earned vested at 200%) | $828,164 |
- Stock ownership guidelines adopted in FY2026: CEO 5x salary; other executive officers 2x salary . Compliance status for Coddington not disclosed.
- No disclosure of share pledging by Coddington; clawback policy applies to erroneously-awarded incentive compensation and, at committee discretion, fraud or intentional misconduct .
Employment Terms
- At-will employment; CFO since June 2022 .
- Severance Plan participation (Tier 1), with “double-trigger” change-in-control protections; for Coddington, the “change in control period” includes the 120 days prior to a change in control plus 12 months after, unlike standard 12 months post-only .
- Covered termination severance includes base salary, prior-year unpaid bonus (if applicable), and 18 months of healthcare continuation; non-compete, non-solicit, and non-disparagement covenants required, subject to release .
- Letter Agreement under redesigned executive compensation program modifies severance to include 100% of target annual bonus plus pro-rata portion for the fiscal year of termination, for Coddington and select executives .
- Potential Payments (hypothetical trigger at 6/30/2025): No CIC—Cash $1,000,000; Medical $3,042; Equity acceleration $8,869,271; Total $9,872,313. With CIC—Cash $1,500,000; Medical $4,563; Equity acceleration $14,768,979; Total $16,273,542 .
- FY2024 Severance sensitivity (hypothetical trigger at 6/30/2024): No CIC—Total $2,899,570; With CIC—Total $7,769,140 .
- “Double-trigger” CIC protection and adoption of stock ownership guidelines/clawback policy highlighted in executive compensation practices .
Performance Compensation
Incentive Design and Pay-for-Performance Linkages
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| PSU (FY2025 Refresh) | Free Cash Flow | Not disclosed | $190M | $323.7M | 200% | Vested 9/15/2025 |
| RSU (FY2024–FY2025 Refresh) | Time-based | n/a | n/a | n/a | n/a | Quarterly schedules as detailed above |
Investment Implications
- Alignment: High equity mix and PSUs tied to FCF create strong pay-for-performance linkage; FY2025 200% PSU payout validates management’s FCF execution under Coddington’s finance leadership . Stock ownership guidelines (2x salary for CFOs) and clawback enhance governance alignment .
- Retention and supply: Significant ongoing RSU vesting through FY2026–FY2028 and 238,014 RSUs vesting within 60 days of 9/30/2025 suggest continued retention value but also potential near-term share settlement supply; 479,024 options are currently exercisable (strike $9.84, expiring 2032) .
- Downside/CIC protections: Double-trigger CIC, extended pre-CIC window for CFO (120 days), and meaningful equity acceleration drive robust protection (total up to ~$16.3M at 6/30/2025) which can reduce departure friction, but increase cost in strategic transactions .
- Cash pay discipline: No annual cash bonus disclosed for FY2024–FY2025; program redesign introduces annual cash bonus from FY2026, potentially increasing at-risk cash variability tied to performance .
- Execution risk: Program shifts to higher PSU share and explicit metrics improve discipline; however, lack of disclosed weighting detail and evolving leadership context (CEO transition) adds complexity to assessing multi-metric accountability beyond FCF .