Spotify Technology SA

05/29/2026 | Press release | Distributed by Public on 05/29/2026 15:54

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Marshall Christopher P
2. Issuer Name and Ticker or Trading Symbol
Spotify Technology S.A. [SPOT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
250 MIDDLEFIELD ROAD
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026
(Street)
MENLO PARK, CA 94025
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Share 05/28/2026 A 658(1) A $ 0 4,697(2) D(3)
Ordinary Share 70,344 I Marshall Carroll 2000 Trust(4)
Ordinary Share 652,521 I TCV XI Spotify, L.P.(5)
Ordinary Share 207,103 I TCV XI Spotify (A), L.P.(6)
Ordinary Share 46,162 I TCV XI Spotify (B), L.P.(7)
Ordinary Share 48,989 I TCV XI (Lux), SCSp(8)
Ordinary Share 45,225 I TCV XI Spotify (MF), L.P.(9)
Ordinary Share 1,305 I TCV VIII Management, L.L.C.(10)
Ordinary Share 1,020 I TCV XI Management, L.L.C.(11)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Marshall Christopher P
250 MIDDLEFIELD ROAD
MENLO PARK, CA 94025
X

Signatures

/s/ Frederic D. Fenton, Authorized Signatory for Christopher P. Marshall 05/29/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares are held via Restricted Stock Unit ("RSU"). Each RSU represents a contingent right to receive one (1) Ordinary Share of the Issuer upon settlement for no consideration. 1/4 of these RSUs will vest on each of 2/15/27, 2/15/28, 2/15/29, and 2/15/30.
(2) 1,717 of these shares are held via RSU. Each RSU represents a contingent right to receive one (1) Ordinary Share of the Issuer upon settlement for no consideration. 138 RSUs were granted on 6/1/23 and will fully vest on 2/15/27. 542 RSUs were granted on 6/3/24; 50% will vest on 2/15/27 and the remaining 50% will vest on 2/15/28. 379 RSUs were granted on 6/2/25; 1/3 will vest on each of 2/15/27, 2/15/28 and 2/15/29. 658 RSUs were granted on 5/28/26; 1/4 will vest on each of 2/15/27, 2/15/28, 2/15/29, and 2/15/30.
(3) Christopher P. Marshall has sole dispositive power over the options and shares he holds directly. However, TCV VIII Management, L.L.C. ("Management VIII LLC") and TCV XI Management, L.L.C. ("Management XI LLC") have a right to 100% of the pecuniary interest in such options. Mr. Marshall is a Member of Management VIII LLC and an owner of Management XI LLC. Mr. Marshall disclaims beneficial ownership of such shares and options, along with the shares to be received upon the exercise of such options, except to the extent of his pecuniary interest therein.
(4) These shares are directly held by Marshall Carroll 2000 Trust ("MC Trust"). Christopher P. Marshall is a Trustee of MC Trust. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(5) These shares are directly held by TCV XI Spotify, L.P. ("TCV XI Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Technology Crossover Management XI, Ltd. ("Management XI"). Management XI is the general partner of Technology Crossover Management XI, L.P. ("TCM XI") which is the general partner of TCV XI, L.P. ("TCV XI"). TCV XI owns 100% of TCV XI Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(6) These shares are directly held by TCV XI Spotify (A), L.P. ("TCV XI A Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI. Management XI is the general partner of TCM XI which is the general partner of TCV XI (A), L.P. ("TCV XI (A)"). TCV XI (A) owns 100% of TCV XI A Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(7) These shares are directly held by TCV XI Spotify (B), L.P. ("TCV XI B Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI. Management XI is the general partner of TCM XI which is the general partner of TCV XI (B), L.P. ("TCV XI (B)"). TCV XI (B) owns 100% of TCV XI B Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(8) These shares are directly held by TCV XI (Lux), SCSp ("TCV XI Lux"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI. Management XI is sole shareholder of Technology Crossover Management XI, S.a r.l. which is the general partner of TCV XI Lux. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(9) These shares are directly held by TCV XI Spotify (MF), L.P. ("TCV XI MF Spotify"). Christopher P. Marshall is a Class A Member and Class A Director of Management XI and a limited partner of TCV XI Member Fund, L.P. ("Member Fund XI"). Management XI is the general partner of Member Fund XI which owns 100% of TCV XI MF Spotify. Mr. Marshall disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(10) These shares are directly held by Management VIII LLC. Christopher P. Marshall is a Member of Management VIII LLC and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(11) These shares are directly held by Management XI LLC. Christopher P. Marshall is an owner of Management XI LLC and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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