Airbnb, Inc. — Director's Dealing 2021

Jun 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Airbnb, Inc. (ABNB)
CIK: 0001559720
Period of Report: 2021-05-28

Reporting Person: Chesky Brian (Director, CEO and Chairman, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-28	Class A Common Stock	C	750000	—	Acquired	750000	Indirect
2021-05-28	Class A Common Stock	C	750000	—	Acquired	750000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-28	Class B Common Stock	$	C	1500000	Disposed		Class A Common Stock (1500000)	Direct
2021-02-16	Class B Common Stock	$	G	157311	Disposed		Class A Common Stock (157311)	Indirect
2021-02-16	Class B Common Stock	$	G	157311	Acquired		Class A Common Stock (157311)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	12000000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (473718)	442160	Indirect
Class B Common Stock	$		Class A Common Stock (130478)	130478	Indirect
Class B Common Stock	$		Class A Common Stock (130478)	130478	Indirect
Class B Common Stock	$		Class A Common Stock (514314)	514314	Indirect
Class B Common Stock	$		Class A Common Stock (514314)	514314	Indirect
Class B Common Stock	$		Class A Common Stock (15266)	15266	Indirect
Class B Common Stock	$		Class A Common Stock (63655)	63655	Indirect

Footnotes

F1: The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (b) the date and time, or the occurrence of an event, specified by vote or written consent of the holders of at least 80% of the outstanding shares of Class B common stock at the time of such vote or consent, voting as a separate series or (c) the 20-year anniversary of the closing of the Issuer's initial public offering.

F2: Reflects the transfer on February 16, 2021 of 89,375 shares of Class B common stock from the 2019 GRAT I and 31,558 shares of Class B common stock from the 2019 GRAT II, in each case to the reporting person in satisfaction of a GRAT annuity payment owed to the reporting person. The GRAT annuity payments and other transactions reflected on this Form were entered into in connection with the reporting person's long-term estate planning.