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PINTEREST, INC. Director's Dealing 2019

Nov 22, 2019

30250_dirs_2019-11-21_8ba7fbad-9ed4-436f-a246-d2631a36ef7a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINTEREST, INC. (PINS)
CIK: 0001506293
Period of Report: 2019-11-19

Reporting Person: Silbermann Benjamin (Director, Chairman, President, CEO, Co-F, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-11-19 Class A Common Stock C 66500 Acquired 66500 Direct
2019-11-19 Class A Common Stock S 66500 $19.6631 Disposed 0 Direct
2019-11-20 Class A Common Stock C 66500 Acquired 66500 Direct
2019-11-20 Class A Common Stock S 66500 $19.5404 Disposed 0 Direct
2019-11-21 Class A Common Stock C 66500 Acquired 66500 Direct
2019-11-21 Class A Common Stock S 66500 $19.3382 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-11-19 Stock Option $1.878 M 66500 Disposed 2023-04-24 Class B common stock (66500.0) Direct
2019-11-19 Class B common stock $ M 66500 Acquired Class A Common Stock (66500.0) Direct
2019-11-19 Class B common stock $ C 66500 Disposed Class A Common Stock (66500.0) Direct
2019-11-20 Stock Option $1.878 M 66500 Disposed 2023-04-24 Class B common stock (66500.0) Direct
2019-11-20 Class B common stock $ M 66500 Acquired Class A Common Stock (66500.0) Direct
2019-11-20 Class B common stock $ C 66500 Disposed Class A Common Stock (66500.0) Direct
2019-11-21 Stock Option $1.878 M 66500 Disposed 2023-04-24 Class B common stock (66500.0) Direct
2019-11-21 Class B common stock $ M 66500 Acquired Class A Common Stock (66500.0) Direct
2019-11-21 Class B common stock $ C 66500 Disposed Class A Common Stock (66500.0) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Class B common stock $ Class A Common Stock (40873288.0) 40873288 Indirect
Class B common stock $ Class A Common Stock (9960030.0) 9960030 Indirect

Footnotes

F1: Each share of Class B common stock, par value $0.00001 (Class B Common Stock) is convertible at any time at the option of the holder into one share of the Company's Class A common stock, par value $0.00001 (Class A Common Stock). Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer.

F2: Represents the conversion of 66,500 shares of Class B Common Stock into 66,500 shares of Class A Common Stock pursuant to a conversion election made by the Reporting Person to convert shares in connection with sales to be effected pursuant to a Rule 10b5-1 trading plan.

F3: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F4: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $19.3700 to $19.9800 per share. The Reporting Person undertakes to provide to the Company, any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F5: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $19.3250 to $19.8000 per share. The Reporting Person undertakes to provide to the Company, any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F6: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $19.0800 to $19.4950 per share. The Reporting Person undertakes to provide to the Company, any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F7: All stock options are fully vested and exercisable.

F8: These securities consist of 567,011 shares of Class B Common Stock and 2,100,001 previously reported RSUs. Each RSU represents the Reporting Person's right to receive one share of Class B Common Stock, subject to vesting.

F9: These securities consist of 500,511 shares of Class B Common Stock and 2,100,001 previously reported RSUs.

F10: Mr. Silbermann disclaims beneficial ownership of the shares held by SFTC, LLC, a Delaware limited liability company owned by The Silbermann 2012 Irrevocable Trust. This report shall not be deemed an admission that he is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in such shares by virtue of certain of his immediate family members' interests in The Silbermann 2012 Irrevocable Trust.