PINTEREST, INC. — Director's Dealing 2020

Nov 26, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINTEREST, INC. (PINS)
CIK: 0001506293
Period of Report: 2020-11-23

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
2020-11-23	Class A Common Stock	C	105000	—	Acquired	105000	Direct
2020-11-23	Class A Common Stock	S	13101	$64.3558	Disposed	91899	Direct
2020-11-23	Class A Common Stock	S	44699	$64.8618	Disposed	47200	Direct
2020-11-23	Class A Common Stock	S	32925	$65.7601	Disposed	14275	Direct
2020-11-23	Class A Common Stock	S	10590	$66.6266	Disposed	3685	Direct
2020-11-23	Class A Common Stock	S	3685	$67.6753	Disposed	0	Direct
2020-11-24	Class A Common Stock	C	105000	—	Acquired	105000	Direct
2020-11-24	Class A Common Stock	S	28800	$62.7579	Disposed	76200	Direct
2020-11-24	Class A Common Stock	S	34336	$63.5381	Disposed	41864	Direct
2020-11-24	Class A Common Stock	S	38064	$64.0784	Disposed	3800	Direct
2020-11-24	Class A Common Stock	S	3800	$65.1268	Disposed	0	Direct
2020-11-25	Class A Common Stock	C	105000	—	Acquired	105000	Direct
2020-11-25	Class A Common Stock	S	22000	$64.6765	Disposed	83000	Direct
2020-11-25	Class A Common Stock	S	19300	$66.0572	Disposed	63700	Direct
2020-11-25	Class A Common Stock	S	31910	$66.5409	Disposed	31790	Direct
2020-11-25	Class A Common Stock	S	31790	$67.3791	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-11-23	Stock Option	$1.878	M	105000	Disposed	2023-04-24	Class B common stock (105000.0)	Direct
2020-11-23	Class B common stock	$	M	105000	Acquired		Class A Common Stock (105000.0)	Direct
2020-11-23	Class B common stock	$	C	105000	Disposed		Class A Common Stock (105000.0)	Direct
2020-11-24	Stock Option	$1.878	M	105000	Disposed	2023-04-24	Class B common stock (105000.0)	Direct
2020-11-24	Class B common stock	$	M	105000	Acquired		Class A Common Stock (105000.0)	Direct
2020-11-24	Class B common stock	$	C	105000	Disposed		Class A Common Stock (105000.0)	Direct
2020-11-25	Stock Option	$1.878	M	105000	Disposed	2023-04-24	Class B common stock (105000.0)	Direct
2020-11-25	Class B common stock	$	M	105000	Acquired		Class A Common Stock (105000.0)	Direct
2020-11-25	Class B common stock	$	C	105000	Disposed		Class A Common Stock (105000.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B common stock	$		Class A Common Stock (39700888.0)	39700888	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 105,000 shares of Class B Common Stock into 105,000 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 $63.7600 to $64.5800 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 $64.6000 to $65.3900 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 $65.4250 to $66.1200 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: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $66.1700 to $67.0400 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.

F8: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $67.0500 to $67.9900 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.

F9: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $62.4800 to $63.0900 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.

F10: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $63.1100 to $63.7900 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.

F11: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $63.8000 to $64.6600 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.

F12: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $64.7450 to $65.5500 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.

F13: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $64.2500 to $65.1000 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.

F14: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $65.3050 to $66.2650 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.

F15: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $66.2700 to $66.8900 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.

F16: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $66.9000 to $67.7300 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.

F17: All stock options are fully vested and exercisable.

F18: These securities consist of 461,447 shares of common stock and 1,633,334 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of common stock, subject to vesting.

F19: These securities consist of 356,447 shares of common stock and 1,633,334 previously reported RSUs.

F20: 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.