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: Yang Tseli Lily (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-11-23	Class A Common Stock	C	1467	—	Acquired	73584	Direct
2020-11-23	Class A Common Stock	S	567	$64.3229	Disposed	73017	Direct
2020-11-23	Class A Common Stock	S	700	$65.2686	Disposed	72317	Direct
2020-11-23	Class A Common Stock	S	200	$65.98	Disposed	72117	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-11-23	Class B common stock	$	C	1467	Disposed		Class A Common Stock (1467.0)	Direct

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 1,467 shares of Class B Common Stock into 1,467 shares of Class A Common Stock in connection with the sale of such shares to be effected to satisfy tax withholding and remittance obligations in connection with the vesting and settlement of previously reported Restricted Stock Units (RSUs), as described below.

F3: These securities consist of 1,467 shares of Class A Common Stock and an additional 72,117 previously reported Class A Restricted Stock Units (Class A RSUs). Each Class A RSU represents the Reporting Person's right to receive one share of Class A Common Stock, subject to vesting.

F4: Represents the number of shares required to be sold by the Reporting Person to cover tax withholding and remittance obligations in connection with the vesting and settlement of previously reported Class B RSUs. This sale is mandated by the Company's election under its equity incentive plans to require the satisfaction of tax withholding and remittance obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.

F5: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $63.7101 to $64.6700 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: These securities consist of 900 shares of Class A Common Stock and an additional 72,117 previously reported Class A RSUs.

F7: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $64.8500 to $65.6900 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: These securities consist of 200 shares of Class A Common Stock and an additional 72,117 previously reported Class A RSUs.

F9: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $65.8700 to $66.0900 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: These securities 72,117 previously reported Class A RSUs.

F11: These securities consist of 1,241 shares of Class B Common Stock and 193,839 previously reported Class B Restricted Stock Units (Class B RSUs). Each Class B RSU represents the Reporting Person's right to receive one share of Class B Common Stock, subject to vesting.