PINTEREST, INC. — Director's Dealing 2020

Aug 7, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINTEREST, INC. (PINS)
CIK: 0001506293
Period of Report: 2020-08-04

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
2020-08-04	Class A Common Stock	C	78899	—	Acquired	78899	Direct
2020-08-04	Class A Common Stock	S	44752	$34.4163	Disposed	34147	Direct
2020-08-04	Class A Common Stock	S	34147	$34.9684	Disposed	0	Direct
2020-08-05	Class A Common Stock	C	86450	—	Acquired	86450	Direct
2020-08-05	Class A Common Stock	S	55564	$35.377	Disposed	30886	Direct
2020-08-05	Class A Common Stock	S	30886	$35.9671	Disposed	0	Direct
2020-08-06	Class A Common Stock	C	86450	—	Acquired	86450	Direct
2020-08-06	Class A Common Stock	S	86450	$35.8845	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-04	Stock Option	$1.878	M	78899	Disposed	2023-04-24	Class B common stock (78899.0)	Direct
2020-08-04	Class B common stock	$	M	78899	Acquired		Class A Common Stock (78899.0)	Direct
2020-08-04	Class B common stock	$	C	78899	Disposed		Class A Common Stock (78899.0)	Direct
2020-08-05	Stock Option	$1.878	M	86450	Disposed	2023-04-24	Class B common stock (86450.0)	Direct
2020-08-05	Class B common stock	$	M	86450	Acquired		Class A Common Stock (86450.0)	Direct
2020-08-05	Class B common stock	$	C	86450	Disposed		Class A Common Stock (86450.0)	Direct
2020-08-06	Stock Option	$1.878	M	86450	Disposed	2023-04-24	Class B common stock (86450.0)	Direct
2020-08-06	Class B common stock	$	M	86450	Acquired		Class A Common Stock (86450.0)	Direct
2020-08-06	Class B common stock	$	C	86450	Disposed		Class A Common Stock (86450.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B common stock	$		Class A Common Stock (40133288.0)	40133288	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 78,899 shares of Class B Common Stock into 78,899 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 $33.8100 to $34.8000 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.

F5: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.8100 to $35.0600 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: Represents the conversion of 86,450 shares of Class B Common Stock into 86,450 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.

F7: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.8200 to $35.8100 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 $35.8200 to $36.2300 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 $35.3700 to $36.26.00 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: All stock options are fully vested and exercisable.

F11: These securities consist of 371,279 shares of common stock and 1,750,001 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of common stock, subject to vesting.

F12: These securities consist of 292,380 shares of common stock and 1,750,001 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of common stock, subject to vesting.

F13: These securities consist of 378,830 shares of common stock and 1,750,001 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of common stock, subject to vesting.

F14: Represents the conversion of 86,450 shares of Class B Common Stock into 86450 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.

F15: 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.