PINTEREST, INC. — Director's Dealing 2021

Feb 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINTEREST, INC. (PINS)
CIK: 0001506293
Period of Report: 2021-02-22

Reporting Person: Yang Tseli Lily (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-22	Class A Common Stock	C	2977	—	Acquired	71087	Direct
2021-02-22	Class A Common Stock	S	701	$83.0012	Disposed	70386	Direct
2021-02-22	Class A Common Stock	S	936	$83.4636	Disposed	69450	Direct
2021-02-22	Class A Common Stock	S	340	$84.4465	Disposed	69110	Direct
2021-02-22	Class A Common Stock	S	800	$85.3938	Disposed	68310	Direct
2021-02-22	Class A Common Stock	S	200	$86.345	Disposed	68110	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-22	Class B common stock	$	C	2977	Disposed		Class A Common Stock (2977.0)	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 2,977 shares of Class B Common Stock into 2,977 shares of Class A Common Stock in connection with sales to be effected to satisfy tax withholding and remittance obligations in connection with the vesting and net settlement of previously reported Restricted Stock Units (RSUs), as described below.

F3: These securities consist of 2,977 shares of Class A Common Stock and an additional 68,110 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 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 $82.6600 to $83.1800 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 2,276 shares of Class A Common Stock and an additional 68,110 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 $83.2000 to $83.8100 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: These securities consist of 1,340 shares of Class A Common Stock and an additional 68,110 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 $84.1200 to $84.7950 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 consist of 1,000 shares of Class A Common Stock and an additional 68,110 previously reported Class A RSUs.

F11: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $84.8400 to $85.6700 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.

F12: These securities consist of 200 shares of Class A Common Stock and an additional 68,110 previously reported Class A RSUs.

F13: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $85.9100 to $86.7800 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: These securities consist of 68,110 previously reported Class A RSUs.

F15: These securities consist of 2,440 shares of Class B Common Stock and an additional 171,654 previously report 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.