Benjamin Silbermann - 15 Dec 2022 Form 4 Insider Report for PINTEREST, INC. (PINS)

Role
Executive Chairman, Co-F, Director, 10%+ Owner
Signature
Monifa Clayton, Attorney-in-Fact
Issuer symbol
PINS
Transactions as of
15 Dec 2022
Net transactions value
-$7,497,990
Form type
4
Filing time
16 Dec 2022, 17:09:33 UTC
Previous filing
14 Dec 2022
Next filing
21 Dec 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PINS Class A Common Stock Conversion of derivative security $0 +150,000 $0.000000 150,000 15 Dec 2022 Direct F1, F2
transaction PINS Class A Common Stock Sale $3,773,865 -150,000 -100% $25.16 0 15 Dec 2022 Direct F3, F4
transaction PINS Class A Common Stock Conversion of derivative security $0 +150,000 $0.000000 150,000 16 Dec 2022 Direct F2
transaction PINS Class A Common Stock Sale $3,724,125 -150,000 -100% $24.83 0 16 Dec 2022 Direct F3, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PINS Stock Option Options Exercise $0 -150,000 -22% $0.000000 521,112 15 Dec 2022 Class B common stock 150,000 $1.88 Direct F6
transaction PINS Class B common stock Options Exercise $0 +150,000 +9.8% $0.000000 1,676,534 15 Dec 2022 Class A Common Stock 150,000 Direct F1, F7
transaction PINS Class B common stock Conversion of derivative security $0 -150,000 -8.9% $0.000000 1,526,534 15 Dec 2022 Class A Common Stock 150,000 Direct F1, F8
transaction PINS Stock Option Options Exercise $0 -150,000 -29% $0.000000 371,112 16 Dec 2022 Class B common stock 150,000 $1.88 Direct F6
transaction PINS Class B common stock Options Exercise $0 +150,000 +9.8% $0.000000 1,676,534 16 Dec 2022 Class A Common Stock 150,000 Direct F1, F7
transaction PINS Class B common stock Conversion of derivative security $0 -150,000 -8.9% $0.000000 1,526,534 16 Dec 2022 Class A Common Stock 150,000 Direct F1, F8
holding PINS Class B common stock 38,916,888 15 Dec 2022 Class A Common Stock 38,916,888 Benjamin and Divya Silbermann Family Trust F1
holding PINS Class B common stock 9,960,030 15 Dec 2022 Class A Common Stock 9,960,030 SFTC, LLC F1, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 150,000 shares of Class B Common Stock into 150,000 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 $24.8100 to $25.7200 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 $24.5150 to $25.3800 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 All stock options are fully vested and exercisable.
F7 These securities consist of 976,533 shares of Class B common stock and 700,001 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of common stock, subject to vesting.
F8 These securities consist of 826,533 shares of Class B common stock and 700,001 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of common stock, subject to vesting.
F9 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.

Remarks:

The Power of Attorney for Mr. Benjamin Silbermann is filed as an exhibit to the Form 3/A filed by Mr. Silbermann with the Securities and Exchange Commission on April 18, 2019, which is hereby incorporated by reference.