Sec Form 4 Filing - Sciarra Paul Cahill @ PINTEREST, INC. - 2020-02-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Sciarra Paul Cahill 2. Issuer Name and Ticker or Trading Symbol PINTEREST, INC. [ PINS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) PO BOX 427344 3. Date of Earliest Transaction (MM/DD/YY) 02/03/2020 (Street) SAN FRANCISCO, CA94142 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 02/03/2020 C( 1 )( 2 ) 800,000 A $ 0 ( 1 ) ( 2 ) 800,000 I See footnote ( 3 ) Class A Common Stock 02/04/2020 S 800,000 D $ 22.6501 ( 4 ) 0 I See footnote ( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Nu mber of Shares Class B Common Stock ( 1 ) ( 2 ) 02/03/2020 C( 1 )( 2 ) 800,000 ( 1 )( 2 ) ( 1 )( 2 ) Class A Common Stock 800,000 $ 0 ( 1 ) ( 2 ) 26,902,217 I See footnote ( 3 ) Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 14,705,480 14,705,480 I See footnote ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sciarra Paul Cahill PO BOX 427344 SAN FRANCISCO, CA94142 X Signatures /s/ Paul Sciarra 05/08/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On February 3, 2020, the Sciarra Management Trust converted 800,000 shares of Class B common stock, par value $0.00001, of the Issuer ("Class B Common Stock") into 800,000 shares of Class A common stock, par value $0.00001, of the Issuer ("Class A Common Stock"). ( 2 )Each share of Class B Common Stock is convertible at the option of the holder into one (1) share of Class A Common Stock, and has no expiration date. Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon certain events specified in the Issuer's certificate of incorporation. ( 3 )These shares are held by the Sciarra Management Trust (the "Management Trust"), of which Paul Cahill Sciarra ("Mr. Sciarra") is trustee. Mr. Sciarra, in his capacity as trustee, has voting, investment and dispositive power over the shares held by the Management Trust. Mr. Sciarra disclaims Section 16 beneficial ownership of the securities held by the Management Trust except to the extent of his pecuniary interest (within the meaning of Section 16) therein, if any, and this report shall not be deemed an admission that Mr. Sciarra is the beneficial owner of such securities for Section 16 or any other purpose. ( 4 )These shares were sold in multiple transactions at prices ranging from $22.50 - $22.89, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, 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. ( 5 )These shares are held by the PCS Legacy Trust (the "Legacy Trust") and the PCS Remainder Trust (the "Remainder Trust") in the amount of 6,412,655 shares and 8,292,825 shares, respectively. Mr. Sciarra is the protector with authority to remove and replace the trustee of each of these trusts and, accordingly, may be deemed to have voting, investment and dispositive power over these shares. Mr. Sciarra disclaims Section 16 beneficial ownership of the securities held by these trusts except to the extent of his pecuniary interest (within the meaning of Section 16) therein, if any, and this report shall not be deemed an admission that Mr. Sciarra is the beneficial owner of such securities for Section 16 or any other purpose.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.