Sec Form 4 Filing - Gavini Naveen @ PINTEREST, INC. - 2022-12-20

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
Gavini Naveen
2. Issuer Name and Ticker or Trading Symbol
PINTEREST, INC. [ PINS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Products
(Last) (First) (Middle)
C/O PINTEREST, INC., 505 BRANNAN STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/20/2022
(Street)
SAN FRANCISCO, CA94107
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( 1 ) 12/20/2022 C( 2 ) 9,375 A $ 0 469,598( 3 ) D
Class A Common Stock 12/20/2022 F( 4 ) 28,117 D $ 0 441,481( 5 ) D
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 Number of Shares
Class B common stock ( 1 ) 12/20/2022 C 9,375 ( 1 ) ( 1 ) Class A Common Stock 9,375 $ 0 3,125( 6 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gavini Naveen
C/O PINTEREST, INC.
505 BRANNAN STREET
SAN FRANCISCO, CA94107
SVP, Products
Signatures
Monifa Clayton, Attorney-in-Fact 12/22/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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, automatically convert into one share of Class A Common Stock upon any transfer.
( 2 )Represents the conversion of 9,375 shares of Class B Common Stock into 9,375 shares of Class A Common Stock in connection with the vesting and settlement of previously reported Restricted Stock Units (RSUs), as described below.
( 3 )These securities consist of 184,589 shares of Class A Common Stock and 285,009 previously reported Restricted Stock Awards (RSAs), subject to certain restrictions.
( 4 )Represents shares of Class A Common Stock that have been withheld by the Company to satisfy income tax withholding and remittance obligations in connection with the vesting and net settlement of RSUs and RSAs.
( 5 )These securities consist of 156,472 shares of Class A Common Stock and 285,009 previously reported RSAs, subject to certain restrictions.
( 6 )These securities consist of 3,125 previously reported RSUs. Each RSU represents the Reporting Person's right to receive one share of Class B Common Stock, which will be automatically converted into shares of Class A Common Stock upon vesting, pursuant to an irrevocable consent signed by the Reporting Person on September 29, 2019 to automatically convert all shares of Class B Common Stock into shares of Class A Common Stock.

Remarks:
The Power of Attorney for Mr. Naveen Gavini is filed as an exhibit to the Form 3 filed by Mr. Gavini with the Securities and Exchange Commission on March 8, 2021, which is hereby incorporated by reference.

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