Pinterest (PINS) Form 3 PINTEREST / Naveen Gavini ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Gavini Naveen

(Last) (First) (Middle)

505 BRANNAN ST.

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/25/2021

3. Issuer Name and Ticker or Trading Symbol
PINTEREST, INC. [ PINS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Products

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock(1)	661,412(2)(3)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B common stock(1)	(1)	(1)	Class A Common Stock	116,662(4)(5)(6)(7)(8)(9)	(1)	D

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, convert automatically into one share of Class A Common Stock upon any transfer.

2. These securities consist of 46,241 shares of Class A Common Stock and 615,171 shares of Class A Common Stock subject to certain restrictions, which were granted to the Reporting Person as Restricted Stock Awards (RSAs). Upon vesting, each share of Class A Common Stock subject to the RSAs will cease to be forfeitable or subject to transfer restrictions.

3. The Reporting Person was granted RSAs on April 7, 2020, for which: (i) 33,507 RSAs will vest on March 20, 2021; (ii) 39,237 RSAs will vest at the end of each three-month period occurring during the period commencing June 20, 2021 and ending on March 20, 2022; (iii) 46,187 RSAs will vest on each of June 30, 3022 and September 20, 2022; (iv) 47,333 RSAs will vest on December 20, 2022; (v) 54,241 RSAs will vest on March 20, 2023; and (vi) 57,692 RSAs will vest at the end of each three-month period occurring during the period commencing June 20, 2023 and ending on March 20, 2024, subject to the Reporting Person's continued service through each such date.

4. These securities consist of 116,662 unvested Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of Class B Common Stock, subject to vesting.

5. The Reporting Person was granted RSUs on March 28, 2019, for which 3,125 RSUs will vest at the end of each three-month period ending on March 20, 2023, subject to the Reporting Person's continued service through each such date.

6. The Reporting Person was granted RSUs on February 5, 2019, for which 6,250 RSUs will vest at the end of each three-month period ending on December 20, 2022, subject to the Reporting Person's continued service through each such date.

7. The Reporting Person was granted RSUs on October 27, 2018 for which 725 RSUs will vest at the end of each three-month period ending on September 20, 2022, subject to the Reporting Person's continued service through each such date.

8. The Reporting Person was granted RSUs on October 27, 2018 for which 316 RSUs will vest at the end of each three-month period ending on September 20, 2022, subject to the Reporting Person's continued service through each such date.

9. The Reporting Person was granted RSUs on April 30, 2018 for which 6,250 RSUs will vest at the end of each three-month period ending on March 20, 2023, subject to the Reporting Person's continued service through each such date.

Remarks:

Exhibit 24 - Power of Attorney

	Monifa Clayton, Attorney-in-Fact	03/09/2021
	** Signature of Reporting Person	Date
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 5 (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.