Pinterest Form 4 / Evan Sharp ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

Sharp Evan

(Last)

(First)

(Middle)

C/O PINTEREST, INC.

651 BRANNAN STREET

(Street)

SAN FRANCISCO

94107

(City)

(State)

(Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2024

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/15/2024		C⁽¹⁾		53,958	A	$0	53,958	D
Class A Common Stock	05/15/2024		S⁽²⁾		53,958	D	$41.8738⁽³⁾	0	D
Class A Common Stock	05/15/2024		C⁽⁴⁾		67,883	A	$0	67,883	I	Sharp Family Investments LLC Fund 1 (200903031-T1)⁽⁵⁾
Class A Common Stock	05/15/2024		S⁽²⁾		67,883	D	$41.8767⁽⁶⁾	0	I	Sharp Family Investments LLC Fund 1 (200903031-T1)⁽⁵⁾
Class A Common Stock	05/15/2024		C⁽⁷⁾		7,589	A	$0	7,589	I	Sharp Family Investments LLC Fund 2 (200903031-T2)⁽⁸⁾
Class A Common Stock	05/15/2024		S⁽²⁾		7,589	D	$41.8724⁽⁹⁾	0	I	Sharp Family Investments LLC Fund 2 (200903031-T2)⁽⁸⁾
Class A Common Stock	05/15/2024		C⁽¹⁰⁾		2,139	A	$0	2,139	I	Sharp Family Investments LLC Fund 3 (200903031-T3)⁽¹¹⁾
Class A Common Stock	05/15/2024		S⁽²⁾		2,139	D	$41.8869⁽¹²⁾	0	I	Sharp Family Investments LLC Fund 3 (200903031-T3)⁽¹¹⁾
Class A Common Stock	05/15/2024		C⁽¹³⁾		9,886	A	$0	9,886	I	The Sharp Irrevocable Remainder Trust (200903031-IT)⁽¹⁴⁾
Class A Common Stock	05/15/2024		S⁽²⁾		9,886	D	$41.8774⁽¹⁵⁾	0	I	The Sharp Irrevocable Remainder Trust (200903031-IT)⁽¹⁴⁾
Class A Common Stock	05/15/2024		C⁽¹⁶⁾		50,259	A	$0	50,259	I	The Sharp Revocable Trust (200903031-RT)⁽¹⁷⁾
Class A Common Stock	05/15/2024		S⁽²⁾		50,259	D	$41.8761⁽¹⁸⁾	0	I	The Sharp Revocable Trust (200903031-RT)⁽¹⁷⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽¹⁹⁾	05/15/2024		C⁽¹⁾			53,958	⁽¹⁹⁾	⁽¹⁹⁾	Class A Common Stock	53,958	$0	332,156	D
Class B Common Stock	⁽¹⁹⁾	05/15/2024		C⁽⁴⁾			67,883	⁽¹⁹⁾	⁽¹⁹⁾	Class A Common Stock	67,883	$0	203,649	I	Sharp Family Investments LLC Fund 1 (200903031-T1)⁽⁵⁾
Class B Common Stock	⁽¹⁹⁾	05/15/2024		C⁽⁷⁾			7,589	⁽¹⁹⁾	⁽¹⁹⁾	Class A Common Stock	7,589	$0	148,678	I	Sharp Family Investments LLC Fund 2 (200903031-T2)⁽⁸⁾
Class B Common Stock	⁽¹⁹⁾	05/15/2024		C⁽¹⁰⁾			2,139	⁽¹⁹⁾	⁽¹⁹⁾	Class A Common Stock	2,139	$0	41,903	I	Sharp Family Investments LLC Fund 3 (200903031-T3)⁽¹¹⁾
Class B Common Stock	⁽¹⁹⁾	05/15/2024		C⁽¹³⁾			9,886	⁽¹⁹⁾	⁽¹⁹⁾	Class A Common Stock	9,886	$0	189,455	I	The Sharp Irrevocable Remainder Trust (200903031-IT)⁽¹⁴⁾
Class B Common Stock	⁽¹⁹⁾	05/15/2024		C⁽¹⁶⁾			50,259	⁽¹⁹⁾	⁽¹⁹⁾	Class A Common Stock	50,259	$0	216,868	I	The Sharp Revocable Trust (200903031-RT)⁽¹⁷⁾

Explanation of Responses:

1. Represents the conversion of 53,958 shares of Class B Common Stock into 53,958 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.

2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

3. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $41.6300 to $42.3350 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.

4. Represents the conversion of 67,883 shares of Class B Common Stock into 67,883 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.

5. These securities are held by Sharp Family Investments LLC Fund 1, a limited liability company. The Reporting Person retains beneficial ownership over the securities held by Sharp Family Investments LLC Fund 1.

6. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $41.6400 to $42.3600 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.

7. Represents the conversion of 7,589 shares of Class B Common Stock into 7,589 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.

8. These securities are held by Sharp Family Investments LLC Fund 2, a limited liability company. The Reporting Person retains beneficial ownership over the securities held by Sharp Family Investments LLC Fund 2.

9. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $41.6650 to $42.2700 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.

10. Represents the conversion of 2,139 shares of Class B Common Stock into 2,139 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.

11. These securities are held by Sharp Family Investments LLC Fund 3, a limited liability company. The Reporting Person retains beneficial ownership over the securities held by Sharp Family Investments LLC Fund 3.

12. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $41.7000 to $42.2700 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.

13. Represents the conversion of 9,886 shares of Class B Common Stock into 9,886 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.

14. These securities are held by The Sharp Irrevocable Remainder Trust. The Reporting Person retains beneficial ownership over the securities held by The Sharp Irrevocable Remainder Trust.

15. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $41.6900 to $42.3600 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.

16. Represents the conversion of 50,259 shares of Class B Common Stock into 50,259 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.

17. These securities are held by The Sharp Revocable Trust. The Reporting Person retains beneficial ownership over the securities held by The Sharp Revocable Trust.

18. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $41.6500 to $42.3600 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.

19. 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.

Remarks:

	Jacquie Katzel, Attorney-in-Fact	05/17/2024
	** 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 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.

Pinterest (PINS) Form 4PINTEREST / Evan Sharp ownership change