0001628280-19-004397.txt : 20190417 0001628280-19-004397.hdr.sgml : 20190417 20190417200640 ACCESSION NUMBER: 0001628280-19-004397 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190417 FILED AS OF DATE: 20190417 DATE AS OF CHANGE: 20190417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sharp Evan CENTRAL INDEX KEY: 0001773871 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38872 FILM NUMBER: 19754221 MAIL ADDRESS: STREET 1: 505 BRANNAN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pinterest, Inc. CENTRAL INDEX KEY: 0001506293 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 263607129 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 808 BRANNAN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 617-5585 MAIL ADDRESS: STREET 1: 808 BRANNAN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 FORMER COMPANY: FORMER CONFORMED NAME: Cold Brew Labs Inc. DATE OF NAME CHANGE: 20101122 3 1 wf-form3_155554598645225.xml FORM 3 X0206 3 2019-04-17 0 0001506293 Pinterest, Inc. PINS 0001773871 Sharp Evan C/O PINTEREST, INC. 505 BRANNAN STREET SAN FRANCISCO CA 94107 1 1 0 0 Co-Founder & Chief Design & Cr Common Stock 3927840 D Stock Option 0.0373 2021-07-31 Common Stock 2126950.0 D Stock Option 0.5736 2022-06-19 Common Stock 769908.0 D Stock Option 0.5736 2022-06-19 Common Stock 758803.0 I - Stock Option 0.5736 2022-06-19 Common Stock 653845.0 I -- Stock Option 0.5736 2022-06-19 Common Stock 2070016.0 I --- Stock Option 4.416 2025-01-15 Common Stock 1756336.0 D Prior to the closing of Pinterest, Inc.'s (the Company) initial public offering (the IPO), each share of common stock will be automatically reclassified into one share of Class B common stock, par value $0.00001, of the Company (Class B Common Stock). Each share of 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, of the Company (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. These securities consist of 1,261,173 shares of common stock and 2,666,667 Restricted Stock Units (RSUs). Each RSU represents Mr. Sharp's right to receive one share of common stock, subject to vesting. Mr. Sharp was granted 333,333 RSUs October 18, 2016, for which the service-based vesting condition was satisfied for 33% of the total number of RSUs on October 12, 2017 and for 33% of the total number of RSUs on October 12, 2018, and the remaining 34% of the total number of RSUs will vest on October 12, 2019, subject Mr. Sharp's continuous service through such date. Mr. Sharp was granted 2,333,334 RSUs on March 21,2019, which will vest at a rate of 5% of the total number of RSUs at the end of each three-month period measured from April 20, 2019 (a total vesting period of five years), subject to Mr. Sharp's continuous service through each such date. All stock options are fully vested and exercisable. These Stock Options are held by Evan Howell Sharp and Christina McBride Sharp, Co-Trustees of The Sharp Revocable Trust. These Stock Options are held by Evan Howell Sharp and Christina McBride Sharp, Co-Trustees of The Sharp Irrevocable Remainder Trust. These Stock Options are held by Evan Howell Sharp, Trustee of The Evan Howell Sharp 2018 Annuity Trust. Exhibit 24 - Power of Attorney Monifa Clayton, Attorney-in-Fact 2019-04-17 EX-24 2 pinterest-powerofattorneyp.htm SHARP EVAN POA SEC FILING 20190414

                        Limited Power of Attorney

    The undersigned officer and/or director of Pinterest, Inc. (the "Company") hereby constitutes and appoints each of Monifa
Clayton and Christine Flores, signing singly, the undersigned's true and lawful attorney-in-fact to:

1)    execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or 10%
shareholder of the Company, any and all Forms 3, 4 and 5 prepared for and on behalf of the undersigned pursuant to
Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder (the
"Exchange Act");

2)    do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete
and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and to timely file
such forms with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar
authority;

3)    prepare, execute in my name and on my behalf, and submit to the SEC a Form ID, including amendments thereto, and
any other documents necessary or appropriate to obtain and/or regenerate codes and passwords enabling me to make
electronic filings with the SEC of reports required by Section 16(a) of the Exchange Act, or any rule or regulation of
the SEC; and

4)    take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-
in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney
shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

    The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

    This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms
3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

    By signing below, the undersigned does hereby revoke any and all other power of attorney documents previously and
otherwise executed in connection with the undersigned's obligations as an officer, director and/or 10% shareholder of the
Company to prepare and file Forms 3, 4 and 5, or other forms or reports, or any amendment or amendments thereto, with the SEC
and any stock exchange or similar authority, pursuant to Section 16(a) of the Exchange Act.  The undersigned hereby gives notice
to all who have received, relied on or acted upon such previously executed power of attorney documents and all other interested
parties that the undersigned withdraws every power and authority thereby given and declares such power of attorney documents
null and void and of no further force or effect.

        IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 14th
day of April, 2019.


/s/ Evan Sharp
----------------------------------------
Signature


Evan Sharp
----------------------------------------
Print Name