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*
Gavini Naveen

(Last) (First) (Middle)
505 BRANNAN ST.

(Street)
SAN FRANCISCO CA 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)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Products
3. Date of Earliest Transaction (Month/Day/Year)
03/20/2021
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)
Code V Amount (A) or (D) Price
Class A Common Stock(1) 03/20/2021 C(2) 10,699 A $0 657,048(3) D
Class A Common Stock 05/12/2021 S(4) 3,302 D $56.5045(5) 653,746(6) D
Class A Common Stock 05/12/2021 S(4) 3,474 D $57.2837(7) 650,272(8) D
Class A Common Stock 05/12/2021 S(4) 1,966 D $58.7459(9) 648,306(10) 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 (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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B common stock(1) (2) 03/20/2021 C(2) 10,699 (1) (1) Class A Common Stock 10,699 $0 99,996(11) D
Explanation of Responses:
1. Due to an administrative error, a Form 4 was inadvertently not filed in a timely manner on behalf of the Reporting Person to report the conversion of 10,699 shares of Class B common stock, par value $0.00001 (Class B Common Stock) into 10,699 shares of Class A common stock, par value $0.00001 (Class A Common Stock) on March 20, 2021 at the option of the Reporting Person.
2. 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. 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.
3. These securities consist of 75,384 shares of Class A Common Stock and an additional 581,664 previously reported shares of Class A Common Stock, subject to certain restrictions, which were granted to the Reporting Person as Restricted Stock Awards (RSAs).
4. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
5. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $55.9200 to $56.8600 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.
6. These securities consist of 72,082 shares of Class A Common Stock and an additional 581,664 RSAs.
7. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $57.0500 to $57.8100 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.
8. These securities consist of 68,608 shares of Class A Common Stock and an additional 581,664 RSAs.
9. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $58.4500 to $59.1100 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. These securities consist of 66,642 shares of Class A Common Stock and an additional 581,664 RSAs.
11. These securities consists of 99,996 previously reported Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of Class B 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.
Monifa Clayton, Attorney-in-Fact 05/14/2021
** 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 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).
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