Statement of Changes in Beneficial Ownership (4)
July 01 2020 - 6:33PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Yang Tseli Lily |
2. Issuer Name and Ticker or Trading Symbol
PINTEREST, INC.
[
PINS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Accounting Officer |
(Last)
(First)
(Middle)
C/O PINTEREST, INC., 505 BRANNAN STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/29/2020 |
(Street)
SAN FRANCISCO, CA 94107
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock (1) | 6/29/2020 | | C(2) | | 2531 | A | $0 | 80606 (3) | D | |
Class A Common Stock | 6/29/2020 | | S(4) | | 2531 | D | $21.20 | 78075 (5) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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) | 6/29/2020 | | C (2) | | | 2531 | (1) | (1) | Class A Common Stock | 2531.0 | $0 | 255628 (6) | 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) | Represents the conversion of 2,531 shares of Class B Common Stock into 2,531 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. |
(3) | These securities consist of 4,483 shares of Class A Common Stock and an additional 76,123 previously reported Class A Restricted Stock Units (Class A RSUs). Each Class A RSU represents the Reporting Person's right to receive one share of Class A Common Stock, subject to vesting. |
(4) | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
(5) | These securities consist of 1,952 shares of Class A Common Stock and 76,123 previously reported Class A RSUs. |
(6) | These securities consist of 39,603 shares of Class B Common Stock and 216,025 previously reported Class B Restricted Stock Units (Class B RSUs). Each Class B RSU represents the Reporting Person's right to receive one share of Class B Common Stock, subject to vesting. |
Remarks: The Power of Attorney for Ms. Lily Yang is filed as an exhibit to the Form 3 filed by Ms. Yang with the Securities and Exchange Commission on April 17, 2019, which is hereby incorporated by reference. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Yang Tseli Lily C/O PINTEREST, INC. 505 BRANNAN STREET SAN FRANCISCO, CA 94107 |
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| Chief Accounting Officer |
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Signatures
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Monifa Clayton, Attorney-in-Fact | | 7/1/2020 |
**Signature of Reporting Person | Date |
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