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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Levine Jeremy S. C/O PINTEREST, INC. 651 BRANNAN STREET SAN FRANCISCO, CA 94107 |
X | |||
| Jacquie Katzel, Attorney-in-Fact | 05/29/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | These securities consist of 6,274 Restricted Stock Units (RSUs) that were granted on May 24, 2024. Each RSU represents the Reporting Person's right to receive one share of Class A common stock, par value $0.00001 (Class A Common Stock), subject to vesting. The RSUs will vest in full on the earlier of (i) May 24, 2025, or (ii) the date immediately prior to the Company's next regular annual shareholders meeting, in either case, subject to the Reporting Person's continued service as a non-employee director of the Company through such date |
| (2) | Includes 152,609 shares of Class A Common Stock received by the Reporting Person in one or more pro rata distributions-in-kind from the BVP Entities), on August 10, 2021, which distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended. |
| (3) | The Reporting Person has agreed to assign a portion of his shares of Class A common stock to Deer Management Co. LLC |
| (4) | The Reporting Person has agreed to assign to Deer Management Co. LLC the right to any shares issuable pursuant to the RSUs or any proceeds from the sale thereof. |
| (5) | These securities consist of 1,200,954 shares of Class A common stock, par value $0.00001 (Class A Common Stock) and 6,274 RSUs. |