Pinterest Executive's 35,866 Share Transaction Tied to RSU Vesting

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Form Type

Rhea-AI Filing Summary

Pinterest CFO Julia Brau Donnelly reported a Form 4 filing on June 28, 2025, disclosing a transaction that occurred on June 20, 2025. The filing details the disposition of 35,866 shares of Class A Common Stock at a price of $34.22 per share.

Key transaction details:

The shares were withheld by Pinterest for tax withholding purposes related to the vesting of previously granted restricted stock units (RSUs)
Following the transaction, Donnelly beneficially owns 392,496 shares directly
The total ownership includes additional RSUs subject to future vesting requirements

This transaction represents a routine withholding of shares for tax purposes rather than an open market sale, which is a common practice for executive compensation arrangements. The filing was executed by Jacquie Katzel as attorney-in-fact on June 23, 2025.

Insider Trade Summary

Net Seller: 35,866 shares

Net Sell 1 txn

Insider Brau Donnelly Julia

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	35,866	$34.22	$1.23M

Holdings After Transaction: Class A Common Stock — 392,496 shares (Direct)

Footnotes (2)

F1. Represents shares of Class A Common Stock that have been withheld by the Company to satisfy income tax withholding and remittance obligations in connection with the vesting and net settlement of previously reported restricted stock units ("RSUs").
F2. Includes RSUs subject to vesting requirements.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 06/23/2025 - 04:36 PM

FAQ

What insider transaction did PINS CFO Julia Brau Donnelly report on June 20, 2025?

PINS CFO Julia Brau Donnelly reported the disposition of 35,866 shares of Class A Common Stock at a price of $34.22 per share. These shares were withheld by Pinterest to satisfy income tax obligations related to the vesting of restricted stock units (RSUs).

How many PINS shares does CFO Julia Brau Donnelly own after the June 2025 transaction?

Following the reported transaction, Julia Brau Donnelly beneficially owns 392,496 shares of Pinterest Class A Common Stock directly. This amount includes RSUs that are still subject to vesting requirements.

Was PINS CFO's June 2025 stock sale a direct market transaction?

No, this was not a direct market sale. The transaction was coded as 'F' which indicates shares were withheld by Pinterest to cover tax withholding obligations related to the vesting of restricted stock units (RSUs), rather than an open market sale.

Did PINS CFO Julia Brau Donnelly's transaction follow Rule 10b5-1 trading plan?

The Form 4 filing does not indicate that this transaction was made pursuant to a Rule 10b5-1 trading plan, as the checkbox for transactions made under such plans was not marked on the form.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brau Donnelly Julia

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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	06/20/2025		F		35,866⁽¹⁾	D	$34.22	392,496⁽²⁾	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)
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)

Explanation of Responses:

1. Represents shares of Class A Common Stock that have been withheld by the Company to satisfy income tax withholding and remittance obligations in connection with the vesting and net settlement of previously reported restricted stock units ("RSUs").

2. Includes RSUs subject to vesting requirements.

Remarks:

	Jacquie Katzel, Attorney-in-Fact	06/23/2025
	** 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.

Source: View Original Filing on SEC EDGAR