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[Form 4] Pinterest, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Benjamin Silbermann, a director and reported 10% owner of Pinterest, Inc. (PINS), executed transactions on 08/13/2025 under a Rule 10b5-1 trading plan. Portions of his Class B common stock were converted into Class A and then sold. The filing shows 83,333 shares were converted and sold at a weighted average price of $35.1115 per share, and an additional 18,750 shares were converted and sold at a weighted average price of $35.1107 per share, resulting in those lots being reduced to 0 shares held by the reporting person for those specific entries. The report also discloses previously reported restricted stock units of 8,414 shares that remain subject to vesting. The filing identifies indirect ownership figures following the transactions, including 36,236,894 Class A shares associated with the Benjamin and Divya Silbermann Family Trust and 8,875,030 Class A shares associated with SFTC, LLC.

Positive
  • Transactions executed under a Rule 10b5-1 plan, which provides an affirmative defense against insider trading allegations
  • Detailed weighted-average sale prices disclosed and offer to supply allocation details on request, supporting transparency
Negative
  • Insider sales of Class A shares totaling 102,083 shares (83,333 + 18,750), which reduce the reporting person's holdings in those lots
  • 8,414 previously reported RSUs remain subject to vesting, indicating potential future dilution upon vesting

Insights

TL;DR: Insider sales executed under a 10b5-1 plan converted Class B to Class A and reduced reported holdings in those lots.

The transactions are routine in structure: conversion of Class B shares to Class A followed by sales effected under a Rule 10b5-1 plan adopted December 13, 2024. The filing provides weighted average prices for the sold lots and confirms the reporting person will provide allocation details on request. From an investor perspective, these are scheduled plan sales rather than ad-hoc disposals, which typically reduces concerns about opportunistic timing. Material figures disclosed include 83,333 and 18,750 shares sold at weighted average prices of $35.1115 and $35.1107 respectively, and 8,414 previously reported RSUs remaining subject to vesting. Impact is neutral to modestly negative for share count dilution but not information-altering regarding company operations.

TL;DR: Sales followed a pre-established 10b5-1 plan and include disclaimers about indirect holdings; governance disclosure is standard and complete.

The Form 4 clearly states the transactions were made pursuant to a Rule 10b5-1 trading plan and includes required footnotes describing weighted average prices and indirect ownership disclaimers for SFTC, LLC. The report disclaims beneficial ownership of shares held by SFTC, LLC except to the extent of pecuniary interest, which is an important governance disclosure. The filing includes conversion mechanics for Class B to Class A shares and provides sufficient disclosure to satisfy Section 16 reporting norms. This is a routine insider disclosure with limited governance concern beyond the size of the holder.

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).
X
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*
Silbermann Benjamin

(Last) (First) (Middle)
C/O PINTEREST, INC.
651 BRANNAN STREET

(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)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025
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)
Code V Amount (A) or (D) Price
Class A Common Stock 08/13/2025 C(1) 83,333 A $0 83,333 I Benjamin and Divya Silbermann Family Trust
Class A Common Stock 08/13/2025 S(2) 83,333 D $35.1115(3) 0 I Benjamin and Divya Silbermann Family Trust
Class A Common Stock 08/13/2025 C(1) 18,750 A $0 18,750 I SFTC, LLC(4)
Class A Common Stock 08/13/2025 S(2) 18,750 D $35.1107(5) 0 I SFTC, LLC(4)
Class A Common Stock 8,414(6) 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 (7) 08/13/2025 C(1) 83,333 (7) (7) Class A Common Stock 83,333 $0 36,236,894 I Benjamin and Divya Silbermann Family Trust
Class B Common Stock (7) 08/13/2025 C(1) 18,750 (7) (7) Class A Common Stock 18,750 $0 8,875,030 I SFTC, LLC(4)
Class B Common Stock (7) (7) (7) Class A Common Stock 1,174,715 1,174,715 D
Explanation of Responses:
1. Represents the conversion of shares of Class B Common Stock, par value $0.00001 ("Class B Common Stock") into Class A Common Stock, par value $0.00001 ("Class A Common Stock"), in connection with the sale of such shares pursuant to a Rule 10b5-1 trading plan.
2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2024.
3. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.8200 to $35.4200 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.
4. Mr. Silbermann disclaims beneficial ownership of the shares held by the SFTC, LLC, a Delaware limited liability company owned by The Silbermann 2012 Irrevocable Trust. This report shall not be deemed an admission that he is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in such shares by virtue of certain of his immediate family members' interests in The Silbermann 2012 Irrevocable Trust.
5. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $34.8200 to $35.4100 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. Represents previously reported RSUs that are subject to vesting requirements.
7. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of the 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, and in other circumstances as outlined in the Issuer's Certificate of Incorporation.
Remarks:
Jacquie Katzel, Attorney-in-Fact 08/14/2025
** 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.

FAQ

What shares did Benjamin Silbermann sell in the Form 4 for PINS?

He sold 83,333 and 18,750 Class A shares (proceeds reported via weighted average prices) following conversion of Class B shares.

At what prices were the PINS shares sold by the reporting person?

Weighted average sale prices are reported as $35.1115 for the 83,333-share lot and $35.1107 for the 18,750-share lot, with transaction price ranges disclosed in footnotes.

Were the transactions part of a pre-established trading plan for PINS?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on December 13, 2024.

How many vested or unvested shares remain reported for Silbermann after these transactions?

8,414 previously reported RSUs remain subject to vesting according to the filing; indirect beneficial ownership figures are also reported (e.g., 36,236,894 Class A shares linked to the Family Trust).

Does Silbermann claim beneficial ownership of shares held by SFTC, LLC?

He disclaims beneficial ownership of the shares held by SFTC, LLC except to the extent of any pecuniary interest through immediate family members' interests in the related trust.
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PINS Stock Data

18.08B
592.02M
0.7%
93.3%
4.65%
Internet Content & Information
Services-computer Programming, Data Processing, Etc.
Link
United States
SAN FRANCISCO