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Pinterest Form 4: 11,019 RSUs Awarded to Director with 3-Year Vesting

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Pinterest director Emily Reuter was granted 11,019 restricted stock units (RSUs) on 09/18/2025. Each RSU represents the right to one share of Class A common stock and the award vests in three equal annual installments on 09/18/2026, 09/18/2027 and 09/18/2028, subject to continued service. The RSUs fully vest upon a change in control. Following the reported transaction the reporting person beneficially owns 11,019 shares subject to these vesting conditions. The Form 4 was filed by one reporting person and signed by an attorney-in-fact on 09/19/2025.

Positive

  • 11,019 RSUs granted to director Emily Reuter, showing equity alignment with shareholders
  • Three-year annual vesting (09/18/2026, 09/18/2027, 09/18/2028) which supports director retention
  • Change-in-control acceleration provides standard protection preserving value on corporate transactions

Negative

  • None.

Insights

TL;DR: Director received time-based RSUs aligning compensation with long-term service and potential change-in-control protections.

The grant of 11,019 RSUs to a director is a common governance practice to align outside directors with shareholder interests through equity ownership and to retain service over multiple years via staggered vesting. The three-year annual vesting schedule encourages continued board participation, and the immediate vesting on a change in control provides standard protection that may preserve value in an M&A scenario. The disclosure is routine and procedural; it shows equity-based compensation but does not, on its face, indicate a material shift in corporate strategy or control.

TL;DR: The transaction is a standard non-cash equity grant with limited direct market impact.

The Form 4 reports an award of 11,019 RSUs with service-based vesting and change-in-control acceleration. Because RSUs convert to one share each upon vesting, they represent potential future issuance but are subject to vesting contingencies. The filing contains no exercised options, sales, or cash transactions and does not change current voting shares until the RSUs vest. From a securities perspective, this is a routine insider grant rather than an active trading event.

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).
1. Name and Address of Reporting Person*
Reuter Emily

(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 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
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 09/18/2025 A 11,019(1) A $0 11,019(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Restricted Stock Units (RSUs) scheduled to vest in three equal, annual installments on each of September 18, 2026, September 18, 2027, and September 18, 2028 (subject to continued service), with immediate vesting in full upon the consummation of a change in control. Each RSU represents the Reporting Person's right to receive one share of Class A common stock, par value $0.00001, subject to vesting
2. Includes RSUs subject to vesting conditions.
Remarks:
Jacquie Katzel, Attorney-in-Fact 09/19/2025
** 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 did the Form 4 for PINS filed by Emily Reuter report?

The Form 4 reports a grant of 11,019 RSUs on 09/18/2025, each representing one share of Class A common stock.

When do Emily Reuter's RSUs vest?

The RSUs vest in three equal annual installments on 09/18/2026, 09/18/2027, and 09/18/2028, subject to continued service.

Is there any acceleration provision for the RSUs reported on the Form 4?

Yes. The RSUs vest immediately in full upon consummation of a change in control.

How many shares does the reporting person beneficially own following the transaction?

The filing states the reporting person beneficially owns 11,019 shares subject to the RSU vesting conditions.

Was this Form 4 filed jointly or by one reporting person?

The Form 4 was filed by one reporting person and signed by an attorney-in-fact on 09/19/2025.
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