Pinterest insider Silbermann converts Class B and executes 10b5-1 sales
Rhea-AI Filing Summary
Benjamin Silbermann, a director and reported 10% owner of Pinterest, Inc. (PINS), filed a Form 4 disclosing transactions on 09/17/2025. The filing shows conversions of Class B common stock into Class A common stock in connection with a Rule 10b5-1 trading plan and multiple sales effected pursuant to that same plan. Several conversions were recorded as acquisitions at $0, and multiple disposals were reported with weighted-average sale prices in the mid-$36 range. Certain shares are held indirectly through the Benjamin and Divya Silbermann Family Trust and SFTC, LLC, and Mr. Silbermann disclaims beneficial ownership of SFTC, LLC holdings except to the extent of any pecuniary interest.
Positive
- None.
Negative
- Multiple insider sales: the Form 4 reports sales of 35,319; 48,014; 18,750; and 8,414 shares on 09/17/2025 under a Rule 10b5-1 plan.
- Material sell prices disclosed: weighted-average sale prices and price ranges around $36.15 to $37.025 per share indicate realized proceeds.
- Reduction in reported ownership: one reported line shows ownership falling to 0 shares following certain disposals.
Insights
TL;DR: Insider executed Rule 10b5-1 conversions and sales, realizing proceeds at weighted-average prices around $36–37.
The Form 4 documents mechanical conversions of Class B to Class A shares and multiple sales under a pre-established 10b5-1 plan adopted 12/13/2024. Sales reported include discrete lots (35,319; 48,014; 18,750; 8,414 shares) with weighted-average prices disclosed and ranges provided in footnotes. The transactions increase publicly tradable Class A shares by conversion while reducing the reporting person’s economic exposure via sales. This is routine for insiders using 10b5-1 plans; no new disclosures about company operations or financials were made.
TL;DR: Transactions follow a documented 10b5-1 plan and include disclaimers for indirect holdings.
The filing clarifies ownership structure by identifying indirect holdings through a family trust and SFTC, LLC with an express disclaimer of beneficial ownership for the LLC-held shares. Conversions of Class B to Class A are noted as automatic/optional per the certificate of incorporation. The presence of a dated 10b5-1 plan provides procedural protection for the insider but does not eliminate investor interest in the timing and magnitude of the sales.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 83,333 | $0.00 | -- |
| Conversion | Class B Common Stock | 18,750 | $0.00 | -- |
| Conversion | Class A Common Stock | 83,333 | $0.00 | -- |
| Sale | Class A Common Stock | 35,319 | $36.4866 | $1.29M |
| Sale | Class A Common Stock | 48,014 | $36.7984 | $1.77M |
| Conversion | Class A Common Stock | 18,750 | $0.00 | -- |
| Sale | Class A Common Stock | 18,750 | $36.6558 | $687K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (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. 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. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $36.1500 to $36.6450 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. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $36.6500 to $37.0250 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 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. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $36.2000 to $37.0000 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 Represents previously reported RSUs that are subject to vesting requirements. 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.
