Form 4: Pinterest Director Benjamin Silbermann Sells Over 100,000 Shares Under Pre-Arranged Plan

Pinterest Director and 10% Owner Benjamin Silbermann sold 102,083 shares of Class A Common Stock for approximately $3.67 million through pre-planned transactions on July 16, 2025.

Summary

• Benjamin Silbermann, a Director and 10% Owner of Pinterest, Inc. (PINS), executed pre-planned stock transactions on July 16, 2025.
• The transactions involved the conversion of 102,083 shares of Class B Common Stock into Class A Common Stock, followed by the sale of these Class A shares.
• 83,333 Class A shares were sold from the Benjamin and Divya Silbermann Family Trust at a weighted average price of $36.0097 per share, with prices ranging from $35.8000 to $36.7500.
• An additional 18,750 Class A shares were sold from SFTC, LLC at a weighted average price of $36.0116 per share, with prices ranging from $35.8100 to $36.7500.
• All sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on December 13, 2024.
• Following these transactions, Mr. Silbermann's indirect beneficial ownership through the Benjamin and Divya Silbermann Family Trust is 36,403,560 Class B shares, and through SFTC, LLC is 8,912,530 Class B shares. He also directly holds 1,174,715 Class B shares and 8,414 Class A shares (subject to vesting RSUs).

Sentiment

Score: 5

Explanation: The sentiment is neutral. While it's an insider sale, it was pre-planned under a Rule 10b5-1 plan, which typically mitigates negative sentiment associated with insider selling. It's a routine personal financial management event for a large shareholder.

Positives

• The sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a structured and pre-determined divestment strategy rather than a reaction to immediate market conditions.

Negatives

• A significant insider sale, totaling 102,083 shares, could be perceived negatively by some investors as it represents a reduction in direct equity exposure by a key insider.

Risks

• The inherent risk associated with stock market fluctuations, as the sale prices varied within a range, indicating market volatility.
• Potential investor perception issues related to insider selling, even if pre-planned.

Future Outlook

The document does not provide forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2024.

Industry Context

This Form 4 filing details a routine insider stock transaction for a technology company executive, common for individuals managing personal wealth and diversification, especially when executed under a Rule 10b5-1 plan to avoid accusations of trading on material non-public information.

Comparison to Industry Standards

• Insider sales executed under a Rule 10b5-1 trading plan are a standard practice among executives of publicly traded companies, including those in the tech sector like Meta Platforms (META) or Snap Inc. (SNAP), to manage personal liquidity and diversification while adhering to insider trading regulations.
• The reported transaction prices are reflective of the market value of Pinterest's Class A Common Stock on the transaction date.

Related Party Transactions

• The transactions involved sales from the Benjamin and Divya Silbermann Family Trust and SFTC, LLC, entities indirectly associated with the reporting person, Benjamin Silbermann.
• Mr. Silbermann disclaims beneficial ownership of shares held by SFTC, LLC, except to the extent of his pecuniary interest through certain immediate family members' interests in The Silbermann 2012 Irrevocable Trust.

Stakeholder Impact

• Shareholders: The sale represents a minor dilution of the total outstanding shares and a reduction in direct equity exposure by a significant insider, which could be viewed as a neutral to slightly negative signal depending on individual investor interpretation.
• Employees, Customers, Suppliers, Creditors: No direct impact is indicated by this filing.

Next Steps

• The document does not specify any future actions or milestones beyond the completion of the reported transactions.

Key Dates

Keywords

Pinterest, PINS, Benjamin Silbermann, SEC Form 4, Insider Trading, Stock Sale, Rule 10b5-1, Class A Common Stock, Class B Common Stock, Director, 10% Owner, Equity Sales