SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Bessemer Venture Partners VII L.P.

(Last)

(First)

(Middle)

C/O BESSEMER VENTURE PARTNERS

1865 PALMER AVENUE, SUITE 104

(Street)

LARCHMONT

10538

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/17/2019

3. Issuer Name and Ticker or Trading Symbol
Pinterest, Inc. [ NYSE:PINS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A-2 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	52,857,688⁽²⁾	⁽¹⁾	I	See footnotes⁽²⁾⁽³⁾
Series B Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	2,728,921⁽⁴⁾	⁽¹⁾	I	See footnotes⁽³⁾⁽⁴⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	2,142,639⁽⁵⁾	⁽¹⁾	I	See footnotes⁽³⁾⁽⁵⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	1,541,910⁽⁶⁾	⁽¹⁾	I	See footnotes⁽³⁾⁽⁶⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	114,695⁽⁷⁾	⁽¹⁾	I	See footnotes⁽³⁾⁽⁷⁾
Series F Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	49,059⁽⁸⁾	⁽¹⁾	I	See footnotes⁽³⁾⁽⁸⁾
Series G Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock⁽¹⁾	23,213⁽⁹⁾	⁽¹⁾	I	See footnotes⁽³⁾⁽⁹⁾

1. Name and Address of Reporting Person^*

Bessemer Venture Partners VII L.P.

(Last)

(First)

(Middle)

C/O BESSEMER VENTURE PARTNERS

1865 PALMER AVENUE, SUITE 104

(Street)

LARCHMONT

10538

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Bessemer Venture Partners VII Institutional L.P.

(Last)

(First)

(Middle)

C/O BESSEMER VENTURE PARTNERS

1865 PALMER AVENUE, SUITE 104

(Street)

LARCHMONT

10538

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

BVP VII SPECIAL OPPORTUNITY FUND LP

(Last)

(First)

(Middle)

C/O BESSEMER VENTURE PARTNERS

1865 PALMER AVENUE, SUITE 104

(Street)

LARCHMONT

10538

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Deer VII & Co. L.P.

(Last)

(First)

(Middle)

C/O BESSEMER VENTURE PARTNERS

1865 PALMER AVENUE, SUITE 104

(Street)

LARCHMONT

10538

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Deer VII & Co. Ltd.

(Last)

(First)

(Middle)

C/O BESSEMER VENTURE PARTNERS

1865 PALMER AVENUE, SUITE 104

(Street)

LARCHMONT

10538

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. All shares of preferred stock will automatically be converted on a one-for-one basis into shares of common stock of Pinterest, Inc. (the "Company") prior to the closing of the Company's initial public offering (the "IPO"). Immediately thereafter, but still prior to the closing of the Company's IPO, all shares of common stock will be reclassified into shares of Class B Common Stock, par value $0.00001 (the "Class B Common Stock"), of the Company in an exempt transaction pursuant to Rules 16b-6 and 16b-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, par value $0.00001, of the Company (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.

2. As of the date hereof, Bessemer Venture Partners VII Institutional L.P. ("BVP VII Inst") owns 7,400,114 shares, Bessemer Venture Partners VII L.P. ("BVP VII") owns 16,914,503 shares, and BVP VII Special Opportunity Fund L.P. ("BVP VII SOF," together with BVP VII Inst and BVP VII refered to collectively, the "Funds") owns 28,543,071 shares, of Series A-2 Preferred Stock.

3. Deer VII & Co. Ltd. ("Deer Ltd.") is the general partner of Deer VII & Co. L.P. ("Deer L.P."), which is the general partner of the Funds. Deer Ltd. and Deer L.P. disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer Ltd. and Deer L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the Funds.

4. As of the date hereof, BVP VII Inst, BVP VII, and BVP VII SOF own 382,050 shares, 873,257 shares and 1,473,614 shares, respectively, of Series B Preferred Stock.

5. As of the date hereof, BVP VII Inst, BVP VII, and BVP VII SOF own 299,964 shares, 685,650 shares and 1,157,025 shares, respectively, of Series C Preferred Stock.

6. As of the date hereof, BVP VII Inst, BVP VII, and BVP VII SOF own 215,867 shares, 493,411 shares and 832,632 shares, respectively, of Series D Preferred Stock.

7. As of the date hereof, BVP VII Inst, BVP VII, and BVP VII SOF own 16,057 shares, 36,702 shares and 61,936 shares, respectively, of Series E Preferred Stock.

8. As of the date hereof, BVP VII Inst, BVP VII, and BVP VII SOF own 6,867 shares, 15,700 shares and 26,492 shares, respectively, of Series F Preferred Stock.

9. As of the date hereof, BVP VII Inst, BVP VII, and BVP VII SOF own 3,250 shares, 7,427 shares and 12,536 shares, respectively, of Series G Preferred Stock.

Remarks:

	/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII L.P.	04/17/2019
	/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII Institutional L.P.	04/17/2019
	/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII Special Opportunity Fund L.P.	04/17/2019
	/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P.	04/17/2019
	/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd.	04/17/2019
	** 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 5 (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.