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

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1. Name and Address of Reporting Person^*

Levine Jeremy S.

(Last)

(First)

(Middle)

C/O PINTEREST, INC.

505 BRANNAN STREET

(Street)

SAN FRANCISCO

94107

(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. [ PINS ]

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

X	Director	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)

X	Form filed by One Reporting Person
	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⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽²⁾⁽³⁾
Series B Preferred Stock	⁽¹⁾	⁽¹⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽³⁾⁽⁴⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽³⁾⁽⁵⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽³⁾⁽⁶⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽³⁾⁽⁷⁾
Series F Preferred Stock	⁽¹⁾	⁽¹⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽³⁾⁽⁸⁾
Series G Preferred Stock	⁽¹⁾	⁽¹⁾	-⁽¹⁾	0.0⁽¹⁾	⁽¹⁾	I	See Footnote⁽³⁾⁽⁹⁾

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 the Pinterest, Inc. (the Company) prior to the closing of the Company's initial public offering (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 (Class B Common Stock), of the Company. 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 (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. Bessemer Venture Partners VII Institutional L.P. (BVP VII Institutional) owns 7,400,114 shares of Series A-2 Preferred Stock. Bessemer Venture Partners VII L.P. (BVP II) owns 16,914,503 shares of Series A-2 Preferred Stock. BVP VII Special Opportunity Fund L.P. (BVP VII Special, and together with BVP VII Institutional and BVP II, the BVP Entities) owns 28,543,071 shares of Series A-2 Preferred Stock.

3. Mr. Levine is a director of Deer VII & Co. Ltd., which is the general partner of Deer VII & Co. L.P., the general partner of the BVP Entities. Mr. Levine disclaims beneficial ownership of the securities listed in this report (the securities) and this report shall not be deemed an admission that Mr. Levine is the beneficial owner of such securities, except to the extent of his pecuniary interest, if any, in such securities by virtue of his interest in the BVP Entities and/or the general partner entities thereof, as applicable.

4. BVP VII Institutional owns 382,050 shares of Series B Preferred Stock. BVP II owns 873,257 shares of Series B Preferred Stock. BVP VII Special owns 1,473,614 shares of Series B Preferred Stock.

5. BVP VII Institutional owns 299,964 shares of Series C Preferred Stock. BVP II owns 685,650 shares of Series C Preferred Stock. BVP VII Special owns 1,157,025 shares of Series C Preferred Stock.

6. BVP VII Institutional owns 215,867 shares of Series D Preferred Stock. BVP II owns 493,411 shares of Series D Preferred Stock. BVP VII Special owns 832,632 shares of Series D Preferred Stock.

7. BVP VII Institutional owns 16,057 shares of Series E Preferred Stock. BVP II owns 36,702 shares of Series E Preferred Stock. BVP VII Special owns 61,936 shares of Series E Preferred Stock.

8. BVP VII Institutional owns 6,867 shares of Series F Preferred Stock. BVP II owns 15,700 shares of Series F Preferred Stock. BVP VII Special owns 26,492 shares of Series F Preferred Stock.

9. BVP VII Institutional owns 3,250 shares of Series G Preferred Stock. BVP II owns 7,427 shares of Series G Preferred Stock. BVP VII Special owns 12,536 shares of Series G Preferred Stock.

Remarks:

Exhibit 24 - Power of Attorney

	Monifa Clayton, Attorney-in-Fact	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).
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