8-KFiling Date: Oct 2, 2026

Pinterest (PINS) 8-K: Level 21 CIC severance expanded (Oct 2, 2026)

Executive Change

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ACC: 0001506293-26-000136

Event Type

Executive Change
description

Event Description

Item 5.02. Executive Change
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On September 30, 2026, Pinterest, Inc.’s Board of Directors amended and restated the Pinterest, Inc. Severance and Change in Control Plan for Employees in Level 21 Positions, effective that date and applicable to certain Level 21 employees. Subject to a separation and release agreement and continued compliance with a confidential information and invention assignment agreement, the amended Plan adds a pro-rated target annual bonus for termination without cause not in connection with a change in control, and for termination without cause or for good reason in connection with a change in control, a bonus equal to the greater of target annual bonus or actual Company performance bonus, measured as of the change in control date. The Plan also provides that performance-based restricted stock units remain subject to applicable award agreements, provides single-trigger acceleration of equity awards only if awards are not assumed, substituted, continued or replaced, and revises “good reason” to include a reduction of more than 10% in a participant’s target annual bonus. The Plan will be filed with the Company’s next Form 10-Q; the report was signed on October 2, 2026 by Wanji Walcott, Chief Legal and Business Affairs Officer and Corporate Secretary.

Original SEC Filing Text expand_more
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 30, 2026, the Board of Directors of Pinterest, Inc. (the Company ) amended and restated the Pinterest, Inc. Severance and Change in Control Plan for Employees in Level 21 Positions (filed as Exhibit 10.17 to the Company s Annual Report on Form 10-K filed on February 12, 2026), effective September 30, 2026 (the Plan ). The Plan is applicable to certain employees of the Company in job category position Level 21. Pursuant to the Plan, subject to the participant s execution of a separation and release agreement acceptable to the Company and continued adherence to the terms of a confidential information and invention assignment agreement, in addition to the benefits available under the Plan prior to its amendment and restatement, participants will be entitled to receive, (i) in the event of a termination of employment without cause that is not in connection with a change in control of the Company (with cause and change in control as defined in the Plan), a pro-rated portion of the participant s target annual bonus for the year of termination and (ii) in the event of a termination of employment without cause or for good reason (with good reason as defined in the Plan) in connection with a change in control, a bonus equal to the greater of the participant s target annual bonus for the year of termination or annual bonus for the year of termination based on actual Company performance, in each case, measured as of the date of the change in control. The Plan also (x) provides that performance-based restricted stock units will be subject to the terms and conditions of the applicable award agreements, (y) for single trigger acceleration of equity awards solely in the event awards are not assumed, substituted, continued or replaced, and (z) revises the definition of good reason to provide that a reduction of more than 10% in a participant s target annual bonus can be grounds for a good reason termination. The foregoing description of the Plan is a summary and is subject in all respects to the full text of the Plan, which will be filed with the Company s next quarterly report on Form 10-Q. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PINTEREST, INC. Date: October 2, 2026 By: /s/ Wanji Walcott Wanji Walcott Chief Legal and Business Affairs Officer and Corporate Secretary
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Deep Analysis

Pinterest Amends Item 5.02 Severance Plan for Level 21 Executives, Adding Change-in-Control Bonus Guarantees and Single-Trigger Equity Acceleration When Awards Are Not Assumed

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