CoverageForm 410-K10-Q8-K13D13G13F

PINS Pinterest, Inc. - 8-K

Filed May 26, 2026. See issuer overview · financials · original on SEC.gov ↗
Accession
0001506293-26-000074
5.07

Item 5.07 - Submission of Matters to a Vote of Security Holders

572 words

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 21, 2026, Pinterest, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders voted on the following proposals:

1. To elect the four Class I director nominees to the Board of Directors (the “Board”) named in the proxy statement to hold office until the 2029 annual meeting of stockholders and until their successors have been duly elected and qualified, or until their office is otherwise vacated.

2. To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers.

3. To approve, on a non-binding advisory basis, the frequency of future advisory votes to approve the Company’s named executive officers' compensation.

4. To ratify the audit and risk committee’s selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year 2026.

Holders of the shares of Class A common stock were entitled to one vote per share held as of the close of business on March 27, 2026 (the “Record Date”) and holders of the shares of Class B common stock were entitled to 20 votes per share held as of the Record Date. Holders of the shares of Class A common stock and holders of the shares of Class B common stock voted together as a single class on all matters submitted to a vote of stockholders at the Annual Meeting. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below.

1. Elect Class I nominees for director to hold office until the 2029 annual meeting and until their successors have been duly elected and qualified, or until their office is otherwise vacated

Nominee

For

Against

Abstain

Broker Non-Votes

Chip Bergh

1,795,684,711

152,462,358

346,546

47,220,520

Gokul Rajaram

1,906,257,236

41,887,444

348,935

47,220,520

Emily Reuter

1,945,691,087

2,451,265

351,263

47,220,520

Marc Steinberg

1,939,563,390

8,587,510

342,715

47,220,520

Based on the votes set forth above, each director nominee was duly elected to serve until the 2029 annual meeting of stockholders and until their successors have been duly elected and qualified, or until their office is otherwise vacated.

2. Approve, on a non-binding advisory basis, the compensation of the Company's named executive officers

For

Against

Abstain

Broker Non-Votes

1,872,585,095

75,176,625

731,895

47,220,520

Based on the votes set forth above, the stockholders approved, on an advisory non-binding basis, the compensation of the Company’s named executive officers.

3. Approve, on a non-binding advisory basis, the frequency of future advisory votes to approve the Company's named executive officers' compensation

One Year

Two Years

Three Years

Abstain

1,940,750,588

136,194

7,018,838

587,995

In accordance with the votes set forth above, in which "one year" received the highest number of votes, the Company has decided to hold future advisory votes to approve the compensation of the Company’s named executive officers every year until the next required vote on the frequency of advisory votes to approve the compensation of the Company’s named executive officers.

4. Ratify the audit and risk committee's selection of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year 2026

For

Against

Abstain

1,980,724,813

14,669,424

319,898

Based on the votes set forth above, the stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year 2026.