Statement of Changes in Beneficial Ownership (4)
28 Dezembro 2022 - 06:31PM
Edgar (US Regulatory)
|
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
| 1. Name
and Address of Reporting Person * Chesky Brian |
2. Issuer Name and Ticker or Trading
Symbol Airbnb, Inc. [ ABNB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
CEO and Chairman |
|
(Last)
(First)
(Middle)
888 BRANNAN STREET |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/23/2022
|
|
(Street)
SAN FRANCISCO, CA 94103
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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 Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Class A Common Stock |
12/23/2022 |
|
C |
|
59169 |
A |
(1) |
11956446 |
D |
|
|
Class A Common Stock |
12/23/2022 |
|
G |
V |
59169 |
D |
$0.00 |
11897277 |
D |
|
|
Class A Common Stock |
|
|
|
|
|
|
|
265494 |
I |
By 2019 Trust B |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
|
Class B Common Stock |
(1) |
12/23/2022 |
|
C |
|
|
59169 |
(1) |
(1) |
Class A Common Stock |
59169 |
$0.00 |
64115567 |
D |
|
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
63655 |
|
63655 |
I |
By 2016 Legacy Trust |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
15266 |
|
15266 |
I |
By 2016 Long-Term Trust |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
157311 |
|
157311 |
I |
By 2019 Trust |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
371781 |
|
371781 |
I |
By 2019 Trust A |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
391413 |
|
391413 |
I |
By 2019 GRAT II |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
331326 |
|
331326 |
I |
By 2021 GRAT A |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
575987 |
|
575987 |
I |
By 2021 GRAT B |
|
Class B Common Stock |
(1) |
|
|
|
|
|
|
(1) |
(1) |
Class A Common Stock |
592687 |
|
592687 |
I |
By 2022 GRAT A |
| Explanation of
Responses: |
| (1) |
The Class B Common Stock is
convertible at any time at the option of the holder into the
Issuer's Class A Common Stock on a one-to-one basis. The Class B
Common Stock will automatically convert into shares of the Issuer's
Class A Common Stock on a one-to-one basis upon the earlier of (a)
any transfer of the Class B Common Stock by the holder, whether or
not for value, subject to certain exceptions, (b) the date and
time, or the occurrence of an event, specified by vote or written
consent of the holders of at least 80% of the outstanding shares of
Class B common stock at the time of such vote or consent, voting as
a separate series or (c) the 20-year anniversary of the closing of
the Issuer's initial public offering. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Chesky Brian
888 BRANNAN STREET
SAN FRANCISCO, CA 94103 |
X |
X |
CEO and Chairman |
|
Signatures
|
|
/s/ Brian Savage,
Attorney-in-fact |
|
12/28/2022 |
| **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 4(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 control number. |
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