Brian Chesky - 16 Aug 2022 Form 4 Insider Report for Airbnb, Inc. (ABNB)

Role: CEO and Chairman, Director, 10%+ Owner
Signature: /s/ Brian Savage, Attorney-in-fact
Issuer symbol: ABNB
Transactions as of: 16 Aug 2022
Net transactions value: $0
Form type: 4
Filing time: 18 Aug 2022, 19:24:14 UTC
Previous filing: 01 Jun 2022
Next filing: 14 Nov 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ABNB	Class A Common Stock	Conversion of derivative security		+371,781			371,781	16 Aug 2022	By 2020 GRAT B	F1
transaction	ABNB	Class A Common Stock	Gift	$0	-371,781	-100%	$0.000000^*	0	16 Aug 2022	By 2020 GRAT B
transaction	ABNB	Class A Common Stock	Gift	$0	+371,781		$0.000000	371,781	16 Aug 2022	By 2019 Trust B
holding	ABNB	Class A Common Stock						11,947,941	16 Aug 2022	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Ownership	Footnotes
transaction	ABNB	Class B Common Stock	Conversion of derivative security	$0	-371,781	-100%	$0.000000^*	0	16 Aug 2022	Class A Common Stock	371,781	By 2020 GRAT B	F1, F2
transaction	ABNB	Class B Common Stock	Gift	$0	-371,781	-100%	$0.000000^*	0	16 Aug 2022	Class A Common Stock	371,781	By 2020 GRAT A	F1, F2
transaction	ABNB	Class B Common Stock	Gift	$0	+371,781		$0.000000	371,781	16 Aug 2022	Class A Common Stock	371,781	By 2019 Trust A	F1
holding	ABNB	Class B Common Stock						64,174,736	16 Aug 2022	Class A Common Stock	64,174,736	Direct	F1, F2
holding	ABNB	Class B Common Stock						63,655	16 Aug 2022	Class A Common Stock	63,655	By 2016 Legacy Trust	F1
holding	ABNB	Class B Common Stock						15,266	16 Aug 2022	Class A Common Stock	15,266	By 2016 Long-Term Trust	F1
holding	ABNB	Class B Common Stock						157,311	16 Aug 2022	Class A Common Stock	157,311	By 2019 Trust	F1
holding	ABNB	Class B Common Stock						391,413	16 Aug 2022	Class A Common Stock	391,413	By 2019 GRAT II	F1
holding	ABNB	Class B Common Stock						331,326	16 Aug 2022	Class A Common Stock	331,326	By 2021 GRAT A	F1
holding	ABNB	Class B Common Stock						575,987	16 Aug 2022	Class A Common Stock	575,987	By 2021 GRAT B	F1
holding	ABNB	Class B Common Stock						592,687	16 Aug 2022	Class A Common Stock	592,687	By 2022 GRAT A	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	Reflects the following transfers on August 16, 2022: (i) 83,430 shares of Class B common stock from the 2020 GRAT A and (ii) 83,430 shares of Class B common stock from the 2020 GRAT B, in each case to the reporting person in satisfaction of a GRAT annuity payment owed to the reporting person. The GRAT annuity payments and other transactions reflected on this Form 4 were entered into in connection with the reporting person's long-term estate planning.

Content

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.

Reflects the following transfers on August 16, 2022: (i) 83,430 shares of Class B common stock from the 2020 GRAT A and (ii) 83,430 shares of Class B common stock from the 2020 GRAT B, in each case to the reporting person in satisfaction of a GRAT annuity payment owed to the reporting person. The GRAT annuity payments and other transactions reflected on this Form 4 were entered into in connection with the reporting person's long-term estate planning.