Nathan Blecharczyk - Dec 31, 2022 Form 5 Insider Report for Airbnb, Inc. (ABNB)

Role: Chief Strategy Officer, Director, 10%+ Owner
Signature: /s/ Brian Savage, Attorney-in-fact
Stock symbol: ABNB
Transactions as of: Dec 31, 2022
Transactions value $: $0
Form type: 5
Date filed: 2/13/2023, 03:47 PM
Previous filing: Nov 23, 2022
Next filing: Feb 23, 2023

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

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ABNB	Class B Common Stock	Gift	$0	-580K	-4.37%	$0.00	12.7M	Aug 30, 2022	Class A Common Stock	580K	$0.00	By 2020 GRAT II	F1
transaction	ABNB	Class B Common Stock	Gift	$0	+580K	+1.31%	$0.00	45M	Aug 30, 2022	Class A Common Stock	580K	$0.00	By Trust	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.

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.