Every material Form 8-K Pinterest has filed with the SEC since August 07, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Pinterest reported third-quarter 2026 revenue of $1,174 million, up 12% year over year, and a record 661 million monthly active users. GAAP net income fell to $22 million from $92 million a year earlier, and it guided fourth-quarter revenue to $1,425 million to $1,475 million. Shareholders get stronger top-line growth alongside a sharp drop in GAAP profit.
Q3 revenue was $1,174 million, up 12% year over year; U.S. and Canada revenue rose 14% to $894 million.
GAAP net income was $22 million, down 77% from $92 million; diluted EPS was $0.04 versus $0.13.
Adjusted EBITDA was $339 million, up 11%; free cash flow was $300 million.
Q4 2026 guidance: revenue of $1,425 million to $1,475 million (8% to 12% growth) and Adjusted EBITDA of $538 million to $588 million.
Pinterest entered into an amended and restated five-year, $700 million revolving credit facility on October 15, 2026, replacing its previous $500.0 million facility from October 2022. The filing states there were no amounts outstanding under the new facility as of October 15, 2026, and that the company is in compliance with all covenants, so the agreement adds borrowing capacity without current debt.
Five-year, $700 million revolving credit facility with JPMorgan Chase Bank, N.A. as administrative agent, replacing a $500.0 million facility
Borrowings accrue at SOFR plus a 1.25% margin, or an alternative base rate plus 0.25%, at the company's election
Covenants include a maximum net leverage ratio of 3.50 to 1.00, and secured liens on substantially all domestic assets that are released upon an investment grade period
No amounts outstanding under the facility as of October 15, 2026
Pinterest appointed James Dibbo, formerly Vice President and CFO for Global Entertainment, Advertising and Corporate Development at Amazon, as Chief Financial Officer effective October 26, 2026. Current CFO Julia Brau Donnelly leaves that role on the same date and stays as an advisor through October 30, 2026, and the filing says no interim principal financial officer will be named from Vikram Naidu's team. The filing lays out a sizable compensation package, which matters to shareholders because it ties Dibbo's pay to stock value and relative total shareholder return.
Dibbo's base salary is $650,000, with a target annual cash bonus of 100% of salary, prorated for 2026.
Initial equity awards total about $19,980,000 in restricted stock units plus a $3,200,000 target-value performance share award, with an anticipated $9,000,000 RSU grant in April 2027.
Dibbo becomes principal financial officer effective October 30, 2026; Donnelly leaves the CFO role October 26, 2026 and remains an advisor through October 30, 2026.
Dibbo will report to CEO Bill Ready and lead the global finance organization, including investor relations and treasury.
On September 30, 2026, Pinterest's board amended and restated its severance and change-in-control plan for employees in Level 21 positions, effective that day. The changes include a bonus formula for terminations tied to a change in control and a revised good reason definition that covers bonus cuts above 10%.
Plan covers certain employees in job category Level 21; amended and restated effective September 30, 2026.
Non-change-in-control termination: pro-rated target annual bonus, subject to a separation and release agreement.
Change-in-control termination: greater of target bonus or bonus based on actual performance; single-trigger equity acceleration only if awards are not assumed or replaced.
Good reason now includes a reduction of more than 10% in target annual bonus; full plan text to be filed with the next 10-Q.
Pinterest's Chief Financial Officer, Julia Brau Donnelly, resigned to pursue another opportunity and will stay until October 30, 2026. The company named Vikram Naidu, its current Vice President, Finance and Business Operations, as interim Principal Financial Officer effective the same day, and has started an external search for a permanent successor.
Donnelly submitted her resignation on August 26, 2026; the company says it is not the result of any disagreement on operations, policies or accounting.
Donnelly remains with Pinterest until October 30, 2026 to support an orderly transition.
Vikram Naidu, age 40, becomes interim Principal Financial Officer effective October 30, 2026, in addition to his current role; he has been Vice President, Finance and Business Operations since March 2024.
Pinterest has commenced an external search to identify a successor to Donnelly.
Pinterest appointed Renee Jewell, currently Controller of Airbnb and CFO of Airbnb Payments, as its Chief Accounting Officer effective August 26, 2026. The filing lists her base salary, sign-on bonus and equity award, which is a routine executive hire for a finance role.
Renee Jewell, age 50, appointed Chief Accounting Officer effective August 26, 2026, announced in filing dated August 7, 2026.
Offer letter includes $450,000 initial base salary and a $225,000 cash sign-on bonus subject to continued service.
Restricted stock unit award with aggregate value of $2,550,000 vests quarterly, 50% in year one, 33% in year two and 17% in year three.
Annual cash bonus target is 50% of base salary, prorated for partial-year service.
Pinterest reported second-quarter 2026 revenue of $1,180 million, up 18% from a year earlier, and 640 million monthly active users, up 11%. The company swung to a GAAP net loss of $47 million, compared with net income of $39 million a year earlier, and it guided third-quarter revenue to $1,190 million to $1,210 million and Adjusted EBITDA to $335 million to $355 million.
Q2 2026 revenue was $1,180 million, up 18% year over year (17% on a constant currency basis).
GAAP net loss was $47 million, versus net income of $39 million in Q2 2025; restructuring charges were $14 million in the quarter.
Q3 2026 guidance: revenue of $1,190 million to $1,210 million (13% to 15% growth) and Adjusted EBITDA of $335 million to $355 million.
Pinterest reported first-quarter 2026 revenue of $1,008 million, up 18% year over year, with global monthly active users at a record 631 million. The company posted a GAAP net loss of $74 million, compared with net income of $8.9 million a year earlier, and guided second-quarter revenue to $1,133 million to $1,153 million. Chief Accounting Officer Andrea Acosta is leaving effective May 8, 2026, and CFO Julia Brau Donnelly will also serve as principal accounting officer.
Q1 2026 revenue was $1,008 million, up 18% year over year; up 15% on a constant currency basis
GAAP net loss was $74 million, including a $47.1 million restructuring charge; Adjusted EBITDA was $207 million, up 20%
Q2 2026 guidance: revenue of $1,133 million to $1,153 million (14% to 16% growth) and Adjusted EBITDA of $256 million to $276 million
Andrea Acosta resigned as Chief Accounting Officer effective May 8, 2026; the company said the departure was not due to any disagreement
Pinterest closed the sale of $1 billion in 1.75% Convertible Senior Notes due 2031 to Elliott Associates and Elliott International on March 5, 2026, under an agreement signed March 3. The notes can convert into Class A common stock at an initial price of about $22.72 per share, so conversion would add shares outstanding, and the company must pay interest and repay principal on the notes.
Principal amount: $1 billion, issued to Elliott on March 5, 2026
Interest rate 1.75% per year, paid semi-annually on March 1 and September 1, starting September 1, 2026
Maturity March 1, 2031; initial conversion price about $22.72 per share (44.0063 shares per $1,000 note)
Company may redeem on or after March 5, 2029 if the stock trades at least 130% of the conversion price; holders may require repurchase on a change of control
On March 3, 2026, Pinterest agreed to sell $1 billion of 1.75% convertible senior notes due 2031 to Elliott, with closing expected on or about March 5, 2026. The company said it will use the proceeds for a $1 billion accelerated share repurchase, and its board authorized a new $3.5 billion buyback program that replaces the existing one. The notes convert at an initial price of about $22.72 per share, so conversion could add shares outstanding.
Elliott to buy $1 billion of notes at 1.75% interest, maturing March 1, 2031; closing expected on or about March 5, 2026
Initial conversion price of about $22.72 per share, a 30% premium to the March 2, 2026 closing price
$1 billion accelerated share repurchase with Goldman Sachs; initial delivery of about 80% of expected shares; final settlement no later than May 1, 2026
Board-approved $3.5 billion program leaves about $2.5 billion after the ASR; company intends up to $500 million more under a Rule 10b5-1 plan
Pinterest reported fourth-quarter 2025 revenue of $1.3 billion, up 14% year over year, and full-year revenue of $4.2 billion, up 16%. GAAP net income fell sharply from the prior year, which included a $1.6 billion tax benefit, while non-GAAP net income rose 17% and Adjusted EBITDA rose 15%. The company also guided first-quarter 2026 revenue to $951 million to $971 million.
Q4 2025 revenue was $1,319 million, up 14% (13% in constant currency); full-year 2025 revenue was $4,222 million, up 16%.
Q4 2025 GAAP net income was $277 million, down 85% from $1,847 million a year earlier; the prior-year period included a tax benefit of $1,597.0 million.
Q4 2025 non-GAAP net income rose 17% to $451 million, and Adjusted EBITDA rose 15% to $542 million.
For Q1 2026, Pinterest expects revenue of $951 million to $971 million (11% to 14% growth) and Adjusted EBITDA of $166 million to $186 million.
Pinterest said Kecia Steelman, President and CEO of Ulta Beauty, has been appointed to its board of directors as a Class II director, effective February 16, 2026. The board determined she is independent under NYSE rules, and she joins the Talent Development and Compensation Committee.
Kecia Steelman appointed Class II director, effective February 16, 2026
Board determined Ms. Steelman is independent under NYSE and Exchange Act rules
Joins Talent Development and Compensation Committee on the Effective Date
Director pay follows the Non-Employee Director Compensation Policy
Pinterest announced a global restructuring plan on January 26, 2026, including a reduction in force affecting less than 15% of its workforce and office space reductions. The company expects total pre-tax restructuring charges of approximately $35 million to $45 million, primarily cash-related, and plans to complete the plan by September 30, 2026, while redirecting resources toward AI-focused roles and products and reinvesting in key development areas.
Pre-tax restructuring charges expected at approximately $35 million to $45 million, primarily cash-related
Reduction in force expected to affect less than 15% of the workforce, plus office space reductions
Plan announced January 26, 2026 and expected to be completed by September 30, 2026
Company intends to exclude the restructuring charges from non-GAAP measures, including Adjusted EBITDA
Pinterest reported third-quarter 2025 revenue of $1,049 million, up 17% from a year earlier, and GAAP net income of $92 million, compared with $31 million a year earlier. The company guided fourth-quarter 2025 revenue to $1,313 million to $1,338 million, or 14% to 16% growth, and Adjusted EBITDA to $533 million to $558 million.
Q3 2025 revenue was $1,049 million, up 17% year over year (16% in constant currency).
GAAP net income was $92 million for Q3 2025, versus $31 million in Q3 2024; Adjusted EBITDA was $306 million.
Global monthly active users reached 600 million, up 12% year over year.
Q4 2025 guidance: revenue of $1,313 million to $1,338 million and Adjusted EBITDA of $533 million to $558 million.
Pinterest said independent director Jeremy Levine retired from its board effective September 18, 2025, with no disagreement with the company cited. Emily Reuter, CFO of Instacart, joined the board the same day and was named to the Audit and Risk Committee. The change is administrative and the filing reports no financial results or guidance.
Jeremy Levine retired from the board effective September 18, 2025; he notified the board on September 16, 2025.
Emily Reuter was appointed Class I director effective September 18, 2025, and named to the Audit and Risk Committee.
Reuter is described as independent under NYSE rules; she will receive compensation consistent with other non-employee directors.
Press release dated September 19, 2025 (Exhibit 99.1) announced the appointment.
Pinterest reported second-quarter 2025 revenue of $998 million, up 17% from a year earlier, and GAAP net income of $39 million, compared with $9 million in the same quarter of 2024. The company also guided third-quarter revenue to $1,033 million to $1,053 million, which it said represents 15% to 17% growth, and Adjusted EBITDA of $282 million to $302 million.
Q2 2025 revenue was $998 million, up 17% year over year on a reported and constant currency basis.
GAAP net income was $39 million, up from $9 million in Q2 2024; Adjusted EBITDA was $251 million, up 33%.
Global monthly active users reached 578 million, up 11% year over year.
Q3 2025 guidance: revenue of $1,033 million to $1,053 million and Adjusted EBITDA of $282 million to $302 million.
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