Benjamin Silbermann
PINTERESTAbout Benjamin Silbermann
Benjamin Silbermann is Co-Founder and Non-Executive Chair of Pinterest, serving on the board since 2008; he previously served as CEO (2008–June 2022) and President (2012–June 2022) . He is age 42 per the board snapshot and holds a B.A. in Political Science from Yale University . Prior to co-founding Pinterest, he worked at Alphabet Inc. (Google) from 2006 to 2008, bringing product development and company-specific strategic expertise to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pinterest, Inc. | Co-Founder; CEO; President | CEO 2008–June 2022; President 2012–June 2022 | Deep knowledge of company strategy and product development |
| Alphabet Inc. (Google) | Employee | 2006–2008 | Early tech/product experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The How We Feel Project | Non-profit board member | Not disclosed | Health/tech community involvement |
| Resolve to Save Lives | Non-profit board member | Not disclosed | Public health governance |
| Public company boards | — | — | None |
Board Governance
| Item | Detail |
|---|---|
| Board role | Non-Executive Chair; roles include presiding over board meetings, advising CEO on long-term strategy, approving agendas with Lead Independent Director, and engaging on board evaluation/stakeholder communications |
| Independence status | Not independent (board lists him as non-independent) |
| Committees | None |
| Lead Independent Director | Andrea Wishom; structured responsibilities to reinforce board independence |
| 2024 meetings & attendance | Board held 5 meetings; each director attended 75%+ of aggregate board/committee meetings; all directors attended the 2024 annual meeting |
| Committee independence | Audit, Compensation, Governance committees fully independent; audit members financially literate; identified audit financial experts |
Fixed Compensation
| Component | 2024 Amount (Benjamin Silbermann) | Policy Detail |
|---|---|---|
| Annual cash retainer | $90,000 (fees earned) | Policy retainer $50,000; additional $40,000 for Non-Executive Chair |
| Committee fees | $0 | Audit chair $26,000/member $13,000; Compensation chair $20,000/member $10,000; Governance chair $12,000/member $6,000; increases in Feb 2025 to $15,000/$7,500 for Governance |
| Equity grant (annual RSUs) | $259,995 grant date fair value | Annual RSU grant target ~$260,000; vests on earlier of 1-year or day before next annual meeting |
| Initial RSU grant (if new) | N/A in 2024 | ~$400,000 initial RSUs for newly appointed directors; 3 annual installments |
| Total 2024 director comp | $349,995 | — |
Stock ownership guidelines: non-employee directors must own at least 5x the annual cash retainer; unvested RSUs excluded; all directors have met or are on track within five years . Anti-hedging and pledging: directors prohibited from hedging or pledging (unless approved in advance); short selling and derivative transactions prohibited .
Performance Compensation
| Element | Detail |
|---|---|
| Performance-based cash/PSUs | None disclosed for directors; program is time-based RSUs for director equity |
| Equity grant type | RSUs (time-based); annual ~$260,000 fair value; vesting aligned to annual meeting cadence |
| Performance metrics tied to director pay | Not applicable (no revenue/EBITDA/TSR metrics specified for director compensation) |
Other Directorships & Interlocks
| Company | Role | Committees | Notes |
|---|---|---|---|
| None | — | — | No current public company directorships; board guidelines limit total public company board service to ≤5 (including Pinterest) |
Expertise & Qualifications
- Founder-level product and strategic expertise; deep company-specific knowledge from CEO/President tenure .
- Education: Yale University, B.A. Political Science .
- Board leadership experience as Non-Executive Chair with defined responsibilities complementing an independent Lead Director structure .
Equity Ownership
| Security | Shares Beneficially Owned | % of Class | Voting Power % | Notes |
|---|---|---|---|---|
| Class B common stock | 38,744,937 | 46.97% of Class B | 34.54% total voting power | Class B carries 20 votes per share; votes with Class A as single class |
| Class A common stock (RSUs vesting ≤60 days) | 6,274 | * (less than 1%) | * (less than 1%) | RSUs expected to vest within 60 days of Mar 26, 2025 |
Class B conversion mechanics: generally convertible into Class A one-for-one; automatic conversion of Class B scheduled on April 23, 2026 with exceptions; special timing for conversion of Class B held by Benjamin Silbermann upon death or permanent incapacity (conversion 90–540 days after such event as determined by the board) . Anti-hedging/pledging policy restricts pledging and hedging by directors unless specifically approved; no pledges disclosed for Silbermann .
Related-Party Transactions and Insider Filings
| Item | Detail |
|---|---|
| Related-party payments | Company paid ~$200,000 of legal fees for Silbermann’s spouse related to litigation settled in Nov 2024 concerning early development of Pinterest |
| Section 16 compliance | Due to administrative errors, a Form 4 to report an RSU grant to Mr. Silbermann was filed late in 2024 |
Governance Assessment
- Board effectiveness: Chair/CEO roles are separated; a robust Lead Independent Director role and fully independent key committees provide structural checks on a non-independent Chair . Attendance and engagement appear adequate (5 meetings; ≥75% attendance; full annual meeting attendance) .
- Alignment: Significant founder ownership gives Silbermann 34.54% voting power, aligning him with long-term outcomes but concentrating influence relative to dispersed public holders; Class B super-voting (20x) magnifies control dynamics .
- Conflicts/RED FLAGS: Related-party legal fee payment (~$200k) is a potential perceived conflict; audit committee oversight and policy are in place, but investors may scrutinize rationale and approval process . A late Form 4 is a minor compliance blemish, though disclosed and attributed to administrative error .
- Director pay and incentives: Director compensation is modest versus founder-level ownership; RSU grants are time-based without performance metrics, which is typical for directors and reduces incentive for short-term risk-taking . Ownership guidelines (5x retainer) and anti-hedging/pledging policies support alignment and risk mitigation .