FORM 4 [X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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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 *

Founders Fund IV, LP
2. Issuer Name and Ticker or Trading Symbol

Airbnb, Inc. [ ABNB ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

ONE LETTERMAN DRIVE, BUILDING D, 5TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

5/14/2021
(Street)

SAN FRANCISCO, CA 94129
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock  (1)5/14/2021  J (2)    207016   (1) (1)Class A Common Stock 207016 $0.00 (2)0 D (3) 
Class B Common Stock  (1)5/14/2021  J (2)    338616   (1) (1)Class A Common Stock 338616 $0.00 (2)0 D (4) 
Class B Common Stock  (1)5/14/2021  J (2)    6847812   (1) (1)Class A Common Stock 6847812 $0.00 (2)0 D (5) 
Class B Common Stock  (1)5/14/2021  J (2)    3849874   (1) (1)Class A Common Stock 3849874 $0.00 (2)0 D (6) 
Class B Common Stock  (1)5/14/2021  J (2)    11993238   (1) (1)Class A Common Stock 11993238 $0.00 (2)0 D (7) 

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.
(2) Represents a pro rata distribution of shares of Class B Common Stock, without additional consideration, by the holder to its general partner and limited partners.
(3) Shares held by The Founders Fund II Entrepreneurs Fund, LP.
(4) Shares held by The Founders Fund II Principals Fund, LP.
(5) Shares held by The Founders Fund II, LP.
(6) Shares held by The Founders Fund IV Principals Fund, LP.
(7) Shares held by The Founders Fund IV, LP.

Remarks:
The Reporting Persons disclaim group status and neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that they have formed a group.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Founders Fund IV, LP
ONE LETTERMAN DRIVE, BUILDING D
5TH FLOOR
SAN FRANCISCO, CA 94129

X

Founders Fund IV Principals Fund, LP
ONE LETTERMAN DRIVE, BUILDING D
5TH FLOOR
SAN FRANCISCO, CA 94129

X

FOUNDERS FUND II ENTERPRENEURS FUND LP
ONE LETTERMAN DRIVE, BUILDING D, 5TH FLO
SAN FRANCISCO, CA 94129

X

Founders Fund II Principals Fund, LP
ONE LETTERMAN DRIVE, BUILDING D, 5TH FLO
SAN FRANCISCO, CA 94129

X

FOUNDERS FUND II LP
ONE LETTERMAN DRIVE, BUILDING D, 5TH FLO
SAN FRANCISCO, CA 94129

X


Signatures
The Founders Fund IV, LP, By The Founders Fund IV Management, LLC, General Partner, By /s/ Peter Thiel, Managing Member5/18/2021
**Signature of Reporting PersonDate

The Founders Fund IV Principals Fund, LP, By The Founders Fund IV Management, LLC, General Partner, By /s/ Peter Thiel, Managing Member5/18/2021
**Signature of Reporting PersonDate

The Founders Fund II Entrepreneurs Fund, LP, By The Founders Fund II Management, LLC, General Partner, By /s/ Peter Thiel, Managing Member5/18/2021
**Signature of Reporting PersonDate

The Founders Fund II Principals Fund, LP, By The Founders Fund II Management, LLC, General Partner, By /s/ Peter Thiel, Managing Member5/18/2021
**Signature of Reporting PersonDate

The Founders Fund II, LP, By The Founders Fund II Management, LLC, General Partner, By /s/ Peter Thiel, Managing Member5/18/2021
**Signature of Reporting PersonDate

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