Sec Form 3 Filing - JORDAN JEFFREY D @ Airbnb, Inc. - 2020-12-09

FORM 3 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person JORDAN JEFFREY D 2. Issuer Name and Ticker or Trading Symbol Airbnb, Inc. [ ABNB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 888 BRANNAN STREET 3. Date of Earliest Transaction (MM/DD/YY) 12/09/2020 (Street) SAN FRANCISCO, CA94103 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 Class A Common Stock 63,640 I By AH Parallel Fund III, L.P. ( 1 ) ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series B Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class B Common Stock 9,056,832 I By AH Annex Fund, L.P. ( 2 ) ( 4 ) Series B Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class B Common Stock 9,056,832 I By Andreessen Horowitz Fund II, L.P. ( 2 ) ( 5 ) Series C Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class B Common Stock 631,374 I By AH Annex Fund, L.P. ( 2 ) ( 4 ) Series C Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class B Common Stock 235,848 I By AH Parallel Fund, L.P. ( 2 ) ( 6 ) Series C Preferred Stock ( 3 ) ( 3 ) ( 3 ) Class B Common Stock 722,686 I By Andreessen Horowitz Fund II, L.P. ( 2 ) ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other JORDAN JEFFREY D 888 BRANNAN STREET SAN FRANCISCO, CA94103 X Signatures /s/ Brian Savage, Attorney-in-fact 12/09/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares are held of record by AH Parallel Fund III, L.P., for itself and as nominee for AH Parallel Fund III-A, L.P., AH Parallel Fund III-B, L.P. and AH Parallel Fund III-Q, L.P. (the "AH Parallel Fund III Entities"). AH Equity Partners III (Parallel), L.L.C. ("AH EP III Parallel") is the general partner of the AH Parallel Fund III Entities and has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund III Entities. The managing members of AH EP III Parallel are Marc Andreessen and Benjamin Horowitz. Marc Andreessen and Benjamin Horowitz share voting and dispositive power with respect to the shares held by the AH Parallel Fund III Entities. ( 2 )Mr. Jordan is a member of the general partners of the Andreessen Horowitz Entities (as defined herein), but he disclaims the existence of a "group" and disclaims beneficial ownership of the shares held by the Andreessen Horowitz Entities and this report shall not be deemed an admission that he is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in such shares by virtue of his interest in the Andreessen Horowitz Entities, and/or the general partner entities thereof, as applicable. ( 3 )Each share of Preferred Stock, other than any share of Series C Preferred Stock, is convertible on a one-for-one basis into Class B Common Stock at any time at the holder's election. The Series C Preferred Stock is convertible on a one-for-one basis, subject to adjustment pursuant to the anti-dilution provisons relating to the Series C Preferred Stock, into Class B Common Stock at any time at the holder's election. The Preferred Stock will convert automatically upon the closing of the Issuer's initial public offering and has no expiration date. ( 4 )These shares are held of record by AH Annex Fund, L.P. ("AH Annex Fund"). AH Equity Partners II, L.L.C. ("AH EP II") is the general partner of AH Annex Fund and has sole voting and dispositive power with regard to the shares held by AH Annex Fund. The managing members of AH EP II are Marc Andreessen and Benjamin Horowitz. Marc Andreessen and Benjamin Horowitz share voting and dispositive power with respect to the shares held by AH Annex Fund. ( 5 )These shares are held of record by Andreessen Horowitz Fund II, L.P., for itself and as nominee for Andreessen Horowitz Fund II-A, L.P., Andreessen Horowitz Fund II-B, L.P. and Andreessen Horowitz Fund II-Q, L.P. (the "AH Fund II Entities"). AH EP II is the general partner of the AH Fund II Entities and has sole voting and dispositive power with regard to the shares held by the AH Fund II Entities. The managing members of AH EP II are Marc Andreessen and Benjamin Horowitz. Marc Andreessen and Benjamin Horowitz share voting and dispositive power with respect to the shares held by the AH Fund II Entities. ( 6 )These shares are held of record by AH Parallel Fund, L.P. ("AH Parallel Fund" and together with the AH Parallel Fund III Entities, AH Annex Fund and the AH Fund II Entities, the "Andreessen Horowitz Entities"). AH EP II is the general partner of AH Parallel Fund and has sole voting and dispositive power with regard to the shares held by AH Parallel Fund. The managing members of AH EP II are Marc Andreessen and Benjamin Horowitz. Marc Andreessen and Benjamin Horowitz share voting and dispositive power with respect to the shares held by AH Parallel Fund.

Remarks: Exhibit 24 - Power of Attorney.

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