Snail (SNAL) Board Compensation Revealed: 71K Shares Granted Amid Low Stock Price

Rhea-AI Filing Summary

Snail (SNAL) reported insider transactions involving Director Ryan Jamieson receiving two separate RSU grants on June 20, 2025:

• First grant: 26,666 RSUs valued at $36,000 ($1.35 per share) for past Board service, vesting immediately upon agreement execution
• Second grant: 44,444 RSUs valued at $60,000 ($1.35 per share) for current Board service, vesting quarterly over one year

Following these transactions, Jamieson beneficially owns 70,144 shares from the first grant and 114,588 shares from the second grant, all held directly. The grants were approved by the Board's Compensation Committee and are exempt under Rule 16b-3 of the Exchange Act. These equity awards align with standard director compensation practices and demonstrate long-term commitment to the company's governance.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Jamieson Ryan

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	26,666	$0.00	--
Grant/Award	Class A Common Stock	44,444	$0.00	--

Holdings After Transaction: Class A Common Stock — 70,144 shares (Direct)

Footnotes (1)

1. On June 20, 2025, Snail, Inc. (the "Issuer") granted the reporting person 26,666 time-based restricted stock units ("RSUs") under the Issuer's 2022 Omnibus Incentive Plan (the "Plan") for serving as a member of the Issuer's Board of Directors (the "Board") for seven (7) months in 2023-2024. The 26,666 RSUs were calculated by dividing $36,000 by $1.35, the closing price of the Class A common stock on the Nasdaq Capital Market on June 20, 2025. Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock, (continued from footnote 1) subject to the reporting person's continuous service with the Issuer or any subsidiary of the Issuer (a "Subsidiary") through the applicable vesting date. The RSUs vest immediately upon the execution of the Restricted Stock Unit Award Agreement (Non-Employee Directors) by the Issuer and the reporting person, which agreement was executed prior to the filing of this report. The grant was approved by the Compensation Committee of the Board and the Board and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). On June 20, 2025, the Issuer granted the reporting person 44,444 time-based RSUs under the Plan for serving as a member of the Board. The 44,444 RSUs were calculated by dividing $60,000 by $1.35, the closing price of the Class A common stock on the Nasdaq Capital Market on June 20, 2025. (continued from footnote 3) Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock, subject to the reporting person's continuous service with the Issuer or any Subsidiary through the vesting date. The RSUs vest in four (4) equal quarterly installments over the course of one (1) year. The grant was approved by the Compensation Committee of the Board and the Board and is exempt pursuant to Rule 16b-3 under the Exchange Act.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Jamieson Ryan

(Last) (First) (Middle)

C/O SNAIL, INC.

12049 JEFFERSON BOULEVARD

(Street)

CULVER CITY CA 90230

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Snail, Inc. [ SNAL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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(1)(2)	06/20/2025		A		26,666(1)(2)	A	$0	70,144(1)(2)	D
Class A Common Stock(3)(4)	06/20/2025		A		44,444(3)(4)	A	$0	114,588(3)(4)	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. 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: 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

Explanation of Responses:

1. On June 20, 2025, Snail, Inc. (the "Issuer") granted the reporting person 26,666 time-based restricted stock units ("RSUs") under the Issuer's 2022 Omnibus Incentive Plan (the "Plan") for serving as a member of the Issuer's Board of Directors (the "Board") for seven (7) months in 2023-2024. The 26,666 RSUs were calculated by dividing $36,000 by $1.35, the closing price of the Class A common stock on the Nasdaq Capital Market on June 20, 2025. Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock,

2. (continued from footnote 1) subject to the reporting person's continuous service with the Issuer or any subsidiary of the Issuer (a "Subsidiary") through the applicable vesting date. The RSUs vest immediately upon the execution of the Restricted Stock Unit Award Agreement (Non-Employee Directors) by the Issuer and the reporting person, which agreement was executed prior to the filing of this report. The grant was approved by the Compensation Committee of the Board and the Board and is exempt pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").

3. On June 20, 2025, the Issuer granted the reporting person 44,444 time-based RSUs under the Plan for serving as a member of the Board. The 44,444 RSUs were calculated by dividing $60,000 by $1.35, the closing price of the Class A common stock on the Nasdaq Capital Market on June 20, 2025.

4. (continued from footnote 3) Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock, subject to the reporting person's continuous service with the Issuer or any Subsidiary through the vesting date. The RSUs vest in four (4) equal quarterly installments over the course of one (1) year. The grant was approved by the Compensation Committee of the Board and the Board and is exempt pursuant to Rule 16b-3 under the Exchange Act.

	/s/ Heidy Chow, Attorney-In-Fact for Ryan Jamieson	06/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many RSUs did SNAL director Ryan Jamieson receive on June 20, 2025?

Ryan Jamieson received two RSU grants on June 20, 2025: 26,666 RSUs for his past board service and 44,444 RSUs for his current board service, totaling 71,110 RSUs.

What was the price used to calculate SNAL's RSU grants to Ryan Jamieson?

The RSUs were calculated using $1.35 per share, which was the closing price of SNAL's Class A common stock on the Nasdaq Capital Market on June 20, 2025.

What is the vesting schedule for SNAL director Ryan Jamieson's 44,444 RSU grant?

The 44,444 RSU grant vests in four equal quarterly installments over the course of one year, subject to Jamieson's continuous service with Snail, Inc. or its subsidiaries.

How many shares of SNAL Class A Common Stock does Ryan Jamieson own after the June 20, 2025 grants?

Following the reported transactions, Ryan Jamieson beneficially owns 70,144 shares from the first RSU grant and 114,588 shares from the second RSU grant of SNAL Class A Common Stock, held directly.

What was the dollar value of SNAL's RSU grants to Ryan Jamieson on June 20, 2025?

The RSU grants had a total value of $96,000, consisting of a $36,000 grant for past board service (26,666 RSUs) and a $60,000 grant for current board service (44,444 RSUs).