SNAP General Counsel reports RSU tax sale and trust transfer

Rhea-AI Filing Summary

Snap Inc. officer reports equity transactions and tax-related sale

Snap Inc.'s General Counsel, a reporting officer, disclosed several transactions in the company’s Class A Common Stock dated 11/17/2025. The officer sold 70,882 shares at a weighted average price of $8.3381 per share to cover tax withholding obligations tied to the settlement of restricted stock units, each RSU representing one share of Class A stock. After this sale, the officer directly held 1,854,982 shares.

On the same date, the officer transferred 60,094 shares out of direct ownership at $0.00, and an equal 60,094 shares were acquired indirectly by a trust over which the officer retains investment power, resulting in 550,548 shares held indirectly. Some of these indirectly held shares include 160 shares owned by immediate family members, for which beneficial ownership is disclaimed except for any indirect pecuniary interest.

Insider Trade Summary

Net Seller: 70,882 shares ($591,021)

Net Sell 3 txns

Insider O'Sullivan Michael J.

Role General Counsel

Sold 70,882 shs ($591K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	70,882	$8.3381	$591K
Other	Class A Common Stock	60,094	$0.00	--
Other	Class A Common Stock	60,094	$0.00	--

Holdings After Transaction: Class A Common Stock — 1,854,982 shares (Direct); Class A Common Stock — 550,548 shares (Indirect, By Trust)

Footnotes (1)

1. Represents the sale of shares to cover tax withholding obligations in connection with the settlement and release of restricted stock units ("RSUs") granted by the Issuer to the reporting person. Each RSU represents a contingent right to receive one share of Issuer's Class A Common Stock. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.17 to $8.445 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Stock transfer by the reporting person to an entity or entities in which the reporting person retains investment power over such shares. Includes 160 shares held by certain immediate family members of the reporting person for which the reporting person disclaims beneficial ownership except as to the reporting person's indirect pecuniary interest therein, if any. The remaining shares are held by an entity or entities in which the reporting person retains investment power over such shares.

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^*

O'Sullivan Michael J.

(Last) (First) (Middle)

C/O SNAP INC.

3000 31ST STREET

(Street)

SANTA MONICA CA 90405

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Snap Inc [ SNAP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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	11/17/2025		S		70,882(1)	D	$8.3381(2)	1,854,982	D
Class A Common Stock	11/17/2025		J		60,094(3)	D	$0.00	1,794,888	D
Class A Common Stock	11/17/2025		J		60,094	A	$0.00	550,548	I	By Trust(4)

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. Represents the sale of shares to cover tax withholding obligations in connection with the settlement and release of restricted stock units ("RSUs") granted by the Issuer to the reporting person. Each RSU represents a contingent right to receive one share of Issuer's Class A Common Stock.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.17 to $8.445 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. Stock transfer by the reporting person to an entity or entities in which the reporting person retains investment power over such shares.

4. Includes 160 shares held by certain immediate family members of the reporting person for which the reporting person disclaims beneficial ownership except as to the reporting person's indirect pecuniary interest therein, if any. The remaining shares are held by an entity or entities in which the reporting person retains investment power over such shares.

	/s/ Atul Porwal, Attorney-in-fact	11/19/2025
	** 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

What insider transaction did SNAP's General Counsel report on November 17, 2025?

The General Counsel of Snap Inc. (SNAP) reported a sale of 70,882 shares of Class A Common Stock on 11/17/2025 and related transfers of 60,094 shares from direct to indirect ownership via a trust.

At what price were the SNAP shares sold by the officer, and how is it calculated?

The 70,882 shares were sold at a weighted average price of $8.3381 per share. The filing states these were executed in multiple trades at prices ranging from $8.17 to $8.445 per share.

Why did the SNAP officer sell 70,882 shares of Class A Common Stock?

The filing explains the 70,882-share sale was made to cover tax withholding obligations arising from the settlement and release of restricted stock units (RSUs) previously granted to the officer.

How many SNAP shares does the General Counsel own directly and indirectly after these trades?

Following the reported transactions, the officer held 1,794,888 Class A shares directly after the tax-related sale and subsequent transfer, and 550,548 shares indirectly through a trust and related entities.

What does the trust-related SNAP share transfer reported on the Form 4 represent?

The filing describes a transfer of 60,094 shares from the officer to an entity or entities, including a trust, where the officer retains investment power. This is recorded as a disposition from direct ownership and an acquisition in indirect ownership at $0.00.

Does the SNAP officer claim beneficial ownership of family members' shares?

The filing notes that the indirect holdings include 160 shares held by certain immediate family members, and the officer disclaims beneficial ownership of those shares except for any indirect pecuniary interest.