Snap Inc. Form 4: Derek Andersen Sells 60,966 Shares for Tax Withholding

Rhea-AI Filing Summary

Snap Inc. (SNAP) Chief Financial Officer Derek Andersen reported the sale of 60,966 shares of Class A common stock on 08/18/2025 at a weighted-average price of $7.175 per share. The filing states the shares were sold to cover tax withholding obligations related to the settlement and release of restricted stock units (RSUs), each RSU representing a contingent right to one share.

After the reported disposition, Andersen beneficially owns 3,143,452 shares of Class A common stock. The filing was executed by an attorney-in-fact, Atul Porwal, on 08/20/2025. The report discloses the sale price range was $7.125 to $7.315 per share and offers to furnish detailed allocation of shares sold at each price upon request.

Insights

Securities Analyst

TL;DR Routine insider tax-related sale of RSU shares by SNAP CFO; not a material corporate event.

The transaction represents a common post-vesting sell-to-cover of RSUs rather than a discretionary open-market divestiture intended to change ownership stake. The sale of 60,966 shares at a weighted-average $7.175 is small relative to the reported beneficial ownership of 3,143,452 shares (approximately 1.94%). There is no indication of additional derivative transactions or changes in control. For investors, this disclosure primarily informs on insider liquidity consistent with compensation vesting and tax obligations.

Corporate Governance Specialist

TL;DR Disclosure meets Section 16 requirements; sale explained as tax withholding related to RSU settlement.

The Form 4 provides the requisite details: transaction date, nature of transaction (S), number of shares sold, weighted-average price, post-transaction beneficial ownership, and an explanation linking the disposition to RSU tax withholding. The filing was signed by an attorney-in-fact, which is an accepted execution method. There are no red flags such as undisclosed related-party transfers or unexplained deviations from standard disclosure practice.

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
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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^*

Andersen Derek

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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	08/18/2025		S		60,966(1)	D	$7.175(2)	3,143,452	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. 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 $7.125 to $7.315 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.

	/s/ Atul Porwal, Attorney-in-fact	08/20/2025
	** 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

Why did Derek Andersen (SNAP) sell 60,966 shares on 08/18/2025?

The filing states the sale was to cover tax withholding obligations in connection with the settlement and release of restricted stock units (RSUs).

At what price were the SNAP shares sold by the CFO?

The shares were sold at a weighted-average price of $7.175 per share, with individual trade prices ranging from $7.125 to $7.315 per share.

How many SNAP shares does Derek Andersen beneficially own after the sale?

Following the reported transaction, he beneficially owns 3,143,452 shares of Class A common stock.

Was this Form 4 filing properly executed?

Yes. The Form 4 shows execution by an attorney-in-fact, Atul Porwal, dated 08/20/2025.

Does the filing indicate any derivative transactions or changes in control?

No. The filing reports a non-derivative sale of Class A common stock and does not disclose derivatives or changes in control.