Snap Insider: Derek Andersen Sells 33,871 RSU Shares to Cover Taxes

Rhea-AI Filing Summary

Snap Inc. Chief Financial Officer Derek Andersen reported the sale of 33,871 shares of Class A common stock on 09/16/2025 to cover tax withholding on vested restricted stock units. The shares were sold at a weighted average price of $7.5573, with individual sale prices reported in the range $7.505 to $7.615. After the sale, Mr. Andersen beneficially owned 3,109,581 shares of Class A common stock. The Form 4 was executed by an attorney-in-fact and dated 09/18/2025. The filing states the sale was solely to satisfy tax withholding obligations tied to RSU settlement.

Positive

• Transaction disclosed promptly on Form 4 with explanatory footnotes
• Sale limited to tax-withholding from RSU settlement, not a larger voluntary disposition
• Reporting person retains substantial ownership of 3,109,581 Class A shares after the sale

Negative

• None.

Insights

Securities Analyst

TL;DR: Officer sale to cover taxes; small portion of holdings monetized, no change to control.

The transaction represents a routine disposition where 33,871 shares were sold to satisfy tax withholding arising from RSU vesting. At the reported weighted average price of $7.5573, the sale is administrative rather than a strategic equity reduction. Post-transaction beneficial ownership remains substantial at 3,109,581 shares, indicating no material change to the reporting person’s economic exposure. The Form 4 is properly structured and includes the required explanatory footnotes on price range and tax-related purpose.

Corporate Governance Expert

TL;DR: Filing documents a standard tax-withholding sale of vested RSUs by a named officer.

The disclosure clearly states the sale was to cover tax withholding from RSU settlement and provides a weighted average price plus the range of transaction prices. The use of an attorney-in-fact to sign the form is noted, and the filing identifies the reporting person as the Chief Financial Officer. There are no indications of insider selling beyond the tax-related disposition described, and no governance concerns are raised by the facts presented.

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).

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)
09/16/2025

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	09/16/2025		S		33,871(1)	D	$7.5573(2)	3,109,581	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 $7.505 to $7.615 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	09/18/2025
	** 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 did Derek Andersen sell on 09/16/2025 according to the Form 4 for SNAP?

He sold 33,871 shares of Class A common stock to cover tax withholding obligations from vested RSUs.

At what price were the SNAP shares sold in this filing?

The reported weighted average price was $7.5573, with individual sale prices ranging from $7.505 to $7.615.

How many SNAP shares does the reporting person own after the sale?

The Form 4 reports beneficial ownership of 3,109,581 Class A shares following the transaction.

Why were the shares sold according to the Form 4?

The sale was made to satisfy tax withholding obligations in connection with the settlement and release of restricted stock units.

Who signed the Form 4 and when was it dated?

The Form 4 was signed by an attorney-in-fact, Atul Porwal, and dated 09/18/2025.