Why were Douglas Hott’s Snap (SNAP) share sales conducted?

The filing explains the sales were used to cover tax withholding obligations tied to restricted stock unit settlements. Such sales are common when RSUs vest, as a portion of the shares is typically sold to satisfy income tax requirements owed by the executive.

Snap (SNAP) CFO sells 238,911 shares mainly for RSU tax withholding

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Snap Inc Chief Financial Officer Douglas Hott reported selling 238,911 shares of Class A Common Stock in open-market transactions on May 18–19, 2026 at weighted average prices of about $5.60 and $5.67 per share. The filing states the sales were used to cover tax withholding obligations tied to restricted stock unit settlements and were executed under a pre-set Rule 10b5-1 trading plan adopted on November 14, 2025. After these trades, Hott directly holds 2,456,447 Class A shares.

Insider Trade Summary 10b5-1

Net Seller: 238,911 shares ($1,346,170)

Net Sell 2 txns

Insider Hott Douglas

Role Chief Financial Officer

Sold 238,911 shs ($1.35M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	114,702	$5.671	$650K
Sale	Class A Common Stock	124,209	$5.601	$696K

Holdings After Transaction: Class A Common Stock — 2,456,447 shares (Direct, null)

Footnotes (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 $5.46 to $5.705 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. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.53 to $5.765 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.

Key Figures

Total shares sold: 238,911 shares Shares sold on May 18, 2026: 124,209 shares at $5.601 Shares sold on May 19, 2026: 114,702 shares at $5.671 +4 more

7 metrics

Total shares sold 238,911 shares Open-market sales on May 18–19, 2026

Shares sold on May 18, 2026 124,209 shares at $5.601 Class A Common Stock, open-market sale

Shares sold on May 19, 2026 114,702 shares at $5.671 Class A Common Stock, open-market sale

Post-transaction holdings 2,456,447 shares Direct Class A Common Stock ownership after trades

Price range group 1 $5.53–$5.765 per share Weighted average sale price range disclosed in footnote

Price range group 2 $5.46–$5.705 per share Weighted average sale price range disclosed in footnote

Rule 10b5-1 plan adoption date November 14, 2025 Plan governing the reported sales

Key Terms

Class A Common Stock, restricted stock units ("RSUs"), Rule 10b5-1 trading plan, weighted average price

4 terms

Class A Common Stock financial

"security title is listed as Class A Common Stock for each transaction"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

restricted stock units ("RSUs") financial

"sale of shares to cover tax withholding obligations in connection with the settlement and release of RSUs"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Rule 10b5-1 trading plan regulatory

"sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"reported price is a weighted average price with multiple transactions in a price range"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Form 4 Insider Transactions: What Each Field Means →

05/20/2026 - 07:00 PM

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^*

Hott Douglas

(Last)

(First)

(Middle)

C/O SNAP INC.

3000 31ST STREET

(Street)

SANTA MONICA

CALIFORNIA

90405

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/18/2026		S		124,209⁽¹⁾	D	$5.601⁽²⁾	2,571,149	D
Class A Common Stock	05/19/2026		S		114,702⁽³⁾	D	$5.671⁽⁴⁾	2,456,447	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 $5.46 to $5.705 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. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.53 to $5.765 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/ Marzena Gellert, Attorney-in-fact	05/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Snap (SNAP) CFO Douglas Hott report in this Form 4 filing?

Snap CFO Douglas Hott reported selling 238,911 shares of Class A Common Stock. The transactions occurred on May 18–19, 2026 as open-market sales at weighted average prices around $5.60–$5.67 per share, primarily to address related tax obligations.

How many Snap (SNAP) shares did the CFO sell and at what prices?

Douglas Hott sold 124,209 Snap Class A shares at a weighted average price of $5.601 and 114,702 shares at $5.671. Footnotes explain each sale comprised multiple trades within price ranges between roughly $5.46 and $5.765 per share on those two days.

Were the Snap (SNAP) CFO’s stock sales pre-planned under Rule 10b5-1?

Yes. A footnote states the reported sales were executed under a Rule 10b5-1 trading plan adopted on November 14, 2025. These pre-arranged plans automate trading and help separate routine liquidity or tax transactions from opportunistic timing decisions.

How many Snap (SNAP) shares does the CFO hold after these transactions?

After the reported open-market sales, Douglas Hott directly holds 2,456,447 shares of Snap Class A Common Stock. This post-transaction ownership figure shows he retains a substantial equity position in the company following the tax-related stock dispositions.

What are the price ranges disclosed for the Snap (SNAP) CFO’s sales?

The filing reports weighted average prices, with detailed footnotes giving ranges. One group of sales occurred between $5.53 and $5.765 per share, and another between $5.46 and $5.705 per share, reflecting multiple individual trades aggregated for reporting.