Snap General Counsel Sells $115K in Stock, Transfers Shares to Trust

Accepted by SEC EDGAR 06/18/2025 - 07:00 PM EDT

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Form Type

Rhea-AI Filing Summary

Snap Inc's General Counsel Michael J. O'Sullivan reported multiple transactions on June 16, 2025:

Sold 14,297 shares of Class A Common Stock at an average price of $8.0402 to cover tax withholding obligations related to RSU settlement
Transferred 13,194 shares to a trust structure where he maintains investment power
Following these transactions, O'Sullivan directly owns 2,084,329 shares and indirectly owns 534,984 shares through trust arrangements

The share sale prices ranged from $7.90 to $8.18 per share. The indirect holdings include 160 shares held by immediate family members, for which O'Sullivan disclaims beneficial ownership except for his indirect pecuniary interest. The transactions were reported through an attorney-in-fact on June 18, 2025.

Insider Trade Summary

Net Seller: 14,297 shares

Net Sell 3 txns

Insider O'Sullivan Michael J.

Role General Counsel

Sold 14,297 shs ($115K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	14,297	$8.0402	$115K
Other	Class A Common Stock	13,194	$0.00	$0.00
Other	Class A Common Stock	13,194	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 2,084,329 shares (Direct); Class A Common Stock — 534,984 shares (Indirect, By Trust)

Footnotes (4)

F1. 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.
F2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.90 to $8.18 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.
F3. Stock transfer by the reporting person to an entity or entities in which the reporting person retains investment power over such shares.
F4. 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.

FAQ

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How many SNAP shares did General Counsel Michael O'Sullivan sell on June 16, 2025?

Michael O'Sullivan sold 14,297 shares of SNAP Class A Common Stock on June 16, 2025, at a weighted average price of $8.0402 per share. This sale was specifically to cover tax withholding obligations related to the settlement of restricted stock units (RSUs).

What was the price range of SNAP shares sold by O'Sullivan in the June 16, 2025 transaction?

The shares were sold in multiple transactions at prices ranging from $7.90 to $8.18 per share, with a weighted average price of $8.0402 per share.

How many SNAP shares does Michael O'Sullivan own directly after the reported transactions?

Following the reported transactions on June 16, 2025, Michael O'Sullivan directly owned 2,084,329 shares of SNAP Class A Common Stock.

What trust transactions did SNAP's General Counsel execute on June 16, 2025?

On June 16, 2025, O'Sullivan transferred 13,194 shares to a trust structure, shown by a 'J' transaction code. After this transfer, the trust beneficially owned 534,984 shares, including 160 shares held by certain immediate family members.

Who signed this Form 4 filing for SNAP's General Counsel?

The Form 4 was signed by Atul Porwal as Attorney-in-fact on June 18, 2025, on behalf of Michael O'Sullivan.

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Form 4 Insider Transactions: What Each Field Means →

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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

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)
06/16/2025

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)
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	06/16/2025		S		14,297⁽¹⁾	D	$8.0402⁽²⁾	2,097,523	D
Class A Common Stock	06/16/2025		J		13,194⁽³⁾	D	$0.00	2,084,329	D
Class A Common Stock	06/16/2025		J		13,194	A	$0.00	534,984	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)
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 $7.90 to $8.18 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	06/18/2025
	** 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.

Source: View Original Filing on SEC EDGAR