Snowflake (SNOW) founder-architect logs RSU tax withholdings and 10b5-1 stock sale

Rhea-AI Filing Summary

Snowflake Inc. insider transactions: A director and officer, identified as Founder and Chief Architect, reported several stock movements dated 12/08/2025 and 12/09/2025. On 12/08/2025, 560 shares and 273 shares of common stock were disposed of at $228.79 per share, representing shares withheld to satisfy tax obligations on vesting restricted stock units. On 12/09/2025, 814 shares were sold at $223.31 per share under a Rule 10b5-1 trading plan adopted on March 28, 2025.

After these transactions, the insider beneficially owns 49,686 shares directly. In addition, indirect holdings include 750,000 shares in The Thira GRAT No. 1, 750,000 shares in The Selene GRAT No. 1, and 3,051,555 shares in The Snow Trust UTA. The insider disclaims beneficial ownership of the Thira GRAT shares.

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).

X

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^*

Dageville Benoit

(Last) (First) (Middle)

C/O SNOWFLAKE INC.

106 EAST BABCOCK STREET, SUITE 3A

(Street)

BOZEMAN MT 59715

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Snowflake Inc. [ SNOW ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Founder and Chief Architect

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2025

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
Common Stock	12/08/2025		F(1)		560	D	$228.79	49,959(2)	D
Common Stock	12/08/2025		F(1)		273	D	$228.79	49,686(2)	D
Common Stock	12/09/2025		S(3)		814	D	$223.31	48,872(2)	D
Common Stock								750,000	I	Trust(4)
Common Stock								750,000	I	Trust(5)
Common Stock								3,051,555	I	Trust(6)

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 shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units.

2. Includes shares to be issued in connection with the vesting of one or more restricted stock units.

3. The sale was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 28, 2025.

4. The shares are held by The Thira GRAT No. 1 dated 3/13/2025 for which the Reporting Person's spouse is the trustee. The Reporting Person has no right to or interest in these shares and disclaims beneficial ownership of these shares.

5. The shares are held by The Selene GRAT No. 1 dated 3/13/2025 for which the Reporting Person is the trustee.

6. The shares are held by The Snow Trust UTA dated 9/10/19 for which the Reporting Person is a trustee.

Remarks:

	/s/ Marie Reider, Attorney-in-Fact	12/10/2025
	** 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 the Snowflake (SNOW) insider report in this Form 4?

The Snowflake insider reported tax-related share withholding on restricted stock unit vesting and an open-market sale of common stock in early December 2025.

Which Snowflake (SNOW) insider is involved and what is their role?

The reporting person is a Snowflake Inc. director and officer, listed as Founder and Chief Architect.

How many Snowflake (SNOW) shares were withheld for taxes?

On 12/08/2025, 560 shares and 273 shares of common stock were disposed of to satisfy tax withholding obligations tied to restricted stock unit vesting.

How many Snowflake (SNOW) shares were sold and at what price?

On 12/09/2025, the insider sold 814 shares of Snowflake common stock at an average price of $223.31 per share under a pre-arranged plan.

Was the Snowflake (SNOW) stock sale under a Rule 10b5-1 trading plan?

Yes. The filing states that the 12/09/2025 sale was effected pursuant to a Rule 10b5-1 trading plan adopted on March 28, 2025.

How many Snowflake (SNOW) shares does the insider own after these transactions?

Following the reported transactions, the insider directly owns 49,686 shares and has indirect interests in trusts holding 750,000, 750,000, and 3,051,555 shares, with beneficial ownership of the Thira GRAT shares disclaimed.

What trusts hold Snowflake (SNOW) shares for this insider?

The shares are held in The Thira GRAT No. 1 dated 3/13/2025, The Selene GRAT No. 1 dated 3/13/2025, and The Snow Trust UTA dated 9/10/19, with differing trustee and beneficial ownership arrangements.