[Form 4] Snowflake Inc. Insider Trading Activity

Rhea-AI Filing Summary

Insider transactions by Snowflake director and President of Products Benoit Dageville: the filer used a 10b5-1 trading plan adopted March 28, 2025 to effect multiple transactions on 08/21/2025. The form shows an option exercise for 18,750 shares at a $13.48 exercise price, resulting in 18,750 underlying shares issued. The filer reported two disposals: a sale of 18,750 shares at $192.81 and a gift/disposition of 5,625 shares (code G) at $0. After the transactions, the reporting person beneficially owns 3,157,805 shares indirectly (held in The Snow Trust) and directly owns 77,075 shares including restricted stock units to vest; two GRAT trusts hold 750,000 shares each with one disclaimed. The stock option is fully vested and expires 12/10/2029.

Positive

• Transactions executed under a 10b5-1 plan (adopted 03/28/2025), indicating pre-planned trading and affirmative defense to insider trading claims
• Substantial indirect ownership remains: 3,157,805 shares held in The Snow Trust, showing continued alignment with shareholders
• Option was fully vested at exercise and has a stated expiration date of 12/10/2029, clarifying exercisability

Negative

• Disposition of shares: sale of 18,750 shares at $192.81 on 08/21/2025, which reduces direct holdings
• Gift/disposition of 5,625 shares (code G) on 08/21/2025, further decreasing direct ownership

Insights

Financial Analyst

TL;DR: Transactions largely routine: option exercise funded and contemporaneous sale under a 10b5-1 plan; substantial indirect holdings remain.

The reporting person exercised a fully vested option at $13.48 for 18,750 shares and sold 18,750 shares at $192.81 on 08/21/2025 pursuant to a 10b5-1 plan adopted 03/28/2025. The form also records a gift/disposition of 5,625 shares. Post-transactions, indirect beneficial ownership of 3,157,805 shares is significant and unchanged in control. The exercise-to-sale sequence is consistent with plan-based liquidity actions rather than ad hoc insider selling. No new material dilution or change in control is shown.

Corporate Governance Expert

TL;DR: Disclosure is clear and includes 10b5-1 plan reference and trust holdings; signatures and explanations are properly noted.

The Form 4 discloses that transactions were effected under a documented 10b5-1 trading plan and explains trust ownership and disclaimers for GRAT-held shares. The reporting includes the required explanation lines for vested RSU issuance and identifies the option expiration date (12/10/2029). From a governance and compliance perspective, the filing meets standard disclosure expectations for an officer/director transaction.

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)
	President of Products

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		G(1)		5,625	D	$0	3,157,805	I	Trust(2)
Common Stock	08/21/2025		M(1)		18,750	A	$13.48	77,075(3)	D
Common Stock	08/21/2025		S(1)		18,750	D	$192.81	58,325(3)	D
Common Stock								750,000	I	Trust(4)
Common Stock								750,000	I	Trust(5)

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
Stock Option (Right to Buy)	$13.48	08/21/2025		M(1)			18,750	(6)	12/10/2029	Common Stock	18,750	$0	349,177	D

Explanation of Responses:

1. The exercise, sale, and gift were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 28, 2025.

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

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

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 stock option is fully vested.

Remarks:

	/s/ Marie Reider, Attorney-in-Fact	08/22/2025
	** 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 insider transactions did Benoit Dageville file for SNOW on 08/21/2025?

The Form 4 reports an exercise of 18,750 options at $13.48, a sale of 18,750 shares at $192.81, and a disposition (gift) of 5,625 shares on 08/21/2025.

Were the transactions by SNOW insider Benoit Dageville part of a 10b5-1 plan?

Yes. The filing states the exercise, sale, and gift were effected pursuant to a 10b5-1 trading plan adopted March 28, 2025.

How many SNOW shares does Benoit Dageville beneficially own after these transactions?

The Form 4 reports 3,157,805 shares beneficially owned indirectly (The Snow Trust) and 77,075 shares directly (including shares from vesting RSUs).

Are there any trust-held shares and does the filer disclaim ownership?

Yes. Two GRATs (The Thira GRAT No. 1 and The Selene GRAT No. 1 dated 3/13/2025) hold 750,000 shares each; the filer disclaims beneficial ownership of the Thira GRAT shares and is trustee for The Snow Trust dated 9/10/19.

Is the exercised stock option exercisable and when does it expire?

The stock option is reported as fully vested and has an expiration date of 12/10/2029.