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SNOW Insider Form 4: CEO Reports RSU Vesting and Withheld Shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Insider reported share changes at Snowflake Inc. (SNOW). The filing discloses that the reporting person, who serves as Snowflakes Chief Executive Officer and a director, had restricted stock units vest and corresponding shares withheld to satisfy tax withholding. Specifically, 3,429 shares and 1,016 shares were disposed of via withholding at a reported price of $230.48 per share, leaving the reporting person with 364,596 and 363,580 shares in the respective lines shown. In addition, 1,923 shares are reported as indirectly owned through The Ramaswamy Trust dated 1/8/2001, for which the reporting person is a trustee.

The transactions are explained as tax-withholding actions tied to the vesting of restricted stock units; no new purchases or sales for cash beyond withholding are reported. The filing reflects compensation-related equity vesting and the reporting person's direct and indirect beneficial ownership positions following those vesting events.

Positive

  • RSU vesting disclosed with shares withheld to satisfy tax obligations, indicating compensation settlement rather than open-market selling
  • Clear disclosure of direct and indirect ownership, including holdings in The Ramaswamy Trust

Negative

  • None.

Insights

TL;DR: Routine RSU vesting with shares withheld for taxes; no open-market sales or purchases reported.

The Form 4 shows standard post-vesting mechanics: restricted stock units vested and a portion of shares were withheld to meet tax obligations rather than being sold on market. The reported per-share figure of $230.48 represents the withholding valuation used. Beneficial ownership totals listed after the transactions (in the mid-300,000s) indicate the reporting person retains substantial direct holdings, and an additional 1,923 shares are held indirectly in a trust where the reporting person is trustee. This disclosure is routine for executive compensation accounting and does not by itself indicate a change in company control or a directional trade by the insider.

TL;DR: Disclosure aligns with Section 16 reporting norms; shows executive compensation settlement via equity vesting.

The filing documents compliance with insider reporting requirements following RSU vesting. Withholding shares to cover taxes is a common settlement method that reduces the insider's outstanding share count without evidencing a market sale. The presence of indirect ownership through a named trust is properly disclosed. From a governance perspective, the form is complete in identifying role (CEO and director) and describing the nature of the withholding; it contains no indications of unusual related-party transactions or governance red flags.

Insider Ramaswamy Sridhar
Role Chief Executive Officer
Type Security Shares Price Value
Tax Withholding Common Stock 3,429 $230.48 $790K
Tax Withholding Common Stock 1,016 $230.48 $234K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 364,596 shares (Direct); Common Stock — 1,923 shares (Indirect, Trust)
Footnotes (1)
  1. Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units. Includes shares to be issued in connection with the vesting of one or more restricted stock units. The shares are held by The Ramaswamy Trust dated 1/8/2001, for which the Reporting Person is a trustee.
Form 4 Insider Transactions: What Each Field Means →
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*
Ramaswamy Sridhar
(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)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025
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 09/22/2025 F(1) 3,429 D $230.48 364,596(2) D
Common Stock 09/22/2025 F(1) 1,016 D $230.48 363,580(2) D
Common Stock 1,923 I Trust(3)
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 shares are held by The Ramaswamy Trust dated 1/8/2001, for which the Reporting Person is a trustee.
Remarks:
/s/ Marie Reider, Attorney-in-Fact 09/24/2025
** 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

FAQ

What did the Form 4 for SNOW report?

The Form 4 reports the vesting of restricted stock units and shares withheld for tax purposes, including dispositions of 3,429 and 1,016 shares at $230.48 per share.

Who filed the Form 4 for SNOW and what is their role?

The reporting person is the companys Chief Executive Officer who also serves as a director; they are listed as the trustee of The Ramaswamy Trust.

How many shares does the reporting person beneficially own after these transactions?

The filing shows beneficial ownership amounts in the reported lines of 364,596 and 363,580 shares, plus 1,923 shares held indirectly in a trust.

Were any open-market sales or purchases reported in this Form 4 for SNOW?

No open-market sales or cash purchases are reported; the disposals reflect shares withheld to satisfy tax withholding on RSU vesting.

What is the nature of the indirect ownership disclosed?

The indirect ownership consists of shares held by The Ramaswamy Trust dated 1/8/2001, for which the reporting person is a trustee.