Snowflake director executes 710K-option exercise and staged share sales under 10b5-1
Rhea-AI Filing Summary
Frank Slootman, a Snowflake Inc. director, executed stock option exercises and multiple open-market sales under a 10b5-1 plan on 08/28/2025. He exercised 710,083 stock options with an $8.88 exercise price, resulting in 710,083 shares from the option exercise. On the same date he sold multiple blocks of common stock in separate transactions at weighted-average prices reported across several price ranges (examples shown from $225.00 up to $236.71 depending on the block). The Form 4 discloses direct and indirect holdings across entities and trusts, including shares held directly and by Invisible Hand Ventures LLC, the Slootman Family Foundation, and several trusts. The reported transactions were effected pursuant to a 10b5-1 trading plan adopted March 26, 2025.
Positive
- Exercise of options at a low strike of $8.88 indicates potential long-term prior compensation alignment
- Trades executed under a 10b5-1 plan, providing pre-established timing and regulatory affirmative defense
- Complete disclosure of indirect holdings (LLC, foundation, multiple trusts) improves transparency on beneficial ownership
Negative
- Significant share sales on the same date as the exercise reduce the director's direct share count and represent insider liquidity
- Multiple large tranches sold across price bands may be viewed as material insider selling activity by some investors
Insights
TL;DR: Director exercised a large block of $8.88 options and sold shares across multiple price bands under a 10b5-1 plan.
The filings show a material option exercise of 710,083 options at an $8.88 strike and contemporaneous share sales executed in multiple tranches at weighted-average prices spanning roughly $225 to $236.71. The activity was implemented under a pre-established 10b5-1 plan, which indicates the trades were pre-programmed rather than opportunistic. The Form 4 also details retained direct and indirect ownership across an LLC, foundation, and several trusts, which matters for ongoing insider ownership calculations. For investors tracking insider liquidity or potential dilution from exercised options, these are clear, documented changes to beneficial ownership on 08/28/2025.
TL;DR: Transaction is routine insider liquidity under an adopted trading plan; governance disclosure is complete on beneficial ownership.
The Form 4 includes the required disclosures: exercise details, multiple sale tranches with weighted-average prices, and explicit descriptions of indirect holdings (Invisible Hand Ventures LLC and several trusts and a foundation). The filer noted the 10b5-1 plan adoption date (March 26, 2025), which supports the affirmative defense condition. The signature by an attorney-in-fact is present. The filing provides the explanatory footnotes necessary for clarity on vesting and ownership form, meeting regulatory disclosure norms.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 710,083 | $0.00 | -- |
| Exercise | Common Stock | 710,083 | $8.88 | $6.31M |
| Sale | Common Stock | 32,031 | $225.654 | $7.23M |
| Sale | Common Stock | 56,938 | $226.354 | $12.89M |
| Sale | Common Stock | 90,615 | $227.517 | $20.62M |
| Sale | Common Stock | 58,120 | $228.711 | $13.29M |
| Sale | Common Stock | 82,378 | $229.441 | $18.90M |
| Sale | Common Stock | 17,290 | $230.481 | $3.99M |
| Sale | Common Stock | 153,215 | $231.771 | $35.51M |
| Sale | Common Stock | 126,839 | $232.44 | $29.48M |
| Sale | Common Stock | 23,708 | $233.431 | $5.53M |
| Sale | Common Stock | 35,575 | $234.659 | $8.35M |
| Sale | Common Stock | 31,223 | $235.594 | $7.36M |
| Sale | Common Stock | 2,151 | $236.412 | $509K |
| holding | Common Stock | -- | -- | -- |
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| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- The exercise and sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 26, 2025. Includes shares to be issued in connection with the vesting of one or more restricted stock units. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $225.000 to $225.990, inclusive. The Reporting Person undertakes to provide 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 ranges set forth in these footnotes. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $226.000 to $226.990, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $227.000 to $227.995, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $228.000 to $228.990, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $229.015 to $229.990, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $230.130 to $231.120, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $231.140 to $232.135, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $232.140 to $233.130, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $233.140 to $233.855, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $234.145 to $235.120, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $235.165 to $236.070, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $236.180 to $236.710, inclusive. The shares are held by Invisible Hand Ventures, LLC, of which the Reporting Person is the manager and has sole voting and dispositive power. The shares are held by the Slootman Family Foundation dated 11/24/2010 for which the Reporting Person is deemed to have voting and investment power over the shares held by the Slootman Family Foundation, but has no personal pecuniary interest in these shares. The shares are held by the Slootman Living Trust dated 9/8/1999 for which the Reporting Person is a trustee. The shares are held by the Slootman 2023 Grantor Retained Annuity Trust dated 9/25/23 for which the Reporting Person is a trustee. The shares are held by the B. Slootman 2024 Grantor Retained Annuity Trust dated 12/3/2024 for which the Reporting Person's spouse is the trustee. The shares are held by the F. Slootman 2024 Grantor Retained Annuity Trust dated 12/3/2024 for which the Reporting Person is the trustee. The shares are held by the Slootman Grandchildren's Trust dated 7/28/2022 for which the Reporting Person is a trustee. The stock option is fully vested.
