SNOW insider files Form 4 after option exercise and sale under 10b5-1 plan

Rhea-AI Filing Summary

Benoit Dageville, Snowflake Inc. director and President of Products, reported multiple transactions on 09/04/2025 under a 10b5-1 plan. He exercised a fully vested option to buy 25,000 shares at $13.48 and simultaneously sold 25,000 shares at $222.92. He also made a gift of 7,500 shares. After these transactions he reported 58,325 shares held directly and 3,146,555 shares held indirectly through trust arrangements; separate trust schedules show two additional trust holdings of 750,000 shares each. The reporting person adopted the 10b5-1 plan on March 28, 2025, and the transactions were effected pursuant to that plan.

Insights

Securities Analyst

TL;DR: Insider exercised low‑cost options, sold an equal number of shares at market prices, and retains significant indirect holdings via trusts.

The filing documents an option exercise (25,000 shares at $13.48) with an immediate market sale of 25,000 shares at $222.92 executed under a preexisting 10b5-1 plan, plus a 7,500‑share gift. The option is fully vested and the exercise/sale sequence is typical for liquidity events while maintaining long-term economic exposure through large indirect trust holdings (millions of shares). For investors, this shows management realizing gains while substantial ownership remains aligned with the company via trusts.

Corporate Governance Expert

TL;DR: Transactions follow a Rule 10b5-1 plan and include a charitable or personal gift; disclosure appears complete and routine.

The form indicates the 10b5-1 plan adoption date and provides required disclosure of direct and indirect holdings, including a disclaimer of beneficial ownership for spousal-trust shares. The gift and trusts are disclosed with trustees identified, which supports transparency on insider control and potential conflicts. No unusual withholding, acceleration, or insider‑only exemption language is present in the filing.

Insider Trade Summary

Net Seller: 25,000 shares ($5,573,000)

Net Sell 6 txns

Insider Dageville Benoit

Role President of Products

Sold 25,000 shs ($5.57M)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	25,000	$0.00	--
Exercise	Common Stock	25,000	$13.48	$337K
Sale	Common Stock	25,000	$222.92	$5.57M
Gift	Common Stock	7,500	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option (Right to Buy) — 317,927 shares (Direct); Common Stock — 83,325 shares (Direct); Common Stock — 3,146,555 shares (Indirect, Trust)

Footnotes (1)

1. The exercise, sale, and gift were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 28, 2025. Includes shares to be issued in connection with the vesting of one or more restricted stock units. The shares are held by The Snow Trust UTA dated 9/10/19 for which the Reporting Person is a trustee. 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. The shares are held by The Selene GRAT No. 1 dated 3/13/2025 for which the Reporting Person is the trustee. The stock option is fully vested.

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).

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)
09/04/2025

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	09/04/2025		M(1)		25,000	A	$13.48	83,325(2)	D
Common Stock	09/04/2025		S(1)		25,000	D	$222.92	58,325(2)	D
Common Stock	09/04/2025		G(1)		7,500	D	$0	3,146,555	I	Trust(3)
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	09/04/2025		M(1)			25,000	(6)	12/10/2029	Common Stock	25,000	$0	317,927	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. Includes shares to be issued in connection with the vesting of one or more restricted stock units.

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

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	09/08/2025
	** 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).
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