Snowflake (NYSE: SNOW) CEO discloses share withholding for RSU taxes

Rhea-AI Filing Summary

Snowflake Inc.'s chief executive officer and director reported a tax-related stock transaction. On 12/15/2025, 3,990 shares of common stock were disposed of at $217.93 per share through share withholding to satisfy tax withholding obligations on the vesting of restricted stock units. Following this transaction, the reporting person beneficially owned 358,256 shares of Snowflake common stock directly, a figure that includes shares to be issued upon future vesting of restricted stock units, and 1,923 shares indirectly through The Ramaswamy Trust dated 1/8/2001.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

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)
12/15/2025

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	12/15/2025		F(1)		3,990	D	$217.93	358,256(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	12/16/2025
	** 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 stock transaction did Snowflake Inc.'s (SNOW) CEO report on December 15, 2025?

The chief executive officer reported a tax-related stock transaction on 12/15/2025 in which 3,990 shares of Snowflake common stock were disposed of at $217.93 per share. According to the explanation, these shares were withheld to satisfy tax withholding obligations arising from the vesting of restricted stock units.

How many Snowflake (SNOW) shares does the reporting person own after this transaction?

After the 12/15/2025 transaction, the reporting person beneficially owned 358,256 shares of Snowflake common stock directly, which includes shares to be issued in connection with the vesting of one or more restricted stock units. In addition, 1,923 shares were held indirectly through The Ramaswamy Trust dated 1/8/2001.

Was the Snowflake insider transaction related to restricted stock unit (RSU) vesting?

Yes. The filing explains that the reported 3,990-share disposition represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units. It also notes that the directly owned share total includes shares that will be issued upon the vesting of one or more restricted stock units.

What is the relationship of the reporting person to Snowflake Inc. (SNOW)?

The reporting person is both a director and an officer of Snowflake Inc., serving in the role of Chief Executive Officer. The form indicates these roles by marking the corresponding boxes for director and officer and specifying the title as Chief Executive Officer.

How are some of the Snowflake (SNOW) shares held indirectly for the reporting person?

A portion of the Snowflake common stock is held indirectly through The Ramaswamy Trust dated 1/8/2001. The explanation states that 1,923 shares are held by this trust, for which the reporting person serves as a trustee.

Does the reported Snowflake transaction involve derivative securities?

The excerpted tables list a section for derivative securities but do not report any specific derivative security transactions. Only non-derivative common stock transactions, including shares withheld for tax obligations and the resulting beneficial ownership, are detailed in the provided content.