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Snowflake (NYSE: SNOW) EVP reports RSU grant, 10b5-1 share sale

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

Rhea-AI Filing Summary

Snowflake Inc. EVP of Product Management Christian Kleinerman reported a mix of equity compensation and routine share dispositions. On March 20, 2026, he received 42,716 shares of common stock as a grant, described as restricted stock units that will vest quarterly over four years with 6.25% vesting on June 15, 2026 and on each Quarterly Vest Date thereafter. That same day, a total of 2,653 shares were withheld at $175.40 per share to cover tax obligations on RSU vesting. On March 23, 2026, he executed an open-market sale of 2,621 shares at an average price of $170.01 per share pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on December 19, 2024. Following these transactions, he directly holds 533,494 shares of Snowflake common stock, with additional indirect holdings through family LLCs and grantor retained annuity trusts totaling 38,568, 5,086, 32,716, 85,085, and 100,000 shares, respectively.

Positive

  • None.

Negative

  • None.
Insider Kleinerman Christian
Role EVP, Product Management
Sold 2,621 shs ($446K)
Type Security Shares Price Value
Sale Common Stock 2,621 $170.01 $446K
Tax Withholding Common Stock 1,793 $175.40 $314K
Tax Withholding Common Stock 860 $175.40 $151K
Grant/Award Common Stock 42,716 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 533,494 shares (Direct); Common Stock — 38,568 shares (Indirect, LLC)
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 represent restricted stock units, which will vest quarterly over four years with 6.25% vesting on June 15, 2026 and on each Quarterly Vest Date thereafter, subject to the Reporting Person's continuous service through each such vesting date. Quarterly Vest Dates are each of March 15, June 15, September 15, and December 15. The sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 19, 2024. Shares are held by the Kleinerman 2020 Dynasty LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries. Shares are held by the Kleinerman 2020 Nonexempt LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries of a trust that is the sole member. Shares are held by the Christian Kleinerman 2023 Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee. Shares are held by the Christian Kleinerman 2024 Grantor Retained Annuity Trust dated December 20, 2024 for which the Reporting Person is the trustee. Shares are held by the Christian Kleinerman 2025 Grantor Retained Annuity Trust dated December 14, 2025 for which the Reporting Person is the trustee.
SEC Form 4
FORM 4UNITED 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*
Kleinerman Christian

(Last)(First)(Middle)
C/O SNOWFLAKE INC.
135 CONSTITUTION DRIVE

(Street)
MENLO PARK CALIFORNIA 94025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Snowflake Inc. [ SNOW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Product Management
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock03/20/2026F(1)1,793D$175.4494,259(2)D
Common Stock03/20/2026F(1)860D$175.4493,399(2)D
Common Stock03/20/2026A(3)42,716A$0536,115(2)D
Common Stock03/23/2026S(4)2,621D$170.01533,494(2)D
Common Stock38,568ILLC(5)
Common Stock5,086ILLC(6)
Common Stock32,716I2023 GRAT(7)
Common Stock85,085I2024 GRAT(8)
Common Stock100,000I2025 GRAT(9)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 represent restricted stock units, which will vest quarterly over four years with 6.25% vesting on June 15, 2026 and on each Quarterly Vest Date thereafter, subject to the Reporting Person's continuous service through each such vesting date. Quarterly Vest Dates are each of March 15, June 15, September 15, and December 15.
4. The sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 19, 2024.
5. Shares are held by the Kleinerman 2020 Dynasty LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries.
6. Shares are held by the Kleinerman 2020 Nonexempt LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries of a trust that is the sole member.
7. Shares are held by the Christian Kleinerman 2023 Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee.
8. Shares are held by the Christian Kleinerman 2024 Grantor Retained Annuity Trust dated December 20, 2024 for which the Reporting Person is the trustee.
9. Shares are held by the Christian Kleinerman 2025 Grantor Retained Annuity Trust dated December 14, 2025 for which the Reporting Person is the trustee.
Remarks:
/s/ Marie Reider, Attorney-in-Fact03/24/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Snowflake (SNOW) EVP Christian Kleinerman report?

Christian Kleinerman reported an RSU grant of 42,716 Snowflake shares, tax-withholding dispositions totaling 2,653 shares, and an open-market sale of 2,621 shares. The sale was executed under a Rule 10b5-1 trading plan adopted on December 19, 2024.

How many Snowflake (SNOW) shares does Christian Kleinerman hold after these transactions?

After the reported transactions, Christian Kleinerman directly holds 533,494 Snowflake common shares. He also has indirect holdings through family LLCs and grantor retained annuity trusts of 38,568, 5,086, 32,716, 85,085, and 100,000 shares, as disclosed in the filing’s holding entries.

Was the Snowflake (SNOW) insider sale by Christian Kleinerman part of a 10b5-1 plan?

Yes. The 2,621-share open-market sale reported by Christian Kleinerman was effected pursuant to a Rule 10b5-1 trading plan adopted on December 19, 2024, indicating the sale was pre-arranged rather than timed opportunistically based on short-term market movements.

What are the terms of Christian Kleinerman’s new Snowflake (SNOW) RSU grant?

The 42,716-share restricted stock unit grant will vest quarterly over four years, with 6.25% vesting on June 15, 2026 and on each Quarterly Vest Date thereafter. Quarterly Vest Dates are March 15, June 15, September 15, and December 15, subject to continuous service.

Why were some Snowflake (SNOW) shares disposed of by Christian Kleinerman on March 20, 2026?

On March 20, 2026, 1,793 and 860 Snowflake shares were withheld at $175.40 per share to satisfy tax withholding obligations upon RSU vesting. These F-code transactions represent tax-withholding dispositions, not open-market sales, and are standard for equity compensation.

How are Christian Kleinerman’s indirect Snowflake (SNOW) holdings structured?

Indirect holdings are through the Kleinerman 2020 Dynasty LLC, Kleinerman 2020 Nonexempt LLC, and several grantor retained annuity trusts dated 2023, 2024, and 2025. These entities collectively hold the disclosed indirect share amounts, with Kleinerman as manager or trustee.