SNOW insider Dageville reports RSU tax-withholdings and trust holdings
Rhea-AI Filing Summary
Benoit Dageville, President of Products and a director at Snowflake Inc. (SNOW), reported share movements on a Form 4 covering transactions on September 8-9, 2025. On 09/08/2025 560 and 545 shares were withheld to satisfy tax withholding on vested restricted stock units at a price of $225.58 per share, reducing his direct holdings to 57,765 and 57,220 shares respectively. On 09/09/2025 he sold 1,081 shares at $223.86 under a 10b5-1 trading plan adopted March 28, 2025, leaving 56,139 shares reported as directly owned. The filing also discloses substantial indirect holdings: 3,146,555 shares held by The Snow Trust UTA dated 9/10/19 (he is trustee), and two GRATs each holding 750,000 shares (one he is trustee of, the other held by his spouse where he disclaims beneficial ownership).
Positive
- Sale executed under a 10b5-1 plan, indicating the transaction was preplanned and not opportunistic
- Clear disclosure of indirect holdings and disclaimers for shares held in trusts and GRATs
Negative
- Insider sale of 1,081 shares on 09/09/2025 at $223.86 reduces direct holdings to 56,139 shares
- Tax-withheld share dispositions (560 and 545 shares) from RSU vesting on 09/08/2025 at $225.58 each
Insights
TL;DR: Routine insider tax-withholdings and a small sale under a pre-established 10b5-1 plan; substantial indirect trust holdings disclosed.
The transactions are consistent with normal post-vesting tax withholdings and a modest sale executed under a 10b5-1 plan adopted March 28, 2025. Direct reported holdings decreased from above 57,000 shares to 56,139 after the reported activity. The Form 4 also discloses a material indirect position of 3,146,555 shares held in The Snow Trust UTA, which is significant relative to the individual's direct holdings and may be relevant for ownership concentration analysis.
TL;DR: Disclosure follows standard governance practices; use of a 10b5-1 plan reduces concerns about timing.
The filing clearly identifies the reporter's roles as both director and officer and documents that a sale on 09/09/2025 was effected pursuant to a 10b5-1 trading plan, which provides an affirmative defense under Rule 10b5-1(c). The report also properly discloses indirect holdings and a disclaimer of beneficial ownership for shares held by the Reporting Person's spouse as trustee, aligning with standard Section 16 reporting norms.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,081 | $223.86 | $242K |
| Tax Withholding | Common Stock | 560 | $225.58 | $126K |
| Tax Withholding | Common Stock | 545 | $225.58 | $123K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (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 sale was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 28, 2025. 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 Selene GRAT No. 1 dated 3/13/2025 for which the Reporting Person is the 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.
