SNOW Form 4: EVP Kleinerman Sells 2,975 Shares at $221.24

Snowflake insider transactions by EVP, Product Management Christian Kleinerman show routine vesting and a planned sale.

Rhea-AI Filing Summary

Snowflake insider transactions by EVP, Product Management Christian Kleinerman show routine vesting and a planned sale. Restricted stock units were vested with 3,034 shares withheld for taxes (1,573 and 1,461) and a separate 2,975-share sale was executed at about $221.24 per share under a 10b5-1 trading plan. After these transactions the reporting person beneficially owns 547,724 shares directly, plus indirect holdings including 48,568 shares in a family LLC and grantor retained annuity trusts holding 5,086, 100,000 and 100,000 shares respectively.

The filing is a disclosure of changes in ownership rather than a company operational update; transactions were tax-related withholding on vesting and a pre-established trading-plan sale.

Positive

• Sale executed under a 10b5-1 trading plan, indicating pre-established trading rules
• Substantial retained ownership: 547,724 shares directly plus significant indirect holdings via LLC and trusts

Negative

• Insider sold 2,975 shares, which may be viewed negatively by some investors despite being plan-based

Insights

Securities Analyst

TL;DR: Insider sold a small portion of holdings under a 10b5-1 plan; remaining direct and indirect holdings remain substantial.

The sale of 2,975 shares at $221.24 and withholding of 3,034 shares to cover taxes are consistent with routine RSU vesting and a pre-set trading plan adopted 12/19/2024. The post-transaction direct beneficial ownership of 547,724 shares plus significant indirect holdings suggests continued alignment with shareholder interests. This disclosure is informational and unlikely to be materially price-moving on its own.

Corporate Governance Expert

TL;DR: Reporting follows standard Section 16 procedures and cites a 10b5-1 plan; governance controls appear in place.

The filing clearly states the 10b5-1 plan adoption date and shows shares withheld for tax obligations from RSU vesting, which are common and compliant practices. Indirect holdings via a family LLC and multiple GRATs are disclosed, providing transparency around beneficial ownership structures. There are no unexplained transfers or departures disclosed.

Insider Trade Summary

Net Seller: 2,975 shares

Net Sell 7 txns

Insider Kleinerman Christian

Role EVP, Product Management

Sold 2,975 shs ($658K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,975	$221.24	$658K
Exercise Price or Tax Liability	Common Stock	1,573	$221.15	$348K
Exercise Price or Tax Liability	Common Stock	1,461	$221.15	$323K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 547,724 shares (Direct); Common Stock — 48,568 shares (Indirect, LLC); Common Stock — 5,086 shares (Indirect, 2022 GRAT); Common Stock — 100,000 shares (Indirect, 2023 GRAT); Common Stock — 100,000 shares (Indirect, 2024 GRAT)

Footnotes (7)

1. F1. Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units.
2. F2. Includes shares to be issued in connection with the vesting of one or more restricted stock units.
3. F3. 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.
4. F4. 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.
5. F5. Shares are held by the Christian Kleinerman 2022 Grantor Retained Annuity Trust dated June 24, 2022 for which the Reporting Person is the trustee.
6. F6. Shares are held by the Christian Kleinerman 2023 Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee.
7. F7. Shares are held by the Christian Kleinerman 2024 Grantor Retained Annuity Trust dated December 20, 2024 for which the Reporting Person is the trustee.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions did Christian Kleinerman report on Form 4 for SNOW?

The filing reports 3,034 shares withheld for taxes on RSU vesting (1,573 and 1,461) and a sale of 2,975 shares at about $221.24 executed under a 10b5-1 plan.

How many SNOW shares does the reporting person beneficially own after these transactions?

The report shows 547,724 shares beneficially owned directly after the transactions, plus indirect holdings including 48,568 shares in a family LLC and trusts holding 5,086, 100,000, and 100,000 shares.

Was the sale disclosed as part of a pre-established trading plan?

Yes. The Form 4 states the sale was effected pursuant to a 10b5-1 trading plan adopted December 19, 2024.

Why were shares withheld in the transaction?

The filing explains those shares were withheld to satisfy tax withholding obligations on the vesting of restricted stock units.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 09/17/2025 - 07:06 PM EDT Learn about SEC filing dates

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^*

Kleinerman Christian

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Product Management

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		F(1)		1,573	D	$221.15	552,160(2)	D
Common Stock	09/15/2025		F(1)		1,461	D	$221.15	550,699(2)	D
Common Stock	09/16/2025		S(3)		2,975	D	$221.24	547,724(2)	D
Common Stock								48,568	I	LLC(4)
Common Stock								5,086	I	2022 GRAT(5)
Common Stock								100,000	I	2023 GRAT(6)
Common Stock								100,000	I	2024 GRAT(7)

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 sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 19, 2024.

4. 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.

5. Shares are held by the Christian Kleinerman 2022 Grantor Retained Annuity Trust dated June 24, 2022 for which the Reporting Person is the trustee.

6. Shares are held by the Christian Kleinerman 2023 Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee.

7. Shares are held by the Christian Kleinerman 2024 Grantor Retained Annuity Trust dated December 20, 2024 for which the Reporting Person is the trustee.

Remarks:

	/s/ Marie Reider, Attorney-in-Fact	09/17/2025
	** 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.