Snowflake (SNOW) CEO has shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

Snowflake Inc. Chief Executive Officer Sridhar Ramaswamy reported a tax-related share disposition tied to restricted stock units. On March 16, 2026, 3,975 shares of Snowflake common stock were withheld at $178.66 per share to satisfy tax withholding obligations on the vesting of restricted stock units. This was a tax-withholding disposition, not an open-market sale.

After this event, he held 437,982 shares of Snowflake common stock directly. An additional 1,923 shares were reported as held indirectly through The Ramaswamy Trust dated 1/8/2001, for which he serves as trustee. The filing also notes that some reported holdings include shares to be issued upon future restricted stock unit vesting.

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

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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.

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/16/2026		F(1)		3,975	D	$178.66	437,982(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	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Snowflake (SNOW) CEO Sridhar Ramaswamy report?

Snowflake CEO Sridhar Ramaswamy reported a tax-withholding disposition of 3,975 common shares. These shares were withheld by the company to cover taxes due on restricted stock units that vested, rather than sold on the open market.

How many Snowflake (SNOW) shares were withheld for CEO tax obligations?

A total of 3,975 Snowflake common shares were withheld to satisfy Sridhar Ramaswamy’s tax obligations. The withholding occurred at $178.66 per share in connection with the vesting of restricted stock units granted as part of his equity compensation.

How many Snowflake (SNOW) shares does the CEO hold after this Form 4 filing?

After the tax-withholding transaction, Sridhar Ramaswamy directly held 437,982 Snowflake common shares. The filing also reports 1,923 additional shares held indirectly through The Ramaswamy Trust, where he serves as trustee, reflecting his broader equity position.

Was the Snowflake (SNOW) CEO’s reported transaction an open-market sale?

The reported transaction was not an open-market sale. It was a Form 4 code F tax-withholding disposition, meaning Snowflake retained 3,975 shares to cover income tax due on vested restricted stock units instead of the CEO selling shares to pay those taxes.

What role does The Ramaswamy Trust play in Snowflake (SNOW) share ownership?

The Form 4 states that 1,923 Snowflake shares are held by The Ramaswamy Trust dated 1/8/2001. Sridhar Ramaswamy is a trustee of this trust, so those shares are reported as indirect ownership separate from his larger direct holdings.

Do the Snowflake (SNOW) CEO’s reported holdings include unissued RSU shares?

Yes. The filing notes that some reported holdings include shares to be issued upon vesting of one or more restricted stock units. This means part of the disclosed equity position reflects RSUs that will convert into common shares as they vest over time.