Snowflake Inc. (SNOW) founder-officer details stock sale and RSU tax withholding

Rhea-AI Filing Summary

Snowflake Inc. reported insider share movements by a director and officer who is also the company’s founder and chief architect. On 12/22/2025, the insider had 601 and 288 shares of common stock withheld at prices of $222.46 per share to cover taxes on vesting restricted stock units. On 12/23/2025, the insider sold 870 common shares at $224.3 per share under a pre-arranged Rule 10b5-1 trading plan adopted on March 28, 2025. After these transactions, the insider held 43,250 shares directly, plus indirect holdings of 750,000, 750,000, and 3,001,555 shares through various trusts.

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
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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).

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^*

Dageville Benoit

(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)
	Founder and Chief Architect

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

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	12/22/2025		F(1)		601	D	$222.46	44,408(2)	D
Common Stock	12/22/2025		F(1)		288	D	$222.46	44,120(2)	D
Common Stock	12/23/2025		S(3)		870	D	$224.3	43,250(2)	D
Common Stock								750,000	I	Trust(4)
Common Stock								750,000	I	Trust(5)
Common Stock								3,001,555	I	Trust(6)

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 March 28, 2025.

4. 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.

5. The shares are held by The Selene GRAT No. 1 dated 3/13/2025 for which the Reporting Person is the trustee.

6. The shares are held by The Snow Trust UTA dated 9/10/19 for which the Reporting Person is a trustee.

Remarks:

	/s/ Michelle Giampaoli, Attorney-in-Fact	12/23/2025
	** 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 insider transactions did Snowflake Inc. (SNOW) disclose in this Form 4?

The filing shows an insider had 601 and 288 Snowflake common shares withheld on 12/22/2025 to cover taxes on restricted stock unit vesting, and sold 870 shares on 12/23/2025 at $224.3 per share.

At what prices were the Snowflake (SNOW) insider transactions executed?

Shares withheld for taxes on 12/22/2025 were valued at $222.46 per share, and the 870-share sale on 12/23/2025 was executed at $224.3 per share.

How many Snowflake (SNOW) shares does the insider own after these transactions?

Following the reported transactions, the insider beneficially owned 43,250 Snowflake common shares directly and additional indirect holdings of 750,000, 750,000, and 3,001,555 shares through trusts.

Was the Snowflake (SNOW) insider sale made under a Rule 10b5-1 trading plan?

Yes. The 870-share sale on 12/23/2025 was effected under a Rule 10b5-1 trading plan that the reporting person adopted on March 28, 2025.

Why were some Snowflake (SNOW) shares withheld instead of sold in the market?

The filing states that 601 and 288 shares were withheld to satisfy tax withholding obligations arising from the vesting of restricted stock units.

What trusts hold Snowflake (SNOW) shares for the reporting person or related parties?

The filing notes holdings in The Thira GRAT No. 1, The Selene GRAT No. 1, and The Snow Trust UTA, which together hold Snowflake shares indirectly for the reporting person or related parties.