[Form 4] Snowflake Inc. Insider Trading Activity

Rhea-AI Filing Summary

Snowflake CFO Michael Scarpelli reported multiple transactions and holdings in a Form 4 filing dated June 28, 2025. The key transactions include:

On June 16, 2025, Scarpelli disposed of 3,050 shares of Class A Common Stock at $208.18 per share through tax withholding on vested RSUs. Following these transactions, he directly owns 288,773 shares.

The filing also reveals substantial indirect holdings through various trusts:

• Three 2020 Fintail GST Exempt Trusts holding 17,617 shares each for his children
• Three Irrevocable Trusts from 2019 GRAT holding 176,829 shares each
• Scarpelli Family Trust holding 167,521 shares

Additionally, Scarpelli holds significant stock options: 1,319,299 shares at $8.88 (fully vested) and 69,569 shares at $207.56 (vesting monthly since March 2022).

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).

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^*

Scarpelli Michael

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025

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
Class A Common Stock	06/16/2025		F(1)		1,581	D	$208.18	290,242(2)	D
Class A Common Stock	06/16/2025		F(1)		1,469	D	$208.18	288,773(2)	D
Class A Common Stock								17,617	I	Trust(3)
Class A Common Stock								17,617	I	Trust(4)
Class A Common Stock								17,617	I	Trust(5)
Class A Common Stock								2,755	I	Trust(6)
Class A Common Stock								2,755	I	Trust(7)
Class A Common Stock								2,755	I	Trust(8)
Class A Common Stock								176,829	I	Trust(9)
Class A Common Stock								176,829	I	Trust(10)
Class A Common Stock								176,829	I	Trust(11)
Class A Common Stock								34,364	I	Spouse
Class A Common Stock								167,521	I	Trust(12)

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
Stock Option (Right to Buy)	$8.88							(13)	08/26/2029	Class A Common Stock	1,319,299(14)		1,319,299(14)	D
Stock Option (Right to Buy)	$207.56							(15)	03/08/2032	Class A Common Stock	69,569(14)		69,569(14)	D

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 2020 Fintail Irrevocable GST Exempt Trust f/b/o Child 1 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

4. The shares are held by the 2020 Fintail Irrevocable GST Exempt Trust f/b/o Child 2 dated 12/29/2020 for which the Reporting Persons' child is the beneficiary.

5. The shares are held by the 2020 Fintail Irrevocable GST Exempt Trust f/b/o Child 3 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

6. The shares are held by the 2020 Fintail Irrevocable Non-Exempt Trust f/b/o Child 1 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

7. The shares are held by the 2020 Fintail Irrevocable Non-Exempt Trust f/b/o Child 2 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

8. The shares are held by the 2020 Fintail Irrevocable Non-Exempt Trust f/b/o Child 3 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

9. Irrevocable Trust f/b/o Child 1 created under the Michael P. Scarpelli 2019 Grantor Retained Annuity Trust dated 9/12/2019.

10. Irrevocable Trust f/b/o Child 2 created under the Michael P. Scarpelli 2019 Grantor Retained Annuity Trust dated 9/12/2019.

11. Irrevocable Trust f/b/o Child 3 created under the Michael P. Scarpelli 2019 Grantor Retained Annuity Trust dated 9/12/2019.

12. The shares are held by the Scarpelli Family Trust for which the Reporting Person is a trustee.

13. The stock option is fully vested.

14. The Reporting Person is not reporting any transactions relating to his stock options for the Issuer's Class A Common Stock and is voluntarily reporting his outstanding stock options as of the date of this report.

15. The shares subject to the option vest in 48 equal monthly installments beginning on March 8, 2022, subject to the Reporting Person's continuous service through each such vesting date.

Remarks:

	/s/ Marie Reider, Attorney-in-Fact	06/18/2025
	** 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

How many SNOW shares did CFO Michael Scarpelli dispose of on June 16, 2025?

CFO Michael Scarpelli disposed of a total of 3,050 shares of Class A Common Stock on June 16, 2025 - specifically 1,581 shares and 1,469 shares were withheld to satisfy tax withholding obligations on the vesting of restricted stock units, at a price of $208.18 per share.

How many SNOW shares does Michael Scarpelli directly own after the June 2025 transactions?

Following the reported transactions, Michael Scarpelli directly owns 288,773 shares of Snowflake Class A Common Stock. He also holds stock options for 1,319,299 shares at $8.88 per share and 69,569 shares at $207.56 per share.

What is the vesting schedule for SNOW CFO Scarpelli's $207.56 stock options?

The stock options with an exercise price of $207.56 vest in 48 equal monthly installments beginning on March 8, 2022, subject to Scarpelli's continuous service through each vesting date. These options expire on March 8, 2032.

How many SNOW shares does Michael Scarpelli indirectly own through family trusts?

Scarpelli indirectly owns significant shares through multiple family trusts, including: 52,851 shares across three 2020 Fintail Irrevocable GST Exempt Trusts (17,617 each), 8,265 shares across three 2020 Fintail Irrevocable Non-Exempt Trusts (2,755 each), 530,487 shares across three Irrevocable Trusts from 2019 GRATs (176,829 each), 167,521 shares in the Scarpelli Family Trust, and 34,364 shares held by his spouse.