SNOW Form 4: Michael L. Speiser Reports Multiple 09/05/2025 Sales
Rhea-AI Filing Summary
Snowflake insider sales under 10b5-1 plan. Director Michael L. Speiser reported multiple sales of Snowflake Inc. (SNOW) common stock on 09/05/2025 under a 10b5-1 trading plan adopted December 27, 2024. The Form 4 lists numerous dispositions at weighted-average prices in three reported price ranges: $223.520–$223.710, $223.725–$224.710, and $224.715–$225.710. After the reported transactions, the filing shows varying post-sale beneficial holdings across direct and indirect vehicles, including trusts and a limited partnership, with several lines indicating indirect ownership by trust accounts and pecuniary interests in restricted stock units to be issued upon vesting. The form was signed by an attorney-in-fact on 09/08/2025.
Positive
- Sales executed under a 10b5-1 trading plan, adopted 12/27/2024, which provides an affirmative defense to insider trading allegations
- Detailed weighted-average price ranges disclosed for the multiple tranches, increasing transparency
Negative
- Large aggregate dispositions reported across many lines (including a 603-share line showing post-sale indirect holdings of 1,461,597), indicating significant monetization of holdings
- Filing lacks aggregate proceeds and percentage of total holdings sold, limiting assessment of scale and investor impact
Insights
TL;DR: Director sold portions of his holdings through a pre-established 10b5-1 plan; transactions appear planned, not ad hoc.
The Form 4 documents systematic dispositions by Director Michael L. Speiser on 09/05/2025 executed pursuant to a 10b5-1 plan adopted 12/27/2024. The filing provides weighted-average price ranges for the multiple sale tranches and details continued indirect holdings through trusts and a limited partnership, as well as restricted stock units pending vesting. From an investor-relations perspective, disclosure of the plan date and weighted-average price ranges increases transparency. The filing does not provide aggregate proceeds or percentage of outstanding shares sold, so assessment of scale relative to total holdings or company market cap is not possible from this document alone.
TL;DR: Use of an established 10b5-1 plan reduces insider trading concerns, while multiple disposal lines show active monetization.
The report explicitly states the sales were effected under a 10b5-1 trading plan, which typically provides an affirmative defense to insider trading claims when properly adopted. The Form 4 enumerates multiple discrete sale lots at specific weighted-average price ranges and clarifies ownership is largely indirect via trusts and a limited partnership, with disclaimers of beneficial ownership except for pecuniary interest. The filing is procedurally complete but lacks aggregated figures that governance reviewers might request for context, such as total proceeds or percentage of the director's prior holdings disposed.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 603 | $223.651 | $135K |
| Sale | Common Stock | 7,788 | $224.312 | $1.75M |
| Sale | Common Stock | 25,614 | $225.036 | $5.76M |
| Sale | Common Stock | 7 | $223.651 | $2K |
| Sale | Common Stock | 93 | $224.312 | $21K |
| Sale | Common Stock | 303 | $225.036 | $68K |
| Sale | Common Stock | 230 | $223.651 | $51K |
| Sale | Common Stock | 2,971 | $224.312 | $666K |
| Sale | Common Stock | 9,772 | $225.036 | $2.20M |
| Sale | Common Stock | 15 | $223.651 | $3K |
| Sale | Common Stock | 192 | $224.312 | $43K |
| Sale | Common Stock | 633 | $225.036 | $142K |
| Sale | Common Stock | 15 | $223.651 | $3K |
| Sale | Common Stock | 192 | $224.312 | $43K |
| Sale | Common Stock | 633 | $225.036 | $142K |
| Sale | Common Stock | 15 | $223.651 | $3K |
| Sale | Common Stock | 192 | $224.312 | $43K |
| Sale | Common Stock | 633 | $225.036 | $142K |
| Sale | Common Stock | 15 | $223.651 | $3K |
| Sale | Common Stock | 192 | $224.312 | $43K |
| Sale | Common Stock | 633 | $225.036 | $142K |
Footnotes (1)
- The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 27, 2024. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $223.520 to $223.710, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares held by a trust of which the Reporting Person is a Trustee. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest therein. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $223.725 to $224.710, inclusive. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $224.715 to $225.710, inclusive. Includes shares to be issued in connection with the vesting of one or more restricted stock units. The Reporting Person shares pecuniary interest in these shares with other parties pursuant to contractual relationships. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest in these shares. Shares held by a limited partnership of which the Reporting Person is a trustee of a trust which is the general partner. The Reporting Person disclaims beneficial ownership in these shares except as to the Reporting Person's pecuniary interest therein.