[Form 4] Snowflake Inc. Insider Trading Activity

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

Securities Analyst

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.

Corporate Governance Expert

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.

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^*

Speiser Michael L

(Last) (First) (Middle)

C/O SNOWFLAKE INC.

106 EAST BABOCK 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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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	09/05/2025		S(1)		603	D	$223.651(2)	1,461,597	I	By Trust (Rev Tr)(3)
Common Stock	09/05/2025		S(1)		7,788	D	$224.312(4)	1,453,809	I	By Trust (Rev Tr)(3)
Common Stock	09/05/2025		S(1)		25,614	D	$225.036(5)	1,428,195	I	By Trust (Rev Tr)(3)
Common Stock	09/05/2025		S(1)		7	D	$223.651(2)	26,129(6)	D
Common Stock	09/05/2025		S(1)		93	D	$224.312(4)	26,036(6)	D
Common Stock	09/05/2025		S(1)		303	D	$225.036(5)	25,733(6)	D
Common Stock	09/05/2025		S(1)		230	D	$223.651(2)	557,593	I	By Ltd Partnership(7)
Common Stock	09/05/2025		S(1)		2,971	D	$224.312(4)	554,622	I	By Ltd Partnership(7)
Common Stock	09/05/2025		S(1)		9,772	D	$225.036(5)	544,850	I	By Ltd Partnership(7)
Common Stock	09/05/2025		S(1)		15	D	$223.651(2)	36,101	I	By Trust (AMS-21)(3)
Common Stock	09/05/2025		S(1)		192	D	$224.312(4)	35,909	I	By Trust (AMS-21)(3)
Common Stock	09/05/2025		S(1)		633	D	$225.036(5)	35,276	I	By Trust (AMS-21)(3)
Common Stock	09/05/2025		S(1)		15	D	$223.651(2)	36,101	I	By Trust (ESS-21)(3)
Common Stock	09/05/2025		S(1)		192	D	$224.312(4)	35,909	I	By Trust (ESS-21)(3)
Common Stock	09/05/2025		S(1)		633	D	$225.036(5)	35,276	I	By Trust (ESS-21)(3)
Common Stock	09/05/2025		S(1)		15	D	$223.651(2)	36,101	I	By Trust (LES-21)(3)
Common Stock	09/05/2025		S(1)		192	D	$224.312(4)	35,909	I	By Trust (LES-21)(3)
Common Stock	09/05/2025		S(1)		633	D	$225.036(5)	35,276	I	By Trust (LES-21)(3)
Common Stock	09/05/2025		S(1)		15	D	$223.651(2)	36,101	I	By Trust (WWS-21)(3)
Common Stock	09/05/2025		S(1)		192	D	$224.312(4)	35,909	I	By Trust (WWS-21)(3)
Common Stock	09/05/2025		S(1)		633	D	$225.036(5)	35,276	I	By Trust (WWS-21)(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. 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.

2. 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.

3. 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.

4. 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.

5. 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.

6. 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.

7. 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.

Remarks:

	/s/ Marie Reider, Attorney-in-Fact	09/08/2025
	** 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 transactions did Michael L. Speiser report on the SNOW Form 4?

He reported multiple sales of Snowflake common stock on 09/05/2025 effected pursuant to a 10b5-1 trading plan.

Were the sales made under a 10b5-1 plan for SNOW?

Yes. The Form 4 states the sales were effected pursuant to a 10b5-1 trading plan adopted December 27, 2024.

What price ranges were reported for the SNOW share sales?

Weighted-average price ranges reported in the footnotes: $223.520–$223.710, $223.725–$224.710, and $224.715–$225.710.

Does the Form 4 show continued ownership after the sales?

Yes. The filing shows post-sale beneficial holdings across direct and indirect accounts, including trusts and a limited partnership, and mentions restricted stock units to be issued upon vesting.

Who signed the Form 4 for Michael L. Speiser?

The form was signed by Marie Reider, Attorney-in-Fact on 09/08/2025.