[Form 4] Snowflake Inc. Insider Trading Activity

Rhea-AI Filing Summary

Snowflake (NYSE:SNOW) filed a Form 4 for director Jeremy Burton covering 06/24/2025 trades. Burton exercised 15,670 stock options at $21.79 and immediately sold 19,111 Class A shares at a weighted-average price of about $220.8, realizing roughly $4.2 million in gross proceeds.

His direct ownership fell from 19,657 to 3,987 shares (plus 20 held via family trust), a reduction of ~83%. The option was already fully vested; sales were executed in multiple lots within the stated range. No purchases were disclosed. Such sizable insider disposals—especially when they markedly shrink the insider’s stake—can influence investor sentiment.

Positive

• None.

Negative

• Director Jeremy Burton sold 19,111 SNOW shares (~$4.2 M), reducing direct holdings by approximately 83% to 3,987 shares.

Insights

Insider-Transactions Analyst

TL;DR: Director sold ~$4.2 M, cutting stake ~83%—bearish signal.

Burton monetised nearly all recently exercised options, converting a sub-$22 strike into $220 cash, then added an extra 3,441-share sale of previously held stock. The aggregate 19,111-share disposal equals about $4.2 million and leaves him with just 3,987 direct shares. Magnitude (>5% of holdings and >$1 M) and absence of offsetting purchases tilt the activity negative. While the filing references Rule 10b5-1 language, it does not confirm plan usage, leaving open whether sales were discretionary. Historically, heavy insider selling that materially reduces ownership can be interpreted as waning confidence, though single-director actions may have limited predictive power.

Corporate Governance Specialist

TL;DR: Large sale, but could be routine liquidity under expiring option.

The $21.79 option, expiring 01/21/2030, was fully vested; exercising and selling shields the insider from concentration risk and tax exposure. The remaining 3,987-share holding keeps Burton aligned, yet incentives are now far smaller. Investors should watch upcoming filings for additional disposals by other insiders to gauge whether this is an isolated liquidity move or part of a broader trend. The lack of a checked 10b5-1 box reduces transparency, a minor governance concern but not uncommon. Overall impact is modest unless followed by further C-suite sales.

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).

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^*

BURTON JEREMY

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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	06/24/2025		S		3,441	D	$220.79	3,987(1)	D
Class A Common Stock	06/24/2025		M		15,670	A	$21.79	19,657(1)	D
Class A Common Stock	06/24/2025		S		15,670	D	$220.805(2)	3,987(1)	D
Class A Common Stock								20	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
Stock Option (Right to Buy)	$21.79	06/24/2025		M			15,670	(4)	01/21/2030	Class A Common Stock	15,670	$0	0	D

Explanation of Responses:

1. Includes shares to be issued in connection with the vesting of one or more restricted stock units.

2. The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $220.570 to $221.010, 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 ranges set forth in these footnotes.

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

4. The stock option is fully vested.

Remarks:

	/s/ Marie Reider, Attorney-in-Fact	06/26/2025
	** 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 Snowflake shares did director Jeremy Burton sell on 06/24/2025?

Burton sold a total of 19,111 Class A shares on 06/24/2025.

What was the average sale price for SNOW shares in Burton's June 2025 Form 4?

The weighted-average sale price was approximately $220.8 per share.

How many Snowflake shares does Jeremy Burton own after the June 2025 transactions?

Following the trades, he holds 3,987 shares directly and 20 shares indirectly via a family trust.

Did Jeremy Burton exercise stock options in the June 2025 Form 4?

Yes. He exercised 15,670 options at an exercise price of $21.79.

Was the June 2025 insider sale executed under a Rule 10b5-1 trading plan?

The form references Rule 10b5-1, but the checkbox was not marked, so plan usage is not confirmed.