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Snowflake (SNOW) EVP Kleinerman logs 2,986-share sale and tax withholding moves

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Snowflake Inc. EVP of Product Management Christian Kleinerman reported an open-market sale of 2,986 shares of Common Stock at $240.00 per share. After this sale, he held 405,652 shares directly, with additional indirect holdings through various grantor retained annuity trusts and LLCs. The filing also reports 4,364 shares disposed of in several F-code transactions to cover tax withholding obligations on vesting restricted stock units. The sale was executed under a pre-arranged Rule 10b5-1 trading plan adopted on December 26, 2025.

Positive

  • None.

Negative

  • None.

Insights

Routine 10b5-1 sale with tax withholding; insider retains a large position.

The filing shows EVP Christian Kleinerman sold 2,986 Snowflake shares at $240.00 per share in an open-market transaction. The disposition was accompanied by F-code entries totaling 4,364 shares withheld at $232.78 per share to satisfy tax obligations on vesting restricted stock units.

The sale occurred under a pre-arranged Rule 10b5-1 trading plan adopted on December 26, 2025, indicating the timing was scheduled in advance. Following these transactions, Kleinerman directly holds 405,652 shares and also has indirect holdings through multiple Grantor Retained Annuity Trusts and LLCs, suggesting this represents a small portion of his overall economic exposure.

Because the transaction size is modest relative to visible holdings and is executed under a trading plan, it looks like a routine liquidity and tax-management event rather than a thesis-changing move. Subsequent company filings may update his remaining equity and vesting schedules.

Insider Kleinerman Christian
Role EVP, Product Management
Sold 2,986 shs ($717K)
Type Security Shares Price Value
Sale Common Stock 2,986 $240.00 $717K
Tax Withholding Common Stock 1,566 $232.78 $365K
Tax Withholding Common Stock 1,456 $232.78 $339K
Tax Withholding Common Stock 1,342 $232.78 $312K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 405,652 shares (Direct, null); Common Stock — 38,568 shares (Indirect, LLC)
Footnotes (1)
  1. Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units. Includes shares to be issued in connection with the vesting of one or more restricted stock units. The sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 26, 2025. Shares are held by the Kleinerman 2020 Dynasty LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries. Shares are held by the Kleinerman 2020 Nonexempt LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries of a trust that is the sole member. Shares are held by the Christian Kleinerman 2023 Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee. Shares are held by the Christian Kleinerman 2024 Grantor Retained Annuity Trust dated December 20, 2024 for which the Reporting Person is the trustee. Shares are held by the Christian Kleinerman 2025 Grantor Retained Annuity Trust dated December 14, 2025 for which the Reporting Person is the trustee. Shares are held by the Christian Kleinerman 2026 Grantor Retained Annuity Trust dated May 30, 2026 for which the Reporting Person is the trustee.
Open-market sale 2,986 shares at $240.00 Common Stock sale on June 16, 2026
Direct holdings after sale 405,652 shares Common Stock directly owned following transactions
Tax withholding shares 4,364 shares at $232.78 F-code dispositions for RSU tax obligations on June 15, 2026
2026 GRAT holdings 100,000 shares Indirect Common Stock in 2026 Grantor Retained Annuity Trust
2025 GRAT holdings 100,000 shares Indirect Common Stock in 2025 Grantor Retained Annuity Trust
2024 GRAT holdings 85,085 shares Indirect Common Stock in 2024 Grantor Retained Annuity Trust
2023 GRAT holdings 32,716 shares Indirect Common Stock in 2023 Grantor Retained Annuity Trust
Rule 10b5-1 trading plan regulatory
"The sale reported in this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units financial
"Represents shares withheld to satisfy tax withholding obligations on the vesting of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Grantor Retained Annuity Trust financial
"Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Dynasty LLC financial
"Shares are held by the Kleinerman 2020 Dynasty LLC for which the Reporting Person is the manager"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Kleinerman Christian
(Last)(First)(Middle)
C/O SNOWFLAKE INC.
135 CONSTITUTION DRIVE
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Snowflake Inc. [ SNOW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Product Management
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/15/2026F(1)1,566D$232.78411,436(2)D
Common Stock06/15/2026F(1)1,456D$232.78409,980(2)D
Common Stock06/15/2026F(1)1,342D$232.78408,638(2)D
Common Stock06/16/2026S(3)2,986D$240405,652(2)D
Common Stock38,568ILLC(4)
Common Stock4,986ILLC(5)
Common Stock32,716I2023 GRAT(6)
Common Stock85,085I2024 GRAT(7)
Common Stock100,000I2025 GRAT(8)
Common Stock100,000I2026 GRAT(9)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 December 26, 2025.
4. Shares are held by the Kleinerman 2020 Dynasty LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries.
5. Shares are held by the Kleinerman 2020 Nonexempt LLC for which the Reporting Person is the manager and the Reporting Person's immediate family members are the beneficiaries of a trust that is the sole member.
6. Shares are held by the Christian Kleinerman 2023 Grantor Retained Annuity Trust dated September 1, 2023 for which the Reporting Person is the trustee.
7. Shares are held by the Christian Kleinerman 2024 Grantor Retained Annuity Trust dated December 20, 2024 for which the Reporting Person is the trustee.
8. Shares are held by the Christian Kleinerman 2025 Grantor Retained Annuity Trust dated December 14, 2025 for which the Reporting Person is the trustee.
9. Shares are held by the Christian Kleinerman 2026 Grantor Retained Annuity Trust dated May 30, 2026 for which the Reporting Person is the trustee.
Remarks:
/s/ Marie Reider, Attorney-in-Fact06/17/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Snowflake (SNOW) EVP Christian Kleinerman report?

Christian Kleinerman reported selling 2,986 shares of Snowflake Common Stock in an open-market transaction at $240.00 per share. The filing also shows several F-code dispositions where shares were withheld to cover tax obligations related to vesting restricted stock units.

How many Snowflake (SNOW) shares does Christian Kleinerman hold after this Form 4?

After the reported transactions, Christian Kleinerman directly holds 405,652 Snowflake shares. The Form 4 also lists additional indirect holdings through several grantor retained annuity trusts and LLCs associated with him and his immediate family members, expanding his overall economic exposure.

Were the Snowflake (SNOW) insider sales by Christian Kleinerman under a 10b5-1 plan?

Yes. A footnote explains that the sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by Christian Kleinerman on December 26, 2025. Such pre-arranged plans schedule trades in advance to help manage insider transactions systematically.

What are the F-code transactions in Christian Kleinerman’s Snowflake (SNOW) Form 4?

The Form 4 lists three F-code transactions totaling 4,364 shares at $232.78 per share. Footnotes clarify these shares were withheld to satisfy tax withholding obligations on vesting restricted stock units, meaning they are not open-market sales but tax-related share dispositions.

What indirect Snowflake (SNOW) holdings does Christian Kleinerman report?

Kleinerman reports indirect ownership of Snowflake shares through multiple entities, including the Kleinerman 2020 Dynasty LLC, the Kleinerman 2020 Nonexempt LLC, and several grantor retained annuity trusts dated 2023, 2024, 2025, and 2026. These entities hold shares for him and his immediate family beneficiaries.

What role does Christian Kleinerman hold at Snowflake (SNOW)?

In this Form 4, Christian Kleinerman is identified as an officer of Snowflake, serving as Executive Vice President of Product Management. His position and compensation structure explain why he receives restricted stock units and has significant direct and indirect equity holdings in the company.