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[Form 4] Snowflake Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Benoit Dageville, President of Products and a director of Snowflake Inc., reported a series of transactions dated 09/18/2025. He exercised 25,000 stock options at an exercise price of $13.48 (code M), sold 25,000 shares at $219.36 (code S), and made a gift of 7,500 shares (code G). The Form 4 states the transactions were effected pursuant to a 10b5-1 trading plan adopted March 28, 2025. The filing lists 77,277 shares beneficially owned following the exercised acquisition entry and 52,277 after the sale entry, and discloses indirect holdings of 750,000 shares each in three trusts, with a disclaimer for one trust where the reporting person has no right or interest.

Positive

  • Transactions executed under a documented 10b5-1 trading plan, providing compliance and pre-clearance transparency
  • Detailed disclosure of direct and indirect holdings, including trust holdings and an explicit disclaimer for one trust

Negative

  • None.

Insights

TL;DR: Routine insider exercise and sale under a 10b5-1 plan; disclosures align with standard equity compensation activity.

The Form 4 documents an option exercise, a contemporaneous sale, and a gift executed on 09/18/2025 under a pre-existing 10b5-1 trading plan. The exercise price of $13.48 contrasts with the $219.36 sale price, indicating capture of substantial intrinsic value at exercise followed by a market sale. The filing quantifies direct and indirect holdings and discloses trusts holding significant blocks of shares, with an explicit disclaimer for one trust. This is a procedural disclosure that provides transparency about insider liquidity and trust placements rather than signaling a governance or operational change.

TL;DR: Disclosure complies with Section 16 reporting and documents use of a 10b5-1 plan and trust structures.

The filing shows execution under a documented 10b5-1 plan and discloses trust holdings and a disclaimer where applicable, which supports compliance best practices for insider transactions. The gift transactions and trustee arrangements are identified, and the reporter clarifies the lack of beneficial interest in one trust. No departures from normal insider reporting procedures are evident in the form; the document serves to maintain transparency about the officer/director's equity positions and estate planning transfers.

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*
Dageville Benoit

(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
X Officer (give title below) Other (specify below)
President of Products
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
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 09/18/2025 M(1) 25,000 A $13.48 77,277(2) D
Common Stock 09/18/2025 S(1) 25,000 D $219.36 52,277(2) D
Common Stock 09/18/2025 G(1) 7,500 D $0 3,139,055 I Trust(3)
Common Stock 750,000 I Trust(4)
Common Stock 750,000 I Trust(5)
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) $13.48 09/18/2025 M(1) 25,000 (6) 12/10/2029 Common Stock 25,000 $0 292,927 D
Explanation of Responses:
1. The gift, exercise, and sale were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 28, 2025.
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 Snow Trust UTA dated 9/10/19 for which the Reporting Person is a trustee.
4. The shares are held by The Thira GRAT No. 1 dated 3/13/2025 for which the Reporting Person's spouse is the trustee. The Reporting Person has no right to or interest in these shares and disclaims beneficial ownership of these shares.
5. The shares are held by The Selene GRAT No. 1 dated 3/13/2025 for which the Reporting Person is the trustee.
6. The stock option is fully vested.
Remarks:
/s/ Marie Reider, Attorney-in-Fact 09/19/2025
** 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 Benoit Dageville report on SNOW Form 4?

He exercised 25,000 options at $13.48, sold 25,000 shares at $219.36, and gifted 7,500 shares, all dated 09/18/2025.

Were these transactions part of a 10b5-1 plan for SNOW insider Benoit Dageville?

Yes. The Form 4 states the gift, exercise, and sale were effected pursuant to a 10b5-1 trading plan adopted March 28, 2025.

How many SNOW shares does Benoit Dageville beneficially own after the reported transactions?

The filing shows 77,277 shares following the acquisition entry and 52,277 shares following the sale entry as reported in the table.

Does Benoit Dageville hold shares indirectly in trusts?

Yes. The Form 4 discloses three trusts each holding 750,000 shares; the reporter disclaims beneficial ownership of the 750,000 shares held by the Thira GRAT where his spouse is trustee.

Is the exercised stock option vested?

Yes. The Form 4 notes the stock option is fully vested.
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