Form 4: Snowflake CFO Michael Scarpelli Disposes Shares for Tax Obligations
Insider Transaction Report
Snowflake Inc.'s Chief Financial Officer, Michael Scarpelli, reported the disposal of Class A Common Stock to cover tax withholding obligations related to restricted stock unit vesting.
Summary
- Michael Scarpelli, Chief Financial Officer of Snowflake Inc. (SNOW), filed a Form 4 detailing changes in his beneficial ownership.
- On June 16, 2025, Mr. Scarpelli disposed of a total of 3,050 shares of Class A Common Stock (1,581 shares and 1,469 shares) at a price of $208.18 per share.
- These disposals were made to satisfy tax withholding obligations arising from the vesting of restricted stock units.
- Following these transactions, Mr. Scarpelli directly beneficially owns 290,242 shares and 288,773 shares of Class A Common Stock (likely reflecting two separate tranches or calculations of direct ownership post-transaction).
- He also holds significant indirect beneficial ownership through various trusts for his children (totaling 234,308 shares across multiple trusts) and through his spouse (34,364 shares), as well as the Scarpelli Family Trust (167,521 shares).
- The filing also voluntarily reports outstanding stock options: 1,319,299 shares with an exercise price of $8.88 (fully vested) and 69,569 shares with an exercise price of $207.56 (vesting in 48 equal monthly installments beginning March 8, 2022).
Sentiment
Score: 5
Explanation: The document reports a routine insider transaction related to tax withholding on RSU vesting, which is a neutral event and does not indicate significant positive or negative sentiment regarding the company's performance or outlook.
Positives
- The significant remaining direct and indirect beneficial ownership by the CFO aligns his interests with those of shareholders.
Negatives
- The disposal of 3,050 shares, even for tax purposes, represents a reduction in the CFO's direct equity holdings.
Related Party Transactions
- Shares are held indirectly by various trusts for the benefit of the Reporting Person's children (2020 Fintail Irrevocable GST Exempt Trusts, 2020 Fintail Irrevocable Non-Exempt Trusts, and Irrevocable Trusts created under the Michael P. Scarpelli 2019 Grantor Retained Annuity Trust).
- Shares are held indirectly by the Reporting Person's spouse.
- Shares are held indirectly by the Scarpelli Family Trust, for which the Reporting Person is a trustee.
Stakeholder Impact
- Shareholders: Minimal direct impact as the transaction is a routine tax-related disposal and does not reflect a change in management's confidence or strategic direction.
- Employees: No direct impact indicated.
Key Dates
| Date | Description |
|---|---|
| 2019-09-12 | Creation date of Michael P. Scarpelli 2019 Grantor Retained Annuity Trust, under which Irrevocable Trusts f/b/o Child 1, 2, and 3 were created. |
| 2020-12-29 | Creation date of 2020 Fintail Irrevocable GST Exempt Trusts and Non-Exempt Trusts f/b/o Child 1, 2, and 3. |
| 2022-03-08 | Start date for 48 equal monthly vesting installments of stock options with an exercise price of $207.56. |
| 2025-06-16 | Date of reported transactions (disposal of Class A Common Stock). |
| 2025-06-18 | Signature date of the reporting person's attorney-in-fact for the filing. |
| 2029-08-26 | Expiration date of stock options with an exercise price of $8.88. |
| 2032-03-08 | Expiration date of stock options with an exercise price of $207.56. |
Keywords
Snowflake, SNOW, Form 4, SEC filing, insider transaction, beneficial ownership, stock options, restricted stock units, Michael Scarpelli, Chief Financial Officer, tax withholding
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