Form 4: Snowflake Founder Sells Shares, Exercises Options

Snowflake's Founder and Chief Architect, Benoit Dageville, executed a pre-planned sale of 25,000 shares and exercised stock options, while also gifting 7,500 shares.

Summary

• Benoit Dageville, Founder and Chief Architect of Snowflake Inc. (SNOW), reported transactions on November 28, 2025.
• Exercised 25,000 stock options to acquire Common Stock at an exercise price of $13.48 per share.
• Sold 25,000 shares of Common Stock at a price of $249.65 per share.
• Gifted 7,500 shares of Common Stock at a price of $0 per share.
• All transactions were conducted pursuant to a Rule 10b5-1 trading plan adopted on March 28, 2025.
• Following these transactions, direct beneficial ownership stands at 50,519 shares, which includes shares to be issued from restricted stock unit vesting.
• Indirect beneficial ownership includes 3,051,555 shares held by The Snow Trust UTA, 750,000 shares held by The Thira GRAT No. 1 (beneficial ownership disclaimed by Reporting Person), and 750,000 shares held by The Selene GRAT No. 1.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While there is insider selling, it is pre-planned under a 10b5-1 plan, which mitigates negative interpretations. The significant profit from option exercise reflects positively on the company's stock performance.

Positives

• The exercise of stock options at $13.48 and subsequent sale at $249.65 indicates a significant personal gain for the insider, reflecting the company's stock appreciation.
• The transactions were executed under a pre-established 10b5-1 trading plan, suggesting a planned and systematic approach to managing equity rather than a reactive sale based on new information.

Negatives

• The sale of 25,000 shares by a founder and chief architect, even if pre-planned, could be perceived by some investors as a reduction in insider exposure to the company's future performance.

Future Outlook

NA

Industry Context

Insider transactions, particularly those executed under Rule 10b5-1 trading plans, are a common practice among executives and directors of publicly traded companies. These plans allow insiders to sell a predetermined number of shares at a predetermined time or price, providing an affirmative defense against insider trading allegations. The exercise of vested stock options and subsequent sale is a routine liquidity event for executives.

Related Party Transactions

• 7,500 shares were gifted to a trust (The Snow Trust UTA) for which the Reporting Person is a trustee.
• 750,000 shares are held by The Thira GRAT No. 1 for which the Reporting Person's spouse is the trustee, with the Reporting Person disclaiming beneficial ownership.
• 750,000 shares are held by The Selene GRAT No. 1 for which the Reporting Person is the trustee.

Stakeholder Impact

• Shareholders: The routine nature of the 10b5-1 plan transactions suggests minimal direct impact on shareholder sentiment, as it does not signal new information about the company's prospects. The sale provides liquidity for the insider.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Recommendation

The filing details routine insider transactions (option exercise, sale, and gift) executed under a pre-established 10b5-1 trading plan. These types of transactions are generally not indicative of new material information regarding the company's operational performance or future outlook. Therefore, the filing itself does not provide a basis for a change in investment recommendation; a 'hold' stance is appropriate as it reflects no new fundamental drivers for the stock.

Keywords

Snowflake, SNOW, Benoit Dageville, Insider Trading, Form 4, Stock Options, Share Sale, 10b5-1 Plan, Equity Compensation