Form 4: Snowflake Founder Sells Shares, Tax Withholding

Snowflake Founder and Chief Architect Benoit Dageville reported sales of common stock and shares withheld for tax obligations, primarily under a 10b5-1 plan.

Summary

• Benoit Dageville, Founder and Chief Architect of Snowflake Inc. (SNOW), reported transactions involving the company's common stock.
• On December 22, 2025, 601 shares and 288 shares were disposed of to satisfy tax withholding obligations on the vesting of restricted stock units (RSUs), both at a price of $222.46 per share.
• On December 23, 2025, 870 shares of common stock were sold at a price of $224.3 per share.
• This sale was executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Dageville on March 28, 2025.
• Following these transactions, Mr. Dageville directly beneficially owns 43,250 shares of common stock.
• Additionally, Mr. Dageville indirectly holds 750,000 shares through The Selene GRAT No. 1 (where he is trustee) and 3,001,555 shares through The Snow Trust UTA (where he is a trustee).
• An additional 750,000 shares are held by The Thira GRAT No. 1 (where his spouse is trustee), for which Mr. Dageville disclaims beneficial ownership.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including tax-related dispositions and a pre-planned sale under a 10b5-1 plan. These are common occurrences for executives and do not inherently signal a positive or negative shift in the company's fundamentals or outlook, thus warranting a neutral sentiment.

Positives

• The vesting of restricted stock units indicates ongoing compensation and retention of a key executive.
• The sale of shares was conducted under a pre-arranged 10b5-1 trading plan, which suggests a systematic approach to managing personal holdings rather than an immediate reaction to company-specific news.

Negatives

• Insider selling, even when pre-planned, can sometimes be perceived negatively by the market, although the amounts here are relatively small compared to total holdings.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

Form 4 filings are routine disclosures for insiders of publicly traded companies, detailing changes in their beneficial ownership. The use of a 10b5-1 trading plan for stock sales is a common practice among executives to avoid accusations of insider trading by pre-scheduling transactions.

Related Party Transactions

• 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 disclaims beneficial ownership.
• Shares are held by The Selene GRAT No. 1, dated 3/13/2025, for which the Reporting Person is the trustee.
• Shares are held by The Snow Trust UTA, dated 9/10/2019, for which the Reporting Person is a trustee.

Stakeholder Impact

• Shareholders: The impact is minimal as these are routine insider transactions, with sales conducted under a pre-arranged plan, which typically do not signal a change in company fundamentals.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Recommendation

The filing details routine insider transactions, including sales under a pre-arranged 10b5-1 trading plan and shares withheld for tax obligations. These are common occurrences for executives and do not indicate a change in the company's fundamental outlook or performance. Therefore, a 'hold' recommendation is appropriate as this filing provides no new information to alter an existing investment thesis.

Keywords

Snowflake, SNOW, Benoit Dageville, Insider Trading, Form 4, Stock Sale, Tax Withholding, 10b5-1 Plan, Restricted Stock Units, RSU