Sec Form 4 Filing - Degnan Christopher William @ Snowflake Inc. - 2024-05-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Degnan Christopher William
2. Issuer Name and Ticker or Trading Symbol
Snowflake Inc. [ SNOW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Revenue Officer
(Last) (First) (Middle)
C/O SNOWFLAKE INC., 106 EAST BABCOCK STREET, SUITE 3A
3. Date of Earliest Transaction (MM/DD/YY)
05/01/2024
(Street)
BOZEMAN, MT59715
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock 05/01/2024 G( 1 ) 3,835 D $ 0 354,954 ( 2 ) ( 3 ) D
Class A Common Stock 05/01/2024 M( 1 ) 12,782 A $ 3.74 367,736 ( 2 ) D
Class A Common Stock 05/01/2024 S( 1 ) 700 D $ 154.476 ( 4 ) 367,036 ( 2 ) D
Class A Common Stock 05/01/2024 S( 1 ) 7,047 D $ 155.953 ( 5 ) 359,989 ( 2 ) D
Class A Common Stock 05/01/2024 S( 1 ) 2,233 D $ 156.771 ( 6 ) 357,756 ( 2 ) D
Class A Common Stock 05/01/2024 S( 1 ) 1,702 D $ 157.871 ( 7 ) 356,054 ( 2 ) D
Class A Common Stock 05/01/2024 S( 1 ) 500 D $ 158.756 ( 8 ) 355,554 ( 2 ) D
Class A Common Stock 05/01/2024 S( 1 ) 600 D $ 159.784 ( 9 ) 354,954 ( 2 ) D
Class A Common Stock 120,000 I Trust ( 10 )
Class A Common Stock 340,152 ( 3 ) I Trust ( 11 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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) $ 3.74 05/01/2024 M 12,782 ( 12 ) 09/18/2028 Class A Common Stock 12,782 $ 0 50,031 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Degnan Christopher William
C/O SNOWFLAKE INC.
106 EAST BABCOCK STREET, SUITE 3A
BOZEMAN, MT59715
Chief Revenue Officer
Signatures
/s/ Bryan Kelly, Attorney-in-Fact 05/03/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The exercise, sales, and gift reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 27, 2023.
( 2 )Includes shares to be issued in connection with the vesting of one or more restricted stock units.
( 3 )Reflects the transfer of 198,305 shares and 3,439 shares from The Degnan Family Trust to the Reporting Person's Individual account on March 27, 2024, and March 28, 2024, respectively.
( 4 )The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $154.310 to $155.110, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in these footnotes.
( 5 )The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $155.380 to $156.370, inclusive.
( 6 )The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $156.390 to $157.330, inclusive.
( 7 )The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $157.390 to $158.370, inclusive.
( 8 )The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $158.500 to $158.930, inclusive.
( 9 )The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $159.550 to $159.980, inclusive.
( 10 )The shares are held by The Degnan Gift Trust for which the Reporting Person's immediate family members are the beneficiaries.
( 11 )The shares are held by The Degnan Family Trust for which the Reporting Person is a trustee.
( 12 )The shares subject to the option are immediately exercisable and vest in 24 equal monthly installments beginning on November 1, 2021, subject to the Reporting Person's continuous service through each such vesting date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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