Sec Form 4 Filing - Slootman Frank @ Snowflake Inc. - 2021-12-15

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
Slootman Frank
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)
CEO and Chairman
(Last) (First) (Middle)
C/O SNOWFLAKE INC., 106 EAST BABCOCK STREET, SUITE 3A
3. Date of Earliest Transaction (MM/DD/YY)
12/15/2021
(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 11/30/2021 G( 1 ) V 6,309 D $ 0 11,273 D
Class A Common Stock 12/02/2021 G( 1 ) V 11,273 D $ 0 0 D
Class A Common Stock 12/15/2021 M 1,000,000 A $ 8.88 1,000,000 D
Class A Common Stock 12/15/2021 S( 2 ) 1,000,000 D $ 344.13 0 D
Class A Common Stock 1,266,092 I Trust( 3 )
Class A Common Stock 83,014 I Foundation( 4 )
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. De emed 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) $ 8.88 12/15/2021 M 1,000,000 ( 5 ) 05/28/2029 Class A Common Stock 1,000,000 $ 0 11,920,364 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Slootman Frank
C/O SNOWFLAKE INC.
106 EAST BABCOCK STREET, SUITE 3A
BOZEMAN, MT59715
X CEO and Chairman
Signatures
/s/ Travis Shrout, Attorney-in-Fact 12/16/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The gifts reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person.
( 2 )The sale reported in this Form 4 was effected for financial and tax planning purposes.
( 3 )The shares are held by the Slootman Living Trust dated 9/8/1999 for which the Reporting Person is a trustee.
( 4 )The shares are held by the Slootman Family Foundation dated 11/24/2010, a charitable foundation over which the Reporting Person is deemed to have voting and investment power. However, the Reporting Person has no personal pecuniary interest in these shares.
( 5 )The shares subject to the option are immediately exercisable and vest in 48 equal monthly installments beginning on April 26, 2019, subject to the Reporting Person's continuous service through each such vesting 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).

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