Snap Inc — Director's Dealing 2018

Feb 21, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Snap Inc (SNAP)
CIK: 0001564408
Period of Report: 2018-02-16

Reporting Person: Hunter Jerry James (Senior VP, Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-16	Class A Common Stock	S	36399	$20.2515	Disposed	2071298	Direct
2018-02-20	Class A Common Stock	S	61257	$18.858	Disposed	2010041	Direct

Footnotes

F1: Represents the sale of shares to cover tax withholding obligations in connection with the settlement and release of restricted stock units ("RSUs") granted by the issuer to the reporting person. Each RSU represents a contingent right to receive one share of issuer's Class A Common Stock.

F2: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.04 to
$20.63 per share, inclusive. The reporting person undertakes to provide to 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 range set forth in this footnote.

F3: As reported on a Form 3 filed on January 10, 2018, the reporting person was granted 1,757,874 restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Issuer's Class A Common Stock. This RSU vests at the rate of 97,656 shares on each of January 24, 2018, April 24, 2018, July 24, 2018 and October 24, 2018, 146,486 shares on January 24, 2019, 146,484 shares on each of April 24, 2019, July 24, 2019 and October 24, 2019, 195,314 shares on each of January 24, 2020 and October 24, 2020, and 195,312 shares on each of April 24, 2020 and July 24, 2020.

F4: Includes 349,883 RSUs granted to the reporting person, of which 10% will vest once the reporting person completes 12 months of continuous service from January 15, 2018; 20% will vest in equal quarterly installments during the second 12-month period of the reporting person's continuous service; 30% will vest in equal quarterly installments during the third 12-month period of the reporting person's continuous service; and 40% will vest in equal quarterly installments during the fourth 12-month period of the reporting person's continuous service.

F5: The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F6: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.65 to $18.99 per share, inclusive. The reporting person undertakes to provide to 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 range set forth in this footnote.