Snowflake Inc. — Director's Dealing 2021

Mar 4, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Snowflake Inc. (SNOW)
CIK: 0001640147
Period of Report: 2021-03-01

Reporting Person: McMahon John Dennis (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Class A Common Stock	C	151188	—	Acquired	151188	Direct
2021-03-01	Class A Common Stock	C	151188	—	Acquired	151188	Indirect
2021-03-01	Class A Common Stock	C	45718	—	Acquired	45718	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Class B Common Stock	$	C	151188	Disposed		Class A Common Stock (151188.0)	Direct
2021-03-01	Class B Common Stock	$	C	151188	Disposed		Class A Common Stock (151188.0)	Indirect
2021-03-01	Class B Common Stock	$	C	45718	Disposed		Class A Common Stock (45718.0)	Indirect
2021-03-01	Stock Option (Right to Buy)	$0.07	J	489016	Disposed	2023-09-16	Class B Common Stock (489016.0)	Direct
2021-03-01	Stock Option (Right to Buy)	$0.07	J	489016	Acquired	2023-09-16	Class A Common Stock (489016.0)	Direct
2021-03-01	Stock Option (Right to Buy)	$1.41	J	400000	Disposed	2027-06-19	Class B Common Stock (400000.0)	Direct
2021-03-01	Stock Option (Right to Buy)	$1.41	J	400000	Acquired	2027-06-19	Class A Common Stock (400000.0)	Direct

Footnotes

F1: Effective as of 5:00 p.m. Eastern Time on March 1, 2021, the date specified by the holders of a majority of the then-outstanding shares of the Issuer's Class B Common Stock, each share of the Issuer's Class B Common Stock automatically converted into one share of Class A Common Stock pursuant to the Issuer's amended and restated certificate of incorporation.

F2: The shares are held by The John McMahon Software Irrevocable Trust for which the Reporting Person's immediate family members are the beneficiaries.

F3: The shares are held by the John McMahon 1995 Family Trust for which the Reporting Person is a trustee.

F4: In connection with the automatic conversion described in footnote 1, the outstanding options to purchase shares of Class B Common Stock that were issued under the Issuer's Amended and Restated 2012 Equity Incentive Plan remain unchanged, except that the underlying shares now represent Class A Common Stock.

F5: The shares subject to the option are fully vested and immediately exercisable.

F6: The shares subject to the option are immediately exercisable and vest in 48 equal monthly installments beginning on September 17, 2017, subject to Reporting Person'scontinuous service through each such vesting date.