Snowflake Inc. — Director's Dealing 2022

Dec 15, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Snowflake Inc. (SNOW)
CIK: 0001640147
Period of Report: 2022-12-13

Reporting Person: Scarpelli Michael (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-13	Class A Common Stock	M	200000	$8.88	Acquired	301097	Direct
2022-12-13	Class A Common Stock	S	73170	$150.841	Disposed	227927	Direct
2022-12-13	Class A Common Stock	S	74907	$151.814	Disposed	153020	Direct
2022-12-13	Class A Common Stock	S	41986	$152.655	Disposed	111034	Direct
2022-12-13	Class A Common Stock	S	5496	$153.872	Disposed	105538	Direct
2022-12-13	Class A Common Stock	S	4441	$154.76	Disposed	101097	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-13	Stock Option (Right to Buy)	$8.88	M	200000	Acquired	2029-08-26	Class A Common Stock (200000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	577218	Indirect
Class A Common Stock	178947	Indirect
Class A Common Stock	9686	Indirect
Class A Common Stock	2755	Indirect
Class A Common Stock	9686	Indirect
Class A Common Stock	2755	Indirect
Class A Common Stock	9686	Indirect
Class A Common Stock	2755	Indirect

Footnotes

F1: Includes shares to be issued in connection with the vesting of one or more restricted stock units.

F2: The sales reported in this Form 4 were effected for financial and tax planning purposes.

F3: The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $150.300 to $151.295, 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.

F4: The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $151.300 to $152.295, inclusive.

F5: The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $152.300 to $153.090, inclusive.

F6: The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $153.405 to $154.362, inclusive.

F7: The price reported in Column 4 is a weighted-average price. The shares were sold in multiple transactions ranging from $154.510 to $154.890, inclusive.

F8: The shares are held by the Michael P. Scarpelli 2019 Grantor Retained Annuity Trust for which the Reporting Person is a beneficiary.

F9: The shares are held by the Scarpelli Family Trust for which the Reporting Person is a trustee.

F10: The shares are held by the 2020 Fintail Irrevocable GST Exempt Trust f/b/o Child 1 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

F11: The shares are held by the 2020 Fintail Irrevocable Non-Exempt Trust f/b/o Child 1 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

F12: The shares are held by the 2020 Fintail Irrevocable GST Exempt Trust f/b/o Child 2 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

F13: The shares are held by the 2020 Fintail Irrevocable Non-Exempt Trust f/b/o Child 2 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

F14: The shares are held by the 2020 Fintail Irrevocable GST Exempt Trust f/b/o Child 3 dated 12/29/2020 for which the Reporting Persons' child is the beneficiary.

F15: The shares are held by the 2020 Fintail Irrevocable Non-Exempt Trust f/b/o Child 3 dated 12/29/2020 for which the Reporting Person's child is the beneficiary.

F16: The shares subject to the option are immediately exercisable and vest in 48 equal monthly installments beginning on August 19, 2019, subject to Reporting Person's continuous service through each such vesting date.