SEC Form 4 · accession 0001715472-26-000008
Snowflake Inc. · SNOW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sridhar Ramaswamy
Officer — Chief Executive Officer · Director
Period of report
Jul 15, 2026
Accepted (ET)
Jul 17, 2026 · 6:51 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001640147
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF1,F2 | — | Jul 15, 2026 | A | 1,000,000 | A | — | Jul 15, 2033 | Common Stock | 1,000,000 | 1,000,000 | D |
Explanation of responses
- F1Each performance stock unit ("PSU") represents a contingent right to receive one share of Issuer's common stock.
- F2The PSUs are divided into five tranches, each with an applicable performance period, the vesting of which is based on the achievement of both a service-based requirement and a stock price requirement. The service-based requirement will be met on September 15, 2029 for tranches 1 and 2, containing an aggregate of 250,000 PSUs, and September 15, 2030 for tranches 3, 4 and 5, containing an aggregate of 750,000 PSUs, in each case, subject to the Reporting Person's service as Issuer's Chief Executive Officer through each such date. The stock price requirement with respect to each tranche will be met on the date on which the compensation committee of Issuer's board of directors certifies that, prior to the end of the applicable performance period, the average closing price per share of Issuer's common stock over a consecutive ninety (90) calendar day period has met or exceeded the applicable stock price target previously determined by the compensation committee.