=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-07-15
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: Snowflake Inc. (SNOW)
CIK: 0001640147
--- Reporting Owner ---
Name: Ramaswamy Sridhar
CIK: 0001715472
Role: Director, Officer (Chief Executive Officer)
--- Derivative Transactions ---
[Transaction #1]
Security: Performance Stock Units
Date: 2026-07-15 | Code: A (Grant or award)
Shares: +1,000,000 | Price: $0.00
Exercisable: N/A | Expires: 2033-07-15
Shares Owned After: 1,000,000 | Ownership: D (Direct)
Footnotes:
[F1] Each performance stock unit ("PSU") represents a contingent right to receive one share of Issuer's common stock.
[F2] The 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.
--- Footnotes (Complete Index) ---
F1: Each performance stock unit ("PSU") represents a contingent right to receive one share of Issuer's common stock.
F2: The 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.
--- Signature ---
/s/ /s/ Marie Reider, Attorney-in-Fact (2026-07-17)
