0001628280-20-013806.txt : 20200921
0001628280-20-013806.hdr.sgml : 20200921
20200921205720
ACCESSION NUMBER: 0001628280-20-013806
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200918
FILED AS OF DATE: 20200921
DATE AS OF CHANGE: 20200921
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Scarpelli Michael
CENTRAL INDEX KEY: 0001402349
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201187643
MAIL ADDRESS:
STREET 1: 450 CONCAR DRIVE
STREET 2: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Snowflake Inc.
CENTRAL INDEX KEY: 0001640147
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 460636374
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
BUSINESS PHONE: 844-766-9355
MAIL ADDRESS:
STREET 1: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
FORMER COMPANY:
FORMER CONFORMED NAME: Snowflake Computing, Inc.
DATE OF NAME CHANGE: 20150421
4
1
wf-form4_160073622148595.xml
FORM 4
X0306
4
2020-09-18
0
0001640147
Snowflake Inc.
SNOW
0001402349
Scarpelli Michael
C/O SNOWFLAKE INC.
450 CONCAR DRIVE
SAN MATEO
CA
94402
0
1
1
0
Chief Financial Officer
Series F Preferred Stock
2020-09-18
4
C
0
160558
0
D
Class B Common Stock
160558.0
0
I
Trust
Class B Common Stock
2020-09-18
4
C
0
160558
0
A
Class A Common Stock
160558.0
160558
I
Trust
Series F Preferred Stock
2020-09-18
4
C
0
595607
0
D
Class B Common Stock
595607.0
0
I
Trust
Class B Common Stock
2020-09-18
4
C
0
595607
0
A
Class A Common Stock
595607.0
595607
I
Trust
Series F Preferred Stock
2020-09-18
4
C
0
5947
0
D
Class B Common Stock
5947.0
0
D
Series G-1 Preferred Stock
2020-09-18
4
C
0
24594
0
D
Class B Common Stock
24594.0
0
D
Class B Common Stock
2020-09-18
4
C
0
5947
0
A
Class A Common Stock
5947.0
125947
D
Class B Common Stock
2020-09-18
4
C
0
24594
0
A
Class A Common Stock
24594.0
150541
D
Each share of Series F Preferred Stock and Series G-1 Preferred Stock automatically converted into one share of Class B Common Stock immediately upon the closing of the Issuer's initial public offering (IPO), and has no expiration date.
Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date. On any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation.
Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; (2) the death of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the first trading day falling nine months after the date on which the outstanding shares of Class B Common Stock represent less than 10% of the then outstanding Class A and Class B Common Stock; (b) the seventh anniversary of the effectiveness of the registration statement in connection with the Issuer's IPO; or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.
The shares are held by the Scarpelli Family Trust for which the Reporting Person is a trustee.
The shares are held by the Michael P. Scarpelli 2019 Grantor Retained Annuity Trust for which the Reporting Person is a beneficiary.
/s/ Travis Shrout, Attorney-in-Fact
2020-09-21