4//SEC Filing
ICONIQ Strategic Partners III, L.P. 4
Accession 0000899243-21-000106
CIK 0001640147other
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 4:30 PM ET
Size
29.4 KB
Accession
0000899243-21-000106
Insider Transaction Report
Form 4
Snowflake Inc.SNOW
Transactions
- Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying) - Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying) - Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.) - Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying)
Transactions
- Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.) - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying) - Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying) - Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying)
Makan Divesh
10% Owner
Transactions
- Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying) - Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.) - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying) - Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying)
Griffith William J.G.
10% Owner
Transactions
- Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.) - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying) - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying) - Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying)
ICONIQ Strategic Partners III, L.P.
10% Owner
Transactions
- Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying) - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying) - Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying) - Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)
Transactions
- Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying) - Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.) - Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying) - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying)
Transactions
- Conversion
Class A Common Stock
2020-12-31+1,675,221→ 1,675,221 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF) - Conversion
Class A Common Stock
2020-12-31+3,160,543→ 3,160,543 total - Conversion
Class B Common Stock
2020-12-31−3,160,543→ 9,481,629 total→ Class A Common Stock (3,160,543 underlying) - Conversion
Class B Common Stock
2020-12-31−3,377,080→ 10,131,243 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)→ Class A Common Stock (3,377,080 underlying) - Conversion
Class B Common Stock
2020-12-31−1,675,221→ 5,025,665 total(indirect: By ICONIQ Strategic Partners III Co-Invest, L.P., Series SF)→ Class A Common Stock (1,675,221 underlying) - Conversion
Class A Common Stock
2020-12-31+3,377,080→ 3,377,080 total(indirect: By ICONIQ Strategic Partners III-B, L.P.)
Footnotes (9)
- [F1]On December 31, 2020, ICONIQ Strategic Partners III, L.P. ("ICONIQ III") converted in the aggregate 3,160,543 shares of the Issuer's Class B Common Stock into 3,160,543 shares of the Issuer's Class A Common Stock.
- [F2]The shares are held by ICONIQ III.
- [F3]On December 31, 2020, ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B") converted in the aggregate 3,377,080 shares of the Issuer's Class B Common Stock into 3,377,080 shares of the Issuer's Class A Common Stock.
- [F4]The shares are held by ICONIQ III-B.
- [F5]On December 31, 2020, ICONIQ Strategic Partners III Co-Invest, L.P., Series SF ("ICONIQ SF") converted in the aggregate 1,675,221 shares of the Issuer's Class B Common Stock into 1,675,221 shares of the Issuer's Class A Common Stock.
- [F6]The shares are held by ICONIQ SF.
- [F7]ICONIQ Strategic Partners GP III, L.P. ("ICONIQ GP III") is the sole general partner of each of ICONIQ III, ICONIQ III-B and ICONIQ SF. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ Parent GP III") is the sole general partner of ICONIQ GP III. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders and directors of ICONIQ Parent GP III.
- [F8]Each of ICONIQ GP III, ICONIQ Parent GP III, Makan, and Griffith disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- [F9]Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock, and has no expiration date. Additionally, the shares of Class B Common Stock will convert automatically into Class A Common Stock on a 1:1 basis upon the following: (1) sale or transfer of such shares of Class B Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation (the "COI"), (2) on the final conversion date, as defined in the COI, and (3) as otherwise set forth in the COI.
Documents
Issuer
Snowflake Inc.
CIK 0001640147
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001678064
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 4:30 PM ET
- Size
- 29.4 KB