Pullara Samuel J III 4
4 · Snowflake Inc. · Filed Sep 22, 2020
Insider Transaction Report
Form 4
Snowflake Inc.SNOW
Pullara Samuel J III
10% Owner
Transactions
- Conversion
Series A Preferred Stock
2020-09-18−136,364→ 0 total(indirect: By Trust)→ Class B Common Stock (136,364 underlying) - Conversion
Series G-1 Preferred Stock
2020-09-18−727,185→ 0 total(indirect: By Partnership)→ Class B Common Stock (727,185 underlying) - Conversion
Series Seed Preferred Stock
2020-09-18−2,121,351→ 0 total(indirect: By Partnership)→ Class B Common Stock (2,121,351 underlying) - Conversion
Class B Common Stock
2020-09-18+64,738→ 201,102 total(indirect: By Trust)→ Class A Common Stock (64,738 underlying) - Conversion
Series B Preferred Stock
2020-09-18−64,738→ 0 total(indirect: By Trust)→ Class B Common Stock (64,738 underlying) - Conversion
Class B Common Stock
2020-09-18+136,364→ 136,364 total(indirect: By Trust)→ Class A Common Stock (136,364 underlying)
Footnotes (5)
- [F1]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 represents 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.
- [F2]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.
- [F3]Shares held by a trust for the benefit of the reporting person's children, of which the reporting person is a trustee. The reporting person disclaims any beneficial ownership in these shares.
- [F4]Each share of Series Seed Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, 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 had no expiration date.
- [F5]Shares held by Sutter Hill Ventures, a California Limited Partnership. The reporting person is a managing director and member of the management committee of the general partner of Sutter Hill Ventures, a California Limited Partnership. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.