Snowflake Inc. Grants CEO 1,000,000-Share Performance PSU Tied to $100B Value

What Happened
Snowflake Inc. announced that on July 15, 2026 its Compensation Committee granted CEO Sridhar Ramaswamy a performance-based restricted stock unit (PSU) award for 1,000,000 shares under the 2020 Equity Incentive Plan. The award is structured in five tranches with escalating average stock-price targets (measured over a consecutive 90-day period) designed to cumulatively reflect up to approximately $100 billion of additional stockholder value (fully diluted, subject to certain exclusions) measured from the July 15, 2026 closing price.

Key Details

• Award size: 1,000,000 PSUs to Sridhar Ramaswamy (CEO), granted July 15, 2026.
• Tranches and price targets (units listed):
  • $324 target — 100,000 PSUs
  • $375 target — 150,000 PSUs
  • $427 target — 250,000 PSUs
  • $479 target — 250,000 PSUs
  • $531 target — 250,000 PSUs
• Vesting conditions: each PSU tranche requires (1) meeting the stock-price target (90-day average) within the applicable performance period and (2) satisfying a service requirement (service-based dates: Sept 15, 2029 for tranches 1–2; Sept 15, 2030 for tranches 3–5).
• Delivery and special rules: any earned shares are subject to a one-year delivery deferral (generally delivered within 30 days after the earlier of the first anniversary of vesting or a qualifying Change in Control, but no later than Dec 31 of that year). Treatment on termination or Change in Control, and a 45-day window for certain involuntary terminations/death/disability, are specified in the award. The Board may claw back or require forfeiture/recoupment for defined misconduct or accounting restatements.

Why It Matters
This award is intended to retain and incentivize Snowflake’s CEO by tying a large portion of potential compensation to multi-year, high-value stock-price milestones. For investors, the award means potential dilution of up to 1,000,000 shares if all tranches are earned, but the tranches are tied to ambitious long-term price targets and multi-year service conditions that limit near-term dilution. The grant also signals the company’s emphasis on long-term stock-price performance and alignment of executive pay with shareholder value, while including customary protections (deferral, change-in-control provisions, and clawback) to manage risk.