a20240206-section16poaxs

0001640147-24-000035.txt : 20240228 0001640147-24-000035.hdr.sgml : 20240228 20240228161853 ACCESSION NUMBER: 0001640147-24-000035 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20240227 FILED AS OF DATE: 20240228 DATE AS OF CHANGE: 20240228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ramaswamy Sridhar CENTRAL INDEX KEY: 0001715472 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39504 FILM NUMBER: 24695676 MAIL ADDRESS: STREET 1: 106 EAST BABCOCK STREET, SUITE 3A CITY: BOZEMAN STATE: MT ZIP: 59715 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Snowflake Inc. CENTRAL INDEX KEY: 0001640147 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 460636374 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 106 EAST BABCOCK STREET STREET 2: SUITE 3A CITY: BOZEMAN STATE: MT ZIP: 59715 BUSINESS PHONE: 844-766-9355 MAIL ADDRESS: STREET 1: 106 EAST BABCOCK STREET STREET 2: SUITE 3A CITY: BOZEMAN STATE: MT ZIP: 59715 FORMER COMPANY: FORMER CONFORMED NAME: Snowflake Computing, Inc. DATE OF NAME CHANGE: 20150421 3 1 wk-form3_1709155101.xml FORM 3 X0206 3 2024-02-27 0 0001640147 Snowflake Inc. SNOW 0001715472 Ramaswamy Sridhar C/O SNOWFLAKE INC. 106 EAST BABCOCK STREET, SUITE 3A BOZEMAN MT 59715 1 1 0 0 Chief Executive Officer Class A Common Stock 251757 D Includes an aggregate of 214,214 restricted stock units, which represents the unvested portion of the following grants: (i) 93,543 shares vesting over two years with 40% vesting on December 15, 2023 and 10% vesting on each Quarterly Date thereafter; and (ii) 158,088 shares vesting over five years with 7.45% vesting on March 15, 2024 and 5% vesting on each Quarterly Date thereafter; in each case subject to the continuous service of the Reporting Person through each such vesting date. With respect to (i) and (ii), the Quarterly Dates are March 15, June 15, September 15 and December 15. Exhibit 24 - Power of Attorney /s/ Erika Payne, Attorney-in-Fact 2024-02-28 EX-24 2 a20240206-section16poaxs.htm EX-24 a20240206-section16poaxs

297678608 v1 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Michael P. Scarpelli, Derk Lupinek, Erika Payne, Bryan Kelly, Michelle Giampaoli, and Daniel Kim of Snowflake Inc. (the “Company”) and Jon Avina, Milson Yu, Kate Nichols, and Kris Tamashiro of Cooley LLP, signing individually, the undersigned’s true and lawful attorneys-in-fact and agents to: (1) Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the Securities and Exchange Commission (the “SEC”), a Form ID, Uniform Application for Access Codes to File on EDGAR, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or any rule or regulation thereunder; (2) Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the SEC Forms 3, 4, and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16(a) of the Exchange Act and the rules thereunder in the undersigned’s capacity as an officer, director, or beneficial owner of more than 10% of a registered class of securities of the Company; (3) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4, or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and (4) Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of the following: (a) the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of, and transactions in, securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact, or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or Cooley LLP, as applicable. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below. Date: Signature: Name: Sridhar Ramaswamy DocuSign Envelope ID: E6A71EE5-0115-42EF-B22A-2E1CBD7D4E6D February 6, 2024 | 8:07 AM PST