SNOW 8-K
Snowflake Inc. (SNOW)
8-K
2023-07-12
For: 2023-07-05
View Original
Added on
April 07, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 5, 2023
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices)1 | (Zip Code) | |||||||||||||
(844 ) 766-9355
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
1 We are a Delaware corporation with a globally distributed workforce and no corporate headquarters. Under the Securities and Exchange Commission's rules, we are required to designate a “principal executive office.” For purposes of this report, we have designated our office in Bozeman, Montana as our principal executive office, as that is where our Chief Executive Officer and Chief Financial Officer are based.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On July 5, 2023, Snowflake Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”) virtually via live webcast. The following proposals were voted upon, and the final voting results with respect to each such proposal are set forth below.
Proposal 1 — Election of Directors. The Company's stockholders elected the following Class III director nominees to serve until the Company's Annual Meeting of Stockholders in 2026 and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation, or removal. The results of such vote were:
| Nominee | For | Withheld | Broker Non-Votes | ||||||||
| Teresa Briggs | 176,163,122 | 35,799,087 | 66,561,397 | ||||||||
| Jeremy Burton | 176,400,095 | 35,562,114 | 66,561,397 | ||||||||
| Mark D. McLaughlin | 209,991,529 | 1,970,680 | 66,561,397 | ||||||||
Proposal 2 — Non-binding Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers. The Company's stockholders approved, on an advisory non-binding basis, the compensation of the Company's named executive officers. The results of such vote were:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 165,634,856 | 44,990,124 | 1,337,229 | 66,561,397 | ||||||||
Proposal 3 — Ratification of Independent Registered Public Accounting Firm. The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2024. The results of such vote were:
| For | Against | Abstain | ||||||
| 278,009,951 | 236,559 | 277,096 | ||||||
No other matters were submitted for stockholder action at the Annual Meeting.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Snowflake Inc. | ||||||||||||||
| Dated: July 11, 2023 | ||||||||||||||
| By: | /s/ Michael P. Scarpelli | |||||||||||||
| Michael P. Scarpelli | ||||||||||||||
| Chief Financial Officer | ||||||||||||||