Snap Inc
For the period ended Jun 30, 2025. Filed Aug 6, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 6, 2025
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Item 5. Other Information
Stockholder Election of Directors and Ratification of Appointment of Independent Registered Accounting Firm
On August 1, 2025, we held our 2025 annual meeting of stockholders. That same day, the holders of an aggregate of 231,626,943 shares of our Class C common stock, representing an aggregate of over 99% of the voting power of our outstanding capital stock, acted by written consent to elect the following individuals to our board of directors: Evan Spiegel, Robert Murphy, Michael Lynton, Kelly Coffey, Joanna Coles, Liz Jenkins, Jim Lanzone, Scott D. Miller, Patrick Spence, Poppy Thorpe, and Fidel Vargas. Each of these individuals will serve until the next annual meeting of stockholders and until his or her successor is elected, or, if sooner, until the director’s death, resignation, or removal.
Additionally, pursuant to this action by written consent, the holders ratified the selection by the audit committee of our board of directors of Ernst & Young LLP as our independent registered accounting firm for the fiscal year ending December 31, 2025.
We are including this disclosure in this Form 10-Q rather than filing a Form 8-K under Item 5.07.
Insider Trading Arrangements
During the quarter ended June 30, 2025, our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated the contracts, instructions, or written plans for the purchase or sale of our securities set forth in the table below:
| Type of Trading Arrangement | |||||
|---|---|---|---|---|---|
| Name and Position | Date | Action | Rule 10b5-1* | Expiration Date | Total Shares of Class A Common Stock to be Sold |
| Evan Spiegel Co-Founder, Chief Executive Officer, and Director | 5/2/2025 | Modification (1) | X | 3/10/2026 | (2) |
| Liz Jenkins Director | 5/29/2025 | Adoption (3) | X | 8/17/2026 | Up to 22,764 |
| Poppy Thorpe Director | 6/9/2025 | Adoption (3) | X | 9/16/2026 | Up to 71,108 |
- Contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
(1)Represents the modification of a written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) adopted on September 10, 2024.
(2)Trading arrangement provides for the sale of a number of shares of Class A Common Stock held by Mr. Spiegel with a value equal to $30,000,000.
(3)Plan adopted in accordance with Rule 10b5-1(c)(1)(ii)(D)(2).
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