Snowflake Inc.

(Former name or former address, if changed since last report)

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Securities registered pursuant to Section 12(b) of the Act:

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 The Company is a Delaware corporation with a globally distributed workforce and no corporate headquarters. Under the Securities and Exchange Commission's rules, the Company is required to designate a “principal executive office.” For purposes of this report, it has designated its office in Bozeman, Montana as its principal executive office.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 28, 2026, Jeremy Burton, a Class III director of the Board of Directors (the “Board”) of Snowflake Inc. (the “Company”) and a member of the Cybersecurity Committee of the Board, provided notice of his resignation as a member of the Board and any committees thereof, effective January 30, 2026. Mr. Burton resigned in connection with the Company’s acquisition of Observe, Inc. (“Observe”) on February 2, 2026. Prior to the acquisition, Mr. Burton served as the chief executive officer and a member of the board of directors of Observe. Mr. Burton’s resignation was not the result of a disagreement with the Company or the Board on any matter relating to the Company’s operations, policies, or practices. The Company’s acquisition of Observe was approved by a special committee of the Board comprised of independent and disinterested directors as well as the Audit Committee of the Board.