Filing Details

Accession Number:
0001209191-19-017120
Form Type:
4
Zero Holdings:
No
Publication Time:
2019-03-05 20:00:37
Reporting Period:
2019-03-01
Accepted Time:
2019-03-05 20:00:37
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1564408 Snap Inc SNAP Services-Computer Programming, Data Processing, Etc. (7370) 455452795
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1699293 Evan Spiegel C/O Snap Inc.
2772 Donald Douglas Loop North
Santa Monica CA 90405
Chief Executive Officer Yes Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2019-03-01 1,445,107 $0.00 74,450,661 No 4 C Direct
Class A Common Stock Disposition 2019-03-01 1,445,107 $9.89 73,005,554 No 4 S Direct
Class A Common Stock Disposition 2019-03-04 1,272,238 $10.01 71,733,316 No 4 S Direct
Class A Common Stock Disposition 2019-03-05 1,729,762 $10.04 70,003,554 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Class C Common Stock Disposition 2019-03-01 1,445,107 $0.00 1,445,107 $0.00
Class A Common Stock Class B Common Stock Acquisiton 2019-03-01 1,445,107 $0.00 1,445,107 $0.00
Class A Common Stock Class B Common Stock Disposition 2019-03-01 1,445,107 $0.00 1,445,107 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
137,066,894 No 4 C Direct
1,445,107 No 4 C Direct
0 No 4 C Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 5,862,410 Indirect By Trust
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Class B Common Stock $0.00 5,862,410 5,862,410 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
5,862,410 5,862,410 Indirect
Footnotes
  1. Represents the sale of shares to cover tax withholding obligations in connection with the settlement and release of fully-vested restricted stock units ("RSUs") granted by the Issuer to the reporting person pursuant to a previously filed Restricted Stock Unit Award Agreement between the Issuer and the reporting person (the "RSU Award Agreement") and reported on a Form 4 filed March 9, 2017. This sale is permitted by the reporting person under a previously filed RSU Award Agreement, which requires the satisfaction of tax withholding obligations by the reporting person.
  2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.755 to $10.05 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  3. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
  4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.00 to $10.05 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.00 to $10.105 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  6. Shares held by an irrevocable trust over which the reporting person has voting power.
  7. Represents shares of Class C Common Stock converted into shares of Class B Common Stock, which shares were subsequently converted into shares of Class A Common Stock, each at the option of the reporting person in connection with the sale of such shares to cover tax withholding obligations in connection with the settlement and release of the RSUs.
  8. Each share of Class C Common Stock is convertible into one share of Class B Common Stock at the option of the reporting person or upon the transfer of such share of Class C Common Stock, other than a Permitted Transfer (as defined in the Issuer's certificate of incorporation then in effect). The Class C Common Stock has no expiration date.
  9. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the reporting person or upon the transfer of such share of Class B Common Stock, other than a Permitted Transfer (as defined in the Issuer's certificate of incorporation then in effect). The Class A Common Stock and Class B Common Stock do not have expiration dates.
  10. Consists of (i) 118,342,985 shares of Class C Common Stock held by the reporting person and (ii) 18,723,909 shares of Class C Common Stock issuable upon settlement of fully-vested RSUs granted by the Issuer to the reporting person on March 7, 2017, which shares will be delivered to the reporting person quarterly over the 3 years beginning in the third quarter following March 7, 2017.