---
schema_version: "secwatch.filing_event.v1"
accession: "0001640147-23-000164"
form_type: "8-K"
ticker: "SNOW"
cik: "0001640147"
company_name: "Snowflake Inc."
filed_at: "2023-07-12T23:59:59+00:00"
generated_at: "2026-06-13T09:29:15.112884+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# Snowflake shareholders elect directors, approve say-on-pay, ratify PwC at 2023 annual meeting

## Summary
- Class III directors Teresa Briggs, Jeremy Burton, and Mark D. McLaughlin elected with votes ranging from 176M to 210M; broker non-votes ~66.6M.
- Advisory vote on named executive officer compensation approved: 165.6M for, 45.0M against, 1.3M abstain.
- Ratification of PricewaterhouseCoopers as independent auditor for FY ending Jan 2024: 278.0M for, 236,559 against, 277,096 abstain.
- All three proposals passed with required majorities; no other matters submitted for stockholder action.

## SEC filing metadata
- accession: 0001640147-23-000164
- form_type: 8-K
- ticker: SNOW
- cik: 0001640147
- company_name: Snowflake Inc.
- filed_at: 2023-07-12T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1640147/000164014723000164/0001640147-23-000164-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1640147/000164014723000164/snow-20230705.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001640147-23-000164
- JSON: https://secwatch.observer/filing/0001640147-23-000164.json
- Plain text: https://secwatch.observer/filing/0001640147-23-000164.txt

## Key facts
- Shareholder Votes
  Snowflake Inc. shareholders approved Ratification of Independent Registered Public Accounting Firm at the 2023-07-05 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-07-05
  source text: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1640147/000164014723000164/0001640147-23-000164-index.htm
- Shareholder Votes
  Snowflake Inc. shareholders approved Non-binding Advisory Vote to Approve the Compensation of the Company's Named Executive Officers at the 2023-07-05 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-07-05
  source text: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1640147/000164014723000164/0001640147-23-000164-index.htm
- Shareholder Votes
  Snowflake Inc. shareholders approved Election of Directors at the 2023-07-05 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-07-05
  source text: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/1640147/000164014723000164/0001640147-23-000164-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.