Sec Form 13G Filing - SUTTER HILL VENTURES filing for Snowflake Inc. (SNOW) - 2022-02-14

 

 

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Snowflake Inc.

(Name of Issuer)

 

Class A Common Stock

(Title of Class of Securities)

 

833445109

(CUSIP Number)

 

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨	Rule 13d-1(b)
¨	Rule 13d-1(c)
x	Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 833445109
	1.	Names of Reporting Persons. Sutter Hill Ventures, a California Limited Partnership
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		¨
		(b)		x
	3.	SEC Use Only
	4.	Citizenship or Place of Organization California, USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 0
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 0
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
	10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (11) 0%
	12.	Type of Reporting Person (See Instructions) PN

 

CUSIP No. 833445109
& #xA0;	1.	Names of Reporting Persons. Tench Coxe
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		¨
		(b)		x
	3.	SEC Use Only
	4.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 3,925,889
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 3,925,889
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,925,889
	10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (11) 1.3%
	12.	Type of Reporting Person (See Instructions) IN

 

CUSIP No. 833445109
	1.	Names of Reporting Persons. James N. White
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		¨
		(b)		x
	3.	SEC Use Only
	4.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 2,123,750
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 2,123,750
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,123,750
	10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (11) 0.7%
	12.	Type of Reporting Person (See Instructions) IN

 

CUSIP No. 833445109
	1.	Names of Reporting Persons. Michael L. Speiser
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		¨
		(b)		x
	3.	SEC Use Only
	4.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 3,609,327
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 3,609,327
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 3,609,327
	10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (11) 1.2%
	12.	Type of Reporting Person (See Instructions) IN

 

CUSIP No. 833445109
	1.	Names of Reporting Persons. Stefan A. Dyckerhoff
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		¨
		(b)		x
	3.	SEC Use Only
	4.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 897,618
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 897,618
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 897,618
	10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (11) 0.3%
	12.	Type of Reporting Person (See Instructions) IN

 

CUSIP No. 833445109
	1.	Names of Reporting Persons. Samuel J. Pullara III
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)		¨
		(b)		x
	3.	SEC Use Only
	4.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			5.		Sole Voting Power 1,418,529
			6.		Shared Voting Power 0
			7.		Sole Dispositive Power 1,418,529
			8.		Shared Dispositive Power 0
	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,418,529
	10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
	11.	Percent of Class Represented by Amount in Row (11) 0.5%
	12.	Type of Reporting Person (See Instructions) IN

 

Item 1.
	(a)	Name of Issuer Snowflake Inc.
	(b)	Address of Issuer’s Principal Executive Offices 450 Concar Drive San Mateo, California 94402
Item 2.
	(a)	Name of Person Filing See line 1 of pages 2 to 7, which are hereby incorporated by reference
	(b)	Address of Principal Business Office or, if none, Residence 755 Page Mill Road, Suite A-200, Palo Alto, CA 94304
	(c)	Citizenship See line 4 of pages 2 to 7, which are hereby incorporated by reference
	(d)	Title of Class of Securities Class A Common Stock
	(e)	CUSIP Number 833445109
Item 3.	If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
	(a)	¨	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
	(b)	¨	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)	¨	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)	¨	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
	(e)	¨	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
	(f)	¨	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
	(g)	¨	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
	(h)	¨	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	¨	Group, in accordance with §240.13d-1(b)(1)(ii)(J).
		N/A

 

 

Item 4.	Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned: See line 9 of pages 2 to 7, which are hereby incorporated by reference
	(b)	Percent of class: See line 11 of pages 2 to 7, which are hereby incorporated by reference
	(c)	Number of shares as to which the person has:
		(i)	Sole power to vote or to direct the vote See line 5 of pages 2 to 7, which are hereby incorporated by reference
		(ii)	Shared power to vote or to direct the vote See line 6 of pages 2 to 7, which are hereby incorporated by reference
		(iii)	Sole power to dispose or to direct the disposition of See line 7 of pages 2 to 7, which are hereby incorporated by reference
		(iv)	Shared power to dispose or to direct the disposition of See line 8 of pages 2 to 7, which are hereby incorporated by reference

 

Item 5.	Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. x
Item 6.	Ownership of More than Five Percent on Behalf of Another Person
N/A
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
N/A
Item 8.	Identification and Classification of Members of the Group
N/A
Item 9.	Notice of Dissolution of Group
N/A
Item 10.	Certification
N/A

 

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 11, 2022		SUTTER HILL VENTURES, A CALIFORNIA LIMITED PARTNERSHIP
Date
		By:	/s/ Kanwalpreet S. Kalra
		Kanwalpreet S. Kalra, Attorney-in-Fact for Michael L. Speiser, Managing Director of the General Partner
		By:	/s/ Kanwalpreet S. Kalra
		Kanwalpreet S. Kalra, Attorney-in-Fact for Tench Coxe
		By:	/s/ Kanwalpreet S. Kalra
		Kanwalpreet S. Kalra, Attorney-in-Fact for James N. White
		By:	/s/ Kanwalpreet S. Kalra
		Kanwalpreet S. Kalra, Attorney-in-Fact for Michael L. Speiser
		By:	/s/ Kanwalpreet S. Kalra
		Kanwalpreet S. Kalra, Attorney-in-Fact for Stefan A. Dyckerhoff
		By:	/s/ Kanwalpreet S. Kalra
		Kanwalpreet S. Kalra, Attorney-in-Fact for Samuel J. Pullara III

 

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).