0001127602-15-016759.txt : 20150508 0001127602-15-016759.hdr.sgml : 20150508 20150508174723 ACCESSION NUMBER: 0001127602-15-016759 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150506 FILED AS OF DATE: 20150508 DATE AS OF CHANGE: 20150508 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Google Inc. CENTRAL INDEX KEY: 0001288776 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 770493581 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1600 AMPHITHEATRE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 650 623 4000 MAIL ADDRESS: STREET 1: 1600 AMPHITHEATRE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PICHETTE PATRICK CENTRAL INDEX KEY: 0001275968 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36380 FILM NUMBER: 15848108 MAIL ADDRESS: STREET 1: 2660 BAY MEADOW STREET 2: ST LAZARE CITY: QUEBEC CANADA STATE: A8 ZIP: 00000 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2015-05-06 0001288776 Google Inc. GOOG 0001275968 PICHETTE PATRICK C/O GOOGLE INC. 1600 AMPHITHEATRE PARKWAY MOUNTAIN VIEW CA 94043 1 SVP & Chief Financial Officer Class C Capital Stock 2015-05-06 4 M 0 610 0 A 941 D Class A Common Stock 2015-05-06 4 M 0 610 0 A 941 D Class A Common Stock 2015-05-06 4 S 0 610 543.19 D 331 D Class C Capital Stock 2015-05-06 4 S 0 610 531.24 D 331 D Class C Google Stock Unit 2015-05-06 4 F 0 160 530.80 D 2281 D Class C Google Stock Unit 2015-05-06 4 C 0 145 0 D 2136 D Class C Capital Stock 2015-05-06 4 C 0 145 0 A 476 D Class A Google Stock Unit 2015-05-06 4 F 0 160 543.05 D 2281 D Class A Google Stock Unit 2015-05-06 4 C 0 145 0 D 2136 D Class A Common Stock 2015-05-06 4 C 0 145 0 A 476 D Class C Capital Stock 5259 I By The Bay Meadow L.P. Class A Common Stock 5245 I By The Bay Meadow L.P. Class C Google Stock Unit 30259 D Class C Google Stock Unit 70788 D Class A Google Stock Unit 30259 D Option to Purchase Class C Capital Stock 286.5159 2015-05-06 4 M 0 610 0 D 2021-04-06 Class C Capital Stock 610 4272 D Option To Purchase Class A Common Stock 287.6642 2015-05-06 4 M 0 610 0 D 2021-04-06 Class A Common Stock 610 4272 D Option to Purchase Class C Capital Stock 316.9399 2016-04-25 2022-04-04 Class C Capital Stock 60517 60517 D Option To Purchase Class A Common Stock 318.2102 2016-04-25 2022-04-04 Class A Common Stock 60517 60517 D The Class C Google Stock Units ("Class C GSUs") entitle the Reporting Person to receive one share of Google Inc.'s Class C Common Stock for each share underlying the Class C GSU as the Class C GSU vests. This grant vests as follows: 1/48th of the Class C GSUs vested on the vesting start date (1/6/2012) and 1/48th vests each month thereafter until the units are fully vested, subject to the Reporting Person's continued employment with Google on the applicable vesting dates. Shares withheld to satisfy tax obligations arising out of vesting of GSUs. Vesting of GSUs grant of which was previously reported in Form 4. The GSUs vest as follows: 1/48th of the GSUs vested on the vesting start date (1/6/2012) and 1/48th vests each month thereafter until the units are fully vested, subject to the Reporting Person's continued employment with Google on the applicable vesting dates. Includes 14 dividend shares of Class C capital stock received on May 4, 2015 as an adjustment payment made by Google Inc. to holders of Class C capital stock pursuant to the Revised Stipulation of Compromise and Settlement regarding The Google, Inc. Class C Shareholder Litigation. The Class C Google Stock Units ("Class C GSUs") entitle the Reporting Person to receive one share of Google Inc.'s Class C Common Stock for each share underlying the Class C GSU as the Class C GSU vests. 100% of the grant will vest on April 25, 2016, subject to the Reporting Person's continued employment with Google on such date. 100% of GSUs will vest on April 25, 2018, subject to continued employment on such vesting date. 100% of GSUs will vest on April 25, 2016, subject to the Reporting Person's continued employment with Google on such date. On January 29, 2014, Google Inc. declared a stock dividend, as a result of which all holders of record of Class A Common Stock on March 27, 2014 received on April 2, 2014 one share of Class C Capital Stock for each share of Class A Common Stock outstanding (the "Stock Dividend"). This option was previously reported as an option for 12,204 shares of Class A Common Stock at an exercise price of $574.18 per share, but was adjusted to reflect the Stock Dividend. As a result of adjustment, the option now entitles the Reporting Person to exercise a portion of the option for 12,204 shares of Class C Capital Stock, and the exercise price has been adjusted so that the portion of the option covering Class A Common Stock now has an exercise price of $287.6642 and the portion of the option covering Class C Capital Stock has an exercise price of $286.5159 per share. The option provided for vesting as follows: 1/48th of the option shall vest on the vesting start date (1/6/12) and 1/48th each month thereafter until the option is fully vested, subject to the Reporting Person's continued employment with Google on the applicable vesting dates. On January 29, 2014, Google Inc. declared a stock dividend, as a result of which all holders of record of Class A Common Stock on March 27, 2014 received on April 2, 2014 one share of Class C Capital Stock for each share of Class A Common Stock outstanding (the "Stock Dividend"). This option was previously reported as an option for 60,517 shares of Class A Common Stock at an exercise price of $635.15 per share, but was adjusted to reflect the Stock Dividend. As a result of adjustment, the option now entitles the Reporting Person to exercise a portion of the option for 60,517 shares of Class C Capital Stock, and the exercise price has been adjusted so that the portion of the option covering Class A Common Stock now has an exercise price of $318.2102 and the portion of the option covering Class C Capital Stock has an exercise price of $316.9399 per share. All sale transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person. /s/ Valentina Margulis, as attorney-in-fact for Patrick Pichette 2015-05-08