X0306 4 2016-08-01 0001652044 Alphabet Inc. GOOG 0001244892 MATHER ANN C/O ALPHABET INC. 1600 AMPHITHEATRE PARKWAY MOUNTAIN VIEW CA 94043 1 Class A Common Stock 2016-08-01 4 S 0 30 790.92 D 1656 D Class C Capital Stock 2016-08-01 4 S 0 85 761.78 D 2144 D Class C Google Stock Unit 295 D Class C Google Stock Unit 91 D Class C Google Stock Unit 491 D Class C Google Stock Unit 494 D Class A Google Stock Unit 91 D 1/48th of the grant will vest on June 25, 2014 and an additional 1/48th will vest on the 25th day of each month thereafter, subject to continued service on the Board on such vesting dates. 1/48th of the grant vested on July 25, 2013 and an additional 1/48th will vest monthly on the 25th day of each month thereafter, subject to continued service on the Board 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"). These GSUs were previously reported as GSUs entitling the Reporting Person to receive one share of Google Inc.'s Class A Common Stock for each share underlying the GSU as the GSU vests. As a result of the Stock Dividend, these GSUs were adjusted and each share underlying the GSU now corresponds to one share of Class A Common Stock and one share of Class C Capital Stock. 1/48th of GSUs will vest on July 25, 2015 and an additional 1/48th of GSUs will vest monthly thereafter until the GSUs are fully vested, subject to continued service on such vesting dates. 1/48th of GSUs will vest on July 25, 2016 and an additional 1/48th of GSUs will vest monthly thereafter until the GSUs are fully vested, subject to continued service on such vesting dates. 1/48th of the grant will vest on July 25, 2013 and an additional 1/48th will vest monthly on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates. All 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 Ann Mather 2016-08-01