X0306 4 2015-04-27 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 2015-04-27 4 M 0 8646 0 A 8977 D Class A Common Stock 2015-04-27 4 M 0 8646 0 A 8977 D Class C Capital Stock 2015-04-27 4 S 0 5370 563.2286 D 3607 D Class C Capital Stock 2015-04-27 4 S 0 2676 564.3256 D 931 D Class C Capital Stock 2015-04-27 4 S 0 600 565.0083 D 331 D Class A Common Stock 2015-04-27 4 S 0 5291 573.00 D 3686 D Class A Common Stock 2015-04-27 4 S 0 3166 574.1155 D 520 D Class A Common Stock 2015-04-27 4 S 0 189 575.48 D 331 D Class C Capital Stock 5245 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 2441 D Class C Google Stock Unit 4323 D Class C Google Stock Unit 70788 D Class A Google Stock Unit 4323 D Class A Google Stock Unit 30259 D Class A Google Stock Unit 2441 D Option to Purchase Class C Capital Stock 316.9399 2015-04-27 4 M 0 8646 0 D 2015-04-25 2022-04-04 Class C Capital Stock 8646 0 D Option To Purchase Class A Common Stock 318.2102 2015-04-27 4 M 0 8646 0 D 2015-04-25 2022-04-04 Class A Common Stock 8646 0 D Option To Purchase Class A Common Stock 287.6642 2021-04-06 Class A Common Stock 4882 4882 D Option to Purchase Class C Capital Stock 286.5159 2021-04-06 Class C Capital Stock 4882 4882 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 This stock was received by the Reporting Person pursuant to a stock dividend declared by Google Inc. on January 29, 2014. As a result of the dividend, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $562.67 to $563.66, inclusive. The reporting person undertakes to provide to any security holder of Google Inc. 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 ranges set forth in footnotes (2) through (6) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $563.89 to $564.88, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $564.96 to $565.95, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $572.77 to $573.76, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $573.79 to $574.78, inclusive. 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. 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. 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. 100% of the grant will vest on April 25, 2015, 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. 100% of the grant will vest on April 25, 2016. 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. 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 8,646 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 8,646 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. 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 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 2015-04-27