X0303 4 2008-12-04 0001288776 Google Inc. GOOG 0001295029 Rosenberg Jonathan J C/O GOOGLE INC. 1600 AMPHITHEATRE PARKWAY MOUNTAIN VIEW CA 94043 1 VP Prod. Mgmt. Class A Common Stock 2008-12-04 4 C 0 191 0 A 4937 D Class A Common Stock 2008-12-04 5 G 0 E 191 0 A 26941 I By Trust Class A Common Stock 2008-12-04 5 G 0 E 191 0 D 4746 D Class A Common Stock 2008-12-04 4 S 0 20 277.8618 D 26921 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 278.3394 D 26902 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 278.583 D 26883 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 278.7616 D 26864 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 278.8344 D 26845 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 279.3172 D 26826 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 280.8922 D 26807 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 281.8304 D 26788 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 276.53 D 26769 I By Trust Class A Common Stock 2008-12-04 4 S 0 19 278.95 D 26750 I By Trust Class A Common Stock 270 I By Trust 2 Class A Common Stock 270 I By Trust 3 Google Stock Unit 11250 D Class B Common Stock 0 2008-12-04 4 M 0 191 0 A Class A Common Stock 191 191 D Option To Purchase Class B Common Stock 5.00 2008-12-04 4 M 0 191 0 D 2013-07-18 Class B Common Stock 191 32793 D Class B Common Stock 0 2008-12-04 4 C 0 191 0 D Class A Common Stock 191 0 D Option To Purchase Class A Common Stock 448.23 2017-03-01 Class A Common Stock 40000 40000 D The Google Stock Units ("GSUs") entitle 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. The GSUs vest as follows: 1/4th of the GSUs shall vest on the one-year grant date anniversary and 1/16th each quarter thereafter until the units are fully vested, subject to continued employment with Google on the applicable vesting dates. All shares are exercisable as of the transaction date. There is no expiration date for the Issuer's Class B Common Stock. Shares subject to this option will begin vesting on February 26, 2006 and will vest as follows: (i) 15 percent on the one year anniversary of the vesting commencement date, (ii) 17.5 percent in the second year of vesting, (iii) 20 percent in the third year of vesting, (iv) 22.5 percent in the fourth year of vesting, and (v) 25 percent in the fifth year of vesting; provided that shares vesting in each of the years following the one year anniversary of the vesting commencement date will vest in the respective amounts described above ratably at the end of each month. 1/4th of the Options shall vest on the one-year grant date anniversary and 1/48th each month thereafter until the options are fully vested, subject to continued employment with Google on the applicable vesting dates. Shares sold in transaction were converted from the exercise of previously held options granted in July 2003, in conjunction with Executive's 10b5-1 Trading Plan. /s/ Rumit Kanakia, attorney-in-fact for Jonathan J. Rosenberg 2008-12-05