-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Wy3wjFA5bu2++umSGyKJ+dbBKuwlbVb61JNVG/VYI2DH8hIZDEb+/Aq0j5zt96kL SbyM16+9wrZ7hCuIFUbw9g== 0001127602-09-018466.txt : 20090903 0001127602-09-018466.hdr.sgml : 20090903 20090903200528 ACCESSION NUMBER: 0001127602-09-018466 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090901 FILED AS OF DATE: 20090903 DATE AS OF CHANGE: 20090903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Drummond David C CENTRAL INDEX KEY: 0001295030 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50726 FILM NUMBER: 091054670 MAIL ADDRESS: STREET 1: 1600 AMIPHITHEATRE PARKWAY STREET 2: BUILDING 41 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 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 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2009-09-01 0001288776 Google Inc. GOOG 0001295030 Drummond David C C/O GOOGLE INC. 1600 AMPHITHEATRE PARKWAY MOUNTAIN VIEW CA 94043 1 SVP, Corporate Development Google Stock Unit 2009-09-01 4 F 0 430 0 D 6133 D Google Stock Unit 2009-09-01 4 C 0 508 0 D 5625 D Class A Common Stock 2009-09-01 4 C 0 508 0 A 5082 D Class A Common Stock 2009-09-01 4 C 0 1200 0 A 6282 D Class A Common Stock 2009-09-01 4 S 0 100 459.68 D 6182 D Class A Common Stock 2009-09-01 4 S 0 100 460.30 D 6082 D Class A Common Stock 2009-09-01 4 S 0 100 461.79 D 5982 D Class A Common Stock 2009-09-01 4 S 0 200 461.95 D 5782 D Class A Common Stock 2009-09-01 4 S 0 100 462.79 D 5682 D Class A Common Stock 2009-09-01 4 S 0 100 463.20 D 5582 D Class A Common Stock 2009-09-01 4 S 0 100 463.38 D 5482 D Class A Common Stock 2009-09-01 4 S 0 100 464.51 D 5382 D Class A Common Stock 2009-09-01 4 S 0 87 465.47 D 5295 D Class A Common Stock 2009-09-01 4 S 0 13 465.58 D 5282 D Class A Common Stock 2009-09-01 4 S 0 100 465.87 D 5182 D Class A Common Stock 2009-09-01 4 S 0 100 465.94 D 5082 D Google Stock Unit 17069 D Class A Common Stock 0 I by GRAT Class A Common Stock 2090 I By Spouse Class A Common Stock 0 I by Trust Option To Purchase Class B Common Stock 5.00 2009-09-01 4 M 0 1200 0 D 2013-07-18 Class B Common Stock 1200 24205 D Class B Common Stock 0 2009-09-01 4 M 0 1200 0 A Class A Common Stock 1200 23532 D Class B Common Stock 0 2009-09-01 4 C 0 1200 0 D Class A Common Stock 1200 22332 D Option To Purchase Class A Common Stock 308.57 2017-03-01 Class A Common Stock 30000 30000 D Option To Purchase Class A Common Stock 318.92 2019-03-04 Class A Common Stock 34138 34138 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. 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: 25% of GSUs shall vest 12 months after vesting commencement date and 1/16th of shares shall vest each quarter thereafter, subject to continuing employment with Google on the applicable vesting dates. 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. All shares are exercisable as of the transaction date. There is no expiration date for Google Inc.'s Class B Common Stock. The option vests and becomes exercisable as described in the Form 4 filed by the Reporting Person on May 12, 2009. 1/4th of the option shall vest on the one-year grant date anniversary and 1/48th each month thereafter until the option is fully vested, subject to continued employment with Google on the applicable vesting dates. ***All of the sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.*** /s/ Jonathan Frankel, attorney-in-fact for David C. Drummond 2009-09-03 -----END PRIVACY-ENHANCED MESSAGE-----