0001127602-13-023547.txt : 20130726 0001127602-13-023547.hdr.sgml : 20130726 20130726174313 ACCESSION NUMBER: 0001127602-13-023547 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130725 FILED AS OF DATE: 20130726 DATE AS OF CHANGE: 20130726 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: SCHMIDT ERIC E CENTRAL INDEX KEY: 0001242463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50726 FILM NUMBER: 13990573 MAIL ADDRESS: STREET 1: C/O GOOGLE INC STREET 2: 1600 AMPHITHEATRE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2013-07-25 0001288776 Google Inc. GOOG 0001242463 SCHMIDT ERIC E C/O GOOGLE INC. 1600 AMPHITHEATRE PARKWAY MOUNTAIN VIEW CA 94043 1 1 Executive Chairman of Board Class A Common Stock 2013-07-25 4 C 0 2963 0 A 2963 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 139 886.6735 D 2824 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 449 887.5867 D 2375 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 328 888.5226 D 2047 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 241 889.5787 D 1806 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 331 890.5592 D 1475 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 309 891.54 D 1166 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 425 892.4125 D 741 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 274 893.6108 D 467 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 246 894.5958 D 221 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 217 895.3795 D 4 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 4 896.31 D 0 I By Limited Partnership I Class A Common Stock 2013-07-25 4 S 0 200 888.945 D 102449 I By Family Foundation Class A Common Stock 2013-07-25 4 S 0 900 889.6278 D 101549 I By Family Foundation Class A Common Stock 2013-07-25 4 S 0 1315 890.5308 D 100234 I By Family Foundation Class A Common Stock 2013-07-25 4 S 0 1532 891.5468 D 98702 I By Family Foundation Class A Common Stock 2013-07-25 4 S 0 402 892.8343 D 98300 I By Family Foundation Class A Common Stock 2013-07-25 4 S 0 300 893.4067 D 98000 I By Family Foundation Class A Common Stock 27002 D Google Stock Unit 39778 D Class B Common Stock 0 2013-07-25 4 C 0 2963 0 D Class A Common Stock 2963 181019 I By Limited Partnership I Class B Common Stock 0 Class A Common Stock 1194309 1194309 D Class B Common Stock 0 Class A Common Stock 901726 901726 I By Limited Partnership II Class B Common Stock 0 Class A Common Stock 3490404 3490404 I By Trust Option To Purchase Class A Common Stock 612.00 2021-02-02 Class A Common Stock 181840 181840 D Each share of Class A Common Stock was issued upon the conversion of one share of Class B Common Stock at the election of Reporting Person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $886.15 to $887.00, 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 (12) 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 $887.01 to $888.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $888.01 to $889.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $889.01 to $890.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $890.01 to $891.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $891.01 to $892.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $892.01 to $893.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $893.01 to $894.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $894.01 to $895.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $895.01 to $896.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $896.01 to $897.00, inclusive. 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 12 months after vesting commencement date 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. The option provided for vesting as follows: 25% of the option shall vest 12 months after vesting commencement date and 1/48th of shares shall vest each month thereafter until the option is fully vested, subject to continued employment with Google on the applicable vesting dates. This Form 4 is one of two Form 4s filed on July 26, 2013 for transactions effected by the Reporting Person on July 25, 2013. All of the transactions reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plan adopted by the Reporting Person. /s/ Valentina Margulis, as attorney-in-fact for Eric E. Schmidt 2013-07-26