X0306 4 2014-01-02 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 Google Stock Unit 2014-01-02 4 C 0 59 0 D 1334 D Class A Common Stock 2014-01-02 4 C 0 59 0 A 36825 D Google Stock Unit 2014-01-02 4 F 0 41 1120.71 D 1293 D Google Stock Unit 28413 D Google Stock Unit 2584 D Class A Common Stock 55136 I By The Schmidt Family Foundation Class A Common Stock 21152 I By Schmidt Ocean Institute Class A Common Stock 209632 I By Schmidt Science and Philanthropic Foundation Class B Common Stock 0 Class A Common Stock 1194309 1194309 D Class B Common Stock 0 Class A Common Stock 154582 154582 I By Limited Partnership I Class B Common Stock 0 Class A Common Stock 709736 709736 I By Limited Partnership II Class B Common Stock 0 Class A Common Stock 2545750 2545750 I By Trust Option To Purchase Class A Common Stock 612.00 2021-02-02 Class A Common Stock 181840 181840 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: 31/48 of the 4,773 shares vest on September 25, 2013 and 1/48th of the remaining GSUs will vest on October 2, 2013 and each month thereafter until the GSUs are fully vested, subject to continued employment with Google on the applicable vesting dates. Vesting of GSUs grant of which was previously reported in Form 4. Shares withheld to satisfy tax obligations arising out of vesting of GSUs. 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. The GSUs vest as follows: 5/8 of the 8,266 shares vest on September 25, 2013 and 1/16th of the remaining GSUs will vest on November 2, 2013 and each quarter thereafter, subject to continued employment 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. /s/ Valentina Margulis, as attorney-in-fact for Eric E. Schmidt 2014-01-03