FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Alphabet Inc. [ GOOG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/16/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class A Common Stock | 03/16/2023 | S | 21,229 | D | $100 | 161,011 | D | |||
Class A Common Stock | 03/16/2023 | S | 8,054 | D | $100.005 | 152,957 | D | |||
Class A Common Stock | 03/16/2023 | S | 7,216 | D | $100.01 | 145,741 | D | |||
Class A Common Stock | 03/16/2023 | S | 301 | D | $100.015 | 145,440 | D | |||
Class A Common Stock | 03/16/2023 | S | 700 | D | $100.04 | 144,740 | D | |||
Class A Common Stock | 03/16/2023 | S | 22,878 | D | $100 | 137,942 | I | By spouse | ||
Class A Common Stock | 03/16/2023 | S | 14,622 | D | $100.005 | 123,320 | I | By spouse | ||
Class A Common Stock | 337,680 | I | By Limited Partnership | |||||||
Class A Common Stock | 734,324 | I | Ram Shriram TR UA 09/10/2021 2021 RS Irrevocable Trust | |||||||
Class A Common Stock | 734,324 | I | Vijay Shriram TR UA 09/10/2021 2021 VS Irrevocable Trust | |||||||
Class A Common Stock | 265,676 | I | 2022 RS Irrevocable Trust UAD 10/28/2022 | |||||||
Class A Common Stock | 265,676 | I | 2022 VS Irrevocable Trust UAD 10/28/2022 | |||||||
Class C Capital Stock | 265,676 | I | 2022 RS Irrevocable Trust UAD 10/28/2022 | |||||||
Class C Capital Stock | 265,676 | I | 2022 VS Irrevocable Trust UAD 10/28/2022 | |||||||
Class C Capital Stock | 734,324 | I | Vijay Shriram TR UA 09/10/2021 2021 VS Irrevocable Trust | |||||||
Class C Capital Stock | 734,324 | I | Ram Shriram TR UA 09/10/2021 2021 RS Irrevocable Trust | |||||||
Class C Capital Stock | 338,600 | I | By Limited Partnership | |||||||
Class C Capital Stock | 264,280 | I | By Spouse | |||||||
Class C Capital Stock | 345,100 | D | ||||||||
Class C Google Stock Units(1) | 540 | D | ||||||||
Class C Google Stock Units(2) | 1,640 | D | ||||||||
Class C Google Stock Units(3) | 1,640 | D | ||||||||
Class C Google Stock Units(4) | 2,600 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. The Class C Google Stock Units (GSU) entitle the Reporting Person to receive one share of Alphabet Inc. Class C Capital Stock for each share underlying the GSU as GSU vest. 1/48th of GSU grant will vest on July 25, 2019 and an additional 1/48th of GSUs will vest monthly thereafter, subject to continued service on the Board on the applicable vesting dates. |
2. 1/48th of GSU grant will vest on July 25, 2020 and an additional 1/48th of GSUs will vest monthly thereafter, subject to continued service on the Board on the applicable vesting dates. |
3. 1/48th of GSU grant will vest on July 25, 2021 and an additional 1/48th of GSUs will vest monthly thereafter, subject to continued service on the Board on the applicable vesting dates. |
4. 1/48th of GSU grant will vest on July 25, 2022 and an additional 1/48th of GSUs will vest monthly thereafter, subject to continued service on the Board on the applicable vesting dates. |
Remarks: |
All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person and the Reporting Person's spouse on November 30, 2022. |
/s/ Valentina Margulis, as Attorney-in-Fact for K. Ram Shriram | 03/16/2023 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |