Id | Content |
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F1 | The shares were acquired upon the certification by the Leadership Development, Inclusion and Compensation Committee of the Board of Directors for the satisfaction of performance criteria underlying an award of performance stock units (PSUs) granted to the Reporting Person on January 5, 2022 under the terms of Alphabet's Amended and Restated 2021 Stock Plan and applicable PSU award agreement. The award provided that if Alphabet's total shareholder return (TSR) performance relative to S&P 100 companies is between the 25th percentile (for 50% target payout) and 50th percentile (for 100% target payout) for the three-year performance period ending December 31, 2024, the PSU payout will be determined by linear interpolation. Alphabet's TSR for the three-year performance period was 22.55%, which ranked Alphabet's TSR at the 49.49th percentile relative to S&P 100 companies, resulting in a payout of 98.99% of target or 34,108.273 shares, including share-settled dividends. |
F2 | Shares withheld to satisfy tax obligations arising out of vesting of the Reporting Person's PSUs. |
F3 | Class C Google Stock Units (GSUs) entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSUs as each GSUs vests. 1/6th of the GSUs vested on June 25, 2023 and an additional 1/12th of the GSUs will vest quarterly thereafter until the GSUs are fully vested, subject to continuing employment on the applicable vesting dates. |
F4 | 1/6th of the GSUs will vest on June 25, 2024; 1/12th of the GSUs will vest on September 25, 2024, and an additional 1/12th of the GSUs will vest quarterly thereafter on the 25th day of the month until the GSUs are fully vested, subject to continued employment on the applicable vesting dates. |
F5 | The Reporting Person is the settlor, and the Reporting Person's spouse is a trustee of the RAPP 2024 Irrevocable Trust. |
F6 | The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GP Trust One. |
F7 | The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GP Trust Two. |