Sundar Pichai - Jan 23, 2025 Form 4 Insider Report for Alphabet Inc. (GOOGL)

Signature
/s/ Valentina Margulis, as Attorney-in-Fact for Sundar Pichai
Stock symbol
GOOGL
Transactions as of
Jan 23, 2025
Transactions value $
-$134,962,641
Form type
4
Date filed
1/24/2025, 09:20 PM
Previous filing
Dec 27, 2024

Transactions Table

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 December 19, 2022 under the terms of Alphabet's Amended and Restated 2021 Stock Plan and applicable PSU award agreement. Mr. Pichai's Tranche A award provided that if Alphabet's total shareholder return relative to S&P 100 companies (TSR ) performance is between the 55th percentile (for 100% target payout) and 75th percentile (for the maximum 200% target payout) for the two-year performance period ended December 31, 2024, the PSU payout will be determined by linear interpolation. Alphabet's TSR for the two-year performance period was 85.91%, which ranked Alphabet's TSR at the 83.84th percentile, resulting in a payout of 200% or 1,343,392 shares, including share-settled dividends.
F2 Shares withheld to statisfy tax obligations arising out of vesting of the Reporting Person's PSUs.
F3 Class C GSUs entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU as GSU vests. 1/12th of the GSU vested on March 25, 2023 and an additional 1/12th of the GSU will vest quarterly thereafter until the GSUs are fully vested, subject to continuing employment on the applicable vesting dates.