Sundar Pichai - Jan 12, 2022 Form 4 Insider Report for Alphabet Inc. (GOOG)

Role
Chief Executive Officer, Director
Signature
/s/ Valentina Margulis, as Attorney-in-Fact for Sundar Pichai
Stock symbol
GOOG
Transactions as of
Jan 12, 2022
Transactions value $
-$95,808,375
Form type
4
Date filed
1/14/2022, 03:17 PM
Previous filing
Jan 5, 2022
Next filing
Jan 20, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GOOG Class C Capital Stock Award $0 +69K +111.1% $0.00 131K Jan 12, 2022 Direct F1
transaction GOOG Class C Capital Stock Tax liability -$95.8M -34.2K -26.09% $2,800.35* 96.9K Jan 12, 2022 Direct F2
holding GOOG Class A Common Stock 3.26K Jan 12, 2022 Direct
holding GOOG Class C Google Stock Units 30.7K Jan 12, 2022 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GOOG Option to Purchase Class A Common Stock 8.65K Jan 12, 2022 Class A Common Stock 8.65K $318.21 Direct F4
holding GOOG Option to Purchase Class C Capital Stock 8.65K Jan 12, 2022 Class C Capital Stock 8.65K $316.94 Direct F4
* 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 and Compensation Committee of the satisfaction of performance criteria underlying a previously made award of performance-based stock units ("PSUs") granted to the Reporting Person on December 19, 2019 under the terms of Alphabet's Amended and Restated 2012 Stock Plan. Mr. Pichai's Tranche A award provides that if Alphabet's relative total shareholder return (TSR) performance is at or above the 75th percentile of the companies in the S&P 100 for a two-year performance period ending December 31, 2021, the maximum number of PSUs vest in full. Alphabet's TSR for the two-year performance period was 123.62%, which ranked Alphabet at the 96th percentile relative to companies in the S&P 100.
F2 Shares withheld to satisfy tax obligations arising out of vesting of the Reporting Person's PSUs.
F3 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 vests. 1/12th of the GSUs vested on March 25, 2020 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 Option is fully vested.