John Kent Walker - Sep 25, 2023 Form 4 Insider Report for Alphabet Inc. (GOOG)

Signature
/s/ Valentina Margulis, as Attorney-in-Fact for J. Kent Walker
Stock symbol
GOOG
Transactions as of
Sep 25, 2023
Transactions value $
-$9,293,655
Form type
4
Date filed
9/27/2023, 08:19 PM
Previous filing
Sep 7, 2023
Next filing
Oct 2, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GOOG Class C Google Stock Units Conversion of derivative security $0 -23.5K -25.21% $0.00 69.7K Sep 25, 2023 Direct F1, F2
transaction GOOG Class C Google Stock Units Tax liability -$3.03M -23.1K -33.15% $131.25 46.6K Sep 25, 2023 Direct F1, F3
transaction GOOG Class C Google Stock Units Conversion of derivative security $0 -5.19K -8.4% $0.00 56.6K Sep 25, 2023 Direct F2, F4
transaction GOOG Class C Google Stock Units Tax liability -$670K -5.11K -9.02% $131.25 51.5K Sep 25, 2023 Direct F3, F4
transaction GOOG Class C Google Stock Units Conversion of derivative security $0 -7.11K -5.04% $0.00 134K Sep 25, 2023 Direct F2, F5
transaction GOOG Class C Google Stock Units Tax liability -$918K -6.99K -5.22% $131.25 127K Sep 25, 2023 Direct F3, F5
transaction GOOG Class C Capital Stock Conversion of derivative security $0 +35.8K +152.41% $0.00 59.3K Sep 25, 2023 Direct F2
transaction GOOG Class C Capital Stock Sale -$2.39M -18.4K -34.46% $130.11 34.9K Sep 27, 2023 By Arete Trust, John Kent Walker and Diana Ruth Walsh, Trustees F6
transaction GOOG Class C Capital Stock Sale -$1.98M -15.1K -43.34% $130.91 19.8K Sep 27, 2023 By Arete Trust, John Kent Walker and Diana Ruth Walsh, Trustees F7
transaction GOOG Class C Capital Stock Sale -$303K -2.3K -11.63% $131.53 17.5K Sep 27, 2023 By Arete Trust, John Kent Walker and Diana Ruth Walsh, Trustees F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The 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 GSU as GSU vests. 1/8th of the GSU grant vested on June 25, 2020 and an additional 1/16th vests quarterly thereafter until fully vested, in each case subject to continued employment on the applicable vesting dates.
F2 Vesting of GSUs grant of which was previously reported in Form 4.
F3 Shares withheld to satisfy tax obligations arising out of vesting of GSUs.
F4 1/12th of the GSU grant vested on March 25, 2022 and an additional 1/12th will vest quarterly thereafter until fully vested, in each case subject to continued employment on the applicable vesting dates.
F5 1/6th of the GSU grant vested on June 25, 2023 and an additional 1/12th of the grant will vest quarterly thereafter until fully vested, in each case subject to continuing employment on the applicable vesting dates.
F6 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $129.42 to $130.41, inclusive. The Reporting Person undertakes to provide to any security holder of Alphabet Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (6) through (8) to this Form 4.
F7 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $130.42 to $131.41, inclusive.
F8 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $131.42 to $132.41, inclusive.

Remarks:

All sale transactions were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on May 31, 2023.