Ram Shriram - Nov 7, 2023 Form 4 Insider Report for Alphabet Inc. (GOOG)

Role
Director
Signature
/s/ Valentina Margulis, as Attorney-in-Fact for K. Ram Shriram
Stock symbol
GOOG
Transactions as of
Nov 7, 2023
Transactions value $
-$19,663,143
Form type
4
Date filed
11/9/2023, 03:21 PM
Previous filing
Jul 14, 2023
Next filing
Nov 28, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GOOG Class A Common Stock Gift $0 -174K -25.2% $0.00 517K Oct 13, 2023 Ram Shriram TR UA 09/10/2021 2021 RS Irrevocable Trust F1
transaction GOOG Class A Common Stock Gift $0 +174K +3243.85% $0.00 179K Oct 13, 2023 Direct F1
transaction GOOG Class A Common Stock Sale -$6.78M -51.6K -28.77% $131.33 128K Nov 7, 2023 Direct F2
transaction GOOG Class A Common Stock Sale -$3.05M -23.4K -18.31% $130.55 104K Nov 7, 2023 Direct F3
transaction GOOG Class A Common Stock Gift $0 -155K -23.14% $0.00 515K Oct 13, 2023 Vijay Shriram TR UA 09/10/2021 2021 VS Irrevocable Trust F4
transaction GOOG Class A Common Stock Gift $0 +155K +2961.05% $0.00 160K Oct 13, 2023 By spouse F4
transaction GOOG Class A Common Stock Sale -$3.16M -24.2K -15.11% $130.56 136K Nov 7, 2023 By spouse F5
transaction GOOG Class A Common Stock Sale -$6.67M -50.8K -37.3% $131.34 85.3K Nov 7, 2023 By spouse F6
transaction GOOG Class C Capital Stock Gift $0 -218K -29.65% $0.00 517K Oct 13, 2023 Ram Shriram TR UA 09/10/2021 2021 RS Irrevocable Trust F1
transaction GOOG Class C Capital Stock Gift $0 +218K +62.69% $0.00 565K Oct 13, 2023 Direct F1
transaction GOOG Class C Capital Stock Gift $0 -219K -29.86% $0.00 515K Oct 13, 2023 Vijay Shriram TR UA 09/10/2021 2021 VS Irrevocable Trust F4
transaction GOOG Class C Capital Stock Gift $0 +219K +82.97% $0.00 484K Oct 13, 2023 By Spouse F4
holding GOOG Class A Common Stock 338K Nov 7, 2023 By Limited Partnership
holding GOOG Class A Common Stock 266K Nov 7, 2023 2022 RS Irrevocable Trust UAD 10/28/2022 F7
holding GOOG Class A Common Stock 266K Nov 7, 2023 2022 VS Irrevocable Trust UAD 10/28/2022 F8
holding GOOG Class C Capital Stock 266K Nov 7, 2023 2022 RS Irrevocable Trust UAD 10/28/2022 F7
holding GOOG Class C Capital Stock 266K Nov 7, 2023 2022 VS Irrevocable Trust UAD 10/28/2022 F8
holding GOOG Class C Google Stock Units 820 Nov 7, 2023 Direct F9
holding GOOG Class C Google Stock Units 1.18K Nov 7, 2023 Direct F10
holding GOOG Class C Google Stock Units 2.08K Nov 7, 2023 Direct F11
holding GOOG Class C Google Stock Units 2.61K Nov 7, 2023 Direct F12
* 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 Reflects an annuity payment on October 13, 2023 of 174,000 shares of Class A Common stock and 217,760 shares of Class C Capital stock from the 2021 RS Irrevocable Trust UAD 9/10/2021 (2021 GRAT) to the Reporting Person. The Reporting Person is both trustee and sole annuitant of the 2021 GRAT and believes such annuity payment qualifies as a mere change in form of beneficial ownership of the shares, exempt from Section 16(a) and Section 16(b) pursuant to Rule 16a-13 under the Securities Exchange Act of 1934 (Exchange Act).
F2 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $130.93 to $131.92, 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 (2), (3), (5), and (6) to this Form 4.
F3 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $129.93 to $130.92, inclusive.
F4 Reflects an annuity payment on October 13, 2023 of 155,100 shares of Class A Common stock and 219,280 shares of Class C Capital stock from the 2021 VS Irrevocable Trust UAD 9/10/2021 (2021 VS GRAT) to the Reporting Person's spouse. The Reporting Person's spouse is both trustee and sole annuitant of the 2021 VS GRAT. The Reporting Person believes such annuity payment qualifies as a mere change in form of beneficial ownership of the shares, exempt from Section 16(a) and Section 16(b) pursuant to Rule 16a-13 under the Exchange Act.
F5 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $129.94 to $130.92, inclusive.
F6 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $130.94 to $131.93, inclusive.
F7 The Reporting Person is trustee and beneficiary of the 2022 RS Irrevocable Trust UAD 10/28
F8 The Reporting Person's spouse is trustee and beneficiary of the 2022 VS Irrevocable Trust UAD 10/28/2022.
F9 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 vested 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.
F10 1/48th of GSU grant vested on July 25, 2021 and an additional 1/48th of GSUs will monthly thereafter, subject to continued service on the Board on the applicable vesting dates.
F11 1/48th of GSU grant vested on July 25, 2022 and an additional 1/48th of GSUs will monthly thereafter, subject to continued service on the Board on the applicable vesting dates.
F12 1/48th of GSU grant vested on July 25, 2023 and an additional 1/48th of GSUs will monthly thereafter, subject to continued service on the Board on the applicable vesting dates.

Remarks:

All sale transactions reported in this Form 4 were effected pursuant to Rule 10b5-1 Trading Plans adopted by the Reporting Person and the Reporting Person's spouse on November 30, 2022.