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Guardant Health (GH) co-CEO exercises RSUs and pays taxes in stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Guardant Health, Inc. director and Co-Chief Executive Officer Helmy Eltoukhy, through the Helmy A. Eltoukhy Revocable Trust, reported routine equity compensation activity involving restricted stock units and related tax withholding.

On June 30 and July 1, 2026, a total of 36,529 restricted stock units were converted into an equal number of shares of common stock at a conversion price of $0.00 per share. To satisfy tax withholding obligations tied to these vestings, 18,514 shares of common stock were retained by the company at prices of $150.03 and $170.77 per share, as noted in the footnotes. These F-code dispositions reflect payment of tax liabilities rather than open-market sales.

Positive

  • None.

Negative

  • None.
Insider Eltoukhy Helmy
Role Co-Chief Executive Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 23,997 $0.00 --
Exercise Restricted Stock Units 9,715 $0.00 --
Exercise Common Stock 23,997 $0.00 --
Exercise Common Stock 9,715 $0.00 --
Tax Withholding Common Stock 17,086 $170.77 $2.92M
Exercise Restricted Stock Units 2,817 $0.00 --
Exercise Common Stock 2,817 $0.00 --
Tax Withholding Common Stock 1,428 $150.03 $214K
Holdings After Transaction: Restricted Stock Units — 47,995 shares (Direct, null); Common Stock — 2,038,305 shares (Indirect, Shares held by Helmy A. Eltoukhy Revocable Trust)
Footnotes (1)
  1. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability. This represents a restricted stock unit award granted on March 17, 2026 that vests in four equal installments on the last day of each calendar quarter, March 31, 2026, June 30, 2026, September 30, 2026, and December 31, 2026. Not applicable for Restricted Stock Units. This represents a restricted stock unit award granted on March 18, 2024 that vests over a three-year period. 33% of the shares subject to such award vested on January 1, 2025 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter. This represents a restricted stock unit award granted on March 12, 2025 that vests over a three-year period. 33% of the shares subject to such award vested on January 1, 2026 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.
RSUs converted 36,529 shares Total restricted stock units exercised into common stock on June 30 and July 1, 2026
Shares withheld for taxes 18,514 shares Total common shares retained by company for tax withholding on June 30 and July 1, 2026
Tax withholding price $150.03/share F-code disposition price for 1,428 shares of common stock on June 30, 2026
Tax withholding price $170.77/share F-code disposition price for 17,086 shares of common stock on July 1, 2026
Derivative exercises 36,529 shares Exercise or conversion of restricted stock units to common stock (M-code) per transaction summary
Tax-withholding dispositions 18,514 shares Shares delivered for tax liabilities (F-code) per transaction summary
Restricted Stock Units financial
"This represents a restricted stock unit award granted on March 17, 2026 that vests in four equal installments"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder"
revocable trust financial
"Shares held by Helmy A. Eltoukhy Revocable Trust"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
non-derivative financial
"transaction_type": "non-derivative""
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a 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). See Instruction 10.
1. Name and Address of Reporting Person*
Eltoukhy Helmy

(Last)(First)(Middle)
3100 HANOVER STREET

(Street)
PALO ALTO CALIFORNIA 94304

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Guardant Health, Inc. [ GH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Co-Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/30/2026M2,817A$02,015,736IShares held by Helmy A. Eltoukhy Revocable Trust
Common Stock06/30/2026F1,428(1)D$150.032,014,308IShares held by Helmy A. Eltoukhy Revocable Trust
Common Stock07/01/2026M23,997A$02,038,305IShares held by Helmy A. Eltoukhy Revocable Trust
Common Stock07/01/2026M9,715A$02,048,020IShares held by Helmy A. Eltoukhy Revocable Trust
Common Stock07/01/2026F17,086(1)D$170.772,030,934IShares held by Helmy A. Eltoukhy Revocable Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$006/30/2026M2,817 (2) (3)Common Stock2,817$05,634D
Restricted Stock Units$007/01/2026M23,997 (4) (3)Common Stock23,997$047,995D
Restricted Stock Units$007/01/2026M9,715 (5) (3)Common Stock9,715$058,296D
Explanation of Responses:
1. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability.
2. This represents a restricted stock unit award granted on March 17, 2026 that vests in four equal installments on the last day of each calendar quarter, March 31, 2026, June 30, 2026, September 30, 2026, and December 31, 2026.
3. Not applicable for Restricted Stock Units.
4. This represents a restricted stock unit award granted on March 18, 2024 that vests over a three-year period. 33% of the shares subject to such award vested on January 1, 2025 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.
5. This represents a restricted stock unit award granted on March 12, 2025 that vests over a three-year period. 33% of the shares subject to such award vested on January 1, 2026 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.
Remarks:
/s/ John G. Saia, as attorney-in-fact for Helmy Eltoukhy07/02/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Guardant Health (GH) report for Helmy Eltoukhy?

Guardant Health reported that Helmy Eltoukhy, via his revocable trust, had restricted stock units convert into 36,529 shares of common stock, with 18,514 shares withheld by the company to cover tax obligations linked to the vesting events.

Were the Guardant Health (GH) transactions open-market buys or sells?

No, the transactions were not open-market trades. They reflect RSU vesting and related tax withholding, coded as M (derivative exercise) and F (tax-withholding disposition), where shares were retained by the company to satisfy tax liabilities on equity compensation.

How many Guardant Health (GH) shares were withheld for taxes in this Form 4?

The filing shows 18,514 shares of Guardant Health common stock were retained by the company to meet tax withholding obligations, at prices of $150.03 and $170.77 per share, in connection with the vesting of restricted stock unit awards.

What volume of restricted stock units vested for Guardant Health (GH) co-CEO Helmy Eltoukhy?

A total of 36,529 restricted stock units vested and were converted into an equal number of Guardant Health common shares at a conversion price of $0.00 per share, reflecting equity compensation rather than open-market purchasing activity.

Who holds the Guardant Health (GH) shares involved in these insider transactions?

The common stock involved is held indirectly through the Helmy A. Eltoukhy Revocable Trust, as disclosed in the nature of ownership field. Some derivative positions were held directly as restricted stock units that converted into Guardant Health common shares upon vesting.

What do the Form 4 F and M codes mean in Guardant Health (GH)’s filing?

Code M indicates exercise or conversion of derivative securities, here restricted stock units converting into common stock at $0.00. Code F denotes a tax-withholding disposition, where the company retains shares to pay exercise or vesting-related tax liabilities for the award-holder.