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Guardant Health CCO adds to stake as RSUs vest; no market sales

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

Rhea-AI Filing Summary

Guardant Health, Inc. (GH) – Form 4 insider transaction, filed 2 Jul 2025

Chief Commercial Officer Chris Freeman reported automatic vesting of two restricted-stock-unit (RSU) tranches on 1 Jul 2025:

  • 1,929 shares from a November 2022 RSU grant.
  • 1,667 shares from a December 2023 RSU grant.

Both conversions were coded “M” (exempt), reflecting zero exercise price. To cover associated tax obligations, the company withheld 1,532 shares (Code “F”) at a market price of $50.71.

After the transactions, Freeman’s direct ownership rose by a net ≈2,064 shares to 48,821 shares. No open-market purchases or discretionary sales occurred; all movements relate to routine equity compensation vesting and withholding.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine RSU vesting; minor net increase in C-suite holdings, no material signal.

The filing shows standard quarterly RSU vesting for Guardant Health’s CCO. Roughly 3.6 k shares vested, with 1.5 k withheld for taxes, yielding a modest 2.1 k-share net addition. At today’s price (~$50–51) the gross value is about $182 k—immaterial to GH’s $5 bn+ market cap. Because no discretionary sale occurred and the executive retained the majority of shares, the event is largely neutral from a sentiment and liquidity standpoint. It does, however, marginally align management with shareholders through increased equity ownership. Overall impact: negligible.

Insider Freeman Chris
Role Chief Commercial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 1,929 $0.00 $0.00
Exercise Restricted Stock Units 1,667 $0.00 $0.00
Exercise Common Stock 1,929 $0.00 $0.00
Exercise Common Stock 1,667 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,532 $50.71 $78K
Holdings After Transaction: Restricted Stock Units — 17,979 shares (Direct); Common Stock — 48,821 shares (Direct)
Footnotes (4)
  1. F1. 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. F2. This represents a restricted stock unit award granted on November 7, 2022 that vests over a four-year period. 25% of the shares subject to such award vested on October 1, 2023 and the remaining 75% of the shares vests in equal quarterly installments over the remaining three-year period thereafter.
  3. F3. Not applicable for Restricted Stock Units.
  4. F4. This represents a restricted stock unit award granted on December 13, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2024 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

How many Guardant Health (GH) shares did the CCO acquire on 1 Jul 2025?
Chris Freeman received 3,596 shares via RSU vesting (1,929 + 1,667).

Were any GH shares sold on the open market?
No open-market sales occurred; 1,532 shares were withheld by the company solely for tax purposes.

What is the executive’s total GH share ownership after the filing?
Freeman now directly owns 48,821 GH shares.

Does the transaction indicate insider confidence in GH?
The filing reflects routine compensation vesting; it does not constitute a discretionary purchase or sale, so signalling value is limited.

What was the reported share price for the tax-withheld shares?
The withheld shares were priced at $50.71.
SEC Form 4
FORM 4 UNITED 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*
Freeman Chris
(Last) (First) (Middle)
3100 HANOVER STREET
(Street)
PALO ALTO CA 94304
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Guardant Health, Inc. [ GH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Commercial Officer
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 07/01/2025 M 1,929 A $0 48,686 D
Common Stock 07/01/2025 M 1,667 A $0 50,353 D
Common Stock 07/01/2025 F 1,532(1) D $50.71 48,821 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0 07/01/2025 M 1,929 (2) (3) Common Stock 1,929 $0 9,642 D
Restricted Stock Units $0 07/01/2025 M 1,667 (4) (3) Common Stock 1,667 $0 8,337 D
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 November 7, 2022 that vests over a four-year period. 25% of the shares subject to such award vested on October 1, 2023 and the remaining 75% of the shares vests in equal quarterly installments over the remaining three-year period thereafter.
3. Not applicable for Restricted Stock Units.
4. This represents a restricted stock unit award granted on December 13, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2024 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 Chris Freeman 07/02/2025
** Signature of Reporting Person Date
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.

Source: View Original Filing on SEC EDGAR