STOCK TITAN

Guardant Health insider report: routine RSU conversion lifts CTO holdings

(Neutral)
(Negative)
Form Type
4

Rhea-AI Filing Summary

On 1 July 2025, Guardant Health, Inc. (GH) filed a Form 4 disclosing routine equity compensation activity by Chief Technology Officer Darya Chudova. Two tranches of previously granted restricted stock units (RSUs) converted into 3,007 common shares at a zero exercise price. To satisfy statutory tax-withholding requirements, 1,525 shares were immediately withheld and disposed of at a market price of $50.71. The net effect is an incremental increase of 1,482 shares, lifting Chudova’s direct beneficial ownership to 81,294 shares.

The derivative table shows Chudova still holds 15,033 unvested RSUs—6,696 from a November 7 2022 grant that vests quarterly through October 2026, and 8,337 from a December 13 2023 grant that vests quarterly through October 2026. Both awards follow typical time-based vesting schedules, and no open-market transactions, 10b5-1 trades, or discretionary sales were reported.

Because the activity stems from standard RSU vesting rather than a voluntary purchase or sale, the filing carries minimal direct market impact. Still, the absence of net selling and the modest increase in insider ownership may be viewed as slightly constructive for investor sentiment.

Positive

  • Net increase of 1,482 shares indicates the CTO retained more stock than was withheld for taxes, slightly strengthening insider alignment.
  • No discretionary open-market sale at the time of vesting can be read as a constructive, albeit weak, sentiment signal.

Negative

  • 1,525 shares disposed at $50.71 to cover taxes, creating minor selling pressure though typical for RSU settlements.
  • Transactions are automatic and provide limited insight into management’s view of valuation, thus offering little actionable information.

Insights

TL;DR – Routine RSU vesting; negligible governance signal, modestly positive that no discretionary sales occurred.

This Form 4 reflects standard equity compensation mechanics. Shares were issued upon vesting, and a portion was surrendered for taxes. Such transactions are pre-programmed and do not indicate a proactive insider view of valuation or strategy. Governance risk remains unchanged, and the slight ownership uptick (+1,482 shares) marginally improves alignment with shareholders. No Rule 10b5-1 indicator was checked, suggesting the event was not part of a trading plan but rather automatic. Overall impact on governance perception: neutral.

TL;DR – Neutral trading signal; insider stake rises, but activity is compensation-driven, not valuation-driven.

Investors typically focus on discretionary insider buying or large open-market selling for actionable cues. Here, we see only RSU settlements—3,007 shares issued, 1,525 withheld. The 1,482-share net increase brings total ownership to 81,294 shares, roughly 0.07 % of GH’s 121 million basic shares outstanding—a non-material delta. Lack of open-market sale at ~$51 suggests no bearish positioning, yet absence of cash purchase limits bullish inference. I classify the filing as not impactful for portfolio positioning.

Insider Chudova Darya
Role Chief Technology Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 1,340 $0.00 $0.00
Exercise Restricted Stock Units 1,667 $0.00 $0.00
Exercise Common Stock 1,340 $0.00 $0.00
Exercise Common Stock 1,667 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,525 $50.71 $77K
Holdings After Transaction: Restricted Stock Units — 15,033 shares (Direct); Common Stock — 81,294 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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FAQ

How many Guardant Health shares did CTO Darya Chudova acquire on July 1 2025?

She acquired 3,007 common shares through RSU vesting.

Why were 1,525 Guardant Health shares disposed of in the Form 4?

The shares were withheld to satisfy tax-withholding obligations connected with RSU vesting, at a price of $50.71.

What is Darya Chudova’s total direct ownership after the reported transactions?

Her direct beneficial ownership stands at 81,294 GH common shares.

How many unvested RSUs does the CTO still hold?

She retains 15,033 unvested RSUs (6,696 from a 2022 grant and 8,337 from a 2023 grant).

Does the Form 4 suggest a bullish or bearish insider view?

It is neutral; the activity is routine compensation-related, with no discretionary buying or large selling.
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*
Chudova Darya

(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 Technology 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 1,340 A $0 81,152 D
Common Stock 07/01/2025 M 1,667 A $0 82,819 D
Common Stock 07/01/2025 F 1,525(1) D $50.71 81,294 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 1,340 (2) (3) Common Stock 1,340 $0 6,696 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 Darya Chudova 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.