[Form 4] Guardant Health, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Michael Brian Bell, Chief Financial Officer of Guardant Health, reported changes in his beneficial ownership on 09/15/2025. He received two installments of restricted stock units that resulted in 1,233 and 2,039 common shares being issued (transaction codes M) and the company retained 1,233 shares to cover tax withholding. He sold 1,659 shares at $54.79 (transaction code F). Following these transactions he beneficially owned 46,300 shares.

Positive

• CFO received vested restricted stock units resulting in issuance of 1,233 and 2,039 shares
• Company withheld shares only to satisfy tax obligations, with the retained amount not exceeding the tax liability
• Reporting person continues to hold a material executive stake totaling 46,300 shares after transactions

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: CFO received vesting restricted stock units, some shares were sold to cover tax, net beneficial ownership increased modestly.

The Form 4 discloses routine compensation-related activity rather than an unusual insider trade. Two RSU installments vested, producing 1,233 and 2,039 underlying shares; the company retained 1,233 shares to satisfy tax withholding obligations, a common practice that does not increase or decrease the total award value. Separately, 1,659 shares were disposed of at $54.79, consistent with either tax planning or personal liquidity needs. The reporting person remains a senior insider with 46,300 shares beneficially owned, which is relevant for governance and alignment analysis but does not by itself indicate a material shift in control or strategy.

Securities Analyst

TL;DR: Transactions are compensation vesting and a small sell; impact on outstanding float and valuation is immaterial.

The entries reflect standard equity compensation mechanics: two RSU grants vested and were converted into common shares, with an internal share retention to meet tax withholding. The sale of 1,659 shares at $54.79 reduced direct holdings but overall beneficial ownership rose from pre-transaction levels to 46,300 shares after accounting for all reported movements. There is no indication of error or corrective amendment, and the filings were executed by an attorney-in-fact, which is typical for insider reporting.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bell Michael Brian

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		M		1,233	A	$0	44,261	D
Common Stock	09/15/2025		M		2,039	A	$0	46,300	D
Common Stock	09/15/2025		F		1,659(1)	D	$54.79	44,641	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	09/15/2025		M			1,233	(2)	(3)	Common Stock	1,233	$0	2,466	D
Restricted Stock Units	$0	09/15/2025		M			2,039	(4)	(3)	Common Stock	2,039	$0	6,117	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 May 9, 2022 that vests over a four-year period. 25% of the shares subject to such award vested on March 15, 2023. 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 June 9, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on June 15, 2024. 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 Michael Brian Bell	09/17/2025
	** 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.
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FAQ

What transactions did Guardant Health CFO Michael Bell report on Form 4 (GH)?

The Form 4 reports vesting of RSUs that produced 1,233 and 2,039 common shares, a sale of 1,659 shares at $54.79, and company withholding of 1,233 shares for tax.

What was Michael Bell's beneficial ownership of GH after the reported transactions?

Following the reported transactions on 09/15/2025, Michael Bell beneficially owned 46,300 shares of Guardant Health common stock.

Why were some shares retained by the company in this filing?

The company retained 1,233 shares to meet the tax withholding obligations of the award-holder; the filing states the retained amount was not in excess of the tax liability.

What do the transaction codes M and F mean in this Form 4?

In this filing, M relates to transactions resulting from the issuance or settlement of equity awards (RSUs) and F indicates a sale/disposition of shares; the sale listed was 1,659 shares at $54.79.

When did the reported transactions occur?

The transactions occurred on 09/15/2025, as shown in the Form 4.