Guardant Health (GH) CMO exercises RSUs; shares withheld to cover taxes

Rhea-AI Filing Summary

Guardant Health Chief Medical Officer Craig Eagle exercised and vested stock awards, with part withheld for taxes. On March 15, 2026, performance-based and time-based restricted stock units covering 13,712 and 1,402 shares of common stock, respectively, were converted into common shares at no exercise price. The company retained 7,661 shares of common stock at $85.49 per share to satisfy Dr. Eagle’s tax withholding obligations related to this vesting, rather than selling shares on the open market. Following these transactions, Dr. Eagle directly holds 66,380 shares of Guardant Health common stock. No remaining derivative awards related to these units are shown after this filing.

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).

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^*

EAGLE CRAIG

(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 Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		M		13,712	A	$0	72,639	D
Common Stock	03/15/2026		M		1,402	A	$0	74,041	D
Common Stock	03/15/2026		F		7,661(1)	D	$85.49	66,380	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
Performance-Based Restricted Stock Units	$0	03/15/2026		M			13,712	(2)	(3)	Common Stock	13,712	$0	0	D
Restricted Stock Units	$0	03/15/2026		M			1,402	(4)	(3)	Common Stock	1,402	$0	1,402	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 performance-based restricted stock unit award granted on June 7, 2023 with a 3-year performance metric. The second tranche metric was achieved and the shares vested on March 15, 2026.

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 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 Craig Eagle	03/17/2026
	** 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).
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FAQ

What did Guardant Health (GH) Chief Medical Officer Craig Eagle report on this Form 4?

Craig Eagle reported the vesting and conversion of restricted stock units into Guardant Health common stock, along with shares withheld to cover tax obligations. These transactions reflect compensation-related equity events rather than open-market buying or selling activity.

How many Guardant Health (GH) restricted stock units vested for Craig Eagle?

A performance-based award covering 13,712 units and a time-based award covering 1,402 units vested for Craig Eagle. Both awards converted into an equal number of Guardant Health common shares at a zero exercise price as part of his equity compensation.

How many Guardant Health (GH) shares were withheld for Craig Eagle’s taxes and at what price?

Guardant Health retained 7,661 shares of common stock from Craig Eagle at $85.49 per share to satisfy tax withholding obligations. The company notes this amount did not exceed his associated tax liability for the vesting event.

How many Guardant Health (GH) shares does Craig Eagle own after these transactions?

After the vesting, conversions, and tax withholding, Craig Eagle directly holds 66,380 shares of Guardant Health common stock. This figure reflects his updated equity position following the March 15, 2026 compensation-related transactions reported in the Form 4.

Were Craig Eagle’s Guardant Health (GH) transactions open-market buys or sells?

The transactions were not open-market trades. They reflect the exercise and conversion of restricted stock units into common shares, plus shares withheld by the company to pay taxes, rather than discretionary purchases or sales on the stock market.

What performance conditions applied to Craig Eagle’s Guardant Health (GH) performance-based units?

The performance-based restricted stock unit award, granted June 7, 2023, carried a three-year performance metric. The second tranche metric was achieved, and those units vested on March 15, 2026, triggering conversion into Guardant Health common shares.