Guardant Health (GH) CCO acquires shares and covers taxes via RSUs

Rhea-AI Filing Summary

Guardant Health, Inc. reported an insider stock transaction by its Chief Commercial Officer. On December 15, 2025, the officer acquired 1,402 shares of common stock at $0 when a portion of a restricted stock unit (RSU) award vested. On the same date, 594 shares were withheld and disposed of at $102.67 per share to cover tax withholding obligations, as explained in the footnotes.

After these transactions, the officer directly owned 26,795 shares of Guardant Health common stock. The RSU award was originally granted on June 9, 2023; 33% vested on June 15, 2024, and the remaining 67% is scheduled to vest in equal quarterly installments over the following two years. Following the reported transaction, 2,804 restricted stock units remained beneficially owned.

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^*

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)
12/15/2025

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	12/15/2025		M		1,402	A	$0	27,389	D
Common Stock	12/15/2025		F		594(1)	D	$102.67	26,795	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	12/15/2025		M			1,402	(2)	(3)	Common Stock	1,402	$0	2,804	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 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.

3. Not applicable for Restricted Stock Units.

Remarks:

	/s/ John G. Saia, as attorney-in-fact for Chris Freeman	12/17/2025
	** 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).
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FAQ

What insider transaction did Guardant Health (GH) disclose for December 15, 2025?

Guardant Health disclosed that its Chief Commercial Officer acquired 1,402 shares of common stock at $0 upon the vesting of restricted stock units and had 594 shares withheld and disposed of at $102.67 per share to cover tax obligations.

How many Guardant Health (GH) shares does the reporting officer own after this Form 4 transaction?

Following the reported transactions, the officer beneficially owned 26,795 shares of Guardant Health common stock directly.

What are the terms of the Guardant Health (GH) restricted stock unit award mentioned?

The RSU award was granted on June 9, 2023. 33% of the shares vested on June 15, 2024, and the remaining 67% vests in equal quarterly installments over the subsequent two-year period.

How many restricted stock units does the Guardant Health (GH) officer still hold?

After the December 15, 2025 transaction, the officer beneficially owned 2,804 restricted stock units, each representing the right to receive one share of Guardant Health common stock.

Why were 594 Guardant Health (GH) shares disposed of in this insider filing?

The 594 shares were retained by the company to satisfy the officer’s tax withholding obligations related to the vesting of an installment of the restricted stock units, and the amount retained did not exceed the tax liability.

What is the role of the reporting person in Guardant Health (GH)?

The reporting person is an officer of Guardant Health, serving as the company’s Chief Commercial Officer.