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Guardant Health (GH) Chief Legal Officer reports RSU vesting and share withholding

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

Rhea-AI Filing Summary

Guardant Health, Inc. reported insider equity activity by its Chief Legal Officer, John G. Saia. On 12/15/2025, 1,020 restricted stock units were converted to common stock at an exercise price of $0, increasing his directly held common shares to 44,192 before related tax actions. On the same date, 535 common shares were withheld and disposed of at $102.67 per share to satisfy tax withholding obligations tied to the vesting of the restricted stock units, leaving him with 43,657 common shares held directly.

The derivative securities table shows that these transactions relate to a restricted stock unit award granted on June 9, 2023, covering common stock. After the reported conversion of 1,020 units, Saia continues to hold 2,039 restricted stock units, which vest over a three-year period, with 33% having vested on June 15, 2024 and the remaining 67% vesting in equal quarterly installments over the following two years.

Positive

  • None.

Negative

  • None.
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*
Saia John G.

(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 Legal 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 1,020 A $0 44,192 D
Common Stock 12/15/2025 F 535(1) D $102.67 43,657 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 1,020 (2) (3) Common Stock 1,020 $0 2,039 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 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).
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.

FAQ

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

Guardant Health disclosed that its Chief Legal Officer, John G. Saia, had 1,020 restricted stock units converted into common stock at an exercise price of $0 on 12/15/2025, and that a portion of the resulting shares was withheld to cover taxes.

How many Guardant Health (GH) shares does the reporting person own after the transaction?

Following the reported transactions on 12/15/2025, Chief Legal Officer John G. Saia beneficially owns 43,657 shares of Guardant Health common stock directly, in addition to holding restricted stock units.

How many shares were withheld for taxes in the Guardant Health (GH) Form 4 filing?

The filing states that 535 common shares were retained by Guardant Health at a price of $102.67 per share to satisfy the award-holder’s tax withholding obligations related to vesting of restricted stock units. The amount retained was not in excess of the tax liability.

What are the details of the restricted stock unit award reported by Guardant Health (GH)?

The restricted stock unit award reported was granted on June 9, 2023. According to the filing, 33% of the shares subject to the award vested on June 15, 2024, and the remaining 67% vest in equal quarterly installments over the following two years.

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

After the conversion of 1,020 restricted stock units into common stock reported in this filing, Chief Legal Officer John G. Saia continues to hold 2,039 restricted stock units related to Guardant Health common stock.

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

The reporting person in this filing, John G. Saia, is identified as an officer of Guardant Health, Inc., serving as the company’s Chief Legal Officer, and the Form 4 is filed for a single reporting person.

Guardant Health

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13.31B
123.47M
4.5%
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6.43%
Diagnostics & Research
Services-medical Laboratories
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United States
PALO ALTO