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

Rhea-AI Filing Summary

Guardant Health, Inc. (GH) – Form 4 insider transaction summary for Co-CEO & Director AmirAli Talasaz. The filing covers activity on 06/30/2025 and 07/01/2025.

• Option / RSU exercises (Code M): 4,815 shares were issued on 06/30/2025 and 23,997 shares on 07/01/2025 at a $0 exercise price, representing vested restricted stock units.
• Shares withheld for taxes (Code F): 2,441 shares (avg. $52.04) on 06/30/2025 and 12,162 shares (avg. $50.71) on 07/01/2025 were retained by the company to satisfy withholding obligations.
• Open-market sales (Code S): 72,068 shares sold at a weighted avg. price of $50.6715 (price range $50.08-$51.07) and 27,932 shares sold at a weighted avg. price of $51.4047 (range $51.08-$51.94) on 07/01/2025. All sales were executed under a Rule 10b5-1 trading plan adopted on 12/17/2024.
• Net effect: Beneficial ownership fell from 2,074,271 to 1,983,665 shares, a decrease of 90,606 shares (~4.4% of the prior direct holdings). Derivative holdings now show 9,629 and 143,983 unvested RSUs under two separate awards.

The transactions were routine equity award vesting, tax withholding, and pre-planned sales. No cash was paid for option/RSU exercises, and the filing does not disclose any changes to company fundamentals or guidance.

Positive

• Sales conducted under a pre-planned Rule 10b5-1 trading plan, reducing the risk of perceived opportunistic timing.
• Executive continues to hold approximately 1.98 million shares and over 150k unvested RSUs, indicating continued alignment with shareholders.

Negative

• Net reduction of 90,606 shares (≈4.4% of prior holdings) by the Co-CEO may be interpreted as diminished confidence.
• Open-market sales of 100,000 shares at ≈$51 could signal the executive believes current valuation is attractive for profit-taking.

Insights

Financial Analyst

TL;DR: Co-CEO reduced direct stake by ~90k shares under 10b5-1; impact modest.

Although insider sales often raise caution, several mitigating factors apply here. The majority of the disposals (100,000 shares) were executed according to a pre-established Rule 10b5-1 plan, signalling this was scheduled rather than opportunistic. Roughly 15% of shares disposed (14,603) were withheld solely to cover tax obligations on newly vested RSUs and therefore do not represent market selling pressure. The remaining net sale equates to only ~4.4% of Mr. Talasaz’s previously held 2.07 million shares, leaving him with nearly 2 million shares plus substantial unvested RSUs, which maintains a strong alignment of interests. Consequently, while the market may view any insider selling negatively, the limited scale relative to ownership and the rule-based plan lessen the significance.

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).

X

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^*

Talasaz AmirAli

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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	06/30/2025		M		4,815	A	$0	2,074,271	D
Common Stock	06/30/2025		F		2,441(1)	D	$52.04	2,071,830	D
Common Stock	07/01/2025		S		72,068(2)	D	$50.6715(3)	1,999,762	D
Common Stock	07/01/2025		S		27,932(2)	D	$51.4047(4)	1,971,830	D
Common Stock	07/01/2025		M		23,997	A	$0	1,995,827	D
Common Stock	07/01/2025		F		12,162(1)	D	$50.71	1,983,665	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	06/30/2025		M			4,815	(5)	(6)	Common Stock	4,815	$0	9,629	D
Restricted Stock Units	$0	07/01/2025		M			23,997	(7)	(6)	Common Stock	23,997	$0	143,983	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 transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 17, 2024.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.08 to $51.07 per share, inclusive. The holder undertakes to provide, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.08 to $51.94 per share, inclusive. The holder undertakes to provide, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. This represents a restricted stock unit award granted on March 12, 2025 that vests in four equal installments on the last day of each calendar quarter, March 31, 2025, June 30, 2025, September 30, 2025, and December 31, 2025.

6. Not applicable for Restricted Stock Units.

7. This restricted stock unit award vested with respect to 1/3 of the shares on January 1, 2025. The remaining shares vest quarterly for the remaining twenty-four months.

Remarks:

	/s/ John G. Saia, as attorney-in-fact for AmirAli Talasaz	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many Guardant Health shares did Co-CEO AmirAli Talasaz sell?

He sold 100,000 shares on 07/01/2025 under a Rule 10b5-1 plan.

What was the average sale price for the GH insider transaction?

Weighted average prices were $50.6715 and $51.4047 per share for the two sale blocks.

Did the executive exercise options or RSUs?

Yes. He exercised 28,812 RSUs at a $0 exercise price on 06/30 and 07/01/2025.

How many shares does AmirAli Talasaz now own?

After the transactions, he directly owns 1,983,665 common shares plus 153,612 unvested RSUs.

Were these GH insider sales part of a 10b5-1 plan?

Yes. The filing states the trades were made under a Rule 10b5-1 plan adopted on 12/17/2024.