Alphabet Inc. (NASDAQ: GOOG) director details GSU and DEU awards

Rhea-AI Filing Summary

Alphabet Inc. director R. Martin Chavez reported automatic equity awards linked to a cash dividend distribution on December 15, 2025. He acquired small amounts of Class C Google Stock Units through dividend equivalent units (DEUs), each of which is entitled to convert into one share of Alphabet Class C Capital Stock as it vests.

The reported GSUs and DEUs vest over time, generally with a portion having vested on July 25, 2023 and additional installments vesting monthly, subject to his continued service on the Board. Following these transactions, he beneficially owns 10,090 shares of Alphabet Class C Capital Stock, along with several tranches of Class C Google Stock Units that will settle in Class C shares as they vest.

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^*

CHAVEZ R. MARTIN

(Last) (First) (Middle)

C/O ALPHABET INC.

1600 AMPHITHEATRE PKWY

(Street)

MOUNTAIN VIEW CA 94043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Alphabet Inc. [ GOOGL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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
Class C Google Stock Units(1)	12/15/2025		A		1(2)	A	$0	1,482(3)	D
Class C Google Stock Units(4)	12/15/2025		A		0.8(2)	A	$0	1,133(5)	D
Class C Google Stock Units(6)	12/15/2025		A		0.9(2)	A	$0	1,270(7)	D
Class C Google Stock Units(8)	12/15/2025		A		1(2)	A	$0	1,809(9)	D
Class C Capital Stock								10,090	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

Explanation of Responses:

1. The Class C Google Stock Units (GSU) entitle the Reporting Person to receive one share of Alphabet Inc. Class C Capital Stock for each share underlying the GSU as GSU vest. 1/4th of GSUs vested on July 25, 2023 and an additional 1/48th of GSUs vests on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates.

2. Represents the dividend equivalent units (DEUs) that accrued on the Reporting Person's GSUs held as of December 8 2025, in connection with the cash dividend that was declared by the Issuer and distributed on December 15, 2025. These DEUs will vest on the same schedule as the GSUs on which the DEUs accrued. Each DEU entitles the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the DEU as each DEU vests.

3. Consists of 11 DEUs and 1471 GSUs.

4. 1/48th of GSUs vested on July 25, 2023 and an additional 1/48th of GSUs vests monthly thereafter until the GSUs are fully vested, subject to continued service on such vesting dates.

5. Consists of 8 DEUs and 1125 GSUs.

6. 1/48 of GSUs vests on the 25th day of each month following the grant date for 31 months and on the 1st day of each month for the following 17 months, subject to continued employment on such vesting dates.

7. Consists of 8 DEUs and 1262 GSUs.

8. 1/48 of GSUs will vest on the 25th day of each month following the grant date for 19 months and on the 1st day of each month for the following 29 months, subject to continued service on the Board on the applicable vesting dates.

9. Consists of 3 DEUs and 1806 GSUs.

	/s/ Kenneth Yi, as Attorney-in-Fact for R. Martin Chavez	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 Alphabet (GOOG) disclose in this Form 4?

The filing shows that director R. Martin Chavez acquired small amounts of Class C Google Stock Units on December 15, 2025, primarily as dividend equivalent units (DEUs) tied to a cash dividend that was declared and distributed on that date.

What are Class C Google Stock Units (GSUs) in the Alphabet (GOOG) Form 4?

The Class C Google Stock Units (GSUs) entitle the reporting person to receive one share of Alphabet Inc. Class C Capital Stock for each unit as it vests. The filing explains that portions of these GSUs vest monthly over time, subject to continued service on the Board or continued employment, depending on the grant.

What are dividend equivalent units (DEUs) mentioned in the Alphabet (GOOG) filing?

The Form 4 states that dividend equivalent units (DEUs) accrued on the reporting person’s existing GSUs as of December 8, 2025, in connection with a cash dividend distributed on December 15, 2025. Each DEU will vest on the same schedule as the underlying GSUs and entitles the holder to one share of Alphabet Class C Capital Stock per vested DEU.

How many Alphabet Class C shares does the director own after these transactions?

After the reported transactions, the Form 4 shows the director beneficially owns 10,090 shares of Alphabet Inc. Class C Capital Stock, in addition to multiple tranches of GSUs and DEUs that will convert into Class C shares as they vest.

What vesting schedule applies to the Alphabet GSUs and DEUs in this Form 4?

The filing describes several vesting schedules. For one grant, 1/4 of the GSUs vested on July 25, 2023 and 1/48 vests on the 25th day of each month thereafter, subject to continued Board service. Other grants vest in monthly installments on specified days over multi-year periods, and the related DEUs vest on the same schedules as their underlying GSUs.

What is the reporting person’s role at Alphabet in this insider filing?

The Form 4 identifies the reporting person as a Director of Alphabet Inc. and indicates that the filing is by one reporting person, not a joint filing.