Ruth Porat (NASDAQ: GOOG) converts GSUs and gifts Class C shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Alphabet Inc. President and CIO Ruth Porat reported several equity-related transactions involving Class C shares and stock units. On April 25, 2026, 6,495 Class C Google Stock Units converted into an equal number of Class C Capital Stock, and 6,555 units were withheld at $342.32 per share to cover tax obligations from vesting. Earlier, on November 11, 2025 and March 16, 2026, she made bona fide gifts totaling 234,710 Class C shares to family trusts. After these moves, she directly holds 900,940 Class C shares and maintains additional direct and indirect holdings in Class C Google Stock Units and trust-held shares.
Positive
- None.
Negative
- None.
Insights
Porat’s Form 4 shows routine vesting, tax withholding, and gifts, not market trades.
Ruth Porat converted 6,495 Class C Google Stock Units into Class C Capital Stock and had 6,555 units withheld at $342.32 per share to pay taxes from vesting. These are standard compensation and tax events rather than open‑market buying or selling.
She also completed bona fide gifts totaling 234,710 Class C shares to RAPP 2024 family trusts, as described in the footnotes. Following these transactions, she still directly holds 900,940 Class C shares plus substantial stock units and indirect trust holdings, indicating a large continuing equity position.
Insider Trade Summary
234,710 shares gifted
Mixed
10 txns
Insider
Porat Ruth
Role
President and CIO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class C Google Stock Units | 6,495 | $0.00 | -- |
| Tax Withholding | Class C Google Stock Units | 6,555 | $342.32 | $2.24M |
| Conversion | Class C Capital Stock | 6,495 | $0.00 | -- |
| Gift | Class C Capital Stock | 53,305 | $0.00 | -- |
| Gift | Class C Capital Stock | 53,305 | $0.00 | -- |
| Grant/Award | Class C Google Stock Units | 32 | $0.00 | -- |
| Grant/Award | Class C Google Stock Units | 55 | $0.00 | -- |
| Gift | Class C Capital Stock | 64,050 | $0.00 | -- |
| Gift | Class C Capital Stock | 64,050 | $0.00 | -- |
| holding | Class C Capital Stock | -- | -- | -- |
Holdings After Transaction:
Class C Google Stock Units — 77,404 shares (Direct, null);
Class C Capital Stock — 900,940 shares (Direct, null);
Class C Capital Stock — 921,695 shares (Indirect, RAPP 2024 GT Trust Two)
Footnotes (1)
- The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GT Trust One. Represents a distribution of Class C Capital Stock in accordance with the required metric reqyurements and terms of the RAPP 2024 GT Trust One Agreement. Class C Google Stock Units (GSUs) entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSUs as each GSU vests.1/6th of the GSUs vested on June 25, 2024; 1/12th of the GSUs vested on September 25, 2024, and an additional 1/12th of the GSUs vests quarterly thereafter on the 25th day of the month until the GSUs are fully vested, subject to continued employment on the applicable vesting dates. The GSUs vest as follows: (i) 27/260th of the grant will vest on each March 25, 2025, June 25, 2025, September 25, 2025 and December 25, 2025; and (ii) 19/260th of the grant will vest quarterly on the 25th day of the month from March 25, 2026 through December 25, 2026, and on the 1st day of the month from April 1, 2027 through January 1, 2028, subject to continued employment on the applicable vesting dates. 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. The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GT Trust Two. Represents a distribution of Class C Capital Stock in accordance with the required metric requirements and terms of the RAPP 2024 GT Trust Two Agreement. 7/45 of GSUs will vest on the 25th of the month of the Grant Date (April 8, 2026); 7/180 of GSUs will vest on the 25th of the month 1 month(s) after the Grant Date, vesting 7/180 every 1 month(s) for 8 event(s); 1/45 of GSUs will vest on the 25th of the month 9 month(s) after the Grant Date; 2/45 of GSUs will vest on the 1st of the month 10 month(s) after the Grant Date; 1/45 of GSUs will vest on the 1st of the month 11 month(s) after the Grant Date, vesting 1/45 every 1 month(s) for 21 event(s), subject to continued employment on such vesting date(s). Vesting of GSU grant of which was previously reported in Form 4. Shares withheld to satisfy tax obligations arising out of vesting of GSUs. The Reporting Person is the settlor, and the Reporting Person's spouse is a trustee of the RAPP 2024 Irrevocable Trust.
Key Figures
GSUs converted to Class C stock: 6,495 shares
Shares withheld for taxes: 6,555 units at $342.32
Total gifted Class C shares: 234,710 shares
+5 more
8 metrics
GSUs converted to Class C stock
6,495 shares
Conversion on April 25, 2026
Shares withheld for taxes
6,555 units at $342.32
Tax-withholding disposition on April 25, 2026
Total gifted Class C shares
234,710 shares
Bona fide gifts on Nov 11, 2025 & Mar 16, 2026
Direct Class C shares after conversion
900,940 shares
Direct holdings after April 25, 2026 transaction
Direct Class C GSUs after April 25, 2026
77,404 units
Class C Google Stock Units remaining
Indirect GT Trust One holdings
135,950 shares
Class C Capital Stock held by RAPP 2024 GT Trust One
Indirect Irrevocable Trust holdings
120,000 shares
Class C Capital Stock held by RAPP 2024 Irrevocable Trust
Dividend equivalent units accrued
55 units
DEUs accrued on GSUs as of Dec 8, 2025
Key Terms
Class C Google Stock Units, Class C Capital Stock, dividend equivalent units, bona fide gift, +2 more
6 terms
Class C Google Stock Units financial
"Class C Google Stock Units (GSUs) entitle the Reporting Person to receive one share"
Class C Capital Stock financial
"Class C Google Stock Units (GSUs) entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock"
dividend equivalent units financial
"Represents the dividend equivalent units (DEUs) that accrued on the Reporting Person's GSUs"
bona fide gift financial
"transaction_code_description": "Bona fide gift""
grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
FAQ
What did Alphabet (GOOG) executive Ruth Porat report in this Form 4?
Ruth Porat reported equity compensation and gift transactions, including GSU conversions into Class C Capital Stock, tax-withholding dispositions, and bona fide gifts to family trusts. These moves adjust how her Alphabet exposure is held without open-market buying or selling.
What tax-withholding transactions did Ruth Porat report for Alphabet (GOOG)?
Porat reported 6,555 Class C Google Stock Units disposed of at $342.32 per share to satisfy tax obligations from GSU vesting. This F-code transaction reflects issuer withholding for taxes, not an open-market sale decision, and is common in stock-based compensation programs.
How do Google Stock Units (GSUs) work for Alphabet (GOOG) executives like Ruth Porat?
Class C Google Stock Units entitle the holder to one share of Alphabet Class C Capital Stock per unit as they vest. Footnotes describe detailed quarterly and monthly vesting schedules, with dividend equivalent units accruing and vesting on the same timelines as the underlying GSUs.