GOOG Insider Filing: John K. Walker Reports GSU Vesting and Tax Withholding

Rhea-AI Filing Summary

John Kent Walker, President, Global Affairs and CLO of Alphabet Inc., reported multiple transactions on 09/25/2025 involving Class C Google Stock Units (GSUs) and Class C capital stock. Several GSUs vested and were disposed: transactions show dispositions of 7,059; 4,730; and 6,030 GSUs at $0 (likely vesting deliveries) and dispositions of 7,138; 4,783; and 6,098 GSUs at $247.83 per share for tax withholding, resulting in reduced holdings. After these transactions he directly owned 41,322 shares of Class C capital stock and indirectly held 60,801 shares through Arete Trust (with Arete Trust, John Kent Walker and Diana Ruth Walsh as Trustees). The filing explains the GSU vesting schedule and that shares were withheld to satisfy tax obligations.

Insights

Corporate Governance Expert

TL;DR: Routine executive equity vesting and tax-withholding transactions, disclosed as required; no new corporate actions reported.

The Form 4 shows scheduled vesting of GSUs and contemporaneous share disposals to satisfy tax obligations. The pattern and explanations indicate standard compensation mechanics rather than extraordinary insider selling. Indirect ownership via Arete Trust is disclosed, clarifying beneficial ownership structure. For governance reviewers, these are routine disclosures that maintain transparency about executive compensation realization and post-vesting disposition.

Securities Analyst

TL;DR: Multiple GSU vestings and share withholdings on 09/25/2025 produced modest net reductions in reported holdings; no market-moving item disclosed.

The reported transactions include GSUs converted/vested (reported as C with $0 price) and shares withheld/sold at $247.83 to satisfy taxes. Post-transaction direct beneficial ownership is 41,322 Class C shares with an additional 60,801 indirectly held. These transactions reflect compensation vesting mechanics and tax settlements; the filing provides clear counts and prices where withholding occurred.

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).

1. Name and Address of Reporting Person^*

WALKER JOHN KENT

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Global Affairs, CLO

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

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)	09/25/2025		C(2)		7,059	D	$0	21,336	D
Class C Google Stock Units(1)	09/25/2025		F(3)		7,138	D	$247.83	14,198	D
Class C Google Stock Units(4)	09/25/2025		C(2)		4,730	D	$0	52,347	D
Class C Google Stock Units(4)	09/25/2025		F(3)		4,783	D	$247.83	47,564	D
Class C Google Stock Units(5)	09/25/2025		C(2)		6,030	D	$0	86,498	D
Class C Google Stock Units(5)	09/25/2025		F(3)		6,098	D	$247.83	80,400	D
Class C Capital Stock	09/25/2025		C(2)		17,819	A	$0	41,322	D
Class C Capital Stock								60,801	I	By Arete Trust, John Kent Walker and Diana Ruth Walsh, Trustees

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. 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, 2023 and an additional 1/12th of the GSUs vests quarterly thereafter until the GSUs are fully vested, subject to continuing employment on the applicable vesting dates.

2. Vesting of GSUs grant of which was previously reported in Form 4.

3. Shares withheld to satisfy tax obligations arising out of vesting of GSUs.

4. 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.

5. 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.

	/s/ Kenneth Yi, as Attorney-in-Fact for John Kent Walker	09/29/2025
	** 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

What transactions did John Kent Walker report on the Form 4 for Alphabet (GOOG)?

Answer: On 09/25/2025 he reported vesting conversions and disposals of multiple Class C GSUs and share withholdings to satisfy taxes, including dispositions at $247.83 per share.

How many Class C shares does John Kent Walker beneficially own after the reported transactions?

Answer: The filing reports 41,322 Class C shares directly and 60,801 indirectly through Arete Trust.

Why were some shares disposed of at $0 and others at $247.83?

Answer: The filing distinguishes GSUs delivered on vesting (reported with $0) and shares withheld/sold to satisfy tax obligations (reported at $247.83 per share).

What is the nature of the indirect ownership reported by John Kent Walker?

Answer: The filing states indirect ownership of 60,801 Class C shares is held by Arete Trust, with John Kent Walker and Diana Ruth Walsh as Trustees.

Does the Form 4 disclose the GSU vesting schedule?

Answer: Yes. The filing explains prior vesting dates and the remaining vesting schedule, including specific fractional vesting allocations through January 1, 2028.