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Alphabet (GOOG) CFO Anat Ashkenazi details Class C GSU vesting and tax withholding

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Alphabet Inc. SVP and CFO Anat Ashkenazi reported routine equity award activity involving Class C Google Stock Units (GSUs). On May 25, 2026, 1,763 GSUs converted into the same number of Class C capital stock shares in two separate derivative conversions and 1,780 GSUs were withheld to satisfy tax obligations at $379.38 per share.

Following these transactions, Ashkenazi directly holds 126,830 shares of Class C capital stock and direct GSU holdings of 69,543 units in one tranche, along with additional reported GSU positions of 59,820 and 24,869 units that vest over time, subject to continued employment.

Positive

  • None.

Negative

  • None.
Insider Ashkenazi Anat
Role SVP, Chief Financial Officer
Type Security Shares Price Value
Conversion Class C Google Stock Units 1,763 $0.00 $0.00
Exercise Price or Tax Liability Class C Google Stock Units 1,780 $379.38 $675K
Conversion Class C Capital Stock 1,763 $0.00 $0.00
holding Class C Google Stock Units -- -- --
holding Class C Google Stock Units -- -- --
Holdings After Transaction: Class C Google Stock Units — 154,232 shares (Direct); Class C Capital Stock — 126,830 shares (Direct)
Footnotes (5)
  1. F1. 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. 19/117 of GSUs will vest on the 25th of the month of the Grant Date; 19/468 of GSUs will vest on the 25th of the month 1 month(s) after the Grant Date, vesting 19/468 every 1 month(s) for 8 event(s); 5/234 of GSUs will vest on the 25th of the month 9 month(s) after the Grant Date; 5/117 of GSUs will vest on the 1st of the month 10 month(s) after the Grant Date; 5/234 of GSUs will vest on the 1st of the month 11 month(s) after the Grant Date, vesting 5/234 every 1 month(s) for 21 event(s), subject to continued employment on such vesting date(s).
  2. F2. Vesting of GSUs grant of which was previously reported in Form 4.
  3. F3. Shares withheld to satisfy tax obligations arising out of vesting of GSUs.
  4. F4. The GSUs will vest as follows: 25% of the GSUs will vest on each March 25, 2026, June 25, 2026, September 25, 2026 and December 25, 2026, subject to continued employment on such vesting dates.
  5. F5. The GSUs vest as follows: (i) 15/136th of the grant vested on each March 25, 2025, June 25, 2025, September 25, 2025 and December 25, 2025; (ii) 19/272nd 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.
GSUs converted 1,763 units Class C Google Stock Units converted to Class C capital stock on May 25, 2026
Tax withholding units 1,780 units GSUs withheld to satisfy tax obligations on May 25, 2026
Tax withholding price $379.38 per share Value used for GSU tax-withholding disposition
Class C shares held 126,830 shares Direct Alphabet Class C capital stock holdings after transactions
GSUs tranche A 69,543 units Class C Google Stock Units after tax-withholding transaction
GSUs tranche B 59,820 units Holding entry for Class C Google Stock Units
GSUs tranche C 24,869 units Second holding entry for Class C Google Stock Units
Google Stock Units (GSUs) financial
"Class C Google Stock Units (GSUs) entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock"
Class C capital stock financial
"one share of Alphabet Inc. Class C capital stock for each share underlying the GSUs as each GSU vests"
vesting financial
"GSUs will vest on the 25th of the month of the Grant Date"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
tax obligations financial
"Shares withheld to satisfy tax obligations arising out of vesting of GSUs"
conversion of derivative security financial
"transaction_code_description: Conversion of derivative security"

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FAQ

What insider transactions did Alphabet (GOOG) CFO Anat Ashkenazi report?

Anat Ashkenazi reported routine equity award activity. On May 25, 2026, 1,763 Class C Google Stock Units converted into Class C capital stock shares and 1,780 units were withheld to cover tax obligations, rather than sold on the open market.

How many Alphabet Class C shares does the CFO hold after this Form 4?

After these transactions, Anat Ashkenazi holds 126,830 shares of Alphabet Class C capital stock directly. This is alongside several tranches of Class C Google Stock Units that continue to vest over time, subject to her continued employment at the company.

Were any Alphabet (GOOG) shares sold on the market in this Form 4?

The filing shows no open-market sales. Instead, 1,780 Class C Google Stock Units were withheld at $379.38 per share to satisfy tax obligations arising from GSU vesting, a standard mechanism that disposes of shares without an open-market sale.

What are Google Stock Units (GSUs) reported by Alphabet’s CFO?

Google Stock Units (GSUs) are equity awards that convert into Alphabet Class C capital stock as they vest. Each GSU entitles the holder to one Class C share when vested, according to detailed vesting schedules tied to continued employment with Alphabet Inc.

What vesting schedules apply to the Alphabet GSUs in this Form 4?

Footnotes describe multiple vesting schedules. One GSU grant vests in fractional installments on specific monthly dates, while others vest quarterly or in staged monthly tranches through dates in 2026–2028, all conditioned on the executive’s continued employment with Alphabet Inc.

Does this Alphabet (GOOG) Form 4 indicate option exercises by the CFO?

This Form 4 reflects conversions of Class C Google Stock Units into Class C capital stock and tax-withholding dispositions. It does not show traditional stock option exercises; instead, it records vesting and settlement activity of existing GSU equity awards granted previously.
SEC Form 4
FORM 4UNITED 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*
Ashkenazi Anat

(Last)(First)(Middle)
C/O ALPHABET INC.
1600 AMPHITHEATRE PRKW

(Street)
MOUNTAIN VIEW CALIFORNIA 94043

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Alphabet Inc. [ GOOGL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class C Google Stock Units(1)05/25/2026C(2)1,763D$071,323D
Class C Google Stock Units(1)05/25/2026F(3)1,780D$379.3869,543D
Class C Capital Stock05/25/2026C(2)1,763A$0126,830D
Class C Google Stock Units(4)24,869D
Class C Google Stock Units(5)59,820D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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. 19/117 of GSUs will vest on the 25th of the month of the Grant Date; 19/468 of GSUs will vest on the 25th of the month 1 month(s) after the Grant Date, vesting 19/468 every 1 month(s) for 8 event(s); 5/234 of GSUs will vest on the 25th of the month 9 month(s) after the Grant Date; 5/117 of GSUs will vest on the 1st of the month 10 month(s) after the Grant Date; 5/234 of GSUs will vest on the 1st of the month 11 month(s) after the Grant Date, vesting 5/234 every 1 month(s) for 21 event(s), subject to continued employment on such vesting date(s).
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. The GSUs will vest as follows: 25% of the GSUs will vest on each March 25, 2026, June 25, 2026, September 25, 2026 and December 25, 2026, subject to continued employment on such vesting dates.
5. The GSUs vest as follows: (i) 15/136th of the grant vested on each March 25, 2025, June 25, 2025, September 25, 2025 and December 25, 2025; (ii) 19/272nd 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/ Fadillah Badar, as Attorney-in-Fact for Anat Ashkenazi05/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)