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Ruth Porat’s Alphabet (NASDAQ: GOOG) GSUs vest; shares used for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Alphabet Inc. President and CIO Ruth Porat reported routine equity compensation activity involving Class C Google Stock Units and Class C Capital Stock on March 25, 2026. Previously granted Google Stock Units vested and were converted into shares of Class C Capital Stock, consistent with the vesting schedules described in the footnotes.

To cover tax obligations from these vesting events, 9,078 shares of Class C Google Stock Units were disposed of by delivering shares at $289.20 per share, classified as tax-withholding dispositions rather than market sales. After these transactions, Porat holds 77,709 shares of Class C Capital Stock directly as of March 25, 2026.

She also has indirect holdings of Class C Capital Stock through family trusts, including 120,000 shares held by The RAPP 2024 Irrevocable Trust, 200,000 shares held by RAPP 2024 GT Trust One, and 975,000 shares held by RAPP 2024 GT Trust Two, as disclosed in the ownership footnotes.

Positive

  • None.

Negative

  • None.
Insider Porat Ruth
Role President and CIO
Type Security Shares Price Value
Conversion Class C Google Stock Units 4,741 $0.00 --
Tax Withholding Class C Google Stock Units 4,785 $289.20 $1.38M
Conversion Class C Google Stock Units 4,253 $0.00 --
Tax Withholding Class C Google Stock Units 4,293 $289.20 $1.24M
Conversion Class C Capital Stock 8,994 $0.00 --
holding Class C Capital Stock -- -- --
holding Class C Capital Stock -- -- --
holding Class C Capital Stock -- -- --
Holdings After Transaction: Class C Google Stock Units — 33,330 shares (Direct); Class C Capital Stock — 777,090 shares (Direct); Class C Capital Stock — 120,000 shares (Indirect, The RAPP 2024 Irrevocable Trust)
Footnotes (1)
  1. lass 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. The Reporting Person is the settlor, and the Reporting Person's spouse is a trustee of the RAPP 2024 Irrevocable Trust. The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GP Trust One. The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GP Trust Two. Vesting of Google Stock Units ("GSUs") grant of which was previously reported in Form 4. Shares withheld to satisfy tax obligations arising out of vesting of GSUs.
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*
Porat Ruth

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

(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)
President and CIO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026
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)03/25/2026C(6)4,741D$033,330D
Class C Google Stock Units(1)03/25/2026F(7)4,785D$289.228,546D
Class C Google Stock Units(2)03/25/2026C(6)4,253D$064,059D
Class C Google Stock Units(2)03/25/2026F(7)4,293D$289.259,766D
Class C Capital Stock03/25/2026C(6)8,994A$0777,090D
Class C Capital Stock120,000IThe RAPP 2024 Irrevocable Trust(3)
Class C Capital Stock200,000IRAPP 2024 GT Trust One(4)
Class C Capital Stock975,000IRAPP 2024 GT Trust Two(5)
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. lass 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.
2. 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.
3. The Reporting Person is the settlor, and the Reporting Person's spouse is a trustee of the RAPP 2024 Irrevocable Trust.
4. The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GP Trust One.
5. The Reporting Person is the grantor and sole annuitant, and the Reporting Person's spouse is the sole trustee of the RAPP 2024 GP Trust Two.
6. Vesting of Google Stock Units ("GSUs") grant of which was previously reported in Form 4.
7. Shares withheld to satisfy tax obligations arising out of vesting of GSUs.
/s/ Kenneth Yi, as Attorney-in-Fact for Ruth M. Porat03/27/2026
** 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)

FAQ

What insider activity did Alphabet (GOOG) report for Ruth Porat?

Alphabet reported vesting and conversion of Google Stock Units for Ruth Porat. Previously granted GSUs converted into Class C Capital Stock, with a portion of shares delivered to satisfy tax obligations, reflecting routine equity compensation rather than open-market buying or selling.

How many Alphabet Class C shares does Ruth Porat hold directly after this Form 4?

Ruth Porat directly holds 77,709 Alphabet Class C shares after the transactions. This figure reflects her direct ownership as of March 25, 2026, following GSU vesting, derivative conversions, and shares withheld to cover associated tax obligations.

Were any of Ruth Porat’s Alphabet (GOOG) transactions open-market sales or purchases?

No open-market purchases or sales were reported for Ruth Porat. The filing shows conversions of Google Stock Units into Class C Capital Stock and dispositions classified as tax-withholding, where shares were delivered to cover tax liabilities from vesting events.

What was the tax-withholding price in Ruth Porat’s Alphabet Form 4?

Shares used for tax withholding were valued at $289.20 per share. In total, 9,078 Class C Google Stock Units were delivered at this price to satisfy tax obligations arising from the vesting of Google Stock Units granted as part of her compensation.

What indirect Alphabet share holdings are disclosed for Ruth Porat?

Ruth Porat has significant indirect Alphabet holdings through family trusts. These include 120,000 Class C shares in The RAPP 2024 Irrevocable Trust, 200,000 shares in RAPP 2024 GT Trust One, and 975,000 shares in RAPP 2024 GT Trust Two, as described in the footnotes.

Do the Alphabet GSUs reported for Ruth Porat have a defined vesting schedule?

Yes, the Alphabet GSUs follow detailed vesting schedules. Footnotes describe specific fractions of each grant vesting on set dates from June 25, 2024 through January 1, 2028, with vesting contingent on Porat’s continued employment on each applicable vesting date.
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