Alphabet (NASDAQ: GOOG) director trust sells 600 Class A shares sale

Rhea-AI Filing Summary

A trust associated with Alphabet Inc. director John L. Hennessy reported multiple open-market sales of Class A Common Stock on January 13, 2026. The John L. Hennessy and Andrea J. Hennessy Revocable Trust UAD 10/22/93 sold a total of 600 Class A shares in a series of small transactions at weighted average prices reported between $334.65 and $339.91, leaving 21,224 Class A shares indirectly held by the trust.

The filing also reports holdings of Class C Google Stock Units, which each entitle the holder to one share of Class C Capital Stock as they vest, with reported balances of 564, 1,533, 1,755, and 2,524 units, all held directly. In addition, Hennessy reports 1,482 shares of Class C Capital Stock held directly and 3,916 shares of Class C Capital Stock held indirectly through a trust. All reported sales were made under a Rule 10b5-1 trading plan adopted by the revocable trust on November 5, 2024.

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
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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).

X

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^*

Hennessy John L.

(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)
01/13/2026

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 A Common Stock	01/13/2026		S		30	D	$335.13(1)	21,794	I	By Trust
Class A Common Stock	01/13/2026		S		58	D	$336.67(2)	21,736	I	By Trust
Class A Common Stock	01/13/2026		S		61	D	$337.72(3)	21,675	I	By Trust
Class A Common Stock	01/13/2026		S		21	D	$338.65(4)	21,654	I	By Trust
Class A Common Stock	01/13/2026		S		30	D	$339.57(5)	21,624	I	By Trust
Class A Common Stock	01/13/2026		S		60	D	$335.25(6)	21,564	I	By Trust
Class A Common Stock	01/13/2026		S		100	D	$336.66(7)	21,464	I	By Trust
Class A Common Stock	01/13/2026		S		120	D	$337.96(8)	21,344	I	By Trust
Class A Common Stock	01/13/2026		S		80	D	$338.84(9)	21,264	I	By Trust
Class A Common Stock	01/13/2026		S		40	D	$339.75(10)	21,224	I	By Trust
Class C Google Stock Units(11)								564	D
Class C Google Stock Units(12)								1,533	D
Class C Google Stock Units(13)								1,755	D
Class C Google Stock Units(14)								2,524	D
Class C Capital Stock								1,482	D
Class C Capital Stock								3,916	I	By Trust

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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $334.65 to $335.63, inclusive. The Reporting Person undertakes to provide to any security holder of Alphabet Inc. or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (10) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $336.26 to $337.19 inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $337.34 to $338.24, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $338.37 to $338.92, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $339.38 to $339.91, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $334.65 to $335.58, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $336.26 to $337.04, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $337.52 to $338.36, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $338.58 to $339.26, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $339.62 to $339.82, inclusive.

11. 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. 1/48th of GSUs vested on July 25, 2022 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.

12. 1/48th of GSU grant vested on July 25, 2023 and an additional 1/48th vests monthly on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates.

13. 1/48 of GSUs will vest 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.

14. 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.

Remarks:

All sale transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the John L. Hennessy and Andrea J. Hennessy Revocable Trust UAD 10/22/93 on November 5, 2024.

	/s/ Fadillah Badar, as Attorney-in-Fact for John L. Hennessy	01/15/2026
	** 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).
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FAQ

What insider activity did Alphabet (GOOG) director John L. Hennessy report?

The filing reports that a revocable trust associated with John L. Hennessy, a director of Alphabet Inc., sold Class A Common Stock in multiple open-market transactions and disclosed his remaining holdings in Alphabet Class A and Class C equity.

How many Alphabet Class A shares did the Hennessy trust sell and at what prices?

On January 13, 2026, the John L. Hennessy and Andrea J. Hennessy Revocable Trust UAD 10/22/93 sold a total of 600 shares of Alphabet Class A Common Stock in a series of trades at weighted average prices reported between $334.65 and $339.91, based on multiple transactions within those price ranges.

What is John L. Hennessye28099s remaining Alphabet Class A ownership after these sales?

After the reported transactions on January 13, 2026, the filing shows 21,224 shares of Alphabet Class A Common Stock beneficially owned indirectly through a trust.

What Alphabet Class C Google Stock Units does John L. Hennessy hold?

The report lists several holdings of Class C Google Stock Units (GSUs), with direct positions of 564, 1,533, 1,755, and 2,524 GSUs. Each GSU entitles the holder to receive one share of Alphabet Class C Capital Stock as the units vest under the stated monthly vesting schedules.

How many Alphabet Class C Capital Stock shares does John L. Hennessy report owning?

The filing shows 1,482 shares of Class C Capital Stock held directly and an additional 3,916 shares of Class C Capital Stock held indirectly through a trust.

Were the Alphabet share sales made under a Rule 10b5-1 trading plan?

Yes. The remarks state that all sale transactions were effected under a Rule 10b5-1 Trading Plan adopted by the John L. Hennessy and Andrea J. Hennessy Revocable Trust UAD 10/22/93 on November 5, 2024.