Alphabet insider Amie Thuener O'Toole discloses Class C share sales

Rhea-AI Filing Summary

Alphabet Inc.'s VP and Chief Accounting Officer, Amie Thuener O'Toole, reported multiple open-market sales of Class C capital stock on 11/17/2025. The transactions were coded "S" for sale and executed at weighted average prices, with individual trades occurring in ranges from about $284.68 to $294.53 per share.

After these sales, she beneficially owned 11,739 shares of Class C capital stock directly, Class C Google Stock Units covering 13,586 and 15,721 shares, and 8,940 shares of Class A common stock. The filing notes that the trades were carried out under a Rule 10b5-1 trading plan adopted on May 23, 2025, which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

The Class C Google Stock Units entitle her to receive one share of Class C capital stock per unit as they vest over time, with vesting schedules tied to specific monthly dates in 2025, 2026, 2027 and subject to continued employment on each vesting date.

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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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).

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^*

O'Toole Amie Thuener

(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)
	VP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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 Capital Stock	11/17/2025		S		878	D	$285.14(1)	13,639	D
Class C Capital Stock	11/17/2025		S		400	D	$286.39(2)	13,239	D
Class C Capital Stock	11/17/2025		S		300	D	$288.52(3)	12,939	D
Class C Capital Stock	11/17/2025		S		700	D	$290.05(4)	12,239	D
Class C Capital Stock	11/17/2025		S		100	D	$291.09(5)	12,139	D
Class C Capital Stock	11/17/2025		S		200	D	$292.24(6)	11,939	D
Class C Capital Stock	11/17/2025		S		200	D	$293.6(7)	11,739	D
Class C Google Stock Units(8)								13,586	D
Class C Google Stock Units(9)								15,721	D
Class A Common Stock								8,940	D

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 $284.68 to $285.68, inclusive. The Reporting Person undertakes to provide to any security holder of Alphabet Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to (8) 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 $286.28 to $287.28, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $287.97 to $288.97, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $289.53 to $290.53, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $291.09 to $292.09, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $292.12 to $293.12, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $293.53 to $294.53, inclusive.

8. 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 vests. 1/18th of the grant will vest on the 25th day of the month starting on March 25, 2025; 1/36th of the grant will vest on the 25th day of each month starting on March 25, 2026; and 1/36th of the grant will vest on March 1, 2027, subject to continued employment on each vesting date.

9. 1/36th of the grant will vest on the 25th day of the month starting on March 25, 2025; and 1/36th of the grant will vest on 1st of the month starting April 1, 2027, subject to continued employment on each vesting date.

Remarks:

Transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on May 23, 2025.

	s/ Fadillah Badar as Attorney-in-Fact for Amie Thuener O'Toole	11/18/2025
	** 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).
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.

FAQ

What insider transaction did Alphabet (GOOG) report in this Form 4?

The filing reports that Amie Thuener O'Toole, Alphabet Inc.'s VP and Chief Accounting Officer, sold shares of Class C capital stock on 11/17/2025 in multiple open-market transactions coded as sales ("S").

At what prices did the Alphabet (GOOG) VP sell Class C shares?

The reported prices are weighted average prices. Individual trades occurred in ranges such as $284.68 to $285.68, $286.28 to $287.28, $287.97 to $288.97, $289.53 to $290.53, $291.09 to $292.09, $292.12 to $293.12 and $293.53 to $294.53 per share.

How many Alphabet shares does Amie Thuener O'Toole own after the reported transactions?

Following the reported sales, she beneficially owned 11,739 shares of Class C capital stock, 8,940 shares of Class A common stock, and Class C Google Stock Units covering 13,586 and 15,721 shares.

What are Alphabet Class C Google Stock Units mentioned in the Form 4?

Class C Google Stock Units (GSUs) entitle the reporting person to receive one share of Alphabet Inc. Class C capital stock for each unit as the GSU vests according to the specified vesting schedules.

What is the vesting schedule for the reported Alphabet Class C GSUs?

For one grant, 1/18th vests on the 25th day of the month starting on March 25, 2025, 1/36th vests on the 25th day of each month starting on March 25, 2026, and 1/36th vests on March 1, 2027, subject to continued employment. For another grant, 1/36th vests on the 25th day of the month starting on March 25, 2025, and 1/36th vests on the 1st of the month starting April 1, 2027, also subject to continued employment.

Was the Alphabet insider sale made under a Rule 10b5-1 trading plan?

Yes. The filing states that the transaction was effected pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on May 23, 2025, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).