Alphabet (NASDAQ: GOOG) accounting chief reports Google Stock Unit vesting

Rhea-AI Filing Summary

Alphabet Inc. VP and Chief Accounting Officer Amie Thuener O'Toole reported equity award activity involving Class A and Class C stock. She reported holding 8,940 shares of Class A Common Stock after the most recent update. On Class C Capital Stock, 957 shares were acquired through conversion of derivative securities at a reported price of $0.0000 per share, bringing her Class C holdings to 10,873 shares.

The filing also details several transactions in Class C Google Stock Units. These units converted into 677 and 280 shares of Class C stock, while 683 and 282 units were withheld at a price of $310.9200 per unit to cover tax obligations related to vesting. Footnotes explain that the Google Stock Units vest in scheduled monthly installments over several years, 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

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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).

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)
02/26/2026

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 C Capital Stock	02/25/2026		C(1)		957	A	$0	10,873	D
Class C Google Stock Units(3)	02/25/2026		C(1)		677	D	$0	8,840	D
Class C Google Stock Units(3)	02/25/2026		F(2)		683	D	$310.92	8,157	D
Class C Google Stock Units(4)	02/25/2026		C(1)		280	D	$0	13,767	D
Class C Google Stock Units(4)	02/25/2026		F(2)		282	D	$310.92	13,485	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. Vesting of Google Stock Units ("GSUs") grant of which was previously reported in Form 4.

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

3. 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.

4. 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.

	/s/ Fadillah Badar as Attorney-in-Fact for Amie Thuener O'Toole	02/27/2026
	** 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 insider transactions did Alphabet (GOOG) report for Amie Thuener O'Toole?

Alphabet reported Amie Thuener O'Toole’s equity award activity, including conversions of Class C Google Stock Units into Class C Capital Stock and share withholdings to cover tax obligations. She also reported updated holdings in Class A Common Stock and Class C Capital Stock after these transactions.

How many Alphabet Class C shares did Amie Thuener O'Toole acquire in this Form 4?

The Form 4 shows Amie Thuener O'Toole acquired 957 shares of Alphabet Class C Capital Stock through conversion of derivative securities. Additional Class C Google Stock Units converted into Class C shares under previously reported grants that vest over time, subject to continued employment conditions.

What tax-withholding transactions were disclosed for Alphabet (GOOG) stock units?

The filing shows 683 and 282 Class C Google Stock Units were disposed of at $310.9200 per unit. Footnotes state these shares were withheld to satisfy tax obligations arising from the vesting of previously granted Google Stock Units, rather than discretionary market sales.

How many Alphabet Class A shares does Amie Thuener O'Toole hold after these transactions?

After the reported transactions, Amie Thuener O'Toole holds 8,940 shares of Alphabet Class A Common Stock. This figure reflects her directly held position as reported in the Form 4, separate from her Class C Capital Stock and Class C Google Stock Units activity.

How do Alphabet Class C Google Stock Units vest for Amie Thuener O'Toole?

Footnotes explain each Class C Google Stock Unit converts into one Class C share as it vests. Portions of the grants vest monthly starting on specific dates through 2027, with vesting contingent on Amie Thuener O'Toole’s continued employment with Alphabet on each scheduled vesting date.

Are the Alphabet (GOOG) insider transactions open-market buys or sales?

The reported transactions involve conversions of Google Stock Units into Class C shares and share withholdings to cover tax obligations. The Form 4 characterizes these as derivative conversions and tax-withholding dispositions, not as open-market purchases or discretionary stock sales by the reporting officer.