Sundar Pichai discloses Alphabet Class C share sales and holdings

Rhea-AI Filing Summary

Alphabet Inc. CEO Sundar Pichai reported a series of open‑market sales of Alphabet Class C capital stock on November 19, 2025. The Form 4 shows multiple sale transactions, each coded "S" for sale, at weighted average prices ranging from $287.88 to $303.58 per share, executed in numerous trades within stated price ranges.

Following these sales, Pichai beneficially owns 2,304,619 shares of Alphabet Class C capital stock directly, along with 227,560 shares of Class A common stock and 74,874 Class C Google Stock Units. Each GSU represents one share of Class C capital stock as it vests, with 1/12 vesting on March 25, 2023 and the remainder vesting quarterly thereafter, subject to continued employment.

All of the reported transactions were carried out under a Rule 10b5‑1 trading plan adopted by Pichai on December 2, 2024, which is designed to pre‑arrange trading activity.

Insights

Insider Transactions Analyst

CEO Sundar Pichai executed planned Class C stock sales, modest relative to his remaining Alphabet holdings.

The filing reports that **Sundar Pichai**, a director and **Chief Executive Officer** of **Alphabet Inc.**, sold an aggregate of 32,500 shares of **Class C capital stock** on 11/19/2025 through multiple open-market transactions. Sale prices were reported as weighted averages, with transaction-level price ranges spanning roughly $287.88 to just above $304, as detailed in footnotes (1)–(14). After these sales, he directly holds **2,304,619 Class C shares**, **74,874 Class C GSUs**, and **227,560 Class A shares**.

All reported transactions were carried out under a **Rule 10b5-1 trading plan** adopted on 12/02/2024, which is a pre-arranged program that automates trading to help reduce concerns about trading on material nonpublic information. The GSUs (Google Stock Units) vest over time, with 1/12 vesting on 03/25/2023 and additional 1/12 tranches vesting quarterly thereafter, conditioned on continued employment, providing ongoing equity-based compensation.

The sales reduce Pichai’s Class C holdings only by a relatively small portion compared with his post-transaction share count, leaving him with a substantial equity position and continued alignment with company performance. The filing also notes the willingness to provide detailed trade breakdowns within each weighted-average price range on request, which supports transparency around execution. From a monitoring perspective, the key datapoints are the remaining share and GSU balances and the existence of the 10b5-1 plan dated 12/02/2024, which will govern future trades for as long as it remains in place.

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
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).

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^*

Pichai Sundar

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2025

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	11/19/2025		S		100	D	$287.88(1)	2,337,019	D
Class C Capital Stock	11/19/2025		S		400	D	$289.79(2)	2,336,619	D
Class C Capital Stock	11/19/2025		S		500	D	$291.72(3)	2,336,119	D
Class C Capital Stock	11/19/2025		S		3,825	D	$293.39(4)	2,332,294	D
Class C Capital Stock	11/19/2025		S		8,237	D	$294.17(5)	2,324,057	D
Class C Capital Stock	11/19/2025		S		4,139	D	$295.08(6)	2,319,918	D
Class C Capital Stock	11/19/2025		S		3,655	D	$296.12(7)	2,316,263	D
Class C Capital Stock	11/19/2025		S		1,600	D	$297.32(8)	2,314,663	D
Class C Capital Stock	11/19/2025		S		600	D	$298.25(9)	2,314,063	D
Class C Capital Stock	11/19/2025		S		1,700	D	$299.39(10)	2,312,363	D
Class C Capital Stock	11/19/2025		S		1,900	D	$300.59(11)	2,310,463	D
Class C Capital Stock	11/19/2025		S		2,600	D	$301.35(12)	2,307,863	D
Class C Capital Stock	11/19/2025		S		1,600	D	$302.39(13)	2,306,263	D
Class C Capital Stock	11/19/2025		S		1,644	D	$303.58(14)	2,304,619	D
Class C Google Stock Units(15)								74,874	D
Class A Common Stock								227,560	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 $287.88 to $288.88, 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 footnotes (1) to (13) 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 $289.33 to $290.33, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $291.21 to $292.21, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $292.72 to $293.72, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $293.72 to $294.72, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $294.72 to $295.72 inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $295.72 to $296.72, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $296.76 to $297.76, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $297.83 to $298.83, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $298.96 to $299.96, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $299.97 to $300.97, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $300.98 to $301.98, inclusive.

13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $301.99 to $302.99, inclusive.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $303.18 to $304.18, inclusive.

15. Class C GSUs entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU as GSU vests. 1/12th of the GSU vested on March 25, 2023 and an additional 1/12th of the GSU will vest quarterly thereafter until the GSUs are fully vested, subject to continuing employment on the applicable vesting dates.

Remarks:

All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on December 2, 2024.

	/s/ Fadillah Badar, as Attorney-in-Fact for Sundar Pichai	11/21/2025
	** 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.
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FAQ

What did Alphabet (GOOG) CEO Sundar Pichai report in this Form 4?

The Form 4 reports that Sundar Pichai, Alphabet Inc.'s Chief Executive Officer and director, sold multiple blocks of Class C capital stock on November 19, 2025 in open‑market transactions.

At what prices did Sundar Pichai sell Alphabet Class C shares?

The reported sales were executed at weighted average prices, with individual tranches priced from $287.88 up to $303.58 per share, based on multiple trades within specified price ranges.

How many Alphabet shares does Sundar Pichai own after these transactions?

After the reported sales, Pichai directly beneficially owns 2,304,619 shares of Alphabet Class C capital stock, 227,560 shares of Class A common stock, and 74,874 Class C Google Stock Units.

What are the Class C Google Stock Units (GSUs) reported by Sundar Pichai?

Each Class C GSU entitles Pichai to receive one share of Alphabet Class C capital stock as it vests. 1/12 vested on March 25, 2023, with an additional 1/12 vesting quarterly until fully vested, subject to continued employment.

Were Sundar Pichai’s Alphabet share sales under a Rule 10b5-1 trading plan?

Yes. The filing states that all transactions were effected pursuant to a Rule 10b5‑1 trading plan adopted by Pichai on December 2, 2024, which pre‑arranges trading activity.

Does this Form 4 indicate joint filing by multiple reporting persons?

No. The Form 4 is indicated as filed by one reporting person, identifying Sundar Pichai as a director and Chief Executive Officer of Alphabet Inc.