GOOGL Form 4: Frances Arnold Sale, 17,284 Shares Remain and GSUs Vesting

Rhea-AI Filing Summary

Frances H. Arnold, a director of Alphabet Inc. (GOOGL), reported a sale of Class C capital stock and disclosed her holdings of Class C shares and Google Stock Units. The Form 4 shows a transaction on 09/30/2025 in which 103 shares of Class C capital stock were sold at $243.13, leaving 17,284 Class C shares reported as beneficially owned after the transaction. The filing also lists four separate grants of Google Stock Units (GSUs) with reported amounts of 604, 1,251, 1,350, and 1,892 GSUs and describes each grant's vesting schedule. The sale was executed pursuant to a Rule 10b5-1 trading plan adopted on July 26, 2024.

Positive

• Sale executed under a Rule 10b5-1 trading plan, indicating a pre-established compliance mechanism
• Filing discloses detailed vesting schedules for four separate Google Stock Unit grants, improving transparency
• Continued beneficial ownership disclosure of 17,284 Class C shares after the reported transaction

Negative

• Reported disposition of Class C shares (103 shares sold) reduces the reporting person's direct holdings
• Several GSUs remain subject to future vesting, indicating potential future dilution when units convert to shares

Insights

Securities Analyst

TL;DR: Routine insider sale under a pre-established 10b5-1 plan; modest reported holdings remain and multiple GSUs are subject to scheduled vesting.

The Form 4 discloses a sale of 103 Class C shares at $243.13 and continued beneficial ownership of 17,284 Class C shares. Multiple tranches of Google Stock Units are listed with explicit monthly vesting schedules. Because the sale was effected under a documented Rule 10b5-1 trading plan, the disclosure aligns with standard insider trading compliance practices. The filing provides transparency on current direct holdings and the nature of outstanding equity awards, which are subject to continued service-based vesting.

Corporate Governance Expert

TL;DR: Disclosure is consistent with governance best practices: sale executed under a 10b5-1 plan and detailed vesting terms are provided.

The reporting identifies the filer as a director and specifies that the transaction was effected pursuant to a Rule 10b5-1 plan, which reduces questions about timing or intent. The filing also documents the vesting mechanics for four separate GSU grants, clarifying when underlying Class C shares will be delivered if service conditions are met. This level of detail supports good governance and insider transaction transparency.

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).

1. Name and Address of Reporting Person^*

ARNOLD FRANCES

(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)
09/30/2025

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	09/30/2025		S		103	D	$243.13	17,284	D
Class C Google Stock Units(1)								604	D
Class C Google Stock Units(2)								1,251	D
Class C Google Stock Units(3)								1,350	D
Class C Google Stock Units(4)								1,892	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 Google Stock Units (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. 1/48th of GSUs vested on July 25, 2022 and an additional 1/48th of GSUs will vest monthly thereafter until the GSUs are fully vested, subject to continued service on such vesting dates.

2. 1/48th of GSUs vested on July 25, 2023 and an additional 1/48th of GSUs will vest monthly thereafter until the GSUs are fully vested, subject to continued service on such vesting dates.

3. 1/48 of GSUs vests 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 service on such vesting dates.

4. 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:

Transaction reported in this Form 4 was effected purusant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on July 26, 2024.

	/s/ Fadillah Badar, as Attorney-in-Fact for Frances H. Arnold	09/30/2025
	** 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 transaction did Frances H. Arnold report on Form 4 for Alphabet (GOOGL)?

The Form 4 reports a sale of 103 Class C shares on 09/30/2025 at $243.13 per share.

How many Class C shares does Frances H. Arnold report after the transaction?

The filing lists 17,284 Class C shares as beneficially owned following the reported transaction.

Were the reported transactions part of a trading plan?

Yes. The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on July 26, 2024.

What Google Stock Units (GSUs) does the Form 4 disclose?

The Form 4 discloses four GSU grant amounts of 604, 1,251, 1,350, and 1,892 GSUs with detailed monthly vesting schedules.

Do the GSUs vest immediately?

No. The filing describes staggered monthly vesting schedules for the GSUs and states vesting is subject to continued service.