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Alphabet (GOOG) CEO Sundar Pichai details GSU vesting, tax withholding and trust holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Alphabet Inc. Chief Executive Officer Sundar Pichai reported routine equity compensation activity involving Google Stock Units and related holdings. On Class C Google Stock Units, 3,668 units converted into an equal number of shares of Class C capital stock as part of a previously reported grant vesting schedule, while 3,702 units were withheld to satisfy tax obligations at a price of $345.0400 per unit.

Following these transactions, Pichai directly held 1,664,058 shares of Class C capital stock and 224,822 Class C Google Stock Units, along with 227,560 shares of Class A common stock. Indirectly, 555,732 Class C shares were held in the Sundararajan Pichai 2026 Annuity Trust and 555,732 Class C shares in the Anjali Pichai 2026 Annuity Trust, reflecting estate-planning structures associated with him and his spouse.

Positive

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Negative

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Insider Pichai Sundar
Role Chief Executive Officer
Type Security Shares Price Value
Conversion Class C Google Stock Units 3,668 $0.00 --
Tax Withholding Class C Google Stock Units 3,702 $345.04 $1.28M
Conversion Class C Capital Stock 3,668 $0.00 --
holding Class A Common Stock -- -- --
holding Class C Capital Stock -- -- --
holding Class C Capital Stock -- -- --
Holdings After Transaction: Class C Google Stock Units — 224,822 shares (Direct, null); Class C Capital Stock — 1,664,058 shares (Direct, null); Class A Common Stock — 227,560 shares (Direct, null); Class C Capital Stock — 555,732 shares (Indirect, Sundararajan Pichai 2026 Annuity Trust dtd 02/23/2026)
Footnotes (1)
  1. 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 grant will vest March 25, 2026. An additional 1/36th will vest on the 25th day of the month from April 25, 2026 through January 25, 2027, and on the 1st day of the month from March 1, 2027 through January 1, 2029, subject to continuing employment on the applicable vesting dates. Vesting of GSUs grant of which was previously reported in Form 4. Shares withheld to satisfy tax obligations arising out of vesting of GSUs. The Reporting Person is sole trustee and sole annuitant of the Sundararajan Pichai 2026 Annuity Trust dtd 02/23/2026. The Reporting Person's spouse is sole trustee and sole annuitant of the Anjali Pichai 2026 Annuity Trust dtd 02/18/2026.
GSUs converted 3,668 Class C Google Stock Units Converted into Class C capital stock on June 25, 2026
GSUs withheld for taxes 3,702 Class C Google Stock Units Withheld at $345.0400 per unit to satisfy tax obligations
Direct Class C shares 1,664,058 shares Class C capital stock directly held after transactions
Remaining Class C GSUs 224,822 units Class C Google Stock Units outstanding after vesting and tax withholding
Direct Class A shares 227,560 shares Class A common stock directly held as of June 25, 2026
Trust Class C shares (Sundararajan trust) 555,732 shares Held by Sundararajan Pichai 2026 Annuity Trust
Trust Class C shares (Anjali trust) 555,732 shares Held by Anjali Pichai 2026 Annuity Trust
Tax withholding price $345.0400 per unit Price used for 3,702 GSUs delivered for tax obligations
Google Stock Units financial
"Class C Google Stock Units entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock"
GSUs financial
"Vesting of GSUs grant of which was previously reported in Form 4."
tax obligations financial
"Shares withheld to satisfy tax obligations arising out of vesting of GSUs."
annuity trust financial
"Sundararajan Pichai 2026 Annuity Trust dtd 02/23/2026."
Class C capital stock financial
"Class C GSUs entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock"
Form 4 regulatory
"Vesting of GSUs grant of which was previously reported in Form 4."
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
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SEC Form 4
FORM 4UNITED 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).
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 CALIFORNIA 94043

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Alphabet Inc. [ GOOGL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class C Google Stock Units(1)06/25/2026C(2)3,668D$0224,822D
Class C Google Stock Units(1)06/25/2026F(3)3,702D$345.04221,120D
Class C Capital Stock06/25/2026C(2)3,668A$01,664,058D
Class A Common Stock227,560D
Class C Capital Stock555,732ISundararajan Pichai 2026 Annuity Trust dtd 02/23/2026(4)
Class C Capital Stock555,732IAnjali Pichai 2026 Annuity Trust dtd 02/18/2026(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. 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 grant will vest March 25, 2026. An additional 1/36th will vest on the 25th day of the month from April 25, 2026 through January 25, 2027, and on the 1st day of the month from March 1, 2027 through January 1, 2029, subject to continuing employment on the applicable vesting dates.
2. Vesting of GSUs grant of which was previously reported in Form 4.
3. Shares withheld to satisfy tax obligations arising out of vesting of GSUs.
4. The Reporting Person is sole trustee and sole annuitant of the Sundararajan Pichai 2026 Annuity Trust dtd 02/23/2026.
5. The Reporting Person's spouse is sole trustee and sole annuitant of the Anjali Pichai 2026 Annuity Trust dtd 02/18/2026.
/s/ Fadillah Badar, as Attorney-in-Fact for Sundar Pichai06/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

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

Sundar Pichai reported vesting of Class C Google Stock Units that converted 3,668 units into Class C capital stock. He also had 3,702 units withheld to cover tax obligations, with no open-market purchases or sales disclosed in this filing.

How many Alphabet (GOOG) Class C shares does Sundar Pichai hold after this filing?

After the reported transactions, Sundar Pichai directly held 1,664,058 shares of Alphabet Class C capital stock. In addition, two 2026 annuity trusts associated with him and his spouse each held 555,732 Class C shares as indirect holdings.

What happened to Sundar Pichai’s Google Stock Units in this Alphabet (GOOG) Form 4?

3,668 Class C Google Stock Units vested and converted into the same number of Class C capital stock shares. A separate 3,702 units were delivered back to Alphabet to satisfy tax obligations arising from the vesting, leaving 224,822 Class C Google Stock Units outstanding.

Did Sundar Pichai buy or sell Alphabet (GOOG) shares on the open market in this Form 4?

The filing does not show any open-market buys or sells by Sundar Pichai. It reflects derivative conversions from Google Stock Units and shares withheld for taxes, which are routine compensation-related entries rather than discretionary market trades.

What indirect Alphabet (GOOG) holdings are reported for Sundar Pichai in this Form 4?

The Form 4 reports 555,732 Alphabet Class C shares in the Sundararajan Pichai 2026 Annuity Trust and 555,732 Class C shares in the Anjali Pichai 2026 Annuity Trust. These annuity trusts are associated with Pichai and his spouse as sole trustees and annuitants.