Sundar Pichai (NASDAQ: GOOG) offloads 32,500 Class C shares

Rhea-AI Filing Summary

Alphabet Inc. Chief Executive Officer Sundar Pichai reported selling 32,500 shares of Class C capital stock on January 21, 2026 under a pre-set Rule 10b5-1 trading plan adopted on December 2, 2024. The sales occurred in multiple trades at weighted average prices with ranges from about $319.87 to $332.52 per share, as detailed in the footnotes.

Following these transactions, Pichai directly beneficially owns 2,211,872 shares of Alphabet Class C capital stock and 227,560 shares of Class A common stock. All reported holdings are listed as directly owned.

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

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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).

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)
01/21/2026

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	01/21/2026		S		636	D	$320.35(1)	2,243,736	D
Class C Capital Stock	01/21/2026		S		1,646	D	$321.5(2)	2,242,090	D
Class C Capital Stock	01/21/2026		S		1,523	D	$322.41(3)	2,240,567	D
Class C Capital Stock	01/21/2026		S		400	D	$323.6(4)	2,240,167	D
Class C Capital Stock	01/21/2026		S		900	D	$324.74(5)	2,239,267	D
Class C Capital Stock	01/21/2026		S		2,200	D	$325.87(6)	2,237,067	D
Class C Capital Stock	01/21/2026		S		8,330	D	$326.81(7)	2,228,737	D
Class C Capital Stock	01/21/2026		S		4,450	D	$327.83(8)	2,224,287	D
Class C Capital Stock	01/21/2026		S		5,729	D	$328.71(9)	2,218,558	D
Class C Capital Stock	01/21/2026		S		2,807	D	$329.8(10)	2,215,751	D
Class C Capital Stock	01/21/2026		S		2,500	D	$330.76(11)	2,213,251	D
Class C Capital Stock	01/21/2026		S		1,379	D	$331.97(12)	2,211,872	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 $319.87 to $320.87, 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 (12) 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 $320.96 to $321.96, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $321.98 to $322.98, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $323.23 to $324.23 inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $324.27 to $325.27, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $325.31 to $326.31, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $326.31 to $327.31, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $327.33 to $328.33, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $328.33 to $329.33, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $329.34 to $330.34, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $330.35 to $331.35, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $331.52 to $332.52, inclusive.

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	01/23/2026
	** 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 insider activity did Alphabet (GOOG) report in this Form 4?

The filing shows that CEO and director Sundar Pichai sold 32,500 shares of Alphabet Class C capital stock on January 21, 2026 in a series of market transactions.

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

The reported sales used weighted average prices, with underlying trades executed in ranges from $319.87 to $332.52 per share, according to the footnotes.

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

After the reported sales, Sundar Pichai directly beneficially owns 2,211,872 shares of Class C capital stock and 227,560 shares of Class A common stock.

Was Sundar Pichai’s Alphabet share sale made under a trading plan?

Yes. The filing states that all transactions were effected pursuant to a Rule 10b5-1 Trading Plan adopted by Sundar Pichai on December 2, 2024.

What do the weighted average price footnotes in the Alphabet Form 4 mean?

The footnotes explain that each reported price is a weighted average for multiple trades within a price range, and that Sundar Pichai will provide details of individual trade prices upon request.

What types of Alphabet stock are reported in Sundar Pichai’s holdings?

The Form 4 lists holdings in Class C capital stock and Class A common stock, all shown as directly owned by Sundar Pichai.