Guardant Health (NASDAQ: GH) CLO converts RSUs, withholds shares for taxes

Rhea-AI Filing Summary

Guardant Health Chief Legal Officer John G. Saia reported routine equity compensation activity. On April 1, 2026, multiple tranches of restricted stock units vested and were exercised into a total of 11,461 shares of Common Stock at an exercise price of $0.00 per share.

To cover tax obligations related to the vesting, 6,013 Common Stock shares were retained by Guardant Health at a price of $91.15 per share, as disclosed in the footnotes. After these transactions, Saia directly held 62,351 Common Stock shares. The RSU awards were originally granted between November 2022 and March 2025 and vest over three- to four-year periods in quarterly installments.

Insider Trade Summary

11,461 shares exercised/converted

Mixed 9 txns

Insider Saia John G.

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	974	$0.00	--
Exercise	Restricted Stock Units	1,667	$0.00	--
Exercise	Restricted Stock Units	2,925	$0.00	--
Exercise	Restricted Stock Units	5,895	$0.00	--
Exercise	Common Stock	974	$0.00	--
Exercise	Common Stock	1,667	$0.00	--
Exercise	Common Stock	2,925	$0.00	--
Exercise	Common Stock	5,895	$0.00	--
Tax Withholding	Common Stock	6,013	$91.15	$548K

Holdings After Transaction: Restricted Stock Units — 1,948 shares (Direct); Common Stock — 57,877 shares (Direct)

Footnotes (1)

1. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability. This represents a restricted stock unit award granted on November 7, 2022 that vests over a four-year period. 25% of the shares subject to such award vested on October 1, 2023 and the remaining 75% of the shares vests in equal quarterly installments over the remaining three-year period thereafter. Not applicable for Restricted Stock Units. This represents a restricted stock unit award granted on December 13, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2024 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter. This represents a restricted stock unit award granted on November 8, 2024 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2025 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter. This represents a restricted stock unit award granted on March 12, 2025 that vests over a three-year period. 33% of the shares subject to such award vested on April 1, 2026 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.

Key Figures

RSU Shares Vested and Converted: 11,461 shares Tax Withholding Shares: 6,013 shares Tax Withholding Price: $91.15 per share +2 more

5 metrics

RSU Shares Vested and Converted 11,461 shares Restricted stock units converted to Common Stock on April 1, 2026

Tax Withholding Shares 6,013 shares Shares retained by Guardant Health to satisfy tax obligations

Tax Withholding Price $91.15 per share Value used for shares retained for tax withholding

Post-Transaction Holdings 62,351 shares Common Stock directly held by John G. Saia after transactions

Largest RSU Tranche Exercised 5,895 RSUs Single largest RSU tranche converted to Common Stock

Key Terms

Restricted Stock Units, tax withholding obligations, vesting, quarterly installments

4 terms

Restricted Stock Units financial

"This represents a restricted stock unit award granted on November 7, 2022 that vests over a four-year period."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting"

vesting financial

"25% of the shares subject to such award vested on October 1, 2023 and the remaining 75% of the shares vests in equal quarterly installments"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

quarterly installments financial

"the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter."

Form 4 Insider Transactions: What Each Field Means →

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).

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^*

Saia John G.

(Last) (First) (Middle)

3100 HANOVER STREET

(Street)

PALO ALTO CALIFORNIA 94304

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Guardant Health, Inc. [ GH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/01/2026		M		974	A	$0	57,877	D
Common Stock	04/01/2026		M		1,667	A	$0	59,544	D
Common Stock	04/01/2026		M		2,925	A	$0	62,469	D
Common Stock	04/01/2026		M		5,895	A	$0	68,364	D
Common Stock	04/01/2026		F		6,013(1)	D	$91.15	62,351	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
Restricted Stock Units	$0	04/01/2026		M			974	(2)	(3)	Common Stock	974	$0	1,948	D
Restricted Stock Units	$0	04/01/2026		M			1,667	(4)	(3)	Common Stock	1,667	$0	3,335	D
Restricted Stock Units	$0	04/01/2026		M			2,925	(5)	(3)	Common Stock	2,925	$0	17,551	D
Restricted Stock Units	$0	04/01/2026		M			5,895	(6)	(3)	Common Stock	5,895	$0	11,971	D

Explanation of Responses:

1. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability.

2. This represents a restricted stock unit award granted on November 7, 2022 that vests over a four-year period. 25% of the shares subject to such award vested on October 1, 2023 and the remaining 75% of the shares vests in equal quarterly installments over the remaining three-year period thereafter.

3. Not applicable for Restricted Stock Units.

4. This represents a restricted stock unit award granted on December 13, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2024 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.

5. This represents a restricted stock unit award granted on November 8, 2024 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2025 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.

6. This represents a restricted stock unit award granted on March 12, 2025 that vests over a three-year period. 33% of the shares subject to such award vested on April 1, 2026 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.

Remarks:

	/s/ John G. Saia	04/02/2026
	** 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.
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 did Guardant Health (GH) report for Chief Legal Officer John Saia on this Form 4?

Guardant Health reported that Chief Legal Officer John G. Saia had restricted stock units vest and convert into common shares. These are routine equity compensation events, not open-market trades, and reflect previously granted awards reaching their scheduled vesting dates.

How many Guardant Health shares did John Saia acquire through RSU vesting on April 1, 2026?

On April 1, 2026, John G. Saia acquired 11,461 shares of Guardant Health Common Stock through the vesting and conversion of restricted stock units. These shares were issued at an exercise price of $0.00 per share, consistent with standard RSU mechanics.

Were any Guardant Health (GH) shares sold by John Saia in this Form 4 filing?

The filing shows no open-market sales by John G. Saia. Instead, 6,013 shares were withheld by Guardant Health at $91.15 per share to satisfy tax withholding obligations arising from RSU vesting, a common non-market transaction for equity awards.

How many Guardant Health shares does John Saia hold after these transactions?

Following the April 1, 2026 transactions, John G. Saia directly holds 62,351 shares of Guardant Health Common Stock. This post-transaction balance reflects new shares from RSU vesting, net of those retained by the company for tax withholding.

What are the vesting terms of John Saia’s Guardant Health RSU awards?

The RSUs were granted between November 2022 and March 2025 and vest over three- to four-year periods. Initial portions vest on specific dates, such as October 1, 2023 or April 1, 2026, with the remaining shares vesting in equal quarterly installments thereafter.

Does this Guardant Health Form 4 indicate any Rule 10b5-1 trading plan for John Saia?

The disclosed footnotes describe vesting schedules and tax withholding mechanics for John G. Saia’s RSU awards. They do not reference any Rule 10b5-1 trading plan or pre-arranged trading arrangement associated with these reported equity transactions.