Alphabet (NASDAQ: GOOG) CAO reports GSU vesting and tax withholding moves

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Alphabet Inc. VP and Chief Accounting Officer Amie Thuener O'Toole reported routine equity compensation activity involving Class C Google Stock Units (GSUs). On March 25, 2026, a total of 1,583 GSUs converted into Class C capital stock as scheduled vesting events from previously granted awards.

To cover tax obligations from these vestings, 799 shares of Class C capital stock were withheld at a price of $289.20 per share, recorded as F-code tax-withholding dispositions rather than open-market sales. Following these transactions, O'Toole directly held 10,710 shares of Class C capital stock and 8,940 shares of Class A common stock.

Insider Trade Summary

8 transactions reported

Mixed 8 txns

Insider O'Toole Amie Thuener

Role VP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Conversion	Class C Google Stock Units	338	$0.00	--
Tax Withholding	Class C Google Stock Units	341	$289.20	$99K
Conversion	Class C Google Stock Units	279	$0.00	--
Tax Withholding	Class C Google Stock Units	282	$289.20	$82K
Conversion	Class C Google Stock Units	174	$0.00	--
Tax Withholding	Class C Google Stock Units	176	$289.20	$51K
Conversion	Class C Capital Stock	792	$0.00	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class C Google Stock Units — 7,824 shares (Direct); Class C Capital Stock — 10,710 shares (Direct); Class A Common Stock — 8,940 shares (Direct)

Footnotes (1)

Class C Google Stock Units (GSU) entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU as GSU vests. 1/18th of the grant will vest on the 25th day of the month starting on March 25, 2025; 1/36th of the grant will vest on the 25th day of each month starting on March 25, 2026; and 1/36th of the grant will vest on March 1, 2027, subject to continued employment on each vesting date. Vesting of Google Stock Units ("GSUs") grant of which was previously reported in Form 4. Shares withheld to satisfy tax obligations arising out of vesting of GSUs. 1/36th of the grant will vest on the 25th day of the month starting on March 25, 2025; and 1/36th of the grant will vest on 1st of the month starting April 1, 2027, subject to continued employment on each vesting date. 1/36 of GSUs shall vest on the 25th of the month of the Grant Date, vesting 1/36 every 1 month(s) for 11 event(s); 1/36 of GSUs shall vest on the 1st of the month 11 month(s) after the Grant Date, vesting 1/36 every 1 month(s) for 25 event(s), subject to continued employment on such vesting date(s).

Form 4 Insider Transactions: What Each Field Means →

03/27/2026 - 07:49 PM

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^*

O'Toole Amie Thuener

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class C Google Stock Units⁽¹⁾	03/25/2026		C⁽²⁾		338	D	$0	7,824	D
Class C Google Stock Units⁽¹⁾	03/25/2026		F⁽³⁾		341	D	$289.2	7,483	D
Class C Google Stock Units⁽⁴⁾	03/25/2026		C⁽²⁾		279	D	$0	13,214	D
Class C Google Stock Units⁽⁴⁾	03/25/2026		F⁽³⁾		282	D	$289.2	12,932	D
Class C Google Stock Units⁽⁵⁾	03/25/2026		C⁽²⁾		174	D	$0	12,454	D
Class C Google Stock Units⁽⁵⁾	03/25/2026		F⁽³⁾		176	D	$289.2	12,278	D
Class C Capital Stock	03/25/2026		C⁽²⁾		792	A	$0	10,710	D
Class A Common Stock								8,940	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Class C Google Stock Units (GSU) entitle the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU as GSU vests. 1/18th of the grant will vest on the 25th day of the month starting on March 25, 2025; 1/36th of the grant will vest on the 25th day of each month starting on March 25, 2026; and 1/36th of the grant will vest on March 1, 2027, subject to continued employment on each vesting date.

2. Vesting of Google Stock Units ("GSUs") grant of which was previously reported in Form 4.

3. Shares withheld to satisfy tax obligations arising out of vesting of GSUs.

4. 1/36th of the grant will vest on the 25th day of the month starting on March 25, 2025; and 1/36th of the grant will vest on 1st of the month starting April 1, 2027, subject to continued employment on each vesting date.

5. 1/36 of GSUs shall vest on the 25th of the month of the Grant Date, vesting 1/36 every 1 month(s) for 11 event(s); 1/36 of GSUs shall vest on the 1st of the month 11 month(s) after the Grant Date, vesting 1/36 every 1 month(s) for 25 event(s), subject to continued employment on such vesting date(s).

	/s/ Fadillah Badar as Attorney-in-Fact for Amie Thuener O'Toole	03/26/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Alphabet (GOOG) report for Amie Thuener O'Toole?

Alphabet reported equity compensation activity for Amie Thuener O'Toole involving Google Stock Units vesting into Class C capital stock. Part of the vested shares was withheld to satisfy tax obligations, reflecting routine compensation mechanics rather than open-market buying or selling of Alphabet shares.

How many Alphabet shares vested and converted from GSUs in this Form 4 for GOOG?

The Form 4 shows that 1,583 Class C Google Stock Units converted into Alphabet Class C capital stock. These conversions stem from previously reported GSU grants, vesting according to their schedules as described in the footnotes tied to the awards and subject to continued employment on each vesting date.

How many Alphabet shares were withheld for taxes in this Amie Thuener O'Toole filing?

A total of 799 shares of Alphabet Class C capital stock were withheld to satisfy tax obligations. These tax-related withholdings are coded as F transactions at a price of $289.20 per share and do not represent open-market sales initiated by the reporting person.

What are Amie Thuener O'Toole’s reported Alphabet shareholdings after these Form 4 transactions?

After the reported transactions, Amie Thuener O'Toole directly held 10,710 shares of Alphabet Class C capital stock. The filing also reports 8,940 shares of Alphabet Class A common stock held directly, providing an updated view of her post-vesting and post-tax-withholding ownership position in the company.

Do these Alphabet (GOOG) Form 4 transactions indicate open-market buying or selling?

The transactions reflect GSU vesting and tax-withholding, not open-market trades. Shares were acquired through conversion of Google Stock Units and a portion was withheld to cover tax liabilities, so no open-market purchases or discretionary sales of Alphabet shares are reported in this Form 4.

How do the footnotes explain the vesting schedule of Alphabet Google Stock Units in this filing?

The footnotes state that each Google Stock Unit entitles the holder to one Class C share upon vesting. They describe monthly vesting schedules in 1/18th or 1/36th increments on specified dates, all conditioned on the reporting person’s continued employment on each vesting date.