Statement of Changes in Beneficial Ownership (4)
December 31 2020 - 11:59AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
WALKER JOHN KENT |
2. Issuer Name and Ticker or Trading Symbol
Alphabet Inc.
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GOOG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP, Global Affairs and CLO |
(Last)
(First)
(Middle)
C/O ALPHABET INC., 1600 AMPHITHEATRE PKWY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/30/2020 |
(Street)
MOUNTAIN VIEW, CA 94043
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class C Capital Stock | 12/30/2020 | | S | | 501 | D | $1745.9097 (1) | 1998 | D | |
Class C Capital Stock | 12/30/2020 | | S | | 720 | D | $1746.9959 (2) | 1278 | D | |
Class C Capital Stock | 12/30/2020 | | S | | 877 | D | $1748.1009 (3) | 401 | D | |
Class C Capital Stock | 12/30/2020 | | S | | 400 | D | $1748.83 (4) | 1 | D | |
Class C Capital Stock | | | | | | | | 4986 | I | By Arete Trust, John Kent Walker and Diana Ruth Walsh, Trustees |
Class C Google Stock Units (5) | | | | | | | | 27955 | D | |
Class C Google Stock Units (6) | | | | | | | | 10502 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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. The shares were sold in multiple transactions at prices ranging from $1,745.48 to $1,746.47, 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) through (4) to this Form 4. |
(2) | The shares were sold in multiple transactions at prices ranging from $1,746.61 to $1,747.60, inclusive. |
(3) | The shares were sold in multiple transactions at prices ranging from $1,747.61 to $1,748.60, inclusive. |
(4) | The shares were sold in multiple transactions at prices ranging from $1,748.66 to $1,749.65, inclusive. |
(5) | The 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 vest. 1/8th of GSU grant vested on June 25, 2020 and an additional 1/16th of the grant will vest quarterly on the 25th day of the month thereafter until the GSU are fully vested, subject to continued employment on the applicable vesting dates. |
(6) | 1/16th of GSU vested on March 25, 2018 and an additional 1/16th of the grant will vest quarterly on the 25th day of the month thereafter until the GSU are fully vested, subject to continued employment on the applicable vesting dates. |
Remarks: All transactions reported in this Form 4 were effected pursuant to a 10b5-1 Trading Plan adopted by the Reporting Person. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
WALKER JOHN KENT C/O ALPHABET INC. 1600 AMPHITHEATRE PKWY MOUNTAIN VIEW, CA 94043 |
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| SVP, Global Affairs and CLO |
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Signatures
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/s/ Valentina Margulis, as Attorney-in-Fact for John Kent Walker | | 12/31/2020 |
**Signature of Reporting Person | Date |
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