SEC Form 4 · accession 0001127602-15-007773
GOOGLE INC. · GOOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence Page
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Feb 20, 2015
Accepted (ET)
Feb 23, 2015 · 6:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001288776
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Feb 20, 2015 | C | 16,666 | $0.00 | A | 16,666 | D | |
| Class C Capital StockF2,F3 | Feb 20, 2015 | S | 1,802 | $536.4525 | D | 22,511,774 | D | |
| Class C Capital StockF2,F4 | Feb 20, 2015 | S | 5,930 | $537.4305 | D | 22,505,844 | D | |
| Class C Capital StockF2,F5 | Feb 20, 2015 | S | 3,801 | $538.4666 | D | 22,502,043 | D | |
| Class C Capital StockF2,F6 | Feb 20, 2015 | S | 3,033 | $539.4821 | D | 22,499,010 | D | |
| Class C Capital StockF2,F7 | Feb 20, 2015 | S | 1,520 | $540.1285 | D | 22,497,490 | D | |
| Class C Capital StockF2,F8 | Feb 20, 2015 | S | 380 | $541.5075 | D | 22,497,110 | D | |
| Class C Capital StockF2 | Feb 20, 2015 | S | 200 | $542.74 | D | 22,496,910 | D | |
| Class A Common StockF9 | Feb 20, 2015 | S | 1,709 | $538.9103 | D | 14,957 | D | |
| Class A Common StockF10 | Feb 20, 2015 | S | 5,499 | $539.881 | D | 9,458 | D | |
| Class A Common StockF11 | Feb 20, 2015 | S | 2,743 | $541.0481 | D | 6,715 | D | |
| Class A Common StockF12 | Feb 20, 2015 | S | 3,411 | $541.8166 | D | 3,304 | D | |
| Class A Common StockF13 | Feb 20, 2015 | S | 2,804 | $542.8978 | D | 500 | D | |
| Class A Common StockF14 | Feb 20, 2015 | S | 300 | $544.7733 | D | 200 | D | |
| Class A Common Stock | Feb 20, 2015 | S | 200 | $546.25 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF15,F16 | $0.00 | Feb 20, 2015 | C | 16,666 | D | — | — | Class A Common Stock | 16,666 | 22,496,910 | D |
Explanation of responses
- F1Each share of Class A Common Stock issued upon conversion of one share of Class B Common Stock at election of reporting person.
- F10The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $539.42 to $540.41, inclusive.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $540.45 to $541.44, inclusive.
- F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $541.45 to $542.44, inclusive.
- F13The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $542.45 to $543.44, inclusive.
- F14The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $544.70 to $545.69, inclusive.
- F15All shares are exercisable as of the transaction date.
- F16There is no expiration date for the Issuer's Class B Common Stock.
- F2This stock was received by the Reporting Person pursuant to a stock dividend declared by Google Inc. on January 29, 2014. As a result of the dividend, all holders of record of Class A Common Stock and Class B Common Stock on March 27, 2014 received on April 2, 2014 one share of Class C Capital Stock for each share of Class A Common Stock outstanding and one share of Class C Capital Stock for each share of Class B Common Stock outstanding.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $535.93 to $536.92, inclusive. The reporting person undertakes to provide to any security holder of Google 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 (3) through (14) to this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $536.93 to $537.92, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $537.93 to $538.92, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $538.99 to $539.98, inclusive.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $539.99 to $540.98, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $541.30 to $542.29, inclusive.
- F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $538.35 to $539.34, inclusive.
Remarks
All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person.