SEC Form 4 · accession 0001127602-15-020019
GOOGLE INC. · GOOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ann Mather
Director
Period of report
Jun 5, 2015
Accepted (ET)
Jun 8, 2015 · 2:36 pm EDT
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 Stock | Jun 5, 2015 | M | 1,000 | $0.00 | A | 2,378 | D | |
| Class A Common Stock | Jun 5, 2015 | S | 1,000 | $552.00 | D | 1,378 | D | |
| Class C Capital Stock | Jun 5, 2015 | M | 1,000 | $0.00 | A | 2,541 | D | |
| Class C Capital Stock | Jun 5, 2015 | S | 1,000 | $536.35 | D | 1,541 | D | |
| Class C Google Stock Unit | holding | — | — | — | 28 | D | ||
| Class C Google Stock Unit | holding | — | — | — | 483 | D | ||
| Class C Google Stock Unit | holding | — | — | — | 207 | D | ||
| Class C Google Stock Unit | holding | — | — | — | 164 | D | ||
| Class A Google Stock Unit | holding | — | — | — | 28 | D | ||
| Class A Google Stock Unit | holding | — | — | — | 207 | D | ||
| Class A Google Stock Unit | holding | — | — | — | 164 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option To Purchase Class A Common StockF1,F2 | $207.4591 | Jun 5, 2015 | M | 1,000 | D | Dec 1, 2005 | Dec 1, 2015 | Class A Common Stock | 1,000 | 9,000 | D |
| Option to Purchase Class C Capital StockF1 | $206.631 | Jun 5, 2015 | M | 1,000 | D | Apr 2, 2014 | Dec 1, 2015 | Class C Capital Stock | 1,000 | 9,000 | D |
Explanation of responses
- F1On January 29, 2014, Google Inc. declared a stock dividend, as a result of which all holders of record of Class A 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 (the "Stock Dividend"). This option was previously reported as an option for 12,000 shares of Class A Common Stock at an exercise price of $414.09 per share, but was adjusted to reflect the Stock Dividend. As a result of adjustment, the option now entitles the Reporting Person to exercise a portion of the option for 12,000 shares of Class C Capital Stock, and the exercise price has been adjusted so that the portion of the option covering Class A Common Stock now has an exercise price of $207.4591 and the portion of the option covering Class C Capital Stock has an exercise price of $206.631 per share.
- F2The option is a subject to the terms and conditions of Google Inc.'s 2004 Stock Plan and is fully vested.
Remarks
All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person.