SEC Form 4 · accession 0001127602-15-021422
GOOGLE INC. · GOOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sergey Brin
Officer — Co-Founder · Director · 10% Owner
Period of report
Jun 25, 2015
Accepted (ET)
Jun 25, 2015 · 8:02 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 StockF1 | Jun 25, 2015 | C | 16,666 | $0.00 | A | 16,666 | D | |
| Class C Capital StockF2 | Jun 25, 2015 | S | 2,125 | $535.7547 | D | 21,570,592 | D | |
| Class C Capital StockF3 | Jun 25, 2015 | S | 4,156 | $536.8351 | D | 21,566,436 | D | |
| Class C Capital StockF4 | Jun 25, 2015 | S | 3,100 | $538.4099 | D | 21,563,336 | D | |
| Class C Capital StockF5 | Jun 25, 2015 | S | 5,378 | $539.1038 | D | 21,557,958 | D | |
| Class C Capital StockF6 | Jun 25, 2015 | S | 1,907 | $540.2126 | D | 21,556,051 | D | |
| Class A Common StockF1,F7 | Jun 25, 2015 | S | 3,499 | $558.3149 | D | 13,167 | D | |
| Class A Common StockF1,F8 | Jun 25, 2015 | S | 3,086 | $559.3386 | D | 10,081 | D | |
| Class A Common StockF1,F9 | Jun 25, 2015 | S | 6,268 | $560.7383 | D | 3,813 | D | |
| Class A Common StockF1,F10 | Jun 25, 2015 | S | 2,613 | $561.3961 | D | 1,200 | D | |
| Class A Common StockF1,F11 | Jun 25, 2015 | S | 1,200 | $562.705 | 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 StockF12,F13 | $0.00 | Jun 25, 2015 | C | 16,666 | D | — | — | Class A Common Stock | 16,666 | 21,495,982 | D |
Explanation of responses
- F1Each share of Class A Common Stock was issued upon the conversion of one share of Class B Common Stock at the election of Reporting Person.
- F10The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $561.14 to $562.13, inclusive.
- F11The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $562.44 to $563.43, inclusive.
- F12All shares are exercisable as of the transaction date.
- F13There is no expiration date for the Issuer's Class B Common Stock.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $535.35 to $536.34, 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 (2) through (11) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $536.38 to $537.37, inclusive.
- F4The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $537.67 to $538.66, inclusive.
- F5The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $538.67 to $539.66, inclusive.
- F6The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $539.73 to $540.72, inclusive.
- F7The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $557.95 to $558.94, inclusive.
- F8The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $558.97 to $559.96, inclusive.
- F9The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $560.14 to $561.13, inclusive.
Remarks
All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person.