SEC Form 4 · accession 0001127602-15-023821
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
Jul 31, 2015
Accepted (ET)
Jul 31, 2015 · 4:42 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 | Jul 31, 2015 | C | 16,670 | $0.00 | A | 16,670 | D | |
| Class A Common StockF1,F2 | Jul 31, 2015 | S | 3,700 | $658.509 | D | 12,970 | D | |
| Class A Common StockF1,F3 | Jul 31, 2015 | S | 3,426 | $659.1827 | D | 9,544 | D | |
| Class A Common StockF1,F4 | Jul 31, 2015 | S | 4,180 | $660.6191 | D | 5,364 | D | |
| Class A Common StockF1,F5 | Jul 31, 2015 | S | 2,936 | $661.5567 | D | 2,428 | D | |
| Class A Common StockF1,F6 | Jul 31, 2015 | S | 1,728 | $662.6672 | D | 700 | D | |
| Class A Common StockF1,F7 | Jul 31, 2015 | S | 700 | $663.7855 | D | 0 | D | |
| Class C Capital StockF8 | Jul 31, 2015 | S | 3,285 | $626.202 | D | 21,469,432 | D | |
| Class C Capital StockF9 | Jul 31, 2015 | S | 3,024 | $627.1821 | D | 21,466,408 | D | |
| Class C Capital StockF10 | Jul 31, 2015 | S | 2,184 | $628.5761 | D | 21,464,224 | D | |
| Class C Capital StockF11 | Jul 31, 2015 | S | 2,967 | $629.5836 | D | 21,461,257 | D | |
| Class C Capital StockF12 | Jul 31, 2015 | S | 3,626 | $630.4499 | D | 21,457,631 | D | |
| Class C Capital StockF13 | Jul 31, 2015 | S | 1,275 | $631.4791 | D | 21,456,356 | D | |
| Class C Capital StockF14 | Jul 31, 2015 | S | 309 | $632.4906 | D | 21,456,047 | 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 | Jul 31, 2015 | C | 16,670 | D | — | — | Class A Common Stock | 16,670 | 21,395,978 | 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 $627.91 to $628.90, inclusive.
- F11The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $628.96 to $629.95, inclusive.
- F12The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $630.02 to $631.01, inclusive.
- F13The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $631.03 to $632.02, inclusive.
- F14The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $632.28 to $633.75, inclusive.
- F15All shares are exercisable as of the transaction date.
- F16There is no expiration date for the Issuer's Class B Common Stock.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $657.95 to $658.94, 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 (14) 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 $658.99 to $659.98, inclusive.
- F4The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $660.13 to $661.12, inclusive.
- F5The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $661.14 to $662.13, inclusive.
- F6The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $662.17 to $663.16, inclusive.
- F7The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $663.26 to $664.25, inclusive.
- F8The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $625.74 to $626.73, inclusive.
- F9The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $626.82 to $627.81, inclusive.
Remarks
All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person.