SEC Form 4 · accession 0001127602-15-025867
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
Aug 24, 2015
Accepted (ET)
Aug 26, 2015 · 2:25 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 | Aug 6, 2015 | G | 20,000 | $0.00 | D | 100,000 | D | |
| Class C Capital Stock | Aug 6, 2015 | G | 20,000 | $0.00 | D | 21,436,047 | D | |
| Class A Common StockF1 | Aug 7, 2015 | G | 20,000 | $0.00 | D | 80,000 | D | |
| Class C Capital Stock | Aug 7, 2015 | G | 20,000 | $0.00 | D | 21,416,047 | D | |
| Class A Common StockF1 | Aug 10, 2015 | G | 20,000 | $0.00 | D | 60,000 | D | |
| Class C Capital Stock | Aug 10, 2015 | G | 20,000 | $0.00 | D | 21,396,047 | D | |
| Class C Capital Stock | Aug 11, 2015 | G | 20,000 | $0.00 | D | 21,376,047 | D | |
| Class A Common StockF1 | Aug 11, 2015 | G | 20,000 | $0.00 | D | 40,000 | D | |
| Class A Common StockF1 | Aug 17, 2015 | G | 10,000 | $0.00 | D | 30,000 | D | |
| Class C Capital Stock | Aug 17, 2015 | G | 10,000 | $0.00 | D | 21,366,047 | D | |
| Class A Common StockF1 | Aug 18, 2015 | G | 10,000 | $0.00 | D | 20,000 | D | |
| Class C Capital Stock | Aug 18, 2015 | G | 10,000 | $0.00 | D | 21,356,047 | D | |
| Class A Common StockF1 | Aug 19, 2015 | G | 10,000 | $0.00 | D | 10,000 | D | |
| Class C Capital Stock | Aug 19, 2015 | G | 10,000 | $0.00 | D | 21,346,047 | D | |
| Class A Common StockF1 | Aug 20, 2015 | G | 10,000 | $0.00 | D | 0 | D | |
| Class C Capital Stock | Aug 20, 2015 | G | 10,000 | $0.00 | D | 21,336,047 | D | |
| Class A Common StockF1 | Aug 24, 2015 | C | 16,666 | $0.00 | A | 16,666 | D | |
| Class A Common StockF1,F2 | Aug 24, 2015 | S | 100 | $593.95 | D | 16,566 | D | |
| Class A Common StockF1,F3 | Aug 24, 2015 | S | 350 | $598.1929 | D | 16,216 | D | |
| Class A Common StockF1 | Aug 24, 2015 | S | 100 | $600.18 | D | 16,116 | D | |
| Class A Common StockF1,F4 | Aug 24, 2015 | S | 190 | $604.22 | D | 15,926 | D | |
| Class A Common StockF1,F5 | Aug 24, 2015 | S | 118 | $605.2571 | D | 15,808 | D | |
| Class A Common StockF1,F6 | Aug 24, 2015 | S | 303 | $607.3583 | D | 15,505 | D | |
| Class A Common StockF1 | Aug 24, 2015 | S | 100 | $609.70 | D | 15,405 | D | |
| Class A Common StockF1,F7 | Aug 24, 2015 | S | 279 | $611.5697 | D | 15,126 | D | |
| Class A Common StockF1,F8 | Aug 24, 2015 | S | 494 | $614.1121 | D | 14,632 | D | |
| Class A Common StockF1,F9 | Aug 24, 2015 | S | 433 | $615.524 | D | 14,199 | D | |
| Class A Common StockF1,F10 | Aug 24, 2015 | S | 300 | $616.6067 | D | 13,899 | D | |
| Class A Common StockF1,F11 | Aug 24, 2015 | S | 751 | $618.1054 | D | 13,148 | D | |
| Class A Common StockF1,F12 | Aug 24, 2015 | S | 411 | $619.3917 | D | 12,737 | 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 StockF13,F14 | $0.00 | Aug 24, 2015 | C | 16,666 | D | — | — | Class A Common Stock | 16,666 | 21,259,312 | 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 shares were sold in multiple transactions at prices ranging from $616.54 to $617.53, inclusive.
- F11The shares were sold in multiple transactions at prices ranging from $617.76 to $618.75, inclusive.
- F12The shares were sold in multiple transactions at prices ranging from $618.96 to $619.95, inclusive.
- F13All shares are exercisable as of the transaction date.
- F14There 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 $593.95 to $594.94, 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 (12) to this Form 4.
- F3The shares were sold in multiple transactions at prices ranging from $597.85 to $598.84, inclusive.
- F4The shares were sold in multiple transactions at prices ranging from $604.04 to $605.03, inclusive.
- F5The shares were sold in multiple transactions at prices ranging from $605.19 to $606.18, inclusive.
- F6The shares were sold in multiple transactions at prices ranging from $607.05 to $608.04, inclusive.
- F7The shares were sold in multiple transactions at prices ranging from $610.86 to $611.85, inclusive.
- F8The shares were sold in multiple transactions at prices ranging from $613.90 to $614.89, inclusive.
- F9The shares were sold in multiple transactions at prices ranging from $615.02 to $616.01, inclusive.
Remarks
Form 4 Filing 1 of 3 (continuation report): Related transactions effected by the Reporting Person on August 24, 2015 are reported on additional Forms 4. All sale transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person.