SEC Form 4 · accession 0001127602-15-027793
GOOGLE INC. · GOOG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sundar Pichai
Officer — Sr. Vice President, Products
Period of report
Sep 25, 2015
Accepted (ET)
Sep 29, 2015 · 11:46 am 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 C Google Stock UnitF1 | Sep 25, 2015 | C | 11,908 | $0.00 | D | 137,507 | D | |
| Class C Capital Stock | Sep 25, 2015 | C | 11,908 | $0.00 | A | 13,069 | D | |
| Class C Google Stock UnitF1 | Sep 25, 2015 | F | 12,994 | $625.80 | D | 124,513 | D | |
| Class A Google Stock UnitF4 | Sep 25, 2015 | C | 603 | $0.00 | D | 54,982 | D | |
| Class A Common Stock | Sep 25, 2015 | C | 603 | $0.00 | A | 1,732 | D | |
| Class A Google Stock UnitF4 | Sep 25, 2015 | F | 660 | $654.91 | D | 54,322 | D | |
| Class C Google Stock UnitF4 | Sep 25, 2015 | C | 603 | $0.00 | D | 54,982 | D | |
| Class C Capital Stock | Sep 25, 2015 | C | 603 | $0.00 | A | 13,672 | D | |
| Class C Google Stock UnitF4 | Sep 25, 2015 | F | 660 | $625.80 | D | 54,322 | D | |
| Class C Google Stock UnitF5 | holding | — | — | — | 957 | D | ||
| Class C Google Stock UnitF6 | holding | — | — | — | 88,485 | D | ||
| Class C Google Stock UnitF7 | holding | — | — | — | 353,939 | D | ||
| Class A Google Stock UnitF8 | holding | — | — | — | 957 | 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 StockF9 | $318.2102 | holding | — | — | — | — | Apr 4, 2022 | Class A Common Stock | 8,646 | 8,646 | D |
| Option To Purchase Class A Common StockF9 | $218.5563 | holding | — | — | — | — | Jul 29, 2019 | Class A Common Stock | 2,436 | 2,436 | D |
| Option To Purchase Class A Common StockF9 | $253.6664 | holding | — | — | — | — | Aug 4, 2020 | Class A Common Stock | 1,459 | 1,459 | D |
| Option to Purchase Class C Capital StockF9 | $316.9399 | holding | — | — | — | — | Apr 4, 2022 | Class C Capital Stock | 8,646 | 8,646 | D |
| Option to Purchase Class C Capital StockF9 | $217.6838 | holding | — | — | — | — | Jul 29, 2019 | Class C Capital Stock | 2,436 | 2,436 | D |
| Option to Purchase Class C Capital StockF9 | $252.6537 | holding | — | — | — | — | Aug 4, 2020 | Class C Capital Stock | 1,459 | 1,459 | D |
Explanation of responses
- F1The GSUs vest at a rate of 1/8th per quarter, subject to continued employment on the applicable vesting dates.
- F2Vesting of GSUs grant of which was previously reported in Form 4.
- F3Shares withheld to satisfy tax obligations arising out of vesting of GSUs.
- F4The GSUs vest at a rate of 1/72 per month, subject to continued employment on the applicable vesting dates.
- F5The GSUs entitle the Reporting Person to receive one share of Google Inc.'s Class C Capital Stock for each share underlying the GSU as the GSU vests. The GSUs vest at a rate of 1/16th per quarter, subject to continued employment on the applicable vesting dates.
- F650% of the grant will vest on April 25, 2016 and 50% of the grant will vest on April 25, 2017, subject to continued employment on such dates.
- F7100% of the grant will vest on April 25, 2018, subject to continued employment on such date.
- F8The Google Stock Units ("GSUs") entitle the Reporting Person to receive one share of Google Inc.'s Class A Common Stock for each share underlying the GSU as the GSU vests. The GSUs vest at a rate of 1/16th per quarter, subject to continued employment on the applicable vesting dates.
- F9Option is fully vested.