Alphabet Inc. — Director's Dealing 2016

May 17, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Alphabet Inc. (GOOG)
CIK: 0001652044
Period of Report: 2016-05-16

Reporting Person: DOERR L JOHN (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-16	Class C Capital Stock	S	4569	$706.3111	Disposed	956063	Indirect
2016-05-16	Class C Capital Stock	S	4871	$707.1985	Disposed	951192	Indirect
2016-05-16	Class C Capital Stock	S	1700	$708.1515	Disposed	949492	Indirect
2016-05-16	Class C Capital Stock	S	4454	$709.9272	Disposed	945038	Indirect
2016-05-16	Class C Capital Stock	S	299	$710.5838	Disposed	944739	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class C Capital Stock	3798	Direct
Class A Common Stock	3343	Direct
Class C Google Stock Unit	336	Direct
Class C Google Stock Unit	25	Direct
Class C Google Stock Unit	117	Direct
Class C Google Stock Unit	533	Direct
Class A Google Stock Unit	25	Direct
Class A Google Stock Unit	117	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0		Class A Common Stock (1117447)	1117447	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $705.79 to $706.78, 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 (1) through (5).

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $706.79 to $707.78.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $707.92 to $708.91.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $709.30 to $710.29.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $710.44 to $711.43.

F6: 1/48th of the grant will vest on June 25, 2014 and an additional 1/48th will vest on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates.

F7: 1/48th of the grant vested on July 25, 2012 and an additional 1/48th will vest monthly on the 25th day of each month thereafter, subject to continued service on such dates.

F8: 1/48th of the grant vested on July 25, 2013 and an additional 1/48th will vest monthly on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates.

F9: 1/48th of Restricted Stock Units (GSUs) will vest on July 25, 2015 and an additional 1/48th of GSUs will vest monthly thereafter until the GSUs are fully vested, subject to continued service on such vesting dates.

F10: 1/48th of the grant will vest on July 25, 2013 and an additional 1/48th will vest monthly on the 25th day of the month thereafter, subject to continued employment on such vesting dates.

F11: There is no exercisable date for the Issuer's Class B Common Stock.

F12: There is no expiration date for the Issuer's Class B Common Stock.