Alphabet Inc. — Director's Dealing 2024

Dec 19, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Alphabet Inc. (GOOGL)
CIK: 0001652044
Period of Report: 2024-12-16

Reporting Person: Shriram Kavitark Ram (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-12-18	Class A Common Stock	G	32700	—	Acquired	315532	Direct
2024-12-18	Class A Common Stock	G	32700	—	Acquired	300400	Indirect
2024-12-18	Class A Common Stock	G	32700	—	Disposed	187710	Indirect
2024-12-18	Class A Common Stock	G	32700	—	Disposed	187710	Indirect
2024-12-18	Class C Capital Stock	G	32700	—	Disposed	187710	Indirect
2024-12-18	Class C Capital Stock	G	32700	—	Disposed	187710	Indirect
2024-12-18	Class C Capital Stock	G	32700	—	Acquired	757226	Indirect
2024-12-18	Class C Capital Stock	G	32700	—	Acquired	844097	Direct
2024-12-16	Class C Google Stock Units	A	1	—	Acquired	1244	Direct
2024-12-16	Class C Google Stock Units	A	2	—	Acquired	1841	Direct
2024-12-16	Class C Google Stock Units	A	2	—	Acquired	1754	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class C Google Stock Units	421	Direct
Class A Common Stock	337680	Indirect
Class A Common Stock	320864	Indirect
Class A Common Stock	319344	Indirect
Class C Capital Stock	319344	Indirect
Class C Capital Stock	320864	Indirect
Class C Capital Stock	338600	Indirect

Footnotes

F1: Reflects an annuity payment on December 18, 2024 of 32,700 shares of Class A Common stock and 32,700 shares of Class C Capital stock from the 2022 RS Irrevocable Trust UAD 10/28/2022 (2022 GRAT) to the Reporting Person. The Reporting Person is both trustee and sole annuitant of the 2022 GRAT and believes such annuity payment qualifies as a mere change in form of beneficial ownership of the shares, exempt from Section 16(a) and Section 16(b) pursuant to Rule 16a-13 under the Securities Exchange Act of 1934 (Exchange Act).

F2: Reflects an annuity payment on December 18, 2024 of 32,700 shares of Class A Common stock and 32,700 shares of Class C Capital stock from the 2022 VS Irrevocable Trust UAD 10/28/2022 (2022 VS GRAT) to the Reporting Person's spouse. The Reporting Person's spouse is both trustee and sole annuitant of the 2022 VS GRAT. The Reporting Person believes such annuity payment qualifies as a mere change in form of beneficial ownership of the shares, exempt from Section 16(a) and Section 16(b) pursuant to Rule 16a-13 under the Exchange Act.

F3: The Reporting Person is both trustee and sole annuitant of the 2021 GRAT.

F4: The Reporting Person is trustee and beneficiary of the 2022 RS Irrevocable Trust UAD 10/28/2022.

F5: The Reporting Person's spouse is both trustee and sole annuitant of the 2021 VS GRAT.

F6: The Reporting Person's spouse is trustee and beneficiary of the 2022 VS Irrevocable Trust UAD 10/28/2022.

F7: The Google Stock Units (GSUs) entitle the Reporting Person to receive one share of Alphabet Inc. Class C Capital Stock for each share underlying the GSU as GSU vests. 1/48th of GSUs vested on July 25, 2021 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.

F8: Consists of 1 DEU and 420 GSUs. Each of the DEUs and each of the GSUs entitles the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU or DEU (as applicable) as each GSU or DEU (as applicable) vests.

F9: 1/48th of GSUs vested on July 25, 2022 and an additional 1/48th of GSUs vests on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates.

F10: Represents the dividend equivalent unit (DEU) that accrued on the Reporting Person's GSUs held as of December 9, 2024, in connection with the cash dividend that was declared by Alphabet Inc. and distributed on December 16, 2024. This DEU will vest on the same schedule as the GSUs on which the DEU accrued. Each DEU entitles the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the DEU as each DEU vests.

F11: Consists of 4 DEUs and 1,240 GSUs. Each of the DEUs and each of the GSUs entitles the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU or DEU (as applicable) as each GSU or DEU (as applicable) vests.

F12: 1/48th of GSUs vested on July 25, 2023 and an additional 1/48th of GSUs vests on the 25th day of each month thereafter, subject to continued service on the Board on the applicable vesting dates.

F13: Consists of 6 DEUs and 1,835 GSUs. Each of the DEUs and each of the GSUs entitles the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU or DEU (as applicable) as each GSU or DEU (as applicable) vests.

F14: 1/48 of GSUs will vest on the 25th day of each month following the grant date for 31 months and on the 1st day of each month for the following 17 months, subject to continued service on the Board on the applicable vesting dates.

F15: Consists of 4 DEUs and 1,750 GSUs. Each of the DEUs and each of the GSUs entitles the Reporting Person to receive one share of Alphabet Inc. Class C capital stock for each share underlying the GSU or DEU (as applicable) as each GSU or DEU (as applicable) vests.