Chief Executive Officer Pichai Sundar gifted 1,667,196 units of Class C Capital Stock and received a gift of 1,667,196 units of Class C Capital Stock, decreasing direct ownership by 39% to 1,707,060 units (SEC Form 4)
$GOOGL
Computer Software: Programming Data Processing
Technology
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Alphabet Inc. [ GOOGL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/26/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class C Capital Stock | 02/26/2026 | G(1) | 1,111,464 | D | $0 | 1,707,060 | D | |||
| Class C Capital Stock | 02/26/2026 | G(1) | 555,732 | A | $0 | 555,732 | I | Sundararajan Pichai 2026 Annuity Trust dtd 02/23/2026 | ||
| Class C Capital Stock | 02/26/2026 | G(1) | 555,732 | A | $0 | 555,732 | I | Spouse | ||
| Class C Capital Stock | 02/26/2026 | G(1) | 555,732 | D | $0 | 0 | I | Spouse | ||
| Class C Capital Stock | 02/26/2026 | G(1) | 555,732 | A | $0 | 555,732 | I | Anjali Pichai 2026 Annuity Trust dtd 02/18/2026 | ||
| Class A Common Stock | 227,560 | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. On February 26, 2026, the Reporting Person transferred a total of 1,111,464 shares of Class C Capital Stock for estate planning purposes. 555,732 of such shares of Class C Capital Stock were transferred to the Sundararajan Pichai 2026 Annuity Trust dtd 02/23/2026, for which the Reporting Person serves as the sole trustee and sole annuitant. The remaining 555,732 shares of Class C Capital stock were ransferred to his spouse, who immediately contributed such shares to the Anjali Pichai 2026 Annuity Trust dtd 02/18/2026, for which the spouse serves as the sole trustee and sole annuitant. No sale or purchase of securities was involved in these transactions. The Reporting Person disclaims beneficial ownership of the shares held by his spouse's trust, except to the extent of his indirect pecuniary interest herein. |
| /s/ Fadillah Badar, as Attorney-in-Fact for Sundar Pichai | 03/02/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||