O'Toole Amie Thuener 4

What Happened
Amie Thuener O'Toole, Vice President and Chief Accounting Officer of Alphabet Inc. (GOOGL), reported vesting/conversion of Google Stock Units (GSUs) into Class C shares and the withholding/surrender of some shares to cover tax obligations. The filing shows a conversion of 932 Class C GSUs into shares (acquired at $0), and several disposals/withholdings: conversion disposals of 676 and 256 shares (at $0), plus tax-withholding dispositions of 305 shares ($100,171) and 683 shares ($224,318) at $328.43 per share. This was a routine vesting and withholding event rather than an open-market sale.

Key Details

• Transaction dates: primary conversion events reported on 2026-01-25; one tax-withholding line in the filing shows 2027-01-25 (as reported).
• Prices and values: conversions recorded at $0 (derivative conversion); tax-withholding share dispositions at $328.43/share for 305 shares ($100,171) and 683 shares ($224,318). Total reported tax withholding value ≈ $324,489.
• Shares owned after the transaction: not specified in the provided filing details.
• Footnotes: F1 = vesting of GSUs previously reported; F2/F4 = GSU vesting schedule and conversion terms to Class C shares; F3 = shares were withheld/surrendered to satisfy tax obligations.
• Filing timeliness: Form 4 filed 2026-01-27 for transactions with period ending 2026-01-25 — appears to be a timely report.

Context
GSUs convert into Class C Alphabet shares as they vest. The reported disposals here reflect shares withheld or surrendered to cover tax liabilities (cashless/withholding settlement), not open-market sales by the insider. These routine vesting/withholding entries are standard compensation processing and are not direct indicators of the insider buying or selling stock on the open market.