Hennessy John L. 4

What Happened

• John L. Hennessy, a director of Alphabet Inc., reported gift transactions on 2026-02-10. The Form 4 shows 1,765 shares recorded as a gift disposition and 1,765 shares recorded as a gift acquisition, both at $0.00 per share (total reported value $0).
• These entries are coded as gifts (transaction code G) — this is not a market sale or purchase for cash.

Key Details

• Transaction date: 2026-02-10; Form filed: 2026-02-12 (filed promptly within two days).
• Reported amounts/prices: 1,765 shares disposed @ $0.00; 1,765 shares acquired @ $0.00; total reported $0.
• Shares owned after transaction: Not disclosed in the provided excerpt of the filing.
• Notable footnotes: The reported shares relate to Class C Google Stock Units (GSUs) that convert to one Class C share per GSU as they vest. Footnotes indicate monthly vesting schedules (see F1–F4 for varying 1/48th monthly vesting schedules and service/board-service conditions).
• Transaction code: G = Gift. No 10b5-1 plan or tax-withholding code was indicated in the provided data.

Context

• Gifts are typically transfers of ownership (to family members, trusts, charities, etc.) and do not necessarily signal the insider’s view of the company’s stock price. The entries here reflect a non‑cash transfer of GSUs/underlying shares rather than a buy or sell in the open market.
• The GSUs involved vest over time and convert to Class C shares as they vest; the footnotes explain monthly vesting schedules subject to continued service.