O'Toole Amie Thuener 4

What Happened
Amie Thuener O'Toole, Alphabet's Vice President and Chief Accounting Officer, had Google Stock Units (GSUs) vest on Feb 25, 2026. The filing shows conversion of GSUs into Class C shares (conversion code C) and simultaneous share dispositions to satisfy tax obligations (code F). The filing reports 957 shares converted into Class C stock and withholding entries of 683 and 282 shares at $310.92 per share, resulting in tax-withholding amounts of $212,358 and $87,679 (total ≈ $300,037). These entries reflect routine vesting and withholding, not an open-market buy or sell for investment purposes.

Key Details

• Transaction date: 2026-02-25; Form 4 filed 2026-02-27 (timely).
• Reported price used for tax withholding: $310.92 per share.
• Withheld shares/tax amounts: 683 shares → $212,358; 282 shares → $87,679 (total ≈ $300,037).
• Conversion entries: 957 shares converted to Class C stock; related conversion disposal entries of 677 and 280 shares are also reported in the filing.
• Shares owned after the transactions: not stated in the provided excerpt — see the full Form 4 for total beneficial ownership.
• Footnotes: F1 = vesting of previously reported GSU grant; F2 = shares withheld to satisfy tax obligations; F3/F4 = descriptions of Class C GSU vesting schedule.
• Transaction codes: C = conversion of derivative (GSU → share); F = payment of tax obligation (shares withheld).

Context
This was a standard vesting event: GSUs converted into Class C shares and a portion of the resulting shares were withheld to cover taxes (a cashless/net withholding settlement). Such transactions are routine compensation-related events and do not necessarily indicate the insider's view of the company's stock.