O'Toole Amie Thuener 4

What Happened
Amie Thuener O'Toole, VP and Chief Accounting Officer of Alphabet Inc., had Google Stock Units (GSUs) vest on March 25, 2026. A total of 1,583 GSUs converted into Class C shares; of those, 792 shares were delivered to her (acquired) and approximately 799 shares were withheld/disposed to satisfy tax obligations, generating proceeds of about $231,070. The shares withheld were recorded at $289.20 per share for tax withholding purposes.

Key Details

• Transaction date: March 25, 2026; Form 4 filed March 27, 2026 (filed promptly after the vesting).
• Conversion (derivative to stock): total conversions reported = 1,583 GSUs converting to Class C shares (individual conversion lines: 338, 279, 174, and 792 shares).
• Tax withholding (disposed): 341 shares ($98,617), 282 shares ($81,554), and 176 shares ($50,899) — total 799 shares withheld, total value ~$231,070; per-share withholding price $289.20.
• Net acquired shares from vesting: 792 shares.
• Shares owned after the transaction: not disclosed in the provided excerpt of the filing.
• Footnotes: Vesting relates to previously reported GSU grants (see F1–F5 explaining vesting schedule). Footnote F3 indicates shares were withheld to satisfy tax obligations.
• Transaction codes explained: C = conversion of derivative security (GSU to stock); F = payment of exercise price or tax liability (shares withheld for taxes).

Context
This was a routine vesting of previously granted GSUs rather than an open-market purchase or sale for investment. The withholding of shares to cover taxes is a common cashless settlement practice and should not be interpreted as an active market sale decision by the insider.