CLARK IAN T 4

What Happened

• Ian T. Clark, a director of Guardant Health, recorded derivative transactions on June 17, 2026: he exercised/converted 5,092 derivative shares (code M) and an equal number, 5,092, was reported as disposed (derivative). He also acquired 2,711 restricted stock units (RSUs) as an award (code A). All transactions list a $0.00 per-share price and $0 total in the Form 4 entry. Net on the books: +2,711 shares from the RSU vesting (the exercised 5,092 were simultaneously disposed).

Key Details

• Transaction date(s): June 17, 2026. Form filed: June 22, 2026 (appears to be a late filing relative to the usual 2-business-day Form 4 window).
• Prices/values reported: $0.00 per share for all entries; total cash reported $0.00 (this reflects reporting of the derivative/award event, not market value).
• Shares owned after transaction: Not disclosed in the provided excerpt of the filing.
• Footnotes of note:
  • F1: The RSU award vested in full on the date of the 2026 Annual Meeting (June 17, 2026).
  • F3: The RSU award vests in full on the one‑year anniversary of the grant date (June 17, 2026) or the next annual meeting, whichever is earlier.
  • F2: Not applicable for Restricted Stock Units.
• Transaction codes: M = exercise/conversion of derivative; A = grant/award acquisition; the reported disposal tied to the exercise is also recorded as a derivative disposition.

Context

• It’s common in option exercises for an equal number of shares to be withheld or disposed of immediately to cover taxes or exercise costs (a cashless or net-share settlement). The filing shows an exercise and simultaneous disposal of the same 5,092 shares, plus receipt of 2,711 vested RSUs — these are typically compensation-related and not necessarily a market-timing signal.
• No purchase or open-market sale was reported; rather, these are internal/compensation transactions. The late filing (filed five days after the transaction date) is noted by regulators as a compliance issue but does not, by itself, indicate trading intent.