Bell Michael Brian 4

4 · Guardant Health, Inc. · Filed Jul 2, 2026

AI-generated summary of this filing

Updated Jul 2, 2026

Guardant Health (GH) CFO Michael Bell Converts RSUs; Shares Withheld

What Happened

Michael Brian Bell, Chief Financial Officer of Guardant Health (GH), had restricted stock units convert/vest on July 1, 2026, resulting in 7,278 shares issued to him (three separate RSU installments). The filing shows a tax-withholding disposition of 3,914 shares at $170.77 per share, totaling $668,394, leaving a net 3,364 shares delivered to Bell. The conversion entries are reported under Form 4 codes for exercise/conversion of derivatives (M) and tax withholding (F).

Key Details

Transaction date: July 1, 2026; Form 4 filed July 2, 2026 (timely).
Shares issued (from conversion/vesting): 7,278 total (2,084 + 3,324 + 1,870).
Shares withheld to cover taxes: 3,914 at $170.77/share = $668,394 (reported as "disposed" for withholding).
Net shares retained by insider after withholding: 3,364.
Footnotes: F1 confirms shares were retained by the company solely to satisfy tax withholding (not in excess of liability). F2, F4, F5 indicate these shares arose from RSU awards granted on Dec 13, 2023; Nov 8, 2024; and Mar 12, 2025 with multi-year vesting schedules. F3 is not applicable.
Shares owned after transaction: not specified in the filing.
Transaction codes: M = exercise/conversion of derivative (here conversion of RSUs at $0.00 per share); F = shares retained/withheld for tax payment.

Context

This was not an open-market sale or purchase: it reflects RSU vesting/conversion and routine company withholding to cover tax obligations (a common administratively required disposition). Such withholding does not necessarily indicate selling for liquidity or a change in insider sentiment.

Form 4

Period: 2026-07-01

Chief Financial Officer

Transactions

Exercise/Conversion
Common Stock
2026-07-01+2,084→ 50,536 total
Exercise/Conversion
Common Stock
2026-07-01+3,324→ 53,860 total
Exercise/Conversion
Common Stock
2026-07-01+1,870→ 55,730 total
Tax Payment
Common Stock
[F1]
2026-07-01$170.77/sh−3,914$668,394→ 51,816 total
Exercise/Conversion
Restricted Stock Units
[F2][F3]
2026-07-01−2,084→ 2,085 total
Exercise: $0.00→ Common Stock (2,084 underlying)
Exercise/Conversion
Restricted Stock Units
[F4][F3]
2026-07-01−3,324→ 16,620 total
Exercise: $0.00→ Common Stock (3,324 underlying)
Exercise/Conversion
Restricted Stock Units
[F5][F3]
2026-07-01−1,870→ 13,093 total
Exercise: $0.00→ Common Stock (1,870 underlying)

Footnotes (5)

[F1]These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability.
[F2]This represents a restricted stock unit award granted on December 13, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2024 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.
[F3]Not applicable for Restricted Stock Units.
[F4]This represents a restricted stock unit award granted on November 8, 2024 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2025 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.
[F5]This represents a restricted stock unit award granted on March 12, 2025 that vests over a three-year period. 33% of the shares subject to such award vested on April 1, 2026 and the remaining 67% of the shares vest in equal quarterly installments over the remaining two-year period thereafter.

Signature

/s/ John G. Saia, as attorney-in-fact for Michael Brian Bell|2026-07-02

1 file