Talasaz AmirAli 4

What Happened

• AmirAli Talasaz, CEO of Guardant Health (GH), converted/vested restricted stock units (derivative conversions/exercises) and had shares withheld to cover tax obligations. On 2026-01-01 he converted/received 38,283 shares (derivative conversion) and on 2026-03-13 he converted/received 26,961 shares. To satisfy tax withholding tied to these vestings/conversions, 19,402 shares were withheld on 2026-01-01 (priced at $102.14, value $1,981,720) and 13,664 shares were withheld on 2026-03-13 (priced at $85.49, value $1,168,135). Total value of shares withheld for taxes ≈ $3,149,855. On 2026-03-17 he was granted additional restricted stock unit awards totaling 11,268 and 101,409 shares (see vesting notes below).

Key Details

• Transaction dates/prices/values:
  • 2026-01-01: Conversion/vesting of 38,283 derivative shares (M); 19,402 shares withheld (F) at $102.14 → $1,981,720.
  • 2026-03-13: Conversion/vesting of 26,961 derivative shares (M); 13,664 shares withheld (F) at $85.49 → $1,168,135.
  • 2026-01-01: Transfer of 13,209 shares (J) reflecting change in form of ownership (direct → indirect).
  • 2026-03-17: Grants (A) of 11,268 and 101,409 restricted stock units (derivative awards).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Notable footnotes:
  • F1: Change in form of ownership to the Talasaz and Eskandari 2017 Family Trust for 13,209 shares.
  • F2: Shares retained by the company to meet tax withholding on vesting; amount retained not in excess of tax liability.
  • F3: The Jan 1, 2026 activity relates to an RSU grant from 3/12/2025 that vested 33% on 1/1/2026, with remaining 67% vesting quarterly over the next two years.
  • F5/F6: The Mar 17, 2026 grants have scheduled vesting—one vests in four equal quarterly installments in 2026 (F5); the other vests over three years with 33% on 1/1/2027, then quarterly thereafter (F6).
• Filing: Form 4 filed 2026-03-17 reporting transactions from 2026-01-01 through 2026-03-17.

Context

• These entries are primarily vesting/conversion of RSUs and the company withholding shares to cover tax obligations (code F). That is a common, administrative outcome of equity vesting rather than an open-market sale; withheld shares are not a market sale for investment signal purposes.
• Derivative code M here indicates conversion/exercise of derivative awards (RSUs/options) into common shares. The withheld/retained shares (F) were used for tax withholding rather than sold on the open market.
• The 13,209-share J transfer reflects a change in how ownership is held (direct → indirect trust), which is administrative and not a purchase/sale signal.