SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

PICHETTE PATRICK

(Last)

(First)

(Middle)

C/O GOOGLE INC.

1600 AMPHITHEATRE PARKWAY

(Street)

MOUNTAIN VIEW

94043

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Google Inc. [ GOOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class C Google Stock Unit	07/01/2015		D⁽¹⁾		6,304	D	$0	23,955	D
Class C Google Stock Unit	07/01/2015		D⁽²⁾		23,955	D	$536.18	0	D
Class A Google Stock Unit	07/01/2015		D⁽¹⁾		6,304	D	$0	23,955	D
Class A Google Stock Unit	07/01/2015		D⁽²⁾		23,955	D	$549.37	0	D
Class C Google Stock Unit	07/01/2015		D⁽¹⁾		1,831	D	$0	0	D
Class A Google Stock Unit	07/01/2015		D⁽¹⁾		1,831	D	$0	0	D
Class C Google Stock Unit	07/01/2015		D⁽¹⁾		54,700	D	$0	16,088	D
Class C Google Stock Unit	07/01/2015		D⁽²⁾		16,088	D	$536.18	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option To Purchase Class A Common Stock	$287.6642	07/01/2015		D⁽¹⁾			3,662	⁽³⁾	04/06/2021	Class A Common Stock	3,662	$0	0	D
Option to Purchase Class C Capital Stock	$286.5159	07/01/2015		D⁽¹⁾			3,662	⁽³⁾	04/06/2021	Class C Capital Stock	3,662	$0	0	D
Option to Purchase Class C Capital Stock	$316.9399	07/01/2015		D⁽¹⁾			12,608	04/25/2016	04/04/2022	Class C Capital Stock	12,608	$0	47,909	D
Option to Purchase Class C Capital Stock	$316.9399	07/01/2015		D⁽²⁾			47,909	04/25/2016	04/04/2022	Class C Capital Stock	47,909	$219.24	0	D
Option To Purchase Class A Common Stock	$318.2102	07/01/2015		D⁽¹⁾			12,608	04/25/2016	04/04/2022	Class A Common Stock	12,608	$0	47,909	D
Option To Purchase Class A Common Stock	$318.2102	07/01/2015		D⁽²⁾			47,909	04/25/2016	04/04/2022	Class A Common Stock	47,909	$231.16	0	D

Explanation of Responses:

1. Cancellation of unvested equity.

2. Equity grant was paid out on a pro-rata basis for the time the Reporting Person has provided full-time services to the Issuer in the Reporting Person's capacity of Senior Vice President.

3. Prior to its cancellation on July 1, 2015, the option provided for vesting as follows: 1/48th of the option vested on the vesting start date (January 6, 2012) and 1/48th of the option vested each month thereafter.

	/s/ Valentina Margulis, as attorney-in-fact for Patrick Pichette	07/01/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.