0001127602-14-019046.txt : 20140528 0001127602-14-019046.hdr.sgml : 20140528 20140528175207 ACCESSION NUMBER: 0001127602-14-019046 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140523 FILED AS OF DATE: 20140528 DATE AS OF CHANGE: 20140528 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Google Inc. CENTRAL INDEX KEY: 0001288776 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 770493581 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1600 AMPHITHEATRE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 650 623 4000 MAIL ADDRESS: STREET 1: 1600 AMPHITHEATRE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHMIDT ERIC E CENTRAL INDEX KEY: 0001242463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36380 FILM NUMBER: 14873764 MAIL ADDRESS: STREET 1: C/O GOOGLE INC STREET 2: 1600 AMPHITHEATRE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2014-05-23 0001288776 Google Inc. GOOG 0001242463 SCHMIDT ERIC E C/O GOOGLE INC. 1600 AMPHITHEATRE PARKWAY MOUNTAIN VIEW CA 94043 1 1 Executive Chairman of Board Class C Capital Stock 2014-05-23 4 S 0 14 543.9181 D 151368 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 55 544.4566 D 151313 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 116 545.4823 D 151197 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 59 546.4055 D 151138 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 90 547.5376 D 151048 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 170 548.5405 D 150878 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 98 549.3742 D 150780 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 50 550.6431 D 150730 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 16 551.5671 D 150714 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 97 552.6485 D 150617 I By Schmidt Investments LP Class C Capital Stock 2014-05-23 4 S 0 35 553.224 D 150582 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 C 0 800 0 A 800 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 21 554.6184 D 779 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 47 555.5822 D 732 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 79 556.4259 D 653 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 78 557.6111 D 575 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 95 558.2979 D 480 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 124 559.6656 D 356 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 119 560.2909 D 237 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 41 561.6036 D 196 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 26 562.4128 D 170 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 101 563.6562 D 69 I By Schmidt Investments LP Class A Common Stock 2014-05-23 4 S 0 69 564.3016 D 0 I By Schmidt Investments LP Class C Google Stock Unit 1550 D Class C Google Stock Unit 895 D Class A Google Stock Unit 1550 D Class A Google Stock Unit 895 D Class B Common Stock 0 2014-05-23 4 C 0 800 0 D Class A Common Stock 800 150582 I By Schmidt Investments LP This stock was received by the Reporting Person pursuant to a stock dividend declared by Google Inc. on January 29, 2014. As a result of the dividend, all holders of record of Class A Common Stock and Class B Common Stock on March 27, 2014 received on April 2, 2014 one share of Class C Capital Stock for each share of Class A Common Stock outstanding and one share of Class C Capital Stock for each share of Class B Common Stock outstanding. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $543.84 to $544.00, inclusive. The Reporting Person undertakes to provide to any security holder of Google Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) through (24) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $544.01 to $545.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $545.01 to $546.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $546.01 to $547.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $547.01 to $548.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $548.01 to $549.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $549.01 to $550.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $550.01 to $551.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $551.01 to $552.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $552.01 to $553.00, inclusive The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $553.01 to $554.00, inclusive Each share of Class A Common Stock was issued upon the conversion of one share of Class B Common Stock at the election of Reporting Person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $554.29 to $555.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $555.01 to $556.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $556.01 to $557.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $557.01 to $558.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $558.01 to $559.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $559.01 to $560.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $560.01 to $561.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $561.01 to $562.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $562.01 to $563.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $563.01 to $564.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $564.01 to $565.00, inclusive. This grant vests as follows: 5/8 of the 8,266 shares vest on September 25, 2013 and 1/16th of the remaining grant will vest on November 2, 2013 and each quarter thereafter, subject to continued employment on the applicable vesting dates. This grant vests as follows: 31/48 of the 4,773 shares vest on September 25, 2013 and 1/48th of the remaining shares will vest on October 2, 2013 and each month thereafter until the entire grant is fully vested, subject to continued employment with Google on the applicable vesting dates. The GSUs vest as follows: 5/8 of the 8,266 shares vest on September 25, 2013 and 1/16th of the remaining GSUs will vest on November 2, 2013 and each quarter thereafter, subject to continued employment on the applicable vesting dates. The Google Stock Units ("GSUs") entitle the Reporting Person to receive one share of Google Inc.'s Class A Common Stock for each share underlying the GSU as the GSU vests. The GSUs vest as follows: 31/48 of the 4,773 shares vest on September 25, 2013 and 1/48th of the remaining GSUs will vest on October 2, 2013 and each month thereafter until the GSUs are fully vested, subject to continued employment with Google on the applicable vesting dates. All shares are exercisable as of the transaction date. There is no expiration date for the Issuer's Class B Common Stock. All of the transactions reported in this Form 4 were effected pursuant to Rule 10b5-1 trading plan adopted by the Reporting Person. /s/ Valentina Margulis, as attorney-in-fact for Eric E. Schmidt 2014-05-28