0001127602-12-008797.txt : 20120301 0001127602-12-008797.hdr.sgml : 20120301 20120301110943 ACCESSION NUMBER: 0001127602-12-008797 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120223 FILED AS OF DATE: 20120301 DATE AS OF CHANGE: 20120301 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-50726 FILM NUMBER: 12656081 MAIL ADDRESS: STREET 1: C/O APPLE INC STREET 2: 1 INFINITE LOOP CITY: CUPERTINO STATE: CA ZIP: 95014 4/A 1 form4a.xml PRIMARY DOCUMENT X0304 4/A 2012-02-23 2012-02-24 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 A Common Stock 2012-02-23 4 C 0 75000 0 A 75000 I By Trust Class A Common Stock 2012-02-23 4 S 0 730 600.7898 D 74270 I By Trust Class A Common Stock 2012-02-23 4 S 0 3212 601.7186 D 71058 I By Trust Class A Common Stock 2012-02-23 4 S 0 9507 602.438 D 61551 I By Trust Class A Common Stock 2012-02-23 4 S 0 5369 603.54 D 56182 I By Trust Class A Common Stock 2012-02-23 4 S 0 6258 604.52 D 49924 I By Trust Class A Common Stock 2012-02-23 4 S 0 22188 605.61 D 27736 I By Trust Class A Common Stock 2012-02-23 4 S 0 27020 606.38 D 716 I By Trust Class A Common Stock 2012-02-23 4 S 0 716 607.43 D 0 I By Trust Class A Common Stock 2012-02-23 4 C 0 19500 0 A 19500 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 190 600.7898 D 19310 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 835 601.7186 D 18475 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 2472 602.438 D 16003 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 1396 603.54 D 14607 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 1627 604.52 D 12980 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 5769 605.61 D 7211 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 7025 606.38 D 186 I By Limited Partnership II Class A Common Stock 2012-02-23 4 S 0 186 607.43 D 0 I By Limited Partnership II Class A Common Stock 12291 D Class A Common Stock 57096 I By Family Foundation Google Stock Unit 68190 D Class B Common Stock 0 2012-02-23 4 C 0 75000 0 D Class A Common Stock 75000 5754428 I By Trust Class B Common Stock 0 2012-02-23 4 C 0 19500 0 D Class A Common Stock 19500 1667794 I By Limited Partnership II Class B Common Stock 0 Class A Common Stock 1194309 1194309 D Class B Common Stock 0 Class A Common Stock 274092 274092 I By Limited Partnership I Option To Purchase Class A Common Stock 612.00 2021-02-02 Class A Common Stock 181840 181840 D The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $600.54 to $601.00, 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 (1) through (8) 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 $601.01 to $602.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $602.01 to $603.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $603.01 to $604.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $604.01 to $605.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $605.01 to $606.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $606.01 to $607.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $607.01 to $608.00, inclusive. All shares are exercisable as of the transaction date. There is no expiration date for the Issuer's Class B Common Stock. 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: 1/4th of the GSUs shall vest 12 months after vesting commencement date and 1/16th each quarter thereafter until the units are fully vested, subject to continued employment with Google on the applicable vesting dates. The option provided for vesting as follows: 25% of the option shall vest 12 months after vesting commencement date and 1/48th of shares shall vest each month thereafter until the option is fully vested, subject to continued employment with Google on the applicable vesting dates. All of the transactions reported in this Form 4 Amendment were effected pursuant to Rule 10b5-1 trading plan adopted by the Reporting Person. This Amendment is filed to correct the number of shares sold by the Reporting Person. /s/ Valentina Margulis, as attorney-in-fact for Eric E. Schmidt 2012-03-01