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Filing Details

Accession Number:: 0001127602-14-021713
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-06-26 20:14:52
Reporting Period:: 2014-06-24

Filing Date:: 2014-06-26
Accepted Time:: 2014-06-26 20:14:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1288776	Google Inc.	GOOG	Services-Computer Programming, Data Processing, Etc. (7370)	770493581

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1242463	E Eric Schmidt	C/O Google Inc. 1600 Amphitheatre Parkway Mountain View CA 94043	Executive Chairman Of Board	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class C Capital Stock	Disposition	2014-06-24	338	$570.60	5,696	No	4	S	Indirect	By Schmidt Ocean Institute
Class C Capital Stock	Disposition	2014-06-24	368	$571.37	5,328	No	4	S	Indirect	By Schmidt Ocean Institute
Class C Capital Stock	Disposition	2014-06-24	40	$572.29	5,288	No	4	S	Indirect	By Schmidt Ocean Institute
Class C Capital Stock	Disposition	2014-06-24	793	$561.66	77,819	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	1,301	$562.56	76,518	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	640	$563.52	75,878	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	3,308	$564.53	72,570	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	1,924	$565.32	70,646	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	736	$566.39	69,910	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	1,697	$567.63	68,213	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	2,942	$568.51	65,271	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	5,472	$569.55	59,799	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	3,347	$570.60	56,452	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	3,648	$571.37	52,804	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Capital Stock	Disposition	2014-06-24	396	$572.29	52,408	No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By Schmidt Ocean Institute
No	4	S	Indirect	By Schmidt Ocean Institute
No	4	S	Indirect	By Schmidt Ocean Institute
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation
No	4	S	Indirect	By Schmidt Science and Philanthropic Foundation

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class C Capital Stock	1,237,406	Direct
Class C Capital Stock	13,784	Indirect	By The Schmidt Family Foundation
Class C Capital Stock	149,782	Indirect	By Schmidt Investments LP
Class C Capital Stock	693,086	Indirect	By Schmidt Investments LP Fund II
Class C Capital Stock	2,503,750	Indirect	By The Schmidt Family Living Trust
Class A Common Stock	43,097	Direct
Class C Google Stock Unit	17,048	Direct
Class C Google Stock Unit	87,862	Direct
Class A Common Stock	13,784	Indirect	By The Schmidt Family Foundation
Class A Google Stock Unit	17,048	Direct
Class A Google Stock Unit	87,862	Direct
Class A Common Stock	5,288	Indirect	By Schmidt Ocean Institute
Class A Common Stock	52,408	Indirect	By Schmidt Science and Philanthropic Foundation
Class C Google Stock Unit	1,550	Direct
Class C Google Stock Unit	796	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00		1,194,309	1,194,309	Direct
Class A Common Stock	Class B Common Stock	$0.00		149,782	149,782	Indirect
Class A Common Stock	Class B Common Stock	$0.00		693,086	693,086	Indirect
Class A Common Stock	Class B Common Stock	$0.00		2,503,750	2,503,750	Indirect
Class A Common Stock	Option To Purchase Class A Common Stock	$612.00	2021-02-02	181,840	181,840	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	1,194,309	1,194,309	Direct
	149,782	149,782	Indirect
	693,086	693,086	Indirect
	2,503,750	2,503,750	Indirect
2021-02-02	181,840	181,840	Direct

Footnotes

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $570.01 to $571.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $571.01 to $572.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $572.01 to $573.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $561.04 to $562.00, 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 (12) 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 $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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $565.01 to $566.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $566.01 to $567.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $567.01 to $568.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $568.01 to $569.00, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $569.01 to $570.00, 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.
On January 29, 2014, Google Inc. declared a stock dividend, as a result of which all holders of record of Class A 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 (the "Stock Dividend"). These GSUs were previously reported as GSUs entitling 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. As a result of the Stock Dividend, these GSUs were adjusted and each share underlying the GSU now corresponds to one share of Class A Common Stock and one share of Class C Capital Stock.
The Class C Google Stock Units ("Class C GSUs") entitle the Reporting Person to receive one share of Google Inc.'s Class C Capital Stock for each share underlying the Class C GSU as the Class C GSU vests. This grant vest as follows: 1/4th of the grant vests 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.
This grant vests as follow: 1/16th of the grant will vest on May 25, 2015, and an additional 1/16th will vest quarterly on the 25th day of the month until GSUs are fully vested, subject to continued employment on such vesting dates.
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 GSUs vest as follow: 1/16th of the GSUs will vest on May 25, 2015, and an additional 1/16th will vest quarterly on the 25th day of the month until GSUs are fully vested, subject to continued employment on such vesting dates.
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.
All shares are exercisable as of the transaction date.
There is no expiration date for the Issuer's Class B Common Stock.
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.