Guardant Health Inc.

12/08/2025 | Press release | Distributed by Public on 12/08/2025 20:37

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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
(Print or Type Responses)
1. Name and Address of Reporting Person *
Bell Michael Brian
2. Issuer Name and Ticker or Trading Symbol
Guardant Health, Inc. [GH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
3100 HANOVER STREET
3. Date of Earliest Transaction (Month/Day/Year)
12/05/2025
(Street)
PALO ALTO, CA 94304
4. If Amendment, Date 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
(City) (State) (Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 12/05/2025 M 29,382 A $32.86 81,509 D
Common Stock 12/05/2025 M 26,905 A $28.37 108,414 D
Common Stock 12/05/2025 S 8,033 D $101.4236(1) 100,381 D
Common Stock 12/05/2025 S 22,891 D $102.1057(2) 77,490 D
Common Stock 12/05/2025 S 7,567 D $103.2634(3) 69,923 D
Common Stock 12/05/2025 S 11,978 D $103.9616(4) 57,945 D
Common Stock 12/05/2025 S 250 D $105.816(5) 57,695 D
Common Stock 12/05/2025 S 5,568 D $106.6843(6) 52,127 D
Common Stock 12/05/2025 S 3,267 D $101.464(7) 48,860 D
Common Stock 12/05/2025 S 8,774 D $102.1121(8) 40,086 D
Common Stock 12/05/2025 S 2,533 D $103.2409(3) 37,553 D
Common Stock 12/05/2025 S 5,027 D $103.9609(9) 32,526 D
Common Stock 12/05/2025 S 3,284 D $106.7017(10) 29,242 D
Common Stock 12/05/2025 S 1,190 D $107.2625(11) 28,052 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $32.86 12/05/2025 M 29,382 (12) 06/09/2033 Common Stock 29,382 $ 0 7,137 D
Stock Option (Right to Buy) $28.37 12/05/2025 M 26,905 (13) 12/13/2033 Common Stock 26,905 $ 0 10,421 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bell Michael Brian
3100 HANOVER STREET
PALO ALTO, CA 94304
Chief Financial Officer

Signatures

/s/ John G. Saia, as attorney-in-fact for Michael Brian Bell 12/08/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $100.715 to $101.705. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(2) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $101.715 to $102.690. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(3) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $102.720 to $103.710. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(4) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $103.720 to $104.440. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(5) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $105.415 to $106.390. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(6) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $106.420 to $106.980. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(7) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $100.710 to $101.700. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(8) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $101.715 to $102.670. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(9) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $103.720 to $104.510. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(10) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $105.935 to $106.925. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(11) Represents the weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $107.010 to $107.390. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
(12) The stock option vests as to 33% of the shares subject to such award on June 9, 2024, and as to the remaining 67% of the shares subject to such award in substantially equity installments on each monthly anniversary of June 9, 2024, during the two-year period thereafter.
(13) This represents a stock option granted on December 13, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on October 1, 2024 and the remaining 67% of the shares vests in equal monthly installments over the remaining two-year period thereafter.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Guardant Health Inc. published this content on December 08, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on December 09, 2025 at 02:37 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]