06/16/2025 | Press release | Distributed by Public on 06/16/2025 18:03
FORM 4
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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 |
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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) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 0 | 06/15/2025 | M | 4,879 | (2) | (3) | Common Stock | 4,879 | $ 0 | 0 | D | ||||
Restricted Stock Units | $ 0 | 06/15/2025 | M | 1,402 | (4) | (5) | Common Stock | 1,402 | $ 0 | 5,608 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Freeman Chris 3100 HANOVER STREET PALO ALTO, CA 94304 |
Chief Commercial Officer |
/s/ John G. Saia, as attorney-in-fact for Chris Freeman | 06/16/2025 | |
**Signature of Reporting Person | Date |
* | 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) | These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability. |
(2) | The restricted stock unit vested 25% of the shares subject to such award on June 15, 2022. The remaining 75% of the shares subject to such award vests in substantially equal installments on each anniversary of June 15, 2022 during the three-year period thereafter. |
(3) | Not applicable to Restricted Stock Units |
(4) | This represents a restricted stock unit award granted on June 9, 2023 that vests over a three-year period. 33% of the shares subject to such award vested on June 15, 2024 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter. |
(5) | Not applicable for Restricted Stock Units. |
Remarks: Table I includes 859 shares acquired under Guardant Health's Employee Stock Purchase Plan on 5/14/2025. |