Form 4: Guardant Health Co-CEO Sells Shares Via Trusts

Guardant Health Co-CEO AmirAli Talasaz reported sales of 100,000 common shares and transfers to trusts under a 10b5-1 plan.

Summary

• AmirAli Talasaz, Co-Chief Executive Officer and Director of Guardant Health, Inc. (GH), filed a Form 4 reporting transactions under a Rule 10b5-1(c) plan.
• On December 8, 2025, 387,946 shares of common stock were transferred from Talasaz Investments, L.P. to two children's remainder trusts: 193,973 shares to the AmirAli Talasaz 2018 Children's Remainder Trust and 193,973 shares to the Maryam Eskandari 2018 Children's Remainder Trust. These transactions represent changes in the form of indirect beneficial ownership.
• On the same date, a total of 100,000 common shares were sold from these trusts.
• The sales included 15,000 shares at a weighted average price of $104.2083, 30,760 shares at a weighted average price of $105.3372, and 4,240 shares at $106. These amounts were sold from each of the two trusts.
• Following these transactions, the reporting person's indirect beneficial ownership through Talasaz Investments, L.P. decreased to 82,854 shares, while the AmirAli Talasaz 2018 Children's Remainder Trust and Maryam Eskandari 2018 Children's Remainder Trust each hold 168,223 shares.

Sentiment

Score: 4

Explanation: The filing reports insider selling by a Co-CEO, which can be perceived negatively by the market. However, the transactions were conducted under a Rule 10b5-1 plan, indicating pre-scheduled sales rather than a reaction to new, non-public information, which mitigates the negative sentiment.

Positives

• Transactions were executed under a Rule 10b5-1(c) plan, indicating pre-scheduled sales and not a reaction to new, non-public information, which enhances transparency and reduces speculation.

Negatives

• Co-CEO AmirAli Talasaz, through affiliated trusts, sold a total of 100,000 shares of Guardant Health common stock, reducing insider ownership.

Risks

• Market perception of insider selling, even when pre-planned under a 10b5-1 plan, could lead to negative sentiment or speculation regarding future company performance.

Future Outlook

N/A

Industry Context

N/A

Related Party Transactions

• Transfer of 387,946 shares of common stock from Talasaz Investments, L.P. to the AmirAli Talasaz 2018 Children's Remainder Trust and Maryam Eskandari 2018 Children's Remainder Trust, representing a change in the form of indirect beneficial ownership among entities related to the reporting person.

Stakeholder Impact

• Shareholders: The sale of 100,000 shares by a Co-CEO, even under a 10b5-1 plan, slightly reduces insider ownership, which some investors may view as a minor negative signal.

Key Dates

Recommendation

The filing reports routine, pre-planned insider sales by a Co-CEO under a 10b5-1 plan. This type of transaction is generally not indicative of new material information and is often for personal financial management. While it reduces insider ownership, it does not fundamentally alter the investment thesis for Guardant Health based solely on this report. Therefore, a 'hold' recommendation is appropriate, awaiting further operational or financial updates.

Keywords

Guardant Health, GH, insider trading, Form 4, stock sale, executive compensation, AmirAli Talasaz, 10b5-1 plan, beneficial ownership