Form 4: Guardant Health Exec Reports Stock Transactions

Guardant Health, Inc. executive AmirAli Talasaz reported transactions involving common stock and restricted stock units, including acquisitions and dispositions related to vesting and tax withholding.

Summary

• AmirAli Talasaz, Co-Chief Executive Officer and Director of Guardant Health, Inc., reported several transactions on March 31, 2026, and April 1, 2026.
• On March 31, 2026, 2,817 shares of common stock were acquired (A) with a transaction code 'M' and a price of $0, resulting in 2,131,306 shares beneficially owned indirectly.
• Also on March 31, 2026, 1,428 shares of common stock were disposed of (D) at a price of $92.37, with 2,129,878 shares remaining beneficially owned indirectly.
• On April 1, 2026, 23,997 shares of common stock were acquired (A) with a transaction code 'M' and a price of $0, increasing indirect beneficial ownership to 2,153,875 shares.
• Another acquisition of 9,716 shares of common stock occurred on April 1, 2026 (transaction code 'M', price $0), bringing indirect beneficial ownership to 2,163,591 shares.
• On April 1, 2026, 17,087 shares of common stock were disposed of (D) at a price of $91.15, with 2,146,504 shares remaining beneficially owned indirectly.
• Table II details transactions related to Restricted Stock Units (RSUs). On March 31, 2026, 2,817 RSUs were acquired (transaction code 'M'), with 8,451 RSUs held directly.
• On April 1, 2026, 23,997 RSUs were acquired (transaction code 'M'), resulting in 71,992 RSUs held directly.
• Also on April 1, 2026, 9,716 RSUs were acquired (transaction code 'M'), leading to 68,011 RSUs held directly.
• Explanation 1 clarifies that shares were retained by the Company for tax withholding obligations related to RSU vesting, not exceeding the tax liability.
• Explanation 2 describes an RSU award granted March 17, 2026, vesting quarterly over four installments.
• Explanation 4 details an RSU award granted March 18, 2024, vesting over three years, with 33% vested Jan 1, 2025, and the remainder vesting quarterly.
• Explanation 5 describes an RSU award granted March 12, 2025, vesting over three years, with 33% vested Jan 1, 2026, and the remainder vesting quarterly.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it primarily reports routine insider transactions related to executive compensation and vesting schedules, without indicating significant positive or negative shifts in insider holdings.

Positives

• Acquisition of 2,817 Restricted Stock Units (RSUs) on March 31, 2026, as part of an award granted March 17, 2026.
• Acquisition of 23,997 Restricted Stock Units (RSUs) on April 1, 2026, as part of an award granted March 18, 2024.
• Acquisition of 9,716 Restricted Stock Units (RSUs) on April 1, 2026, as part of an award granted March 12, 2025.
• The company retained shares to cover tax withholding obligations, indicating a mechanism to manage employee tax liabilities upon vesting.

Negatives

• Disposition of 1,428 shares of common stock at $92.37 on March 31, 2026.
• Disposition of 17,087 shares of common stock at $91.15 on April 1, 2026.

Risks

• The filing does not explicitly mention any risks or future challenges.

Future Outlook

The filing primarily reports past transactions and does not contain forward-looking statements or guidance regarding future financial performance or strategic direction.

Management Comments

• 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.
• This represents a restricted stock unit award granted on March 17, 2026 that vests in four equal installments on the last day of each calendar quarter: March 31, 2026, June 30, 2026, September 30, 2026, and December 31, 2026.
• This represents a restricted stock unit award granted on March 18, 2024 that vests over a three-year period. 33% of the shares subject to such award vested on January 1, 2025 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.
• This represents a restricted stock unit award granted on March 12, 2025 that vests over a three-year period. 33% of the shares subject to such award vested on January 1, 2026 and the remaining 67% of the shares vests in equal quarterly installments over the remaining two-year period thereafter.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard for executives and directors to report changes in their beneficial ownership of company stock, providing transparency to the market regarding insider transactions.

Related Party Transactions

• Shares held by Talasaz and Eskandari 2017 Family Trust are noted as indirect beneficial ownership.

Stakeholder Impact

• Shareholders gain transparency into insider stock transactions, which can inform their investment decisions.
• Employees receiving RSUs are impacted by the vesting schedules and the company's mechanism for managing tax withholding.

Next Steps

• Continued vesting of Restricted Stock Units as per the outlined schedules.
• Ongoing reporting of any future changes in beneficial ownership by AmirAli Talasaz.

Key Dates

Keywords

Guardant Health, GH, Form 4, Insider Trading, Stock Transaction, AmirAli Talasaz, Restricted Stock Units, RSU, Beneficial Ownership, Vesting, Tax Withholding