Postscript on the stock split from David Drummond, chief legal officer, Google Inc news
13 April 2012

Google's chief legal officer David Drummond, explains what exactly Google's stock split would entail for shareholders (See: New stock split gives Brin, Page life-long hold on Google).

This is not the usual yada yada… so please read on.

Although we'll be filing a comprehensive proxy statement soon, I wanted to share some details about today's proposal to create a new class of stock and the process our board of directors followed to approve it.

As Larry and Sergey note above, the stock dividend we are announcing today will have the basic effect of a two-for-one stock split. Each holder of a share of Class A or Class B common stock will receive one share of the new non-voting Class C capital stock. So after the dividend, a stockholder who currently owns one Class A share with a single vote will continue to own that share plus one Class C share without a vote.

The Class A shares will continue to trade under the ''GOOG'' ticker symbol, while the Class C shares will trade under a different ticker symbol, so stockholders will be able to trade these shares, just as they can with Class A shares today. Except for voting rights, the Class C shares will have the same rights as the existing Class A and Class B shares. As is typically the case with stock splits, the Class C stock dividend will be tax-free.

One thing to keep in mind is that immediately after the Class C dividend, all stockholders, including Larry, Sergey and Eric, will retain the same voting interest they hold prior to the dividend. In addition, Larry, Sergey and Eric have agreed to subject their shares to a Transfer Restriction Agreement. This agreement will maintain the same link between their voting and economic interests that exists today, even if they sell some of their non-voting Class C shares.





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Postscript on the stock split from David Drummond, chief legal officer, Google Inc