Statement of Changes in Beneficial Ownership (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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* HENNESSY JOHN L	2. Issuer Name and Ticker or Trading Symbol Alphabet Inc. [ GOOG ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) C/O ALPHABET INC., 1600 AMPHITHEATRE PKWY	3. Date of Earliest Transaction (MM/DD/YYYY) 1/7/2022
(Street) MOUNTAIN VIEW, CA 94043 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	1/7/2022		S		12	D	$2720.95 ⁽¹⁾	2499	I	By Trust
Class A Common Stock	1/7/2022		S		2	D	$2721.87	2497	I	By Trust
Class A Common Stock	1/7/2022		S		1	D	$2722.96	2496	I	By Trust
Class A Common Stock	1/7/2022		S		2	D	$2728.91	2494	I	By Trust
Class A Common Stock	1/7/2022		S		1	D	$2729.095	2493	I	By Trust
Class A Common Stock	1/7/2022		S		12	D	$2730.65	2481	I	By Trust
Class A Common Stock	1/7/2022		S		4	D	$2733.285 ⁽²⁾	2477	I	By Trust
Class A Common Stock	1/7/2022		S		2	D	$2734.6375 ⁽³⁾	2475	I	By Trust
Class A Common Stock	1/7/2022		S		35	D	$2735.1822 ⁽⁴⁾	2440	I	By Trust
Class A Common Stock	1/7/2022		S		1	D	$2736.00	2439	I	By Trust
Class A Common Stock	1/7/2022		S		12	D	$2737.6029 ⁽⁵⁾	2427	I	By Trust
Class A Common Stock	1/7/2022		S		30	D	$2738.5756	2397	I	By Trust
Class A Common Stock	1/7/2022		S		15	D	$2740.7097	2382	I	By Trust
Class A Common Stock	1/7/2022		S		3	D	$2741.6566	2379	I	By Trust
Class A Common Stock	1/7/2022		S		14	D	$2744.0235	2365	I	By Trust
Class A Common Stock	1/7/2022		S		12	D	$2745.6775	2353	I	By Trust
Class A Common Stock	1/7/2022		S		2	D	$2747.075	2351	I	By Trust
Class A Common Stock	1/7/2022		S		3	D	$2748.8016	2348	I	By Trust
Class A Common Stock	1/7/2022		S		2	D	$2749.145	2346	I	By Trust
Class A Common Stock	1/7/2022		S		11	D	$2751.845	2335	I	By Trust
Class A Common Stock	1/7/2022		S		1	D	$2753.99	2334	I	By Trust
Class A Common Stock	1/7/2022		S		4	D	$2758.4237 ⁽⁶⁾	2330	I	By Trust
Class A Common Stock	1/7/2022		S		11	D	$2760.91	2319	I	By Trust
Class A Common Stock	1/7/2022		S		1	D	$2763.45	2318	I	By Trust
Class A Common Stock	1/7/2022		S		6	D	$2767.13	2312	I	By Trust
Class C Capital Stock	2/11/2020		G		211	D	$0.00	0	D
Class C Capital Stock	8/4/2020		G		208	D	$0.00	0	D
Class C Capital Stock	2/11/2020		G		211	A	$0.00	708	I	By Trust
Class C Capital Stock	8/4/2020		G		208	A	$0.00	919	I	By Trust

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
(1)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2,720.95 to $2,721.94, inclusive. The Reporting Person undertakes to provide to any security holder of Alphabet Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) through (6) to this Form 4.
(2)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2,732.89 to $2,733.88, inclusive.
(3)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2,734.54 to $2,735.53, inclusive.
(4)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2,735.12 to $2,736.11, inclusive.
(5)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2,737.45 to $2,738.44, inclusive.
(6)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2,758.00 to $2,758.66, inclusive.

Remarks:
All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HENNESSY JOHN L C/O ALPHABET INC. 1600 AMPHITHEATRE PKWY MOUNTAIN VIEW, CA 94043	X