[{"_1":2,"_3":-5,"_4":-5},"loaderData",{"_5":6,"_7":8},"actionData","errors","root",{"_100":101},"en-item",{"_9":10,"_10":11},"kind","item",{"_12":13,"_14":15,"_16":17,"_18":19,"_20":21,"_22":23,"_24":25,"_26":27,"_28":29,"_30":31,"_32":31,"_33":34,"_35":36,"_37":38,"_39":40,"_41":42,"_43":44,"_45":46,"_47":-5,"_48":49,"_50":-5,"_51":-5,"_52":53,"_54":55,"_56":57,"_58":42,"_59":42,"_60":61,"_62":42,"_63":64},"id","q5lzkt5ybc45i7lv09gfmfafz","revision",2,"title","Alphabet提交截至2026年9月30日季度的Form 10-Q：前三季度收入3,572.69亿美元，净利润2,012.39亿美元","originalTitle","Alphabet Inc. (0001652044) (Filer)","summary","Alphabet提交的Form 10-Q涵盖截至2026年9月30日的季度；节选显示，2026年前九个月总收入为3,572.69亿美元，净利润为2,012.39亿美元。同期经营活动现金净流入1,271.49亿美元，购置物业及设备支出1,319.53亿美元；Google Cloud收入为755.05亿美元。节选还披露了债务融资、长期合同承诺及诉讼和监管风险，以上仅依据所提供节选。","reason","节选呈现Alphabet截至2026年9月30日的季度及前九个月财务数据，并披露资本支出、融资和监管风险事项。","source",{"_12":91,"_92":93,"_9":94,"_95":42,"_96":97,"_98":99},"links",{"_88":89,"_78":90},"publishedAt","2026-10-29T00:29:06.000Z","discoveredAt","2026-10-29T10:52:57.642Z","timelineAt","category","ai-products","tags",[84,85,86,87],"stockSymbols",[83],"score",78,"selected",true,"channel","news","story",{"_73":74,"_16":75},"x","readingMode","full","author","language","body",{"_64":77,"_78":-5,"_79":80,"_81":82},"outline",[],"relatedStories",[76],"indexable","markdownAvailable","group",{"_65":66,"_45":67,"_68":69,"_70":71,"_72":71},"hasTranslation","bodyLanguage","zh","factId","f83hD56-7s2c",{"_73":74,"_16":75},"reportCount",1,"additionalSourceCount",0,"developmentCount","publicId","1ff6bd0d-e257-409c-a5bd-c3df8e35a2a6","Alphabet AI投入、承诺与业绩表现",{"_73":74,"_16":75},"

美国

证券交易委员会

华盛顿特区 20549

________________________________________________________________________________________

10-Q 表格

_______________________________________________________________________________________

（请勾选一项）


☒	根据《1934 年证券交易法》第 13 或 15(d) 条提交的季度报告

截至 2026 年 9 月 30 日的季度

或


☐	根据《1934 年证券交易法》第 13 或 15(d) 条提交的过渡报告

过渡期：从 _______ 至 _______

委员会档案编号：001-37580

________________________________________________________________________________________

Alphabet Inc.

（注册人章程中规定的准确名称）

________________________________________________________________________________________


特拉华州	61-1767919
（注册成立或组织所在州或其他司法管辖区）	（美国国税局雇主识别号码）

1600 Amphitheatre Parkway

Mountain View, CA 94043

收件人：公司秘书

电子邮箱：corporatesecretary@abc.xyz

（主要行政办公室地址，包括邮政编码）

(650) 253-0000

（注册人的电话号码，包括区号）


根据该法第 12(b) 条注册的证券：
各类别名称	交易代码	上市交易所名称
A 类普通股，每股面值 $0.001	GOOGL	纳斯达克股票市场有限责任公司
		（纳斯达克全球精选市场）
C 类股本，每股面值 $0.001	GOOG	纳斯达克股票市场有限责任公司
		（纳斯达克全球精选市场）
存托股份，每股代表 1 股面值 $0.001、利率为 6.25% 的 A 系列强制可转换优先股的 1/20 权益	GOOGM	纳斯达克股票市场有限责任公司
	（纳斯达克全球精选市场）
存托股份，每股代表 1 股面值 $0.001、利率为 6.25% 的 B 系列强制可转换优先股的 1/20 权益	GOOGN	纳斯达克股票市场有限责任公司
	（纳斯达克全球精选市场）
2028 年到期的 2.375% 优先债券	—	纳斯达克股票市场有限责任公司
2029 年到期的 2.500% 优先债券	—	纳斯达克股票市场有限责任公司
2029 年到期的 4.125% 优先债券	—	纳斯达克股票市场有限责任公司
2030 年到期的 3.200% 优先债券	—	纳斯达克股票市场有限责任公司
2031 年到期的 2.875% 优先债券	—	纳斯达克股票市场有限责任公司
2032 年到期的 3.450% 优先债券	—	纳斯达克股票市场有限责任公司
2032 年到期的 4.625% 优先债券	—	纳斯达克股票市场有限责任公司
2033 年到期的 3.000% 优先债券	—	纳斯达克股票市场有限责任公司
2034 年到期的 3.125% 优先债券	—	纳斯达克股票市场有限责任公司
2034 年到期的 3.625% 优先债券	—	纳斯达克股票市场有限责任公司
2037 年到期的 3.375% 优先债券	—	纳斯达克股票市场有限责任公司
2038 年到期的 3.500% 优先债券	—	纳斯达克股票市场有限责任公司
2039 年到期的 4.100% 优先债券	—	纳斯达克股票市场有限责任公司
2041 年到期的 5.500% 优先债券	—	纳斯达克股票市场有限责任公司
2044 年到期的 4.000% 优先债券	—	纳斯达克股票市场有限责任公司
2045 年到期的 3.875% 优先债券	—	纳斯达克股票市场有限责任公司
2045 年到期的 4.500% 优先债券	—	纳斯达克股票市场有限责任公司
2054 年到期的 4.000% 优先债券	—	纳斯达克股票市场有限责任公司
5.875% 2058 年到期优先票据	—	纳斯达克股票市场有限责任公司
4.800% 2063 年到期优先票据	—	纳斯达克股票市场有限责任公司
4.375% 2064 年到期优先票据	—	纳斯达克股票市场有限责任公司
6.125% 2126 年到期优先票据	—	纳斯达克股票市场有限责任公司

________________________________________________________________________________________

请勾选标记以说明注册人是否：(1) 已在过去 12 个月内（或注册人须提交此类报告的较短期间内）提交《1934 年证券交易法》第 13 条或 15(d) 条要求提交的所有报告；以及 (2) 在过去 90 天内一直受此类提交要求约束。是 ☒ 否 ☐

请勾选标记以说明注册人是否已在过去 12 个月内（或注册人须提交此类文件的较短期间内），以电子方式提交根据 S-T 条例第 405 条（本章 §232.405）要求提交的所有交互式数据文件。是 ☒ 否 ☐

请勾选标记以说明注册人属于大型加速申报公司、加速申报公司、非加速申报公司、较小型申报公司还是新兴成长型公司。参见《交易法》第 12b-2 条中“大型加速申报公司”“加速申报公司”“较小型申报公司”和“新兴成长型公司”的定义。

大型加速申报公司

☒

加速申报公司

☐

非加速申报公司

☐

较小型申报公司

☐

新兴成长型公司

☐

如果是新兴成长型公司，请勾选标记说明注册人是否已选择不采用《交易法》第 13(a) 条规定的、遵守任何新颁布或修订的财务会计准则的延长过渡期。 ☐

请勾选标记以说明注册人是否为空壳公司（定义见《交易法》第 12b-2 条）。是 ☐ 否 ☒

截至 2026 年 10 月 21 日，Alphabet A 类股票已发行 5,888 百万股，Alphabet B 类股票已发行 827 百万股，Alphabet C 类股票已发行 5,579 百万股。


目录	Alphabet Inc.

Alphabet Inc.

10-Q 表

截至 2026 年 9 月 30 日的季度期间


		页码 No.
关于前瞻性陈述的说明	3

第一部分：财务信息
第 1 项	财务报表	4
	合并资产负债表 - 2025 年 12 月 31 日和 2026 年 9 月 30 日	4
	合并损益表 - 截至 9 月 30 日的三个月和九个月，2025 年和2026 年	5
	合并综合收益表 - 截至 9 月 30 日的三个月和九个月，2025 年和2026 年	6
	股东权益合并报表 - 截至9月30日的三个月和九个月，2025年和 2026年	7
	现金流量合并报表 - 截至9月30日的九个月，2025年和 2026年	9
	合并财务报表附注	10
第 2项	管理层对财务状况和经营业绩的讨论与分析	44
第 3项	有关市场风险的定量和定性披露	59
第 4项	控制与程序	59

第二部分：其他信息
第 1项	法律诉讼	60
第 1A项	风险因素	60
第 2 项	未注册证券销售及所得款项用途	65
第 5项	其他信息	66
第 6项	附件	66
签名	69


目录	Alphabet Inc.

前瞻性陈述说明

本季度 Form 10-Q 报告包含《1995 年私人证券诉讼改革法案》所指的前瞻性陈述。前瞻性陈述通常可通过以下词语识别，包括但不限于：“预计”“相信”“可能”“估计”“预期”“打算”“或许”“计划”“预测”“预计”“将会”“将继续”“很可能导致”等类似表达。这些陈述包括但不限于：对我们业务和收入增长的预期（包括可能影响此类增长的因素），以及收入和利润率的波动；有关我们核心业务指标、成本和支出、资本支出、未来融资需求和资金来源、产品和服务、战略业务交易以及业务运营和战略其他方面的计划、预期和趋势的陈述；有关全球宏观经济和监管环境的陈述；以及有关我们未来运营、财务状况和前景，以及实际或潜在风险和责任敞口（包括可能未反映在资产负债表上的未来承诺）的其他陈述。前瞻性陈述可能出现在本报告以及我们向美国证券交易委员会（SEC）提交的其他文件中，包括但不限于以下章节：本季度 Form 10-Q 报告第一部分第 2 项“管理层对财务状况和经营业绩的讨论与分析”，以及我们截至 2025 年 12 月 31 日的财年年度 Form 10-K 报告第一部分第 1A 项“风险因素”（经我们后续提交的季度 Form 10-Q 报告更新，包括本季度 Form 10-Q 报告）。这些前瞻性陈述基于当前预期和假设，而这些预期和假设受到风险和不确定性的影响，可能导致我们的实际业绩与前瞻性陈述所反映的内容存在重大差异。可能导致或促成此类差异的因素包括但不限于：本季度 Form 10-Q 报告中讨论的因素；我们截至 2025 年 12 月 31 日的财年年度 Form 10-K 报告第一部分第 1A 项“风险因素”中讨论的风险（经我们后续提交的季度 Form 10-Q 报告更新，包括本季度 Form 10-Q 报告）；我们截至 2025 年 12 月 31 日的财年年度 Form 10-K 报告第二部分第 7 项“管理层对财务状况和经营业绩的讨论与分析”中讨论的趋势；以及我们向 SEC 提交的其他文件中讨论的因素。除法律要求外，我们不承担修订这些前瞻性陈述或公开发布任何修订结果的义务。鉴于这些风险和不确定性，敬请读者不要过度依赖此类前瞻性陈述。

本文所称“Alphabet”“公司”“我们”“我方”“我们的”及类似术语，除非上下文另有说明，均包括 Alphabet Inc. 及其子公司。

本报告中出现的“Alphabet”“Google”及我们的其他商标均为我们的财产。我们无意通过使用或展示其他公司的商号或商标，暗示这些公司对我们的认可或赞助，或我们与这些公司存在任何关系。


目录	Alphabet Inc.

第一部分. 财务信息

第 1 项财务报表

Alphabet Inc.

合并资产负债表

（单位：百万，除每股金额外）


	截至 2025 年 12 月 31 日		截至 2026 年 9 月 30 日
			（未经审计）
资产
流动资产：
现金及现金等价物	$	30,708			$	56,334
有价证券	96,135			208,764
现金、现金等价物及有价证券总额	126,843			265,098
应收账款净额	62,886			72,784
存货	2,439			13,308
其他流动资产	13,870			23,475
流动资产总额	206,038			374,665
非流通证券	68,687			135,230
递延所得税	9,113			1,458
不动产及设备净额	246,597			372,827
经营租赁资产	15,221			20,273
商誉	33,380			58,117
无形资产净额	1,283			8,817
其他非流动资产	14,962			31,925
资产总额	$	595,281			$	1,003,312
负债和股东权益
流动负债：
应付账款	$	12,200			$	21,975

应计薪酬和福利	17,546			17,729
应计费用及其他流动负债	55,557			74,317
应计收入分成	10,864			11,051
递延收入	6,578			9,429
流动负债总额	102,745			134,501
长期债务	46,547			125,102
应付所得税，非流动	9,531			12,219
递延所得税	919			27,833
经营租赁负债	12,744			16,815
其他长期负债	7,530			9,293
负债总额	180,016			325,763
承诺和或有事项（附注 10）
股东权益：
A 系列和 B 系列优先股及额外实收资本，每股面值 $0.001，授权发行 100 股；6.25% 强制可转换优先股，已发行及流通股数为 0 股和 19 股，平均分配至各系列，每股清算优先权为 $1,000	0			18,023
A 类、B 类和 C 类股票及额外实收资本，每股面值 $0.001：授权发行 300,000 股（A 类 180,000 股、B 类 60,000 股、C 类 60,000 股）；已发行及流通股数分别为 12,088 股（A 类 5,822 股、B 类 837 股、C 类 5,429 股）和 12,294 股（A 类 5,888 股、B 类 828 股、C 类 5,578 股）	93,126			147,068
累计其他综合收益（亏损）	(1,916)			(4,326)
留存收益	324,055			516,784
股东权益总额	415,265			677,549
负债和股东权益总额	$	595,281			$	1,003,312

参见随附附注。


目录	Alphabet Inc.

Alphabet Inc.

合并利润表

（单位：百万，除每股金额外；未经审计）


	截至三个月		截至九个月
	9 月 30 日		9 月 30 日
	2025		2026		2025		2026
收入	$	102,346			$	127,577		$	289,007	$	357,269
成本和费用：
收入成本	41,369			51,419			116,768		138,633
研发	15,151			20,640			42,515		55,891
销售和营销	7,205			8,804			20,478		24,813
一般和行政	7,393			6,138			16,141		16,890
成本和费用总额	71,118			87,001			195,902		236,227
营业收入	31,228			40,576			93,105		121,042
其他收入（费用）净额	12,759			(8,221)			26,604		127,478
所得税前收入	43,987			32,355			119,709		248,520
所得税拨备	9,008			5,887			21,994		47,281
净利润	34,979			26,468			97,715		201,239
优先股股息	0			298			0		384
可供普通股股东使用的净利润	$	34,979			$	26,170		$	97,715	$	200,855




普通股基本每股净收益（附注 12）	$	2.89			$	2.14		$	8.06	$	16.51









普通股摊薄每股净收益（附注 12）	$	2.87			$	2.12		$	7.99	$	16.33

参见随附附注。


目录	Alphabet Inc.

Alphabet Inc.

综合收益合并报表

（百万美元；未经审计）


	截至三个月		截至九个月
	9月30日		9月30日
	2025		2026		2025		2026
净利润	$	34,979			$	26,468		$	97,715	$	201,239
其他综合收益（亏损）：
外币折算调整变动，扣除所得税收益（费用）$(60)、$22、$175 和 $(68)	(642)			(111)			2,631		(446)
可供出售投资：
未实现净收益（亏损）的变动	230			(1,826)			1,066		(2,455)
减：计入净利润的净（收益）亏损重分类调整	(36)			27			(149)		42
净变动，扣除所得税收益（费用）$(54)、$511、$(259) 和 $685	194			(1,799)			917		(2,413)
现金流量套期：
未实现净收益（亏损）的变动	338			32			(895)		539
减：计入净利润的净（收益）亏损重分类调整	183			(163)			93		(90)
净变动，扣除所得税收益（费用）$(123)、$12、$216 和 $(146)	521			(131)			(802)		449
其他综合收益（亏损）	73			(2,041)			2,746		(2,410)
综合收益	$	35,052			$	24,427		$	100,461	$	198,829

参见随附注释。


目录	Alphabet Inc.

Alphabet Inc.

股东权益合并报表

（百万美元；未经审计）


	截至2025年9月30日的三个月
	A系列和B系列优先股及额外实收资本	A类、B类、C类股票及额外实收资本		累计其他综合收益（亏损）	留存收益		股东权益总额
	股数	金额		股数	金额
截至2025年6月30日的余额	0		$	0		12,104			$	89,283		$	(2,127)	$	275,760	$	362,916
发行普通股	0		0		29			0			0		0	0
股票薪酬	0		0		0			6,413			0		0	6,413
与限制性股票单位归属相关的预扣税款及其他	0		0		0			(3,400)			0		0	(3,400)
股票回购	0		0		(56)			(641)			0		(10,912)	(11,553)
普通股已宣派股息及股息等价物（每股$0.21）	0		0		0			40			0		(2,601)	(2,561)
出售合并实体权益	0		0		0			0			0		0	0
净利润	0		0		0			0			0		34,979	34,979
其他综合收益（亏损）	0		0		0			0			73		0	73
截至2025年9月30日的余额	0		$	0		12,077			$	91,695		$	(2,054)	$	297,226	$	386,867


	截至2025年9月30日的九个月
	A系列和B系列优先股及额外实收资本	A类、B类、C类股票及额外实收资本		累计其他综合收益（亏损）	留存收益		股东权益总额
	股数	金额		股数	金额
截至2024年12月31日的余额	0		$	0		12,211			$	84,800		$	(4,800)	$	245,084	$	325,084
发行普通股	0		0		86			0			0		0	0
股票薪酬	0		0		0			18,011			0		0	18,011
与限制性股票单位归属相关的预扣税款及其他	0		0		0			(9,349)			0		0	(9,349)
股票回购	0		0		(220)			(2,267)			0		(37,850)	(40,117)
普通股已宣派股息及股息等价物（每股$0.62）	0		0		0			100			0		(7,723)	(7,623)
出售合并实体权益	0		0		0			400			0		0	400
净利润	0		0		0			0			0		97,715	97,715
其他综合收益（亏损）	0		0		0			0			2,746		0	2,746
截至2025年9月30日的余额	0		$	0		12,077			$	91,695		$	(2,054)	$	297,226	$	386,867


目录	Alphabet Inc.


	截至2026年9月30日的三个月
	A系列和B系列优先股及额外实收资本	A 类、B 类、C 类股票及额外实收资本		累计其他综合收益（亏损）	留存收益		股东权益总额
	股数	金额		股数	金额
截至 2026 年 6 月 30 日的余额	19		$	18,023		12,230			$	131,371		$	(2,285)	$	493,371	$	640,480
发行普通股	0		0		64			12,372			0		0	12,372
发行强制可转换优先股	0		0		0			0			0		0	0
购买封顶看涨期权	0		0		0			0			0		0	0
股票薪酬	0		0		0			8,681			0		0	8,681
与限制性股票单位归属相关的税款预扣及其他	0		0		0			(5,413)			0		0	(5,413)

宣布的普通股股息及股息等价物（每股 $0.22）	0		0		0			57			0		(2,757)	(2,700)
宣布并计提的优先股股息（每股 $12.15）	0		0		0			0			0		(298)	(298)
出售合并实体中的权益	0		0		0			0			0		0	0
净利润	0		0		0			0			0		26,468	26,468
其他综合收益（亏损）	0		0		0			0			(2,041)		0	(2,041)
截至 2026 年 9 月 30 日的余额	19		$	18,023		12,294			$	147,068		$	(4,326)	$	516,784	$	677,549


	截至 2026 年 9 月 30 日的九个月
	A 系列和 B 系列优先股及额外实收资本	A 类、B 类、C 类股票及额外实收资本		累计其他综合收益（亏损）	留存收益		股东权益总额
	股数	金额		股数	金额
截至 2025 年 12 月 31 日的余额	0		$	0		12,088			$	93,126		$	(1,916)	$	324,055	$	415,265
发行普通股	0		0		206			42,789			0		0	42,789
发行强制可转换优先股	19		19,034		0			0			0		0	19,034
购买封顶看涨期权	0		(1,011)		0			0			0		0	(1,011)
股票薪酬	0		0		0			23,469			0		0	23,469
与限制性股票单位归属相关的税款预扣及其他	0		0		0			(16,232)			0		(16)	(16,248)
宣布的普通股股息及股息等价物（每股 $0.65）	0		0		0			158			0		(8,110)	(7,952)
宣布并计提的优先股股息（每股 $12.15）	0		0		0			0			0		(384)	(384)
出售合并实体中的权益	0		0		0			3,758			0		0	3,758
净利润	0		0		0			0			0		201,239	201,239
其他综合收益（亏损）	0		0		0			0			(2,410)		0	(2,410)
截至 2026 年 9 月 30 日的余额	19		$	18,023		12,294			$	147,068		$	(4,326)	$	516,784	$	677,549

请参阅随附注释。


目录	Alphabet Inc.

Alphabet Inc.

合并现金流量表

（单位：百万；未经审计）


	截至以下日期的九个月
	9 月 30 日，
	2025		2026
经营活动
净利润	$	97,715			$	201,239
调整项：
财产和设备折旧	15,096			21,955
股票薪酬费用	17,882			23,338
递延所得税	7,130			33,077
债务和股权证券损失（收益），净额	(22,266)			(126,755)
其他	843			4,825
资产和负债变动，扣除收购的影响：
应收账款，净额	(3,582)			(10,821)
库存	(1,154)			(10,959)
所得税，净额	(3,292)			4,602
其他资产	(2,906)			(17,757)
应付账款	(771)			1,925
应计费用及其他负债	6,299			(860)

递延收入	1,317			3,340
经营活动提供的现金净额	112,311			127,149
投资活动
购置财产和设备	(63,596)			(131,953)
购买有价证券	(60,834)			(116,467)
有价证券到期及出售所得	61,301			88,516
购买非有价证券	(3,312)			(24,160)
非有价证券到期及出售所得	1,196			1,875
收购（扣除取得的现金）及购买无形资产	(1,425)			(34,103)
其他投资活动	(1,845)			(879)
投资活动使用的现金净额	(68,515)			(217,171)
融资活动
与股票奖励活动相关的净付款	(9,001)			(17,424)
回购股票	(39,810)			0
优先股和普通股股息支付	(7,513)			(8,167)
发行普通股所得款项净额（扣除成本）	0			42,870
发行强制可转换优先股所得款项净额（扣除成本）	0			19,063
发行债务所得款项净额（扣除成本）	38,002			85,222
偿还债务	(26,094)			(8,879)
出售合并实体权益所得款项净额	400			3,758
其他融资活动	(400)			(686)
融资活动提供（使用）的现金净额	(44,416)			115,757
汇率变动对现金及现金等价物的影响	244			(109)
现金及现金等价物净增加（减少）额	(376)			25,626
期初现金及现金等价物	23,466			30,708
期末现金及现金等价物	$	23,090			$	56,334
非现金投资活动的补充披露：
计入应计负债和应付账款的财产和设备	$	14,574			$	35,921

请参阅随附附注。


目录	Alphabet Inc.

Alphabet Inc.

合并财务报表附注

（未经审计）

附注1. 重要会计政策概要

经营性质

Google 于 1998 年 9 月在加利福尼亚州注册成立，并于 2003 年 8 月在特拉华州重新注册成立。2015 年，我们实施了控股公司重组，因此 Alphabet Inc.（“Alphabet”）成为 Google 的继任发行人。

我们的收入来自提供相关且经济高效的在线广告；提供基于云的解决方案，为各种规模的企业客户提供基础设施、平台服务和应用程序；以及销售产品和服务，例如订阅产品、应用程序和应用内购买、消费设备以及张量处理单元（TPU）系统的费用。

合并基础

Alphabet 的合并财务报表包括 Alphabet 以及依据可变利益和表决权模式纳入合并范围的实体的账目。公司间余额和交易已予以抵销。

未经审计的中期财务信息

这些未经审计的中期合并财务报表按照美国公认会计原则（GAAP）编制。我们认为，其中包含了公平列报财务报表所需的所有正常经常性调整。中期业绩并不一定代表截至 2026 年 12 月 31 日的全年预期业绩。我们作出的估计和假设会影响财务报表及随附附注中报告和披露的金额。实际结果可能与这些估计存在重大差异。

阅读本 10-Q 表格中列示的这些合并财务报表和其他信息时，应结合我们截至 2025 年 12 月 31 日财年的 10-K 年报中所载的合并财务报表及相关附注；该年报已提交给 SEC。除下文所述情况外，我们的重要会计政策与截至 2025 年 12 月 31 日年度的 10-K 年报相比，没有重大变化。

估计的使用

按照 GAAP 编制合并财务报表，需要我们作出估计和假设，这些估计和假设会影响财务报表及其附注中报告和披露的金额。由于存在不确定性，实际结果可能与这些估计存在重大差异。我们持续评估各项估计，包括信贷损失准备、或有负债、金融工具、无形资产和商誉的公允价值、所得税、库存以及无形资产和不动产及设备的使用寿命等。我们的估计基于我们认为合理的历史和前瞻性假设，相关结果构成了我们判断资产和负债账面价值的依据。

收入确认

当承诺的商品或服务的控制权转移给客户，且我们有理由相信能够收取预期以此换取的款项时，我们确认收入。销售税及其他类似税费不计入收入。

Google 广告

Google 广告收入包括以下来源：

•Google 搜索及其他平台，包括来自搜索分发合作伙伴的流量所产生的收入；这些合作伙伴在浏览器、工具栏等产品中将 Google.com 设为默认搜索引擎，以及 Gmail、Google 地图和 Google Play 等 Google 自有和运营的平台；

•YouTube 平台；以及

•Google Network 平台，包括参与 AdMob、AdSense 和 Google Ad Manager 的 Google Network 平台。


目录	Alphabet Inc.

我们的客户通常通过 Google Ads、Google Ad Manager、Google Display & Video 360 和 Google Marketing Platform 等购买广告资源。

我们通过投放效果广告和品牌广告提供广告服务。对于效果广告，当用户与广告互动时，我们确认收入。对于品牌广告，当广告展示或用户观看广告时，我们确认收入。

对于投放在 Google Network 平台上的广告，我们会评估自己是主要责任人（即按总额确认收入）还是代理人（即按净额确认收入）。通常，对于投放在 Google Network 平台上的广告，我们按总额确认广告收入；也就是说，向客户收取的金额计为收入，支付给 Google Network 合作伙伴的金额计为收入成本。作为主要责任人时，我们在广告资源转移给客户之前对其进行控制。我们控制广告资源的证据包括：在广告资源转移给客户之前，只有我们能够将其变现；此外，我们主要对客户负责，并在定价方面拥有一定的自主权。

Google 订阅、平台和设备

Google 订阅、平台和设备收入包括以下来源：

•消费者订阅，主要包括 YouTube 服务（如 YouTube TV、YouTube Music 和 Premium 以及 NFL Sunday Ticket）的收入，以及 Google One 的收入；Google One 提供访问我们最强大 Gemini 模型的权限；

•平台，主要包括 Google Play 应用销售和应用内购买的收入；

•消费设备，主要包括 Pixel 系列设备的销售；以及

•其他产品和服务。

订阅收入在订阅期内按比例确认，主要按月确认。Google Play 应用销售和应用内购买收入按净额列报，因为我们的履约义务是促成应用开发者与最终用户之间的交易，并据此赚取服务费。

Google Cloud

Google Cloud 收入包括以下收入：

•Google Cloud Platform 主要通过基础设施、平台及其他服务产生按用量计费的费用和订阅收入。这些服务提供对各类解决方案的访问，例如人工智能（AI）产品，包括我们的企业级 AI 基础设施、Vertex AI 平台和 Gemini Enterprise；网络安全产品；以及数据分析解决方案。

•Google Workspace 包括面向企业的云端通信和协作工具订阅，例如 Gmail、Docs、Calendar、Drive 和 Meet，并集成了 Gemini for Google Workspace 等功能。

•产品销售，主要为 TPU 系统销售。

•其他企业服务。

我们的云服务通常按用量或订阅方式提供，合同期限可能超过一年。按用量方式提供的云服务相关收入，在客户使用服务时，依据所消耗服务的数量并按相对单独售价分摊确认。按订阅方式提供的云服务相关收入，在合同期内随着客户获得并消耗云服务的利益而确认。

我们的 Google Cloud 产品销售通常包括 TPU 系统的销售，其中包含硬件、软件、安装、支持和延长保修服务。客户安排还可能包括一些选项，要求我们在多年期限内按预先设定的价格回购硬件及其嵌入式软件；此类选项通常作为退货权核算。如果客户将 TPU 系统转让给另一方，但仍有权要求我们回购 TPU 系统，我们会将其作为财务担保进行核算。硬件产品销售收入（扣除预计退货准备金）和软件收入通常在硬件控制权转移给客户时确认。安装、支持和延长保修服务收入在服务期内按比例确认，或在提供服务时确认。

包含多项履约义务的安排


目录	Alphabet Inc.

在合同开始时，我们会评估与客户签订的同期协议是否应作为单一协议进行会计处理。我们与客户签订的合同可能包含多项履约义务。对于此类安排，我们会根据各项履约义务相对独立售价分摊收入。我们通常根据在类似情况下向类似客户单独销售或定价的产品和服务的可观察价格来确定独立售价。

客户激励和抵免额

某些客户会获得现金激励或抵免额，这些款项按可变对价进行会计处理。我们根据预计向客户提供的金额估算这些款项，并相应减少收入。我们认为，与客户激励和抵免额相关的可变对价估计不会发生重大变化。

销售佣金

当预期受益期为一年或以内时，我们在发生时计入销售佣金费用。若预期受益期超过一年，我们会将某些销售佣金确认为资产并进行摊销。这些成本计入销售和营销费用。

收入成本

收入成本包括流量获取成本（TAC）和其他收入成本。

•TAC包括：

◦支付给分销合作伙伴的款项，这些合作伙伴提供我们的搜索入口和其他由广告支持的服务。我们的分销合作伙伴包括浏览器提供商、移动运营商、原始设备制造商和软件开发者；以及

◦主要支付给 Google Network 合作伙伴的款项，用于在其自有平台上展示广告。

•其他收入成本包括：

◦内容获取成本，即支付给内容提供商的款项；我们从这些提供商处获得视频和其他内容的发行许可，主要涉及 YouTube（我们根据产生的收入、订阅用户数量或固定费用向这些内容提供商支付费用）；

◦折旧费用，主要与我们的技术基础设施相关；

◦与我们的技术基础设施及其他运营相关的员工薪酬费用，例如内容审核以及客户和产品支持；

◦与我们销售的消费设备和 TPU 系统硬件相关的库存及相关成本；以及

◦其他技术基础设施运营成本，包括能源、设备和网络容量成本。

库存

库存主要包括面向企业客户销售的 TPU 系统相关硬件，以及消费设备（主要包括 Pixel 产品系列）。我们委托第三方合同制造商生产库存。库存包括直接向供应商采购的原材料组件、正在加工并转化为成品的在制品库存，以及已完成组装的产成品。存货按成本与可变现净值孰低计量。

收购的无形资产

使用寿命有限的无形资产按直线法在其估计使用寿命内摊销，通常摊销期限为1至 10 年；完全摊销后，随后从无形资产原值及累计摊销的列报中移除。

持有待售资产

当满足出售计划的所有合格标准时，我们将资产认定为持有待售。在认定为持有待售时，我们按资产账面价值或估计公允价值中的较低者计量，并扣除出售成本，同时停止计提折旧。归类为持有待售的长期资产按非经常性基础以公允价值计量。


目录	Alphabet Inc.

近期发布但尚未采用的会计公告

2024 年 11 月，财务会计准则委员会（FASB）发布了会计准则更新（ASU）2024-03《损益表：综合收益—费用分类披露（子主题 220-40）》，旨在改进有关实体费用的披露。采用后，我们将被要求在财务报表附注中，对合并损益表相关费用项目中包含的某些费用类别进行分类披露。该准则适用于我们的 2027 年年度期间，以及自 2028 年开始的中期期间；允许提前采用。该准则可采用前瞻法或追溯法。我们目前正在评估采用时间、采用方法，以及更新后的准则对财务报表披露的影响。

2025 年 9 月，FASB 发布了 ASU 2025-06《无形资产：商誉及其他—内部使用软件（子主题 350-40）：内部使用软件会计处理的定向改进》，旨在对子主题 350-40“无形资产—商誉及其他—内部使用软件”（以下简称“内部使用软件”）下的软件成本会计处理进行现代化更新。采用后，我们将被要求按照更新后的资本化标准对内部使用软件进行会计处理。该准则适用于我们的 2028 年中期和年度期间；允许提前采用。该准则可采用前瞻法、追溯法或经修订的过渡方法。我们目前正在评估采用时间、采用方法，以及更新后的准则对合并财务报表的影响。

2026 年 5 月，FASB 发布了 ASU 2026-02《环境信用及环境信用义务（主题 818）》，为环境信用及环境信用义务提供确认、计量、列报和披露指引。采用后，我们将被要求按照新指引对环境信用及环境信用义务进行会计处理。该准则适用于我们的 2028 年中期和年度期间；允许提前采用。该准则应采用追溯法。我们目前正在评估采用时间，以及更新后的准则对合并财务报表的影响。

以前期间的重新分类

以前期间的某些金额已重新分类，以符合本期列报方式。

注释 2. 收入

收入细分

下表按类型列示收入（单位：百万）：


	截至三个月		截至九个月
	9月30日		9月30日
	2025		2026		2025		2026
Google 搜索及其他	$	56,567			$	63,350		$	161,459	$	187,020
YouTube 广告	10,261			11,207			28,984		32,145
Google Network	7,354			7,455			21,964		21,729
Google 广告	74,182			82,012			212,407		240,894
Google 订阅、平台和设备	12,870			14,290			34,452		39,585
Google Services 总计	87,052			96,302			246,859		280,479
Google Cloud	15,157			30,709			41,041		75,505
Other Bets	344			372			1,167		1,165
对冲收益（损失）	(207)			194			(60)		120
总收入	$	102,346			$	127,577		$	289,007	$	357,269


目录	Alphabet Inc.

下表按地理区域列示收入，依据为客户地址（单位：百万）：


	截至三个月		截至九个月
	9月30日		9月30日
	2025		2026		2025		2026
美国	$	48,758			48	%		$	67,681		53	%	$	138,785	48	%	$	182,502	51	%
欧洲、中东和非洲（EMEA）(1)	29,911			29			32,695			26		84,096		29	96,664		27
亚太地区（APAC）(1)	17,819			17			19,906			16		49,153		17	57,511		16
美洲其他地区(1)	6,065			6			7,101			5		17,033		6	20,472		6
对冲收益（损失）	(207)			0			194			0		(60)		0	120		0
总收入	$	102,346			100	%		$	127,577		100	%	$	289,007	100	%	$	357,269	100	%

(1) 各区域分别指欧洲、中东和非洲（EMEA）；亚太地区（APAC）；以及加拿大和拉丁美洲（“美洲其他地区”）。

收入积压

截至2026年9月 30日，我们有5677亿美元的剩余履约义务（“收入积压”），其中5608亿美元与 Google Cloud 有关。收入积压是指客户合同中尚未确认为收入的承诺。我们预计未来24个月将确认略高于55%的收入积压为收入，其余部分将在此后确认。这些承诺的预计收入积压及收入确认时间，主要取决于合同期限、我们根据相关合同条款履约的能力，以及客户使用服务的时间，而这些因素都可能因期间而异。收入积压包括目前已入账的相关递延收入，以及未来期间将开具发票的金额；不包括可取消合同，以及我们向客户支付且预计并非用于换取可区分商品和服务的款项。2026年第一季度，我们选择变更收入积压的报告方式，将原始预期期限为一年或更短的合同也纳入其中。截至2026年9月 30日的收入积压中，包括与 Crux AI 一项多年期商业协议相关的168亿美元。Crux AI 是一家未纳入合并报表的权益法合资企业及关联方。有关我们对 Crux AI 投资的更多详情，请参阅注释 3。

递延收入

当我们在履约之前收到或应收现金款项时（包括可退款金额），我们会记录递延收入。递延收入主要与 Google Cloud 以及 Google 订阅、平台和设备有关。截至2025年12月 31日，递延收入总额为86亿美元，其中55亿美元已确认为截至2026年9月 30日止九个月的收入。截至2026年9月 30日，递延收入总额为126亿美元。

注释 3. 金融工具

公允价值计量

按公允价值持续计量的投资

现金等价物和有价股权证券按公允价值计量，并归类于公允价值层次结构中的第 1 级和第 2 级，因为我们使用活跃市场中相同资产的报价，或基于活跃市场中类似工具报价的输入值。

债务证券按公允价值计量，并归类于公允价值层次结构中的第 2 级，因为我们在可获得的范围内使用市场报价，或使用替代定价来源和基于市场可观察输入值的模型来确定公允价值。下表汇总了我们按经常性方式以公允价值计量的现金、现金等价物和有价证券（单位：百万）：


目录	Alphabet Inc.


	截至2025年12月31日
	活跃市场中的报价（相同资产）（第 1 级）		其他重大可观察输入值（第 2 级）		总计
现金					$	15,305
现金等价物：
货币市场基金	$	11,349			$	0		$	11,349
定期存款	0			3,353			3,353
政府债券	0			602			602
公司债务证券	0			99			99
现金及现金等价物总额	11,349			4,054			30,708
有价证券：
有价股权证券	4,402		1,911		6,313
政府债券	0		50,549		50,549
公司债务证券	0		21,565		21,565
抵押贷款支持证券和资产支持证券	0		17,708		17,708
有价证券总额	4,402			91,733			96,135
总计	$	15,751			$	95,787		$	126,843


	截至2026年9月30日
	活跃市场中的报价（相同资产）（第 1 级）		其他重大可观察输入值（第 2 级）		总计
现金					$	15,695
现金等价物：
货币市场基金	$	13,810			$	0		$	13,810
定期存款	0			5,080			5,080
政府债券	0			21,718			21,718
公司债务证券	0			31			31
现金及现金等价物总额	13,810			26,829			56,334
有价证券：
有价股权证券(1)	89,919		465		90,384
政府债券	0		68,629		68,629
公司债务证券	0		27,054		27,054
抵押贷款支持证券和资产支持证券	0		22,697		22,697
有价证券总额	89,919			118,845			208,764
总计	$	103,729			$	145,674		$	265,098

(1) 包括价值752亿美元的 Space Exploration Technologies Corp.（“SpaceX”）股票，这些股票的出售受到短期限制。


目录	Alphabet Inc.

以非经常性方式按公允价值计量的投资

采用计量替代法核算的非上市股权证券，是指投资于没有易于确定市场价值的非上市公司的证券。当同一发行人相同或类似投资发生可观察交易或出现减值时，这些非上市股权证券的账面价值将向上或向下调整至公允价值。基于可观察交易在本期间重新计量的非上市股权证券，在公允价值层级中归类为第 2 级或第 3 级；因减值而重新计量的证券归类为第 3 级。我们的估值方法包括期权定价模型、市场可比法和普通股等值法；这些方法可能结合交易日的可观察交易价格及其他不可观察输入值，包括波动率、预期退出时间、无风险利率，以及我们所持证券的权利和义务。这些输入值因投资类型而有显著差异。

截至2026年9月30日，我们采用计量替代法核算的非上市股权证券账面价值为1,282亿美元，其中88亿美元于截至2026年9月30日的三个月内按公允价值重新计量，并且在计量时主要归类于公允价值层级第 3 级。

债务和股权证券

债务证券

下表汇总了按有效合同到期日划分的可供出售有价债务证券投资估计公允价值（单位：百万）：


	截至 2026年9月30日
1年内到期	$	16,997
1年至5年内到期	66,478
5年至10年内到期	17,508
10年后到期	17,397
总计	$	118,380

下表按投资类别汇总了计入累计其他综合收益（AOCI）的公允价值以及未实现收益和损失总额（扣除预期信用损失）（单位：百万）：


	截至2025年12月31日
	调整后成本		未实现收益总额		未实现损失总额		公允价值
定期存款	$	3,353			$	0		$	0	$	3,353
政府债券	49,087		443			(26)		49,504
公司债务证券	18,346			242			(32)		18,556
抵押贷款支持证券和资产支持证券	14,337			174			(128)		14,383
公允价值变动计入其他综合收益的投资总额	$	85,123			$	859		$	(186)	$	85,796


	截至2026年9月30日
	调整后成本		未实现收益总额		未实现损失总额		公允价值
定期存款	$	5,080			$	0		$	0	$	5,080
政府债券	89,823		2			(1,371)		88,454
公司债务证券	24,308			15			(425)		23,898
抵押贷款支持证券和资产支持证券	20,647			17			(780)		19,884
公允价值变动计入其他综合收益的投资总额	$	139,858			$	34		$	(2,576)	$	137,316


目录	Alphabet Inc.

下表按投资类别以及单项证券持续处于亏损状态的时间，汇总了计入AOCI的公允价值和未实现损失总额（单位：百万）：


	截至2025年12月31日
	少于12个月		12个月或以上		总计
	公允价值		未实现损失		公允价值		未实现损失	公允价值		未实现损失
政府债券	$	4,230			$	(9)		$	1,174		$	(17)		$	5,404	$	(26)
公司债务证券	915			0			2,429		(24)		3,344		(24)
抵押贷款支持证券和资产支持证券	1,377			(4)			3,035		(124)		4,412		(128)
总计	$	6,522			$	(13)		$	6,638		$	(165)		$	13,160	$	(178)


	截至2026年9月30日
	少于12个月		12个月或以上		总计
	公允价值		未实现损失		公允价值		未实现损失	公允价值		未实现损失
政府债券	$	62,455			$	(1,336)		$	720		$	(35)		$	63,175	$	(1,371)
公司债务证券	20,095			(290)			778		(6)		20,873		(296)
抵押贷款支持证券和资产支持证券	17,464			(625)			1,486		(155)		18,950		(780)
总计	$	100,014			$	(2,251)		$	2,984		$	(196)		$	102,998	$	(2,447)

我们采用特定识别法确定出售或清偿债务证券产生的已实现收益或损失。对于某些债务证券，我们选择了公允价值选项，其公允价值变动计入其他收入（费用）净额（OI&E）。选择这些证券的公允价值选项，是为了使其与相关衍生品合约的未实现收益和损失相匹配。

下表汇总了计入OI&E组成部分的债务证券收益和损失（单位：百万）：


	截至三个月		截至九个月
	9月30日，		9月30日，
	2025		2026		2025		2026
公允价值选项债务证券的未实现收益（损失）	$	15			$	(243)		$	242	$	(357)
债务证券已实现收益总额	135			24			485		172
债务证券已实现损失总额	(30)			(81)			(268)		(219)
信用损失准备金的（增加）减少	2			(83)			30		(122)
计入其他收入（费用）净额的债务证券收益（损失）总额	$	122			$	(383)		$	489	$	(526)

非上市证券


目录	Alphabet Inc.

我们的非上市证券主要包括采用计量替代法核算的非上市股权证券。其账面价值按初始总成本加累计净上调和下调（包括减值）计量。我们还持有通过其对被投资方具有重大影响力但不具有控制权的非上市股权证券，并采用权益法核算。我们的某些非上市证券包括对可变利益实体（VIE）的投资，而我们并非其主要受益人。有关VIE的更多详情，请参阅附注5。

本期出售股权证券产生的已实现净收益（损失）反映了出售所得款项与期初股权证券账面价值（或购买日账面价值，若购买日晚于期初）之间的差额。所有收益和损失（包括减值）均计入OI&E的组成部分。

2026年5月，我们与Blackstone Inc.（“Blackstone”）签订协议，成立一家总部位于美国的合资实体，以单一的计算即服务产品形式提供数据中心容量、运营、网络、硬件和软件。根据协议，Blackstone承诺未来出资最多$5.0 billion，我们承诺为该合资企业可能签订的协议提供未来数据中心和能源基础设施支持，金额最高达$10.0 billion，但须满足某些条件。2026年第三季度，该合资企业正式公布名称为Crux AI，我们与该合资企业签订了一项多年期商业协议，该协议构成关联方交易。我们持有该合资企业的少数股权；该合资企业被视为可变利益实体，而我们并非其主要受益人。我们采用权益法核算对该合资企业的投资。截至2026年9月30日，我们对该合资企业投资的账面价值并不重大。有关与Crux AI商业协议相关的收入积压详情，请参阅附注2。

非上市证券的账面价值汇总如下（单位：百万）：


	截至 2025年12月31日		截至 2026年9月30日
非上市证券：
采用计量替代法核算的非上市股权证券初始总成本	$	28,429			$	48,595
累计向上调整	44,485			88,784
累计向下调整（包括减值）	(8,820)			(9,210)
采用计量替代法核算的非上市股权证券账面价值(1)	64,094			128,169
权益法投资及其他	4,593			7,061
非上市证券总额	$	68,687			$	135,230

(1) 截至2026年9月30日，我们采用计量替代法核算的非上市证券投资主要包括对一家私营公司的投资。

股权证券的收益和亏损

计入其他收入（费用）净额的股权证券收益和亏损（包括减值）汇总如下（单位：百万）：


目录	Alphabet Inc.


	三个月期间		九个月期间
	截至9月30日		截至9月30日
	2025		2026		2025		2026
采用计量替代法核算的非上市股权证券未实现毛利得	$	10,583			$	3,386		$	20,924	$	117,203
采用计量替代法核算的非上市股权证券未实现毛亏损（包括减值）	(346)			(359)			(1,188)		(887)
采用计量替代法核算的非上市股权证券未实现净收益（亏损）	10,237			3,027			19,736		116,316
上市及其他股权证券未实现净收益（亏损）	447			(12,436)			1,447		9,377
本期间出售的上市及非上市股权证券已实现净收益（亏损）	50			745			595		1,589
计入其他收入（费用）净额的股权证券收益（亏损）总额 (1)	$	10,734			$	(8,664)		$	21,778	$	127,282

(1)不包括权益法投资的收益（亏损）和减值。详情请参阅附注7。

Cumulative net gains (losses), calculated as the difference between the sales price and purchase price, represent the total net gains (losses) recognized after the initial purchase date. This represents the total economic impact of the investment, regardless of when the gains or losses were previously recognized. Cumulative net gains on equity securities sold were $102 million and $980 million during the three months ended September 30, 2025 and 2026, respectively, and $306 million and $2.0 billion during the nine months ended September 30, 2025 and 2026, respectively.

Derivative Financial Instruments

We utilize derivative instruments to manage risks relating to our ongoing business operations, including foreign currencies, interest rates, commodity prices, credit risk, and market prices of certain marketable equity securities. These derivatives are primarily classified within Level 2 of the fair value hierarchy.

We also enter into derivatives as a result of agreements with certain third parties to backstop specified payment obligations related to data centers, including data center lease payments and the associated energy costs for certain agreements. We account for these as credit derivatives. Additionally, a certain strategic investment includes forward funding commitments that are accounted for as equity derivatives, as they include rights to participate in future capital funding, the exercise of which is contingent upon the achievement of specified operational and financial milestones. These credit and equity derivatives are classified within Level 3 of the fair value hierarchy. Our valuation methods include probability-weighted expected return models, which may include a combination of observable and unobservable inputs, including counterparty risk, credit default rates, risk-free rates, and our contractual rights and obligations under the agreements.

We recognize derivative instruments in the Consolidated Balance Sheets at fair value. We present our foreign currency collars (an option strategy comprised of a combination of purchased and written options) at net fair values and present all other derivatives at gross fair values. The accounting treatment for derivatives is based on the intended use and hedge designation.

Cash Flow Hedges

We designate foreign currency forwards and options (including collars) as cash flow hedges to hedge certain forecasted revenue transactions denominated in currencies other than the US dollar. These contracts have maturities of 24 months or less.

Cash flow hedge amounts included in the assessment of hedge effectiveness are deferred in AOCI and reclassified to revenue when the hedged item is recognized in earnings. Hedge components excluded from our assessment of hedge effectiveness are amortized on a straight-line basis over the life of the hedging instrument in revenues. The difference between fair value changes of the excluded component and the amount amortized to revenues is recorded in AOCI.

Additionally, we designate interest rate derivatives as cash flow hedges to manage our exposure to certain interest rate risks. Changes in the fair value of these derivatives are deferred in AOCI and reclassified to OI&E when the hedged item is recognized in earnings.

As of September 30, 2026, the pre-tax net gain on our cash flow hedges that is expected to be reclassified from AOCI into earnings within the next 12 months was $369 million.

Fair Value Hedges

We enter into interest rate swaps to manage interest rate risk associated with certain fixed-rate debt, effectively converting a portion of our fixed-rate debt to floating-rate debt. We designate these swaps as fair value hedges to hedge against changes in the fair value of the fixed-rate debt attributable to changes in the benchmark interest rate. Fair value hedge amounts included in the assessment of hedge effectiveness are recognized in OI&E, along with the offsetting gains and losses of the related hedged items.

Net Investment Hedges

We designate foreign currency forwards, options (including collars), cross-currency swaps, and foreign currency-denominated debt as net investment hedges to hedge the foreign currency risks related to our investments in foreign subsidiaries. Net investment hedge amounts included in the assessment of hedge effectiveness are recognized in AOCI.

Changes in the fair value of hedge components of forward and option contracts that are excluded from the assessment of hedge effectiveness are recognized in OI&E. Hedge components of cross-currency swaps that are excluded from the assessment of hedge effectiveness are amortized over the life of the hedging instrument and recognized in OI&E. The difference between fair value changes of the excluded component and the amount amortized to OI&E is recorded in AOCI.

Foreign currency-denominated debt designated as net investment hedges had a carrying value of $15.4 billion and $31.8 billion as of December 31, 2025 and September 30, 2026, respectively.

Derivatives Not Designated as Hedging Instruments

We enter into derivatives not designated as hedging instruments to manage risks related to our ongoing business operations. The primary risk managed is foreign exchange risk related to the remeasurement of monetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary. Gains and losses on these foreign exchange derivatives are recorded within the \"foreign currency exchange gain (loss), net\" component of OI&E. We also enter into derivatives to manage other risks, including interest rates, commodity prices, credit risk, and market prices of certain marketable equity securities, the gains and losses from which are recorded within the \"other\" component of OI&E.

We have entered into agreements with certain third parties to backstop specified payment obligations relating to data centers, including data center lease payments and the associated energy costs for certain agreements. We account for these as credit derivatives. The notional amounts for these credit derivatives represent the maximum potential exposure regarding future payments in the event of specified default scenarios by underlying parties. These agreements carry remaining terms of up to 15 years and the total potential exposure reduces over time as the underlying parties fulfill their payment obligations. Upon a default under these credit backstops, we retain the right to assume the underlying leases for internal use or to sublease to third parties. Under specific conditions or following a predetermined period, we may elect to extinguish the backstop obligation by making a termination payment. If we elect such payment, our obligations may be partially offset by equity or cash receipts from counterparties. These potential inflows are not reflected in the notional amounts for credit derivatives.

The notional amounts for equity derivatives primarily represent an agreement for future capital funding in the form of notes receivable or equity to be funded in multiple tranches contingent upon the achievement of specified operational and financial milestones through 2030.

Gains and losses arising from these credit and equity derivatives are recorded within the “other” component of OI&E. See Note 7 for further details.

The gross notional amounts of outstanding derivative instruments were as follows (in millions):


	As of December 31, 2025		As of September 30, 2026
Derivatives designated as hedging instruments:
Foreign exchange derivatives
Cash flow hedges	$	23,852		$	25,141
Net investment hedges	$	14,203		$	6,987
Interest rate derivatives
Fair value hedges	$	0		$	7,000
Derivatives not designated as hedging instruments:
Foreign exchange derivatives	$	56,085		$	54,084
Equity derivatives	$	0		$	21,091
Credit derivatives	$	16,940		$	48,012
Other derivatives	$	15,900		$	11,420

See Note 5 for further details on variable interest entity considerations relating to our equity and credit derivatives.

The fair values of outstanding derivative instruments were as follows (in millions):


	As of December 31, 2025		As of September 30, 2026
	Assets(1)		Liabilities(2)		Assets(1)		Liabilities(2)
Derivatives designated as hedging instruments:
Foreign exchange derivatives	$	316			$	197		$	501	$	64

Interest rate derivatives	0		0		1		257
Total derivatives designated as hedging instruments	$	316			$	197		$	502	$	321
Derivatives not designated as hedging instruments:
Foreign exchange derivatives	92		15		117		240
Equity derivatives	0		0		579		445
Credit derivatives	0		69		0		606
Other derivatives	324		98		107		24
Total derivatives not designated as hedging instruments	416			182			803		1,315
Total	$	732			$	379		$	1,305	$	1,636

(1) Derivative assets are recorded as other current and non-current assets.

(2) Derivative liabilities are recorded as accrued expenses and other liabilities, current and non-current.

The amounts recorded on the Consolidated Balance Sheets related to cumulative basis adjustments for fair value hedges were as follows (in millions):


	As of December 31, 2025		As of September 30, 2026
Balance Sheets Line Item of the Hedged Item
Long-term debt
Carrying amount of the hedged item assets/(liabilities)	$	0		$	(6,688)
Cumulative amount of fair value hedging adjustment included in the carrying amount assets/(liabilities)	$	0		$	257

The gains (losses) on derivatives and non-derivative financial instruments in cash flow hedging and net investment hedging relationships recognized in other comprehensive income are summarized below (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Cash flow hedging relationship:
Foreign exchange derivatives
Amount included in the assessment of effectiveness	$	278			$	(60)			$	(1,111)		$	496
Amount excluded from the assessment of effectiveness	128			6			(41)			74

Interest rate derivatives
Amount included in the assessment of effectiveness	0			105			$	0			105
Net investment hedging relationship:
Amount included in the assessment of effectiveness
Foreign exchange derivatives	55			(103)			(794)			404
Foreign currency-denominated debt	11			4			(208)			808
Amounts excluded from the assessment of effectiveness
Foreign exchange derivatives	0			0			0			(15)
Total	$	472			$	(48)			$	(2,154)		$	1,872

The table below presents the gains (losses) of derivatives included in the Consolidated Statements of Income: (in millions):


	Three Months Ended September 30,
	2025		2026
	Revenues		Other income (expense), net		Revenues		Other income (expense), net
Total amounts included in the Consolidated Statements of Income	$	102,346			$	12,759		$	127,577	$	(8,221)

Effect of cash flow hedges:
Foreign exchange derivatives
Amount included in the assessment of effectiveness	$	(237)			$	0		$	196	$	0
Amount excluded from the assessment of effectiveness	30			0			(2)		0





Effect of fair value hedges:
Interest rate derivatives
Hedged items	0			0			0		257
Derivatives designated as hedging instruments	0			0			0		(257)
Effect of net investment hedges:
Foreign exchange derivatives
Amount excluded from the assessment of effectiveness	0			87			0		31
Effect of non-designated hedges:
Foreign exchange derivatives	0			76			0		(286)
Equity derivatives	0			0			0		83
Credit derivatives	0			0			0		277
Other derivatives	0			11			0		27
Total gains (losses)	$	(207)			$	174		$	194	$	132


	Nine Months Ended September 30,
	2025		2026
	Revenues		Other income (expense), net		Revenues		Other income (expense), net
Total amounts included in the Consolidated Statements of Income	$	289,007			$	26,604		$	357,269	$	127,478

Effect of cash flow hedges:
Foreign exchange derivatives
Amount included in the assessment of effectiveness	$	(133)			$	0		$	82	$	0
Amount excluded from the assessment of effectiveness (amortized)	73			0			38		0
Effect of fair value hedges:
Foreign exchange derivatives
Hedged items	0			(9)			0		0
Amount included in the assessment of effectiveness	0			9			0		0
Amount excluded from the assessment of effectiveness	0			1			0		0
Interest rate derivatives
Hedged items	0		0		0		257
Derivatives designated as hedging instruments	0		0		0		(257)
Effect of net investment hedges:
Foreign exchange derivatives
Amount excluded from the assessment of effectiveness	0			146			0		156
Effect of non-designated hedges:
Foreign exchange derivatives	0			321			0		(1,067)
Equity derivatives	0			0			0		(296)
Credit derivatives	0			0			0		200
Other derivatives	0			(84)			0		11
Total gains (losses)	(60)			384			120		(996)

Offsetting of Derivatives

We enter into master netting arrangements and collateral security arrangements to reduce credit risk. Cash collateral received related to derivative instruments under our collateral security arrangements is included in other current assets with a corresponding liability. Cash and non-cash collateral pledged related to derivative instruments under our collateral security arrangements are primarily included in other current assets.

The gross amounts of derivative instruments subject to master netting arrangements with various counterparties, and cash and non-cash collateral received and pledged under such agreements were as follows (in millions):


	As of December 31, 2025
						Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset
	Gross Amounts Recognized		Gross Amounts Offset in the Consolidated Balance Sheets	Net Amounts Presented in the Consolidated Balance Sheets		Financial Instruments(1)	Cash and Non-Cash Collateral Received or Pledged		Net Amounts
Derivatives assets	$	842		$	(110)		$	732		$	(140)	$	(231)	$	361
Derivatives liabilities	$	489		$	(110)		$	379		$	(140)	$	(15)	$	224


	As of September 30, 2026
						Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset
	Gross Amounts Recognized		Gross Amounts Offset in the Consolidated Balance Sheets	Net Amounts Presented in the Consolidated Balance Sheets		Financial Instruments(1)	Cash and Non-Cash Collateral Received or Pledged		Net Amounts
Derivatives assets(1)	$	1,416		$	(111)		$	1,305		$	(322)	$	(261)	$	722
Derivatives liabilities	$	1,747		$	(111)		$	1,636		$	(322)	$	(14)	$	1,300

(1)The balances as of December 31, 2025 and September 30, 2026 were related to derivatives allowed to be net settled in accordance with our master netting agreements.

Note 4. Leases

We have entered into operating and finance lease agreements primarily for data centers, land, and offices throughout the world with varying lease terms.

Components of lease costs were as follows (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Operating lease cost	$	851			$	998		$	2,434	$	2,797
Finance lease cost:
Amortization of lease assets	152			422			360		907
Interest on lease liabilities	17			25			48		60
Finance lease cost	169			447			408		967
Short-term lease cost(1)	11			109			36		144
Variable lease cost	483			494			1,215		1,357
Total lease cost	$	1,514			$	2,048		$	4,093	$	5,265

(1) Includes a short-term lease agreement entered into in June 2026, and amended in September 2026, with a remaining non-cancelable commitment of approximately $6.0 billion as of September 30, 2026. We do not recognize right of use assets or lease liabilities on leases with a term of 12 months or less. Short term lease costs are recognized on a straight-line basis over the lease term.

Supplemental information related to leases was as follows (in millions):


	As of December 31, 2025		As of September 30, 2026
Weighted-average remaining lease term:
Operating leases	7.6 years		8.5 years
Finance leases	8.3 years		7.9 years
Weighted-average discount rate:
Operating leases	3.6	%		4.0	%
Finance leases	3.1	%		4.0	%


	As of December 31, 2025		As of September 30, 2026
Operating leases:
Operating lease assets	$	15,221			$	20,273

Accrued expenses and other liabilities	$	3,209			$	3,693
Operating lease liabilities	12,744			16,815
Total operating lease liabilities	$	15,954			$	20,508
Finance leases:
Property and equipment, at cost	$	6,822			$	10,619
Accumulated depreciation	(2,025)			(2,914)
Property and equipment, net	$	4,797			$	7,705

Accrued expenses and other liabilities	$	441			$	1,053
Other long-term liabilities	2,059			2,652
Total finance lease liabilities	$	2,500			$	3,705


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026	2025		2026
Cash payments for lease liabilities:
Operating cash flows used for operating leases	$	850		$	998		$	2,511	$	2,815
Operating cash flows used for finance leases	$	17		$	25		$	48	$	60
Financing cash flows used for finance leases(1)	$	92		$	1,110		$	394	$	1,950
Assets obtained in exchange for lease liabilities:
Operating leases	$	1,061		$	3,263		$	2,589	$	7,002
Finance leases	$	383		$	2,085		$	989	$	2,987

(1)Additionally, during the three and nine months ended September 30, 2026, we made $159 million and $994 million of lease prepayments for leases not yet commenced, respectively, which are expected to be accounted for as finance leases.

Future lease payments as of September 30, 2026 were as follows (in millions):


	Operating Leases		Finance Leases
Remainder of 2026	$	901			$	771
2027	3,947			499
2028	3,451			487
2029	3,082			466
2030	2,543			395
Thereafter	10,515			1,712
Total undiscounted lease payments	24,439			4,330
Less: imputed interest	(3,931)			(625)
Total lease liability balance	$	20,508			$	3,705

As of September 30, 2026, we have entered into leases, primarily related to data centers and energy infrastructure, that have not yet commenced with future lease payments of $130.5 billion that are not yet recorded. These leases will commence between 2026 and 2031 with non-cancelable lease terms between one and 26 years.

Note 5. Variable Interest Entities

Consolidated VIEs

We consolidate VIEs in which we hold a variable interest and are the primary beneficiary. The results of operations and financial position of these VIEs are included in our consolidated financial statements.

Unconsolidated VIEs

We hold various forms of interests in VIEs, including certain of our investments in private companies and renewable energy entities, certain leases and credit derivatives with data center entities, and financial guarantees with energy infrastructure entities. Because we have determined that we do not direct the activities that most significantly impact the economic performance of these entities, we are not the primary beneficiary. Therefore, these VIEs are not consolidated within our financial statements.

Our investments in private companies and renewable energy VIEs are primarily accounted for as non-marketable securities under the measurement alternative or the equity method. The carrying values of these investments are included within non-marketable securities on our Consolidated Balance Sheets. See Note 3 for further details on investments. The maximum exposure to these VIEs is generally limited to the current carrying value plus future funding and financial support commitments. As of December 31, 2025 and September 30, 2026, future funding and financial support commitments were $1.1 billion and $31.9 billion, respectively. As of September 30, 2026, this amount includes $20.0 billion of future capital funding commitments with a private company contingent upon the achievement of specified operational and financial milestones through 2030, which is accounted for as an equity derivative. Also, included in this amount is $10.0 billion of potential future data center and energy infrastructure backstops in support of our investment in the Crux AI joint venture. See Note 3 for further details on derivatives and equity method investments.

Leases with data center leasing VIEs are accounted for as finance leases and are included within total lease obligations disclosed in Note 4. The maximum exposure arising from leases with VIEs is limited to the net carrying value of commenced finance lease assets, plus the undiscounted future obligations for leases that have not yet commenced. See Note 4 for further details on leases.

Credit derivatives with data center VIEs carry a maximum exposure which is limited to the financial risk over the period of the arrangements, as reflected by the credit derivative notional value. See Note 3 for further details on credit derivatives.

Financial guarantees with energy infrastructure entities have maximum exposure limited to the potential amount of future payments under these arrangements. See Note 10 for further details on financial guarantees.

Note 6. Debt

Short-Term Debt

We have a commercial paper program of up to $25.0 billion, which is used for general corporate purposes. We had no commercial paper outstanding as of December 31, 2025 and September 30, 2026.

Our short-term debt balance also includes the current portion of certain long-term debt.

Long-Term Debt

During 2026, we issued $45.0 billion of US dollar-denominated senior unsecured notes and $35.8 billion of foreign currency-denominated senior unsecured notes for general corporate purposes.

In the third quarter of 2026, we issued senior unsecured notes consisting of: $23.8 billion US dollar-denominated fixed-rate notes and $1.3 billion US dollar-denominated floating-rate notes with a weighted-average coupon rate of 5.55% and a weighted-average maturity of 15 years; and A$3.3 billion Australian dollar-denominated fixed-rate notes and A$2.3 billion Australian dollar-denominated floating-rate notes with a weighted-average coupon rate of 5.82% and a weighted-average maturity of eight years.

Total outstanding long-term debt is summarized below (in millions, except percentages):


	Maturity	Coupon Rate	Effective Interest Rate	As of December 31, 2025		As of September 30, 2026
Debt
2016 US dollar notes	2026	2.00%	2.23%	$	2,000			$	0
2020 US dollar notes	2027 - 2060	0.80% - 2.25%	0.93% - 2.33%	9,000			9,000
2025 US dollar notes(1)	2028 - 2075	3.88% - 5.70%	4.00% - 5.79%	22,500			22,500
2025 Euro notes(2)	2028 - 2064	2.38% - 4.38%	2.57% - 4.51%	15,585			15,057
2026 US dollar notes(1)	2028 - 2066	3.70% - 6.50%	3.93% - 6.57%	0			45,000
2026 Sterling notes(2)	2029 - 2126	4.13% - 6.13%	4.23% - 6.19%	0			7,287
2026 Swiss franc notes(2)	2029 - 2051	0.43% - 1.87%	0.52% - 1.90%	0			3,671
2026 Euro notes(2)	2030 - 2063	3.20% - 4.80%	3.29% - 4.88%	0			10,228
2026 Canadian dollar notes(2)	2031 - 2056	3.65% - 5.00%	3.83% - 5.10%	0			6,001
2026 Japanese yen notes(2)	2029 - 2066	1.97% - 4.60%	2.04% - 4.64%	0			3,659
2026 Australian dollar notes(1)(2)	2029 - 2046	5.20% - 6.90%	5.32% - 7.03%	0			3,861
Other long-term debt				0			1,221
Total face value of long-term debt				49,085			127,485
Unamortized discount and debt issuance costs(2)				(542)			(1,110)
Hedge accounting fair value adjustments(3)				0			(257)
Less: current portion of long-term notes(4)				(1,996)			(1,016)
Total long-term debt				$	46,547			$	125,102

(1)Includes floating-rate notes consisting of $1.8 billion in US dollar notes with interest calculated using the compounded Secured Overnight Financing Rate (SOFR) plus 0.44% to 0.60%, and A$2.3 billion in Australian dollar notes calculated using the Bank Bill Swap Rate (BBSW) plus 0.65% to 0.90%. Interest on these notes is reset quarterly.

(2)Principal, unamortized discount, and debt issuance costs for the foreign currency-denominated notes include the effect of foreign exchange rates.

(3)Includes fair value adjustments for fixed-rate notes in fair value hedge relationships. See Note 3 for further details.

(4)Total current portion of long-term debt is included within accrued expenses and other current liabilities. See Note 7 for further details.

The notes in the table above are senior unsecured obligations and rank equally with each other. We may redeem the fixed-rate notes, other than the Japanese yen-denominated notes, at any time in whole or in part at specified redemption prices. The floating-rate notes are not redeemable prior to maturity. Interest is payable quarterly for the floating-rate notes, semi-annually for the US dollar, Canadian dollar, Japanese yen, and Australian dollar-denominated fixed-rate notes, and annually for the euro-, sterling-, and Swiss franc-denominated fixed-rate notes. The effective interest rates are based on proceeds received and contractual interest payments.

The total estimated fair value of the outstanding notes was approximately $45.6 billion and $114.9 billion as of December 31, 2025 and September 30, 2026, respectively. The fair value was determined based on observable market prices of identical instruments in less active markets and is categorized accordingly as Level 2 in the fair value hierarchy.

In October 2026, Waymo entered into a Credit Agreement for a $5.0 billion senior secured term loan that matures in October 2032. The term loan bears interest at a rate equal to Term SOFR plus 5.25% and is secured by certain assets and subsidiaries of Waymo, subject to specified carve-outs. The obligations under the term loan are not guaranteed by Alphabet or any of its other subsidiaries.

Credit Facility

Note 7. Supplemental Financial Statement Information

Accounts Receivable

The allowance for credit losses on accounts receivable was $924 million and $1.2 billion as of December 31, 2025 and September 30, 2026, respectively.

Property and Equipment, Net

Property and equipment, net, consisted of the following (in millions):


	As of December 31, 2025		As of September 30, 2026
Technical infrastructure(1)	$	203,679			$	282,842
Office space	48,348			51,101
Corporate and other assets	14,463			7,157
Property and equipment, in service	266,490			341,100
Less: accumulated depreciation	(98,485)			(113,543)
Add: assets not yet in service	78,592			145,270
Property and equipment, net	$	246,597			$	372,827

(1) As of December 31, 2025 and September 30, 2026, approximately 60% of technical infrastructure assets were comprised of servers and network equipment. The remaining balance was comprised of data center land and buildings and related assets.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in millions):


	As of December 31, 2025		As of September 30, 2026
Accrued fines and settlements(1)	$	15,594			$	13,807
Accrued purchases of property and equipment	8,877			21,398
Accrued customer liabilities	5,029			5,328
Payables to brokers for unsettled investment trades	950			3,886
Income taxes payable, net	523			1,703
Other accrued expenses and current liabilities	24,584			28,195
Accrued expenses and other current liabilities	$	55,557			$	74,317

(1) See Legal Matters in Note 10 for further details.

Noncontrolling Interests

Total noncontrolling interests (NCI) in our consolidated subsidiaries were $3.4 billion and $6.9 billion as of December 31, 2025 and September 30, 2026, respectively, of which $841 million and $825 million were redeemable noncontrolling interests (RNCI) as of December 31, 2025 and September 30, 2026, respectively. NCI and RNCI are included within common stock and additional paid-in capital (APIC). Net loss attributable to noncontrolling interests was not material for any period presented and is included within the \"other\" component of OI&E.

Accumulated Other Comprehensive Income (Loss)

Components of AOCI, net of income tax, were as follows (in millions):


	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Available-for-Sale Investments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2024	$	(5,080)			$	(299)		$	579	$	(4,800)
Other comprehensive income (loss) before reclassifications	2,631			1,066			(854)		2,843
Amounts excluded from the assessment of hedge effectiveness recorded in AOCI	0			0			(41)		(41)
Amounts reclassified from AOCI	0			(149)			93		(56)
Other comprehensive income (loss)	2,631			917			(802)		2,746
Balance as of September 30, 2025	$	(2,449)			$	618		$	(223)	$	(2,054)


	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Available-for-Sale Investments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2025	$	(2,558)			$	678		$	(36)	$	(1,916)
Other comprehensive income (loss) before reclassifications	(442)			(2,455)			465		(2,432)
Amounts excluded from the assessment of hedge effectiveness recorded in AOCI	(4)			0			74		70
Amounts reclassified from AOCI	0			42			(90)		(48)
Other comprehensive income (loss)	(446)			(2,413)			449		(2,410)
Balance as of September 30, 2026	$	(3,004)			$	(1,735)		$	413	$	(4,326)

The effects on net income of amounts reclassified from AOCI were as follows (in millions):


			Three Months Ended		Nine Months Ended
			September 30,		September 30,
AOCI Components	Location		2025		2026		2025		2026
Unrealized gains (losses) on available-for-sale investments
	Other income (expense), net		$	46			$	(35)			$	187			$	(55)
	Benefit (provision) for income taxes		(10)			8			(38)			13
	Net of income tax		36			(27)			149			(42)
Unrealized gains (losses) on cash flow hedges
Foreign exchange derivatives	Revenue		(237)			196			(133)			82
Interest rate derivatives	Other income (expense), net		0			1			0			3
	Benefit (provision) for income taxes		54			(34)			40			5
	Net of income tax		(183)			163			(93)			90
Total amount reclassified, net of income tax	$	(147)			$	136			$	56			$	48

Other Income (Expense), Net

Components of OI&E were as follows (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Interest income	$	1,076			$	1,768		$	3,128	$	4,579
Interest expense(1)	(143)			(967)			(438)		(2,778)
Foreign currency exchange gain (loss), net	(143)			22			(318)		7
Gain (loss) on debt securities, net	122			(383)			489		(526)
Gain (loss) on equity securities, net	10,734			(8,664)			21,778		127,282
Income (loss) and impairment from equity method investments, net	(30)			(143)			367		(118)
Other	1,143			146			1,598		(968)
Other income (expense), net	$	12,759			$	(8,221)		$	26,604	$	127,478

(1)Interest expense is net of interest capitalized of $130 million and $405 million for the three months ended September 30, 2025 and 2026, respectively, and $301 million and $1.0 billion for the nine months ended September 30, 2025 and 2026, respectively.

Note 8. Acquisitions and Divestitures

Wiz Acquisition

On March 11, 2026, we completed our acquisition of Wiz for $29.5 billion, after purchase price adjustments and excluding post combination compensation arrangements. This acquisition represents an investment by Google Cloud to accelerate our capabilities in multicloud and AI-driven security. Following the close of the acquisition, the financial results are included in our consolidated financial statements within the Google Cloud segment.

The preliminary purchase price was allocated as follows (in millions):


Intangible assets	$	8,300
Goodwill(1)	22,705
Net liabilities assumed(2)	(1,538)
Total purchase price	$	29,467

(1)Goodwill has been recorded in the Google Cloud segment and primarily attributable to synergies expected to arise after the acquisition. Goodwill is not deductible for tax purposes.

(2)Includes $660 million of acquired cash.

Intangible assets acquired as of the acquisition date were as follows:


	Amount (in millions)		Weighted-Average Useful Life (in years)
Patents and developed technology	$	3,600			7
Customer relationships	4,500			10
Trade names and other	200			7
Total intangible assets	$	8,300

Intersect Acquisition

On March 10, 2026, we completed our acquisition of Intersect, a developer of renewable energy, for $5.9 billion, after purchase price adjustments. This acquisition enables acceleration of data center capacity and energy development. Intersect is a VIE and we have determined we are the primary beneficiary. Following the close of the acquisition, the financial results are included in our consolidated financial statements and are allocated to our segments.

The final purchase price was allocated as follows (in millions):


Goodwill(1)	$	2,174
Property and equipment	5,129
Debt	(1,214)
Net liabilities assumed(2)	(221)
Total purchase price	$	5,868

(1)Goodwill has been allocated to Google Services and Google Cloud segments and primarily attributable to synergies expected to arise after the acquisition. Goodwill is not deductible for tax purposes.

(2) Includes $410 million of acquired cash.

Pending Divestiture

In March 2026, we entered into a definitive agreement to contribute our ownership interest in GFiber, a wholly owned subsidiary, into a newly formed entity. Upon closing, we expect to receive $1.5 billion in cash, a $2.0 billion note receivable, and a 49.99% equity interest. The remaining interest is expected to be accounted for as an unconsolidated VIE under the equity method of accounting, as we will no longer be the primary beneficiary. The transaction is expected to close in late 2026.

GFiber meets the criteria for held for sale classification. No impairment loss was recognized upon initial classification as held for sale and we ceased depreciation of the related long-lived assets. Held for sale assets primarily consist of property and equipment of $7.1 billion, which is included in other current assets in our Consolidated Balance Sheet as of September 30, 2026. The operating results of GFiber remain included within the Other Bets segment through the close of the transaction.

Note 9. Goodwill and Intangible Assets

Goodwill

Changes in the carrying amount of goodwill for the nine months ended September 30, 2026 were as follows (in millions):


	Google Services		Google Cloud		Other Bets		Total
Balance as of December 31, 2025	$	24,870			$	7,660		$	850	$	33,380
Additions	1,417			23,913			0		25,330
Foreign currency translation and other adjustments	(30)			(3)			(560)		(593)
Balance as of September 30, 2026	$	26,257			$	31,570		$	290	$	58,117

Intangible Assets

Information regarding intangible assets was as follows (in millions):


	As of December 31, 2025		As of September 30, 2026
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount	Accumulated Amortization		Net Carrying Value
Patents and developed technology	$	1,332			$	(754)		$	578		$	4,803		$	(1,110)	$	3,693
Customer relationships	582			(318)			264		5,090		(630)		4,460
Trade names and other	553			(307)			246		686		(289)		397
Total definite-lived intangible assets	2,467			(1,379)			1,088		10,579		(2,029)		8,550
Indefinite-lived intangible assets	195			0			195		267		0		267
Total intangible assets	$	2,662			$	(1,379)		$	1,283		$	10,846		$	(2,029)	$	8,817

Amortization expense relating to intangible assets was $129 million and $375 million for the three months ended September 30, 2025 and 2026, respectively, and $375 million and $920 million for the nine months ended September 30, 2025 and 2026, respectively.

Expected amortization expense of definite-lived intangible assets held as of September 30, 2026 was as follows (in millions):


Remainder of 2026	$	374
2027	1,310
2028	1,148
2029	1,100
2030	1,056
Thereafter	3,562
Total definite-lived intangible assets	$	8,550

Note 10. Commitments and Contingencies

Commitments

We have significant contractual obligations from contracts with remaining terms greater than one year. As of September 30, 2026, total commitments under these obligations were $802.1 billion, which includes $4.5 billion of standby letters of credit issued and outstanding to secure performance obligations under our long-term supply agreements.

These contractual obligations consist mostly of long-term supply agreements to secure future production capacity for technical infrastructure and inventory components. Contract durations under these long-term supply agreements extend through 2032 and we expect to make the significant majority of the commitment payments through 2031. Certain of our long-term supply agreements contain fixed volume commitments with variable pricing between minimum and maximum rates and/or the ability to partially reduce committed volumes. The amounts disclosed above reflect pricing and volumes at the maximum contractual limits of the current contracts.

Other significant long-term contracts relate to certain energy service agreements to secure energy for data center usage, and certain content licensing agreements. The energy service agreements include terms ranging from three to 26 years, with obligations through 2054, and generally include take-or-pay provisions for minimum

quantities of energy supply and substantive termination fees. Our content licensing agreements have remaining terms extending through 2031.

Financial Guarantees

To support counterparty procurement of long-lead time equipment for our future power purchase and energy agreements, we provide financial guarantees to certain counterparties with varying terms through January 2049. As of September 30, 2026, our maximum potential future payments under these guarantees were $16.2 billion, upon which we may receive certain assets. The fair value of these obligations was not material.

In addition, certain contracts require us to repurchase previously sold TPU hardware and embedded software under specified conditions and subject to the assets being returned in working order. As of September 30, 2026, our maximum potential future payments under these guarantees were $6.6 billion, and the fair value of these obligations was not material. Based on the extent of the discount on repurchase and other factors, we do not believe counterparties have an economic incentive to exercise their option to require us to repurchase.

Indemnifications

In the normal course of business, including to facilitate transactions in our services and products and corporate activities, we indemnify certain parties, including advertisers, Google Network partners, distribution partners, customers of Google Cloud offerings, lessors, and service providers with respect to certain matters. We have agreed to defend and/or indemnify certain parties against losses arising from a breach of representations or covenants, or out of intellectual property infringement or other claims made against certain parties. Several of these agreements limit the time within which an indemnification claim can be made and the amount of the claim. In addition, we have entered into indemnification agreements with our officers and directors, and our bylaws contain similar indemnification obligations to our agents.

It is not possible to make a reasonable estimate of the maximum potential amount under these indemnification agreements due to the unique facts and circumstances involved in each particular agreement. Additionally, the payments we have made under such agreements have not had a material adverse effect on our results of operations, cash flows, or financial position. However, to the extent that valid indemnification claims arise in the future, future payments by us could be significant and could have a material adverse effect on our results of operations or cash flows in a particular period.

As of September 30, 2026, we did not have any material indemnification claims that were probable or reasonably possible.

Legal Matters

We record a liability when we believe that it is probable that a loss has been incurred, and the amount can be reasonably estimated. If we determine that a loss is reasonably possible and the loss or range of loss can be estimated, we disclose the reasonably possible loss. We evaluate developments in our legal matters that could affect the amount of liability that has been previously accrued, and the matters and related reasonably possible losses disclosed, and make adjustments as appropriate.

Certain outstanding matters seek speculative, substantial, or indeterminate monetary amounts, substantial changes to our business practices and products, or structural remedies. Significant judgment is required to determine both the likelihood of there being a loss and the estimated amount of a loss related to such matters, and we may be unable to estimate the reasonably possible loss or range of losses. The outcomes of outstanding legal matters are inherently unpredictable and subject to significant uncertainties, and could, either individually or in aggregate, have a material adverse effect.

We expense legal fees in the period in which they are incurred.

Antitrust Matters

We are subject to formal and informal inquiries and investigations as well as litigation on various competition matters by regulatory authorities and private parties in the US, Europe, and other jurisdictions globally, including the following:

•Android: In July 2018, the European Commission (EC) announced its decision that certain provisions in Google's Android-related distribution agreements infringed European antitrust laws, imposed a €4.3 billion fine, and directed the termination of the conduct at issue. We appealed the EC decision and implemented changes to certain of our Android distribution practices. In September 2022, the General Court affirmed the EC decision but reduced the fine from €4.3 billion to €4.1 billion. We subsequently appealed the General Court's affirmation of the EC decision, which was denied by the European Court of Justice in July 2026. The

EC decision is now final. In July 2026, we made a cash payment of $5.2 billion for the fine plus accrued interest.

•AdSense for Search: In March 2019, the EC announced its decision that certain provisions in Google's agreements with AdSense for Search partners infringed European antitrust laws, imposed a €1.5 billion fine, and directed actions related to AdSense for Search partners' agreements, which we implemented prior to the decision. In 2019, we recognized a charge of $1.7 billion for the fine and appealed the EC decision. In September 2024, the General Court overturned the EC decision and annulled the €1.5 billion fine. The EC has appealed the General Court's decision with the European Court of Justice, which remains pending.

•Search: In October 2020, the US Department of Justice (DOJ) and a number of state Attorneys General filed a lawsuit in the US District Court for the District of Columbia concerning Google's Search and Search advertising practices and its compliance with US antitrust laws. In August 2024, the US District Court for the District of Columbia ruled against Google. A final judgment was entered in December 2025, which, among other things, imposes restrictions on how Google distributes its services and requires Google to share certain search data with and offer syndication services to certain competitors. In January 2026, we appealed the final judgment and moved to pause implementation of certain remedies. The court denied the motion to stay as premature, allowing Google to seek a stay until the scope of certain remedies is more defined. In February 2026, the DOJ and state Attorneys General also appealed. The appeals remain pending.

•Advertising Technology: In December 2020, a number of state Attorneys General filed a lawsuit in the US District Court for the Eastern District of Texas concerning Google's advertising technology and its compliance with US antitrust laws and state deceptive trade laws. In January 2023, the DOJ, along with a number of state Attorneys General, filed a lawsuit in the US District Court for the Eastern District of Virginia concerning Google's advertising technology and its compliance with US antitrust laws, and a number of additional state Attorneys General subsequently joined the lawsuit. In April 2025, the US District Court for the Eastern District of Virginia issued a mixed decision in the DOJ case against Google, ruling that neither Google's advertiser tools nor the DoubleClick and AdMeld acquisitions were anticompetitive, but that Google's publisher tools unfairly excluded rivals. A separate proceeding to determine remedies, the range of which varies widely, took place in September 2025, with the parties presenting differing remedy proposals. In September 2026, the Court issued its remedies decision, denying the DOJ's request for structural divestitures of Google's advertising technology assets, instead ordering certain behavioral remedies concerning interoperability, data access, and auction conduct. After the Court enters its final judgment, we plan to appeal the adverse portion of the April 2025 decision and, upon full review of the remedies decision, we may also appeal aspects of the September 2026 decision. A trial in the state Attorneys General case in the Eastern District of Texas will take place after the conclusion of the remedies proceedings in the DOJ case. Given the nature of these matters, we cannot estimate a possible loss.

Further, in September 2025, the EC announced its decision that Google had infringed European competition laws through \"self-preferencing\" practices on the buy-side and the sell-side relating to Google's advertising technology business. The EC decision imposed a €3.0 billion fine and directed Google to cease and desist the alleged \"self-preferencing\" practices. We appealed the ruling in November 2025, which remains pending. We recognized a charge of $3.5 billion in the third quarter of 2025, and we placed bank guarantees in the fourth quarter of 2025 in lieu of cash payment.

In September 2024, the United Kingdom (UK) also issued a Statement of Objections concerning Google's advertising technology and its compliance with UK antitrust laws, to which we responded. The matter remains pending.

•Google Play: In July 2021, a number of state Attorneys General filed a lawsuit in the US District Court for the Northern District of California concerning Google's operation of Android and Google Play and its compliance with US antitrust laws and state antitrust and consumer protection laws. In September 2023, we reached a settlement in principle with 50 state Attorneys General and three territories and recognized a charge. In May 2024, we funded the settlement amount to an escrow agent. The Court approved the settlement in August 2026.

In December 2023, a California jury delivered a verdict against Google in Epic Games v. Google related to Google Play's business. Epic did not seek monetary damages. The presiding judge issued a remedies decision in October 2024, ordering a variety of alterations to our business models and operations and contractual agreements for Android and Google Play. We appealed the judgment, including the jury verdict and aspects of the remedies ordered. In July 2025, the Court of Appeals denied our appeal, and we subsequently petitioned the US Supreme Court for review. While that appeal was pending, we implemented the effective ordered remedies in October 2025. In March 2026, we reached a settlement with Epic to seek

modification of the remedies, implement certain changes regarding the operation of Google Play, and resolve certain other lawsuits Epic has filed regarding Google Play's business. Following the settlement, we withdrew our petition to the US Supreme Court in March 2026, and Epic and Google filed a joint motion to modify the injunction in April 2026. In July 2026, Epic and Google jointly withdrew the motion to modify the injunction, and Google is complying with the October 2024 remedies decision.

•European Digital Markets Act: In March 2024, the EC opened two investigations regarding Google's compliance with certain provisions of the European Union's (EU) Digital Markets Act relating to Google Play and Search. In March 2025, the EC issued preliminary findings of non-compliance in both investigations, to which we responded. In July 2026, the EC issued non-compliance decisions imposing fines of €430 million relating to Google Play and €460 million relating to Search. We appealed both decisions in October 2026; both appeals remain pending. We recognized a charge totaling $1.0 billion in the third quarter of 2026 for the fines.

In addition to these antitrust proceedings, private individual and collective actions that overlap with claims pursued by regulatory authorities are pending in the US and in several other jurisdictions, including across Europe. This includes private claims stemming from regulatory proceedings in which Google's liability has been fully determined and the remaining dispute concerns potential damages.

For example, in July 2026, the Stockholm Patent and Market Court issued a decision against Google in a private action brought by PriceRunner (a subsidiary of Klarna) relating to Google's display and ranking of shopping search results. The Court awarded the plaintiff approximately $2.1 billion (awarded in multiple currencies) in principal damages plus accrued interest and costs, which we recognized in the second quarter of 2026. We appealed the decision, which remains pending.

For other such matters, given their nature, we cannot estimate a possible loss.

We believe we have strong arguments against open claims and will defend ourselves vigorously. We continue to cooperate with federal and state regulators in the US, the EC, and other regulators around the world.

Privacy Matters

We are subject to a number of privacy-related laws and regulations, and we currently are party to a number of privacy investigations and lawsuits ongoing in multiple jurisdictions. For example, there are ongoing investigations and litigation in the US and the EU, including those relating to our collection and use of location information, the processing controls we offer users, and advertising practices, which could result in significant fines, judgments, and product changes.

Patent and Intellectual Property Claims

We have had patent, copyright, trade secret, and trademark infringement lawsuits filed against us claiming that certain of our products, services, and technologies infringe others' intellectual property rights. Adverse results in these lawsuits may include awards of substantial monetary damages, costly royalty or licensing agreements, or orders preventing us from offering certain features, functionalities, products, or services. As a result, we may have to change our business practices and develop non-infringing products or technologies, which could result in a loss of revenues for us and otherwise harm our business. In addition, the US International Trade Commission (ITC) has increasingly become an important forum to litigate intellectual property disputes because an ultimate loss in an ITC action can result in a prohibition on importing infringing products into the US. Because the US is an important market, a prohibition on importation could have an adverse effect on us, including preventing us from importing many important products into the US or necessitating workarounds that may limit certain features of our products.

Further, our customers and partners may discontinue the use of our products, services, and technologies, as a result of injunctions or otherwise, which could result in loss of revenues and adversely affect our business.

Other

We are subject to claims, lawsuits, regulatory and government inquiries and investigations, other proceedings, and consent orders involving competition, intellectual property, data privacy and security, tax and related compliance, labor and employment, commercial disputes, content generated by our users, goods and services offered by advertisers or publishers using our platforms, design of our products and services, personal injury and other tort and nuisance theories, consumer protection, including how we moderate content on our platforms, AI, and other matters. For example, we periodically have data incidents that we report to relevant regulators as required by law. Such claims, consent orders, lawsuits, regulatory and government investigations, and other proceedings could result in substantial fines and penalties, injunctive relief, ongoing monitoring and auditing obligations, changes to our products and services, alterations to our business models and operations, and collateral-related civil litigation or

other adverse consequences, all of which could harm our business, reputation, financial condition, and operating results.

We have ongoing legal matters relating to Russia. For example, some matters concern civil judgments that include compounding penalties imposed upon us in connection with disputes regarding the termination of accounts, including those of sanctioned parties. We do not expect these ongoing legal matters will have a material adverse effect.

Non-Income Taxes

We are under audit by various domestic and foreign tax authorities with regard to non-income tax matters. The subject matter of non-income tax audits primarily arises from disputes on the tax treatment and tax rate applied to the sale of our products and services in these jurisdictions and the tax treatment of certain employee benefits. We accrue non-income taxes that may result from examinations by, or any negotiated agreements with, these tax authorities when a loss is probable and reasonably estimable. If we determine that a loss is reasonably possible and the loss or range of loss can be estimated, we disclose the reasonably possible loss. Due to the inherent complexity and uncertainty of these matters and judicial process in certain jurisdictions, the final outcome may be materially different from our expectations.

See Note 14 for further details regarding income tax contingencies.

Note 11. Stockholders' Equity

Common Stock Issuance

Concurrently with the public offering, on June 4, 2026, the company completed a private placement of 14 million Class A and 14 million Class C shares to an affiliate of Berkshire Hathaway Inc. (the “private placement”). The shares were issued in a private placement pursuant to an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended.

The net proceeds received by the company were $20.5 billion from the public offering and $10.0 billion from the private placement, after deducting underwriting discounts, commissions, and direct offering expenses which were recorded as a reduction to common stock and APIC. These proceeds will be used for general corporate purposes, including capital expenditures to scale AI infrastructure and global compute.

Mandatory Convertible Preferred Stock

On June 5, 2026, the company issued an aggregate amount of 385 million Series A and Series B depositary shares, representing 19 million shares of 6.25% Mandatory Convertible Preferred Stock, split evenly into Series A (indexed to Class A stock) and Series B (indexed to Class C stock). Each depositary share represents a 1/20th fractional interest in a share of preferred stock.

The mandatory convertible preferred stock has a par value of $0.001 per share and liquidation preference of $1,000 per share ($50 per depositary share). Aggregate net proceeds were $19.0 billion which will be used for general corporate purposes, including capital expenditures to scale AI infrastructure and global compute. Gross proceeds were reduced by underwriting discounts and offering expenses, which were recorded as a reduction to preferred stock and APIC.

Dividends are cumulative at an annual rate of 6.25% on the liquidation preference of $1,000 per share of mandatory convertible preferred stock and may be paid in cash, shares of common stock, or a combination of cash and shares of common stock, at the company’s election. Dividends that are declared will be payable quarterly on February 15, May 15, August 15, and November 15 of each year, commencing on August 15, 2026 and ending on, and including May 15, 2029 with the record date being the first of the respective month.

Unless earlier converted, each outstanding share will automatically convert on the mandatory conversion date, which is on or about May 15, 2029. The conversion rate for each share of our Series A mandatory convertible preferred stock will be between 2.2520 and 2.8160 shares of Class A stock, and Series B mandatory convertible preferred stock will convert into between 2.2740 and 2.8420 shares of Class C stock, depending on the applicable market value of our Class A and Class C stock upon conversion and subject to certain anti-dilution adjustments. The applicable market value will be determined based on the average volume-weighted average price per share over the 20 consecutive trading day final averaging period ending immediately prior to the mandatory conversion date.

If a fundamental change occurs on or prior to May 15, 2029, holders of mandatory convertible preferred stock will automatically convert into Class A or Class C shares, as applicable, at a special fundamental change conversion rate and, under certain circumstances, receive a fundamental change dividend make-whole amount. Other than during a fundamental change conversion period, at any time prior to May 15, 2029, holders may elect to convert at the minimum conversion rate, subject to certain anti-dilution and other adjustments.

The mandatory convertible preferred stock is not redeemable at the company’s election before the mandatory conversion date. Holders of the mandatory convertible preferred stock will not have any voting rights, with limited exceptions.

Capped Call Transactions

In connection with the issuance of the 385 million Series A and Series B depositary shares, representing 19 million shares of mandatory convertible preferred stock, the company entered into privately negotiated capped call transactions with certain financial institutions.

The company paid an aggregate premium of $1.0 billion for these capped call transactions, which was recorded as a reduction to preferred stock and APIC. The capped call transactions provide the company with the option to receive shares of Class A and Class C stock upon conversion of the mandatory convertible preferred stock. The transactions have an initial cap price of $532.6704 per share for the Class A and $527.7974 per share for Class C, each representing a premium of 50.0% over their respective public offering prices.

These transactions are intended to reduce the potential dilution to the company’s common stock upon conversion of the mandatory convertible preferred stock. As the transactions are indexed to the company’s own stock and meet certain accounting criteria, the capped call options are recorded as a reduction of stockholders’ equity and are not accounted for as derivatives.

At-the-Market Program

On June 1, 2026, the company entered into an equity distribution agreement with certain sales agents party thereto, pursuant to which we may sell both our Class A and Class C stock having aggregate sales proceeds of up to $40.0 billion from time to time through an at-the-market offering program (the \"ATM Program\"). The proceeds from offerings under the ATM Program are primarily intended to be used to meet tax obligations associated with employee equity grants.

During the three and nine months ended September 30, 2026, we issued 12 million shares of Class A stock for net proceeds of $4.3 billion and 24 million shares of Class C stock for net proceeds of $8.1 billion. As of September 30, 2026, $27.6 billion remained available for future issuance under the ATM Program.

Subject to the terms and conditions of the agreement, the company may sell shares of Class A and Class C stock through the sales agents listed in the agreement in amounts and at times to be determined by the company. In addition, we may elect to sell, through the sales agents or through others (whether acting as agent or principal), shares of our stock for forward settlement. We are not obligated to sell any of our shares under the ATM Program.

Preferred and Common Dividends

In the three and nine months ended September 30, 2026, total cash dividends on preferred stock were $234 million, representing $117 million each on the Series A and Series B mandatory convertible preferred stock.

In the three and nine months ended September 30, 2026, total cash dividends on common stock were $2.7 billion and $7.9 billion, representing $1.3 billion and $3.8 billion for Class A, $182 million and $541 million for Class B, and $1.2 billion and $3.6 billion for Class C shares, respectively.

In October 2026, the company's Board of Directors declared a quarterly cash dividend of $15.63 per share on each of our Series A and Series B mandatory convertible preferred stock (equivalent to approximately $0.78 per share on each of our Series A and Series B Depositary Shares). The mandatory convertible preferred stock dividend is payable on November 15, 2026 to stockholders of record for each of the company's Series A and Series B shares as of November 1, 2026.

In October 2026, the company's Board of Directors declared a quarterly cash dividend of $0.22 per share on our Class A, Class B, and Class C stock. The common stock dividend is payable on December 14, 2026 to stockholders of record for each of the company's Class A, Class B, and Class C shares as of December 7, 2026.

The company intends to pay quarterly cash dividends in the future, subject to review and approval by the company’s Board of Directors in its sole discretion.

Share Repurchases

In the three and nine months ended September 30, 2026, there were no repurchases of the company's Class A or Class C shares.

In April 2025, the company's Board of Directors authorized a $70.0 billion share repurchase program for its Class A and Class C shares. As of September 30, 2026, $69.5 billion remained available for Class A and Class C share repurchases.

Repurchases may be executed from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans. The repurchase programs do not have an expiration date.

Note 12. Net Income Per Common Share

We compute net income per common share of Class A, Class B, and Class C stock using the two-class method. Basic net income per common share is computed using the weighted-average number of shares outstanding during the period. Diluted net income per common share is computed using the weighted-average number of shares and the effect of potentially dilutive securities outstanding during the period. Potentially dilutive securities consist of restricted stock units (RSUs), other contingently issuable shares, and mandatory convertible preferred stock. The dilutive effect of outstanding RSUs and other contingently issuable shares is reflected in diluted earnings per common share pursuant to the treasury stock method. The dilutive effect of mandatory convertible preferred shares is reflected in diluted earnings per common share pursuant to the if-converted method. The computation of the diluted net income per common share of Class A stock assumes the conversion of Class B stock, while the diluted net income per common share of Class B stock does not assume the conversion of those shares.

Net income available to common stockholders is calculated by adjusting net income to deduct declared and accrued dividends on the mandatory convertible preferred stock.

In accordance with our certificate of incorporation, the rights, including the liquidation and dividend rights, of the holders of our Class A, Class B, and Class C stock are identical, except with respect to voting. Furthermore, there are a number of safeguards built into our certificate of incorporation, as well as Delaware law, which preclude our Board of Directors from declaring or paying unequal per share dividends on our Class A, Class B, and Class C stock. Specifically, Delaware law provides that amendments to our certificate of incorporation which would have the effect of adversely altering the rights, powers, or preferences of a given class of stock must be approved by the class of stock adversely affected by the proposed amendment. In addition, our certificate of incorporation provides that before any such amendment may be put to a stockholder vote, it must be approved by the unanimous consent of our Board of Directors.

Immaterial differences in net income per common share across our Class A, Class B, and Class C shares may arise due to the allocation of distributed earnings, which is based on the holders as of the record date, compared with the allocation of undistributed earnings and number of shares, which is based on the weighted-average shares outstanding over the periods.

The following tables set forth the computation of basic and diluted net income per common share of Class A, Class B, and Class C stock (in millions, except per share amounts):


	Three Months Ended September 30,
	2025		2026
	Class A		Class B		Class C		Consolidated	Class A		Class B		Class C		Consolidated
Basic net income per common share:
Numerator
Allocation of distributed earnings (cash dividends paid to common stockholders)	$	1,222			$	177		$	1,138			$	2,537			$	1,295		$	182	$	1,225	$	2,702
Allocation of undistributed earnings	15,617			2,268			14,557		32,442			11,256			1,589			10,623		23,468
Net income available to common stockholders	$	16,839			$	2,445		$	15,695			$	34,979			$	12,551		$	1,771	$	11,848	$	26,170
Denominator
Number of shares used in per share computation	5,818			845			5,423		12,086			5,878			830			5,548		12,256
Basic net income per common share	$	2.89			$	2.89		$	2.89			$	2.89			$	2.14		$	2.13	$	2.14	$	2.14
Diluted net income per common share:
Numerator
Allocation of total earnings for basic computation	$	16,839			$	2,445		$	15,695			$	34,979			$	12,551		$	1,771	$	11,848	$	26,170
Reallocation of total earnings as a result of conversion of Class B to Class A shares	2,445			0			0		_(1)		1,771			0			0		_(1)
Preferred stock dividends declared and accrued(2)	0			0			0		0			0			0			0		0
Reallocation of undistributed earnings	(171)			(22)			171		_(1)		(117)			(14)			117		_(1)
Net income	$	19,113			$	2,423		$	15,866			$	34,979			$	14,205		$	1,757	$	11,965	$	26,170
Denominator
Number of shares used in basic computation	5,818			845			5,423		12,086			5,878			830			5,548		12,256
Weighted-average effect of dilutive securities
Add:
Conversion of Class B to Class A shares outstanding	845			0			0		_(1)		830			0			0		_(1)
Restricted stock units and other contingently issuable shares	0			0			117		117			0			0			112		112
Conversion of preferred stock(2)	0			0			0		0			0			0			0		0
Number of shares used in per share computation	6,663			845			5,540		12,203			6,708			830			5,660		12,368
Diluted net income per common share	$	2.87			$	2.87		$	2.86			$	2.87			$	2.12		$	2.12	$	2.11	$	2.12

(1)Not applicable for consolidated net income per common share.

(2)Pursuant to the if-converted method, preferred dividends are added back and preferred shares are assumed to have been converted to common shares only if they have a dilutive effect on net income per common share.


	Nine Months Ended September 30,
	2025		2026
	Class A		Class B		Class C		Consolidated	Class A		Class B		Class C		Consolidated
Basic net income per common share:
Numerator
Allocation of distributed earnings (cash dividends paid to common stockholders)	$	3,609			$	527		$	3,377			$	7,513			$	3,809		$	541	$	3,583	$	7,933
Allocation of undistributed earnings	43,294			6,336			40,572		90,202			92,680			13,222			87,020		192,922
Net income available to common stockholders	$	46,903			$	6,863		$	43,949			$	97,715			$	96,489		$	13,763	$	90,603	$	200,855
Denominator
Number of shares used in per share computation	5,822			852			5,456		12,130			5,846			834			5,489		12,169
Basic net income per common share	$	8.06			$	8.06		$	8.06			$	8.06			$	16.51		$	16.50	$	16.51	$	16.51
Diluted net income per common share:
Numerator
Allocation of total earnings for basic computation	$	46,903			$	6,863		$	43,949			$	97,715			$	96,489		$	13,763	$	90,603	$	200,855
Reallocation of total earnings as a result of conversion of Class B to Class A shares	6,863			0			0		_(1)		13,763			0			0		_(1)
Preferred stock dividends declared and accrued(2)	0		0		0		0	209			0			175			384
Reallocation of undistributed earnings	(406)			(52)			406		_(1)		(1,144)			(140)			1,144		_(1)
Net income	$	53,360			$	6,811		$	44,355			$	97,715			$	109,317		$	13,623	$	91,922	$	201,239
Denominator
Number of shares used in basic computation	5,822			852			5,456		12,130			5,846			834			5,489		12,169
Weighted-average effect of dilutive securities
Add:
Conversion of Class B to Class A shares outstanding	852			0			0		_(1)		834			0			0		_(1)
Restricted stock units and other contingently issuable shares	0			0			100		100			0			0			131		131
Conversion of preferred stock(2)	0			0			0		0			12			0			12		24
Number of shares used in per share computation	6,674			852			5,556		12,230			6,692			834			5,632		12,324
Diluted net income per common share	$	8.00			$	7.99		$	7.98			$	7.99			$	16.34		$	16.33	$	16.32	$	16.33

(1)Not applicable for consolidated net income per common share.

Note 13. Compensation Plans

Stock-Based Compensation

For the three months ended September 30, 2025 and 2026, total stock-based compensation (SBC) expense was $6.4 billion and $8.7 billion, including amounts associated with awards we expect to settle in Alphabet stock of $6.1 billion and $8.3 billion, respectively. For the nine months ended September 30, 2025 and 2026, total SBC expense was $17.9 billion and $23.9 billion, including amounts associated with awards we expect to settle in Alphabet stock of $17.2 billion and $22.4 billion, respectively.

Stock-Based Award Activities

The following table summarizes the activities for unvested Alphabet RSUs and performance stock units (PSUs), both of which include dividend equivalents awarded to holders of unvested stock, for the nine months ended September 30, 2026 (in millions, except per share amounts):


	Number of Shares	Weighted- Average Grant-Date Fair Value
Unvested as of December 31, 2025	282		$	159.75
Granted	155		$	300.12
Vested	(128)		$	171.99
Forfeited/canceled	(25)		$	198.43
Unvested as of September 30, 2026	284		$	227.39

As of September 30, 2026, there was $61.8 billion of unrecognized compensation cost related to unvested RSUs and PSUs. This amount is expected to be recognized over a weighted-average period of 2.8 years.

Note 14. Income Taxes

The following table presents provision for income taxes (in millions, except for effective tax rate):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Income before provision for income taxes	$	43,987			$	32,355			$	119,709		$	248,520
Provision for income taxes	$	9,008			$	5,887			$	21,994		$	47,281
Effective tax rate	20.5	%		18.2	%		18.4	%		19.0	%

We are subject to income taxes in the US and foreign jurisdictions. Significant judgment is required in evaluating our uncertain tax positions and determining our provision for income taxes. The total amount of gross unrecognized tax benefits was $11.5 billion and $12.5 billion, of which $9.7 billion and $10.6 billion, if recognized, would affect our effective tax rate, as of December 31, 2025 and September 30, 2026, respectively.

Note 15. Information about Segments and Geographic Areas

We report our segment results as Google Services, Google Cloud, and Other Bets:

•Google Services includes products and services such as ads, Android, Chrome, consumer devices, Google Maps, Google Play, Search, and YouTube. Google Services generates revenues primarily from advertising; fees received for consumer subscription-based products such as YouTube TV, YouTube Music and Premium, and NFL Sunday Ticket, as well as Google One; the sale of apps and in-app purchases; and consumer devices.

•Google Cloud includes infrastructure and platform services, applications, and other products and services for enterprise customers. Google Cloud generates services revenues primarily from consumption-based fees and subscriptions received for Google Cloud Platform services, Google Workspace communication and collaboration tools, and other enterprise services. Google Cloud generates product revenues primarily from the sale of TPU systems.

•Other Bets is a combination of multiple operating segments that are not individually material. Revenues from Other Bets are generated primarily from the sale of autonomous transportation services and internet services.

Revenues, certain costs, such as costs associated with content and traffic acquisition, certain engineering activities, and inventory, as well as certain operating expenses are directly attributable to our segments. Due to the integrated nature of Alphabet, other costs and expenses, such as technical infrastructure and office facilities, are managed centrally at a consolidated level. These costs, including the associated depreciation, are allocated to operating segments as a service cost generally based on usage, headcount, or revenue.

Certain costs are not allocated to our segments because they represent Alphabet-level activities. These costs primarily include:

•certain AI-focused shared research and development activities, including employee compensation expenses and technical infrastructure usage costs associated with the development of our general AI models;

•corporate initiatives such as our philanthropic activities; and

•corporate shared costs such as certain finance, human resource, and legal costs, including certain fines and settlements.

Charges associated with employee severance and office space reductions are also not allocated to our segments. Additionally, hedging gains (losses) related to revenue are not allocated to our segments.

Our Chief Operating Decision Maker (CODM) is our Chief Executive Officer, Sundar Pichai. Our CODM uses segment operating income (loss) to allocate resources to our segments in our annual planning process and to assess the performance of our segments, primarily by monitoring actual results versus the annual plan. Our operating segments are not evaluated using asset information.

The following table presents revenue, profitability, and expense information about our segments (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Revenues:
Google Services	$	87,052			$	96,302		$	246,859	$	280,479
Google Cloud	15,157			30,709			41,041		75,505
Other Bets	344			372			1,167		1,165
Hedging gains (losses)	(207)			194			(60)		120
Total revenues	$	102,346			$	127,577		$	289,007	$	357,269
Operating income (loss):
Google Services	$	33,527			$	39,157		$	99,272	$	119,290
Google Cloud	3,594			11,121			8,597		26,533
Other Bets	(1,426)			(2,047)			(3,898)		(5,946)
Alphabet-level activities	(4,467)			(7,655)			(10,866)		(18,835)
Total income from operations	$	31,228			$	40,576		$	93,105	$	121,042
Supplemental information about segment expenses:
Google Services:
Employee compensation expenses	$	11,070			$	12,280		$	33,713	$	36,761
Other costs and expenses	42,455			44,865			113,874		124,428
Total Google Services costs and expenses	$	53,525			$	57,145		$	147,587	$	161,189
Google Cloud:
Employee compensation expenses	$	5,586			$	7,081		$	16,515	$	20,457
Other costs and expenses	5,977			12,507			15,929		28,515
Total Google Cloud costs and expenses	$	11,563			$	19,588		$	32,444	$	48,972

Google Services and Google Cloud employee compensation expenses include the costs associated with direct and allocated employees. Google Services and Google Cloud other costs and expenses primarily include direct costs, such as advertising and promotional activities, inventory and related costs, legal and other matters, and third-party services fees as well as allocated costs, such as technical infrastructure and office facilities usage costs. Additionally, Google Services other costs and expenses include content acquisition costs and TAC.

See Note 2 for further details relating to revenues by geography.

The following table presents long-lived assets by geographic area, which includes property and equipment, net and operating lease assets (in millions):


	As of December 31, 2025		As of September 30, 2026
Long-lived assets:
United States	$	195,337			$	302,224
International	66,481			90,876
Total long-lived assets	$	261,818			$	393,100

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Please read the following discussion and analysis of our financial condition and results of operations together with \"Note about Forward-Looking Statements\" and our consolidated financial statements and related notes included under Item 1 of this Quarterly Report on Form 10-Q as well as our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, including Part I, Item 1A \"Risk Factors,\" as updated in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, and in Part II, Item 1A of this Quarterly Report on Form 10-Q.

Understanding Alphabet’s Financial Results

Alphabet is a collection of businesses — the largest of which is Google. We report Google in two segments, Google Services and Google Cloud, and all non-Google businesses collectively as Other Bets. Supporting these businesses, we have centralized certain AI-related research and development focused on advanced research in AI and developing the frontier models that serve our businesses, which is reported in Alphabet-level activities. For further details on our segments, see Note 15 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Revenues and Monetization Metrics

We generate revenues by delivering relevant, cost-effective online advertising; cloud-based solutions that provide enterprise customers of all sizes with infrastructure, platform services, and applications; and sales of products and services, such as fees received for subscription-based products, apps and in-app purchases, consumer devices, and TPU systems. For additional information on how we recognize revenue, see Note 1 of the Notes to Consolidated Financial Statements included in Part II, Item 8 in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

In addition to the long-term trends and their financial effect on our business discussed in \"Trends in Our Business and Financial Effect\" in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, fluctuations in our revenues have been and may continue to be affected by a combination of factors, including:

•changes in foreign currency exchange rates;

•changes in pricing, such as those resulting from changes in fee structures, discounts, and customer incentives;

•general economic conditions and various external dynamics, including geopolitical events, regulations, and other measures and their effect on advertiser, consumer, and enterprise spending;

•new product, service, and market launches; and

•seasonality.

Additionally, fluctuations in our revenues generated from advertising (\"Google advertising\"), other sources (\"Google subscriptions, platforms, and devices\"), Google Cloud, and Other Bets have been, and may continue to be, affected by other factors unique to each set of revenues, as described below.

Google Services

Google Services revenues consist of Google advertising as well as Google subscriptions, platforms, and devices revenues.

Google Advertising

Google advertising revenues are comprised of the following:

•Google Search & other, which includes revenues generated on Google search properties (including revenues from traffic generated by search distribution partners who use Google.com as their default search in browsers, toolbars, etc.), and other Google owned and operated properties like Gmail, Google Maps, and Google Play;

•YouTube ads, which includes revenues generated on YouTube properties; and

•Google Network, which includes revenues generated on Google Network properties participating in AdMob, AdSense, and Google Ad Manager.

We use certain metrics to track how well traffic across various properties is monetized as it relates to our advertising revenues: paid clicks and cost-per-click pertain to traffic on Google Search & other properties, while impressions and cost-per-impression pertain to traffic on our Google Network properties.

Paid clicks represent engagement by users and include clicks on advertisements by end-users on Google search properties and other Google owned and operated properties including Gmail, Google Maps, and Google Play. Cost-per-click is defined as click-driven revenues divided by our total number of paid clicks and represents the average amount we charge advertisers for each engagement by users.

Impressions include impressions displayed to users on Google Network properties participating primarily in AdMob, AdSense, and Google Ad Manager. Cost-per-impression is defined as impression-based and click-based revenues divided by our total number of impressions, and represents the average amount we charge advertisers for each impression displayed to users.

As our business evolves, we periodically review, refine, and update our methodologies for monitoring, gathering, and counting the number of paid clicks and the number of impressions, and for identifying the revenues generated by the corresponding click and impression activity.

Fluctuations in our advertising revenues, as well as the change in paid clicks and cost-per-click on Google Search & other properties and the change in impressions and cost-per-impression on Google Network properties and the correlation between these items have been, and may continue to be, affected by factors in addition to the general factors described above, such as:

•advertiser competition for keywords;

•changes in advertising quality, formats, delivery, or policy;

•changes in device mix;

•seasonal fluctuations in internet usage, advertising expenditures, and underlying business trends, such as traditional retail seasonality; and

•traffic growth in emerging markets compared to more mature markets and across various verticals and channels.

Google Subscriptions, Platforms, and Devices

Google subscriptions, platforms, and devices revenues are comprised of the following:

•consumer subscriptions, which primarily include revenues from YouTube services, such as YouTube TV, YouTube Music and Premium, and NFL Sunday Ticket, as well as Google One, which offers access to our most capable Gemini models;

•platforms, which primarily include revenues from Google Play sales of apps and in-app purchases;

•consumer devices, which primarily include sales of the Pixel family of devices; and

•other products and services.

Fluctuations in our Google subscriptions, platforms, and devices revenues have been, and may continue to be, affected by factors in addition to the general factors described above, such as changes in customer usage and demand, number of subscribers, and the timing of product launches.

Google Cloud

Google Cloud revenues are comprised of the following:

•Google Cloud Platform primarily generates consumption-based fees and subscriptions for infrastructure, platform, and other services. These services provide access to solutions such as AI offerings including our enterprise AI infrastructure, Vertex AI platform, and Gemini Enterprise; cybersecurity offerings; and data and analytics solutions.

•Google Workspace includes subscriptions for cloud-based communication and collaboration tools for enterprises, such as Gmail, Docs, Calendar, Drive, and Meet, with integrated features like Gemini for Google Workspace.

•Product sales, primarily the sale of TPU systems.

•Other enterprise services.

Fluctuations in our Google Cloud revenues have been, and may continue to be, affected by factors in addition to the general factors described above, such as changes in customer usage, demand, and supply availability. We have signed a limited number of agreements to supply TPU systems to customers who require or provide on-premises infrastructure for specialized, high-scale workloads. In the second quarter of 2026, we began recognizing revenues from these agreements, with the significant majority to be recognized in 2027.

Other Bets

Revenues from Other Bets are generated primarily from the sale of autonomous transportation services and internet services.

Costs and Expenses

Our cost structure has two components: cost of revenues and operating expenses. Our operating expenses include costs related to research and development, sales and marketing, and general and administrative functions. Certain of our costs and expenses, including those associated with the operation of our technical infrastructure as well as components of our operating expenses, are generally less variable in nature and may not correlate to changes in revenue. Additionally, fluctuations in employee compensation expenses may not directly correlate with changes in headcount, due to factors such as annual SBC awards that vest over time.

Cost of Revenues

Cost of revenues is comprised of TAC and other costs of revenues.

•TAC includes:

◦amounts paid to our distribution partners who make available our search access points and other ad-supported services. Our distribution partners include browser providers, mobile carriers, original equipment manufacturers, and software developers; and

◦amounts paid to Google Network partners primarily for ads displayed on their properties.

•Other cost of revenues primarily includes:

◦content acquisition costs, which are payments to content providers from whom we license video and other content for distribution, primarily related to YouTube (we pay fees to these content providers based on revenues generated, subscriber counts, or a flat fee);

◦depreciation expense, primarily related to our technical infrastructure;

◦employee compensation expenses related to our technical infrastructure and other operations such as content review and customer and product support;

◦inventory and related costs associated with the consumer devices and TPU systems hardware we sell; and

◦other technical infrastructure operations costs, including energy, equipment, and network capacity costs.

TAC as a percentage of revenues generated from ads placed on Google Network properties are significantly higher than TAC as a percentage of revenues generated from ads placed on Google Search & other properties, because most of the advertiser revenues from ads served on Google Network properties are paid as TAC to our Google Network partners.

Operating Expenses

Operating expenses are generally incurred during our normal course of business, which we categorize as either research and development, sales and marketing, or general and administrative.

The main components of our research and development expenses are:

•depreciation expense, primarily related to our technical infrastructure;

•employee compensation expenses for engineering and technical employees responsible for research and development related to our existing and new products and services;

•other technical infrastructure operations costs, including energy, equipment, and network capacity costs; and

•third-party services fees primarily relating to consulting and outsourced services in support of our engineering and product development efforts.

The main components of our sales and marketing expenses are:

•employee compensation expenses for employees engaged in sales and marketing, sales support, and certain customer service functions; and

•spend relating to our advertising and promotional activities in support of our products and services.

The main components of our general and administrative expenses are:

•employee compensation expenses for employees in finance, human resources, information technology, legal, and other administrative support functions;

•expenses relating to legal and other matters, including certain fines and settlements; and

•third-party services fees, including audit, consulting, outside legal, and other outsourced administrative services.

Other Income (Expense), Net

OI&E, net primarily consists of interest income (expense), the effect of foreign currency exchange gains (losses), net gains (losses) and impairment on our marketable and non-marketable securities, and income (loss) and impairment from our equity method investments.

For additional information, including how we account for our investments and factors that can drive fluctuations in the value of our investments, see Note 1 of the Notes to Consolidated Financial Statements included in Part II, Item 8 as well as Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as well as Note 3 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Provision for Income Taxes

Provision for income taxes represents the estimated amount of federal, state, and foreign income taxes incurred in the US and the many jurisdictions in which we operate. The provision includes the effect of reserve provisions and changes to reserves that are considered appropriate as well as the related net interest and penalties.

For additional information, see Note 1 of the Notes to Consolidated Financial Statements included in Part II, Item 8 in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as well as Note 14 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Executive Overview

The following table summarizes consolidated financial results (in millions, except for per share information and percentages):


		Three Months Ended
	September 30,
		2025		2026		$ Change		% Change
Consolidated revenues		$	102,346			$	127,577		$	25,231	25	%

Cost of revenues		$	41,369			$	51,419		$	10,050	24	%
Operating expenses		$	29,749			$	35,582		$	5,833	20	%

Operating income		$	31,228			$	40,576		$	9,348	30	%
Operating margin		31	%		32	%			1	%

Other income (expense), net		$	12,759			$	(8,221)		$	(20,980)	NM

Net income available to common stockholders		$	34,979			$	26,170		$	(8,809)	(25)	%
Diluted net income per common share(1)		$	2.87			$	2.12		$	(0.75)	(26)	%

NM = Not Meaningful

(1) For additional information on the calculation of diluted net income per common share, see Note 12 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

•Revenues were $127.6 billion, an increase of 25% year over year, primarily driven by an increase in Google Cloud revenues of $15.6 billion, or 103%, and an increase in Google Services revenues of $9.3 billion, or 11%.

•Cost of revenues was $51.4 billion, an increase of 24% year over year, primarily driven by increases in inventory and related costs, primarily associated with the sale of TPU systems, depreciation expense, TAC, and content acquisition costs, largely for YouTube.

•Operating expenses were $35.6 billion, an increase of 20% year over year, primarily driven by increases in employee compensation expenses and depreciation expense. These increases were partially offset by a decrease in expenses related to legal and other matters.

Other Information:

•On July 2, 2026, the EC upheld its 2018 decision that certain provisions in Google's Android-related distribution agreements infringed European antitrust laws. The court-imposed fine and interest of $5.2 billion, which was previously accrued, was paid in July 2026.

•During the three months ended September 30, 2026, we issued 12 million shares of Class A stock for net proceeds of $4.3 billion and 24 million shares of Class C stock for net proceeds of $8.1 billion. As of September 30, 2026, $27.6 billion remained available for future issuance under the ATM Program.

•In the third quarter of 2026, we issued senior unsecured notes for net proceeds of $28.7 billion, to be used for general corporate purposes.

•In October 2026, Waymo entered into a Credit Agreement for a $5.0 billion senior secured term loan that matures in October 2032. The term loan bears interest at a rate equal to Term SOFR plus 5.25% and is secured by certain assets and subsidiaries of Waymo, subject to specified carve-outs. The obligations under the term loan are not guaranteed by Alphabet or any of its other subsidiaries.

•Operating cash flow was $42.3 billion for the three months ended September 30, 2026.

•Capital expenditures, which primarily reflected investments in technical infrastructure, were $51.4 billion for the three months ended September 30, 2026.

•As of September 30, 2026, we had 204,757 employees.

We are monitoring ongoing developments surrounding geopolitical tension, international trade, and the macroeconomic environment. As a result, we may experience direct and indirect effects on our business, operations, and financial results. Our past results may not be indicative of our future performance, and our financial results may differ materially from historical trends.

Financial Results

Revenues

The following table presents revenues by type (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Google Search & other	$	56,567			$	63,350		$	161,459	$	187,020
YouTube ads	10,261			11,207			28,984		32,145
Google Network	7,354			7,455			21,964		21,729
Google advertising	74,182			82,012			212,407		240,894
Google subscriptions, platforms, and devices	12,870			14,290			34,452		39,585
Google Services total	87,052			96,302			246,859		280,479
Google Cloud	15,157			30,709			41,041		75,505
Other Bets	344			372			1,167		1,165
Hedging gains (losses)	(207)			194			(60)		120
Total revenues	$	102,346			$	127,577		$	289,007	$	357,269

Google Services

Google Advertising

Google Search & other

Google Search & other revenues increased $6.8 billion and $25.6 billion from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026. The overall growth was driven by interrelated factors including increases in search queries resulting from growth in user adoption and usage on mobile devices; growth in advertiser spending; and improvements we have made in ad formats and delivery.

YouTube ads

YouTube ads revenues increased $946 million and $3.2 billion from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026. The growth was driven by our brand advertising products followed by our direct response advertising products, both of which benefited from increased spending by our advertisers.

Google Network

Google Network revenues increased $101 million from the three months ended September 30, 2025 to the three months ended September 30, 2026, primarily due to an increase in AdMob revenues. The overall increase was partially offset by a decrease in AdSense revenues.

Google Network revenues decreased $235 million from the nine months ended September 30, 2025 to the nine months ended September 30, 2026, primarily due to a decrease in AdSense revenues, partially offset by an increase in AdMob revenues.

Monetization Metrics

The following table presents changes in monetization metrics for Google Search & other revenues (paid clicks and cost-per-click) and Google Network revenues (impressions and cost-per-impression), expressed as a percentage, from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026:


	Three Months Ended		Nine Months Ended
	September 30, 2026		September 30, 2026
Google Search & other
Paid clicks change	8	%		11	%
Cost-per-click change	4	%		4	%
Google Network
Impressions change	(14)	%		(11)	%
Cost-per-impression change	14	%		11	%

Changes in paid clicks and impressions are driven by a number of interrelated factors, including changes in advertiser spending; ongoing product and policy changes; and, as it relates to paid clicks, fluctuations in search queries resulting from changes in user adoption and usage, primarily on mobile devices.

Changes in cost-per-click and cost-per-impression are driven by a number of interrelated factors including changes in device mix, geographic mix, advertiser spending, ongoing product and policy changes, product mix, property mix, and changes in foreign currency exchange rates.

Google Subscriptions, Platforms, and Devices

Google subscriptions, platforms, and devices revenues increased $1.4 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026. The growth was primarily driven by increases in subscriptions and devices revenues. The increase in subscriptions revenues was primarily due to the contribution from growth in paid subscriptions across both YouTube services and Google One. The increase in devices revenues was primarily driven by increased sales of Pixel devices.

Google subscriptions, platforms, and devices revenues increased $5.1 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026. The growth was primarily driven by an increase in subscriptions revenues. This increase was primarily due to the contribution from growth in paid subscriptions across both YouTube services and Google One.

Google Cloud

Google Cloud revenues increased $15.6 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026, primarily driven by growth in Google Cloud Platform, largely from infrastructure and platform services, and TPU system sales.

Google Cloud revenues increased $34.5 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026, primarily driven by growth in Google Cloud Platform largely from infrastructure and platform services.

Revenues by Geography

The following table presents revenues by geography as a percentage of revenues, determined based on the addresses of our customers:


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025	2026
United States	48	%		53	%	48	%	51	%
EMEA	29	%		26	%	29	%	27	%
APAC	17	%		16	%	17	%	16	%
Other Americas	6	%		5	%	6	%	6	%
Hedging gains (losses)	0	%		0	%	0	%	0	%

For additional information, see Note 2 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Costs and Expenses

Cost of Revenues

The following table presents cost of revenues, including TAC (in millions, except percentages):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
TAC	$	14,876			$	16,366			$	43,329		$	47,773
Other cost of revenues	26,493			35,053			73,439			90,860
Total cost of revenues	$	41,369			$	51,419			$	116,768		$	138,633
Total cost of revenues as a percentage of revenues	40	%		40	%		40	%		39	%

Cost of revenues increased $10.1 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026 due to an increase in other cost of revenues and TAC of $8.6 billion and $1.5 billion, respectively. Cost of revenues increased $21.9 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026 due to an increase in other cost of revenues and TAC of $17.4 billion and $4.4 billion, respectively.

The increase in TAC from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026 was largely due to an increase in TAC paid to distribution partners, primarily driven by growth in revenues subject to TAC. The TAC rate decreased from 20.1% to 20.0% from the three months ended September 30, 2025 to the three months ended September 30, 2026 and decreased from 20.4% to 19.8% from the nine months ended September 30, 2025 to the nine months ended September 30, 2026, primarily due to a revenue mix shift from Google Network properties to Google Search & other properties, partially offset by an increase in the Google Network TAC rate. The TAC rate on Google Search & other revenues was substantially consistent from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026. The TAC rates on Google Network revenues reflected an increase from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026 due to a combination of factors, none of which were individually significant.

The increase in other cost of revenues from the three months ended September 30, 2025 to the three months ended September 30, 2026 was primarily due to increases in inventory and related costs, primarily associated with the sale of TPU systems, depreciation expense, content acquisition costs, largely for YouTube, and other technical infrastructure operations costs.

The increase in other cost of revenues from the nine months ended September 30, 2025 to the nine months ended September 30, 2026 was primarily due to increases in depreciation expense, inventory and related costs, primarily associated with the sale of TPU systems, content acquisition costs, largely for YouTube, and employee compensation expenses.

Research and Development

The following table presents research and development expenses (in millions, except percentages):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Research and development expenses	$	15,151			$	20,640			$	42,515		$	55,891
Research and development expenses as a percentage of revenues	15	%		16	%		15	%		16	%

Research and development expenses increased $5.5 billion and $13.4 billion from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026, primarily driven by increases in employee compensation expenses of $3.5 billion and $8.8 billion, as well as depreciation expense of $802 million and $1.9 billion, respectively.

Sales and Marketing

The following table presents sales and marketing expenses (in millions, except percentages):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Sales and marketing expenses	$	7,205			$	8,804			$	20,478		$	24,813
Sales and marketing expenses as a percentage of revenues	7	%		7	%		7	%		7	%

Sales and marketing expenses increased $1.6 billion and $4.3 billion from the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2026, primarily driven by increases in advertising and promotional activities of $722 million and $2.1 billion, as well as employee compensation expenses of $715 million and $1.5 billion, respectively.

General and Administrative

The following table presents general and administrative expenses (in millions, except percentages):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
General and administrative expenses	$	7,393			$	6,138			$	16,141		$	16,890
General and administrative expenses as a percentage of revenues	7	%		5	%		6	%		5	%

General and administrative expenses decreased $1.3 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026, primarily driven by a decrease in expenses related to legal and other matters of $2.1 billion, largely reflecting the effect of a $3.5 billion EC fine accrued in the third quarter of 2025.

General and administrative expenses increased $749 million from the nine months ended September 30, 2025 to the nine months ended September 30, 2026, primarily driven by increases in employee compensation expenses of $773 million and non-income tax expenses of $462 million. The overall increase was partially offset by a decrease in expenses related to legal and other matters of $1.6 billion, largely reflecting the effect of a $3.5 billion EC fine accrued in the third quarter of 2025.

Segment Profitability

We report our segment results as Google Services, Google Cloud, and Other Bets. Additionally, certain costs are not allocated to our segments because they represent Alphabet-level activities. For further details on our segments, see Note 15 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

The following table presents segment operating income (loss) (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026








Operating income (loss):
Google Services	$	33,527			$	39,157		$	99,272	$	119,290
Google Cloud	3,594			11,121			8,597		26,533
Other Bets	(1,426)			(2,047)			(3,898)		(5,946)
Alphabet-level activities(1)	(4,467)			(7,655)			(10,866)		(18,835)
Total income from operations	$	31,228			$	40,576		$	93,105	$	121,042

(1)Alphabet-level activities primarily reflect expenses related to our shared AI research and development.

Google Services

Google Services operating income increased $5.6 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026. The increase in operating income was primarily driven by an increase in revenues and a decrease in expenses related to legal and other matters, partially offset by an increase in TAC.

Google Services operating income increased $20.0 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026. The increase in operating income was primarily driven by an increase in revenues, partially offset by an increase in TAC.

Google Cloud

Google Cloud operating income increased $7.5 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026. The increase in operating income was primarily driven by an increase in revenues, partially offset by increases in inventory and related costs associated with the sale of TPU systems and usage costs for technical infrastructure.

Google Cloud operating income increased $17.9 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026. The increase in operating income was primarily driven by an increase in revenues, partially offset by an increase in usage costs for technical infrastructure.

Other Bets

Other Bets operating loss increased $621 million from the three months ended September 30, 2025 to the three months ended September 30, 2026. The increase in operating loss was primarily driven by an increase in employee compensation expenses and a combination of other factors, none of which were individually significant.

Other Bets operating loss increased $2.0 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026. The increase in operating loss was primarily driven by increases in employee compensation expenses and third-party services fees.

Other Income (Expense), Net

The following table presents OI&E (in millions):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Interest income	$	1,076			$	1,768		$	3,128	$	4,579
Interest expense	(143)			(967)			(438)		(2,778)
Foreign currency exchange gain (loss), net	(143)			22			(318)		7
Gain (loss) on debt securities, net	122			(383)			489		(526)
Gain (loss) on equity securities, net	10,734			(8,664)			21,778		127,282
Income (loss) and impairment from equity method investments, net	(30)			(143)			367		(118)
Other	1,143			146			1,598		(968)
Other income (expense), net	$	12,759			$	(8,221)		$	26,604	$	127,478

OI&E, net decreased $21.0 billion from the three months ended September 30, 2025 to the three months ended September 30, 2026, primarily related to net unrealized losses in our marketable equity securities largely from SpaceX, and decreased net unrealized gains on our nonmarketable equity securities largely from a private company.

OI&E, net increased $100.9 billion from the nine months ended September 30, 2025 to the nine months ended September 30, 2026, primarily related to net unrealized gains on our nonmarketable equity securities largely from a private company, and SpaceX prior to its initial public offering.

For additional information, see Note 3 and Note 7 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Provision for Income Taxes

The following table presents provision for income taxes (in millions, except effective tax rate):


	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2025		2026		2025		2026
Income before provision for income taxes	$	43,987			$	32,355			$	119,709		$	248,520
Provision for income taxes	$	9,008			$	5,887			$	21,994		$	47,281
Effective tax rate	20.5	%		18.2	%		18.4	%		19.0	%

The effective tax rate decreased from the three months ended September 30, 2025 to the three months ended September 30, 2026. The decrease is primarily attributed to lower pre-tax earnings from unrealized losses on equity securities that are deferred tax assets at statutory tax rates, an increase in the foreign-derived deduction eligible income tax deduction, and less non-deductible fines, partially offset by changes in prior period tax positions.

The effective tax rate increased from the nine months ended September 30, 2025 to the nine months ended September 30, 2026. The increase is primarily attributed to higher pre-tax earnings from unrealized gains on equity securities that are deferred tax liabilities at the statutory tax rate, and an increase in acquisition-related tax integration costs, partially offset by an increase in SBC-related tax benefits and foreign-derived deduction eligible income tax deduction.

The Organization for Economic Cooperation and Development (OECD) published model rules for the implementation of a minimum global effective tax rate of 15%. Many countries have implemented or are in the process of implementing the rules. In January 2026, the OECD introduced new guidance including a \"Side-by-Side Safe Harbor\" which, if elected, exempts US domestic operations from being taxed by global minimum tax rules. However, it does not exempt foreign subsidiaries from local minimum tax requirements. These rules did not have a material effect on our income tax provision for the nine months ended September 30, 2026. As more countries enact these global minimum tax rules, our effective tax rate and cash tax payments could be affected.

Financial Condition

Cash, Cash Equivalents, and Marketable Securities

As of September 30, 2026, we had $265.1 billion in cash, cash equivalents, and short-term marketable securities. Cash equivalents and marketable securities are comprised of time deposits, money market funds, highly liquid government bonds, corporate debt securities, mortgage-backed and asset-backed securities, and marketable equity securities.

Sources, Uses of Cash and Related Trends

Our principal sources of liquidity are cash, cash equivalents, and marketable securities, as well as the cash flow that we generate from operations. The primary use of capital continues to be to invest for the long-term growth of the business. We regularly evaluate our cash and capital structure, including the size, pace, and form of capital return to stockholders.

The following table presents cash flows (in millions):


	Nine Months Ended
	September 30,
	2025		2026
Net cash provided by operating activities	$	112,311		$	127,149
Net cash used in investing activities	$	(68,515)		$	(217,171)
Net cash provided by (used in) financing activities	$	(44,416)		$	115,757

Cash Provided by Operating Activities

Our largest source of cash provided by operations are advertising revenues generated by Google Search & other properties, YouTube properties, and Google Network properties. In Google Services, we also generate cash through consumer subscriptions, the sale of apps and in-app purchases, and consumer devices. In Google Cloud, we generate cash through consumption-based fees and subscriptions for infrastructure, platform, applications, and other cloud services, as well as from product sales.

Our primary uses of cash from operating activities include payments to distribution and Google Network partners, to employees for compensation, and to content providers. Other uses of cash from operating activities include payments to suppliers for inventory, to tax authorities for income taxes, and other general corporate expenditures.

Net cash provided by operating activities increased from the nine months ended September 30, 2025 to the nine months ended September 30, 2026 due to an increase in cash received from customers, partially offset by an increase in cash payments for cost of revenues and operating expenses.

Cash Used in Investing Activities

Cash provided by investing activities consists primarily of maturities and sales of investments in marketable and non-marketable securities. Cash used in investing activities consists primarily of purchases of marketable and non-marketable securities, purchases of property and equipment, and payments for acquisitions.

Net cash used in investing activities increased from the nine months ended September 30, 2025 to the nine months ended September 30, 2026 primarily due to an increase in purchases of property and equipment, driven by investments in technical infrastructure, an increase in purchases of marketable securities, and an increase in payments for acquisitions.

Cash Provided by Financing Activities

Cash provided by financing activities consists primarily of proceeds from issuance of debt, proceeds from issuance of equity, and proceeds from the sale of interests in consolidated entities. Cash used in financing activities consists primarily of repayments of debt, net payments related to stock-based award activities, and dividend payments.

Net cash provided by financing activities for the nine months ended September 30, 2026 compared to net cash used in financing activities for the nine months ended September 30, 2025 was primarily due to an increase in the issuance of debt, the issuance of common stock, and a decrease in repurchases of stock.

Liquidity and Material Cash Requirements

We expect existing cash, cash equivalents, short-term marketable securities, and cash flows from operations and financing activities to continue to be sufficient to fund our operating activities and cash commitments for investing and financing activities for at least the next 12 months, and thereafter for the foreseeable future.

Capital Expenditures and Leases

We make investments in land, buildings, and servers and network equipment through purchases of property and equipment and lease arrangements to provide capacity for the growth of our services and products.

Capital Expenditures

Our capital investments in property and equipment consist primarily of the following major categories:

•technical infrastructure, which consists of our investments in servers and network equipment, data center land, and building construction and improvements; and

•office facilities, ground-up development projects, and building improvements.

Assets not yet in service are those that are not ready for their intended use, including assets in the process of construction or assembly, and consist primarily of technical infrastructure. The time frame from date of purchase to placement in service of these assets may extend from months to years. For example, our data center construction projects are generally multi-year projects with multiple phases, where we acquire land and buildings, construct buildings, and secure and install servers and network equipment.

During the nine months ended September 30, 2025 and 2026, we spent $63.6 billion and $132.0 billion on capital expenditures, respectively. In 2026, we expect to significantly increase, relative to 2025, our investment in our technical infrastructure, including servers and network equipment and data centers. Depreciation of our property and equipment commences when such assets are ready for their intended use. For the nine months ended September 30, 2025 and 2026, our depreciation on property and equipment was $15.1 billion and $22.0 billion, respectively.

Leases

As of September 30, 2026, the amount of total undiscounted future lease payments under operating and finance leases was $24.4 billion and $4.3 billion, respectively.

As of September 30, 2026, we have entered into leases, primarily related to data centers and energy infrastructure, that have not yet commenced with future lease payments of $130.5 billion. These leases will commence between 2026 and 2031 with non-cancelable lease terms between one and 26 years.

For additional information on leases, see Note 4 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Financing

As of September 30, 2026, we had long-term debt outstanding with a total carrying value of $125.1 billion.

During the nine months ended September 30, 2026, we issued $45.0 billion of US dollar-denominated senior unsecured notes and $35.8 billion of foreign currency-denominated senior unsecured notes for general corporate purposes, across Sterling, Swiss Franc, Euro, Canadian dollar, Japanese yen, and Australian dollar.

As of September 30, 2026, we had $10.0 billion of revolving credit facilities, of which $4.0 billion expires in April 2027 and $6.0 billion expires in April 2030. No amounts were outstanding under the credit facilities as of September 30, 2026. We also have a commercial paper program of up to $25.0 billion, which is used for general corporate purposes. As of September 30, 2026, we had no commercial paper outstanding.

For additional information, see Note 6 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Common Stock

On June 4, 2026, the company completed an underwritten public offering of 29 million Class A shares at a price of $355.1982 per share and 29 million Class C shares at a price of $351.8018 per share. The net proceeds received by the company were $20.5 billion which will be used for general corporate purposes, including capital expenditures to scale AI infrastructure and global compute.

Concurrently on June 4, 2026, the company completed a $10.0 billion private placement of 14 million Class A and 14 million Class C shares to an affiliate of Berkshire Hathaway Inc.

Mandatory Convertible Preferred Stock

On June 5, 2026, the company issued an aggregate amount of 385 million Series A and Series B depositary shares, representing 19 million shares of 6.25% mandatory convertible preferred stock, split evenly into Series A (indexed to Class A stock) and Series B (indexed to Class C stock). Aggregate net proceeds were $19.0 billion which will be used for general corporate purposes, including capital expenditures to scale AI infrastructure and global compute.

At-the-Market Program

On June 1, 2026, the company entered into an equity distribution agreement with certain sales agents party thereto, pursuant to which we may sell both our Class A and Class C stock having aggregate sales proceeds of up to $40.0 billion from time to time through the ATM Program. The proceeds from offerings under the ATM Program are primarily intended to be used to meet tax obligations associated with employee equity grants.

For additional information, see Note 11 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Preferred and Common Dividends

The company intends to pay quarterly cash dividends in the future, subject to review and approval by the company’s Board of Directors in its sole discretion.

For additional information, see Note 11 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Share Repurchase Program

In the three and nine months ended September 30, 2026, there were no repurchases of the company's Class A or Class C shares.

For additional information, see Note 11 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Accrued Legal and Regulatory

As of September 30, 2026, we had short-term accrued legal and regulatory fines and settlements of $13.8 billion. For additional information, see Note 10 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Taxes

As of September 30, 2026, we had long-term income taxes payable of $12.2 billion primarily related to unrecognized tax benefits. The timing and amount of any payment related to these unrecognized tax benefits are uncertain and cannot be estimated.

Purchase Commitments and Other Contractual Obligations

Future Cash Commitments

As of September 30, 2026, we have entered into future cash commitments that are not reflected on our balance sheet, subject to counterparties performing on their obligations. These future commitments comprise:

•$924.4 billion material purchase commitments, of which $802.1 billion relates to multi-year commitments for technical infrastructure and inventory, energy take-or-pay contracts, and content licenses. The significant majority of these commitments will be fulfilled through 2031. For additional information, see Note 10 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q. The remainder primarily consists of open purchase orders. Of the total material purchase commitments of $924.4 billion, $213.4 billion is due within 12 months.

•$130.5 billion future payments for leases not yet commenced, primarily related to data centers and energy infrastructure. These leases will commence between 2026 and 2031 with non-cancelable lease terms between one and 26 years. For additional information, see Note 4 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

•$21.9 billion of future funding commitments related to our investments in equity securities. For additional information, see Note 5 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

In certain instances, the amount of our contractual obligations may change based on the expected timing of order fulfillment from our suppliers. Power purchase and energy agreements without a fixed or minimum commitment are not included.

For details on risks related to our manufacturing and supply chain and other risks, refer to Part I, Item 1A, \"Risk Factors\" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

Contingent Commitments

As of September 30, 2026, we have entered into contingent commitments consisting of:

•$75.7 billion of financial support in the form of backstop obligations relating to data centers, including data center lease payments and the associated energy costs for certain agreements. Of these obligations, $48.0 billion is executed with third-party data center providers, which are accounted for as credit derivatives. $27.7 billion represents our obligation to put in place future backstops to support data center and energy supply infrastructure, of which $10.0 billion is with Crux AI, a related party.

•$22.8 billion of financial guarantees, primarily to support counterparty procurement of long-lead time equipment for our future power purchase and energy agreements.

For additional information, see Note 3 and Note 10 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Acquisitions and Divestitures

On March 11, 2026, we completed our acquisition of Wiz for $29.5 billion, after purchase price adjustments and excluding post combination compensation arrangements. Following the close of the acquisition, the financial results are included in our consolidated financial statements within the Google Cloud segment. For additional information on the purchase price allocation, see Note 8 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

On March 10, 2026, we completed our acquisition of Intersect for $5.9 billion, after purchase price adjustments. Following the close of the acquisition, the financial results are included in our consolidated financial statements and are allocated to our segments. For additional information on the purchase price allocation, see Note 8 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

For additional information, see Note 8 of the Notes to Consolidated Financial Statements included in Item 1 of this Quarterly Report on Form 10-Q.

Critical Accounting Estimates

See Part II, Item 7, \"Critical Accounting Estimates\" in our Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to our critical accounting estimates from our Annual Report on Form 10-K for the year ended December 31, 2025, except for as described below.

Business Combinations

We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions.

We recognize intangible assets acquired in business combinations at fair value as of the acquisition date. Critical estimates in valuing the acquired intangible assets require judgment and the use of unobservable inputs, including future expected cash flows, discount rates, estimated customer attrition rates and anticipated growth, and royalty rate, among others.

Other estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed.

Available Information

Our website is located at www.abc.xyz, and our investor relations website is located at www.abc.xyz/investor. Access to our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and our Proxy Statements, and any amendments to these reports, is available on our investor relations website, free of charge, after we file or furnish them with the SEC and they are available on the SEC's website at www.sec.gov.

We webcast our earnings calls, as well as certain events we participate in or host with members of the investment community, via our investor relations YouTube channel and website. Our investor relations website also provides notifications of news or announcements regarding our financial performance and other items that may be material or of interest to our investors, including SEC filings, investor events, press and earnings releases, and blogs. We also share Google news and product updates on Google’s Keyword blog at https://www.blog.google/ and News From Google page on X at x.com/NewsFromGoogle, and our executive officers may also use certain social media channels, such as X and LinkedIn, to communicate information about earnings results and company updates, which may be of interest or material to our investors. Further, corporate governance information, including our certificate of incorporation, bylaws, corporate governance guidelines, board committee charters, and code of

conduct, is also available on our investor relations website under the heading \"Governance.\" The information contained on, or that may be accessed through our websites or our executive officers' social media channels, is not incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For quantitative and qualitative disclosures about market risk, refer to Part II, Item 7A, \"Quantitative and Qualitative Disclosures About Market Risk\" in our Annual Report on Form 10-K for the year ended December 31, 2025.

ITEM 4.CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q.

Based on this evaluation, our chief executive officer and chief financial officer concluded that, as of September 30, 2026, our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

PART II. OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

For a description of our material pending legal proceedings, see Note 10 “Commitments and Contingencies - Legal Matters” of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q, which is incorporated herein by reference.

ITEM 1A.RISK FACTORS

Our operations and financial results are subject to various risks and uncertainties, including but not limited to those described in Part I, Item 1A, \"Risk Factors\" in our Annual Report on Form 10-K for the year ended December 31, 2025, which could harm our business, reputation, financial condition, and operating results, and may affect the trading price and price volatility of our Class A and Class C stock.

Below are material changes to our risk factors since our Annual Report on Form 10-K for the year ended December 31, 2025.

Risks Specific to our Company

Our increasing investment in new businesses, products, services, and technologies is inherently risky, and could divert management attention and harm our business, financial condition, and operating results.

We have invested and expect to expand our investment in new businesses, products, services, and technologies in a wide range of industries beyond online advertising. The investments that we are making across our businesses — such as building AI-optimized infrastructure, including our custom TPUs, and integrating AI capabilities into new and existing products and services — reflect our ongoing efforts to innovate and provide products and services that are helpful to users, advertisers, publishers, customers, content providers, and distribution partners. Our investments ultimately may not be commercially viable or may not result in an adequate return of capital and, in pursuing new strategies, we may incur unanticipated liabilities, including those arising from the implementation of new regulatory requirements.

We have invested and expect to significantly expand our investment in property and equipment, including our technical infrastructure, and we expect these assets to benefit our business over their estimated useful lives. Changes in facts and circumstances such as changes to historical asset performance, expected technology advancements, and future network deployment plans could change the period over which we expect to benefit from the asset and impact our financial condition and operating results.

Innovations in our products and services could also result in changes to user and customer behavior and affect our revenue trends. These endeavors involve significant risks and uncertainties, including diversion of resources and management attention from current operations, different monetization models, and the use of alternative investment, governance, or compensation structures that may fail to adequately align incentives across the company or otherwise accomplish their objectives.

Within Google Services, we continue to invest in consumer devices, including our smartphones, home devices, and wearables, which is a highly competitive market with frequent introduction of new products and services, rapid adoption of technological advancements by competitors, increased market saturation in developed countries, short product life cycles, evolving industry standards, continual improvement in performance characteristics, and price and feature sensitivity on the part of consumers and businesses. There can be no assurance we will be able to provide devices that compete effectively.

Within Google Cloud, we devote significant resources to develop and deploy our enterprise-ready cloud services, including Google Cloud Platform and Google Workspace, and we are advancing our AI platforms and models to support these tools and technologies, including the development of our custom TPUs and how we deliver them to our customers. We are incurring significant and increasing costs and liabilities to build and maintain infrastructure to support cloud computing services, invest in cybersecurity, and hire talent. Meanwhile, our competitors are rapidly developing and deploying cloud-based services and capacity. Pricing and delivery models, which are subject to increasing regulatory scrutiny and requirements, are competitive and constantly evolving, and we may therefore not achieve our business objectives. Further, our business with financial services, healthcare, and public sector customers may present additional risks, including regulatory compliance risks. For instance, we may be subject to government audits and cost reviews, and any failure to comply or any deficiencies found may expose us to legal, financial, and reputational risks. Evolving laws and regulations may require us to make new capital investments, build new products, and seek partners to deliver localized services in other countries, and we may not be able to meet sovereign operating requirements.

To meet both internal and customer AI compute capacity demands, we have entered into significant long-term supply agreements, energy service agreements, and leasing arrangements with third parties, which involve substantial obligations and increased operational complexity. We also have a number of large, long-duration commercial agreements, which could increase our liabilities and obligations. These include certain contingent commitments, such as backstops and financial guarantees to support the build-out of third-party data centers and power infrastructure, and contingent repurchase obligations for certain hardware and embedded software at prices below original cost. In the event of nonperformance by us, our counterparties, or vendors, the exercise of repurchase rights, or industry challenges, we may incur additional liabilities, have excess capacity or inventory that we cannot easily redeploy, and not receive payments from our counterparties or customers. Depending upon market conditions, these additional costs or exposures could be significant.

Within Other Bets, we are investing significantly in areas such as transportation and life sciences, among others. These investment areas face intense competition from large, experienced, and well-funded competitors, and our offerings, many of which involve the development of new and emerging technologies, may not be successful, or be able to compete effectively or operate at sufficient levels of profitability.

In addition, new and evolving products and services, including those that use AI, raise ethical, technological, legal, regulatory, and other challenges, which could harm our brands and demand for our products and services. Because all of these investment areas are inherently risky, no assurance can be given that such strategies and offerings will be successful or will not harm our reputation, financial condition, and operating results.

Disruptions in our ability to access the capital markets, obtain future financing, or manage our indebtedness could adversely affect our ability to execute our strategy and harm our financial condition.

We may from time to time access capital markets for debt or equity, including through our ATM Program, or any derivative securities thereof, or seek to enter into other forms of financing, such as leases. Any difficulty in accessing capital markets, entering into other forms of financing on favorable terms, or managing our existing indebtedness could increase our costs of financing and restrict our ability to invest in our business. Furthermore, our current and any future indebtedness, including obligations arising under leases, backstops, guarantees, and potential liabilities from large commercial agreements, combined with the dilutive impact of current or future equity issuances, could harm our financial condition, depress our stock price or reduce our financial and business flexibility.

Risks Related to our Industry

Issues in the development and use of AI may result in reputational harm and increased liability exposure.

Our evolving AI-enabled products and services, including our development and deployment of AI agents, expose us to risks involving harmful content, inaccuracies, discrimination, product liability, intellectual property infringement or misappropriation, rights of publicity claims, defamation, data privacy, cybersecurity, minor protection, and other issues. As a result, deploying AI systems and agents could subject us to competitive harm, regulatory action, legal liability (including under new and proposed regulations), new applications of existing data protection, privacy, intellectual property, and other laws, and brand or reputational harm.

Some uses of AI will present ethical issues and may have broad effects on society. Although we have already devoted and will continue to invest significant resources to develop and deploy AI responsibly, the probabilistic nature of AI models means we may not be able to anticipate, identify, or resolve all AI-related issues, deficiencies, and failures before they arise. During model testing, we have sometimes observed unexpected behavior, including autonomous agents taking actions outside of their intended scope. Furthermore, as our AI systems increasingly orchestrate multi-step tasks and interact autonomously with third-party tools, applications, and APIs, errors or misalignments in one component may compound across the workflow, potentially leading to operational, technical, or transactional failures, unauthorized actions, or unforeseen liabilities for us or third parties. In the event of an incident, we may be unable to isolate root causes or detect and respond in a timely manner, and we may face difficulties identifying similar incidents in the future, any of which could subject us to heightened regulatory scrutiny, enforcement actions, or litigation. Unintended consequences, misalignment, misuse, abuse, or customization of our AI tools and systems, which we may not be able to prevent or control, could lead to severe or catastrophic security and societal incidents, or negatively affect human rights, privacy, cybersecurity, employment, public health, or other safety, ethical, and societal interests. Any such occurrences may result in litigation, brand or reputational damage, adverse legislation, increased regulatory scrutiny, orders or requirements to withdraw, retrain, or modify deployed models, and operational shutdowns or injunctions, any of which could harm our business, financial condition, and operating results.

Data privacy and security concerns relating to our technology and our practices could harm our reputation, cause us to incur significant liability, and deter current and potential users or customers from using our products and services. Computer viruses, software bugs or defects, security breaches, and attacks on our systems could result in the improper disclosure and use of user data and interference with our users' and customers' ability to use our products and services, harming our business and reputation.

Our products and services involve the storage, handling, and transmission of proprietary and other sensitive information. Malicious software such as viruses, software bugs, theft, misuse, defects, vulnerabilities in our products and services, as well as cyber attacks, phishing schemes, and other types of security attacks, which increasingly use AI and AI agents, expose us to a risk of loss or improper use and disclosure of such information, which could result in litigation and other potential liabilities, including regulatory fines and penalties, as well as reputational harm. Our technologies have contained, and are likely in the future to contain, undetected errors, bugs, or vulnerabilities, some of which we may discover only after the code is released. The use of AI to find and exploit vulnerabilities is accelerating timelines on which such vulnerabilities may be discovered and exploited by threat actors. Systems and control failures, security breaches, failure to comply with our data protection policies, and inadvertent disclosure of user data could result in regulatory and legal exposure, harm our reputation and business, and impair our ability to attract and retain users or customers. Such incidents have occurred in the past and may continue to occur, and we expect to continue to expend significant resources to maintain security protections that limit the effect of bugs, theft, misuse, and security vulnerabilities or breaches. Concerns regarding our handling of personal data or other data-privacy-related matters, even if unfounded, could harm our business, reputation, financial condition, and operating results.

We continue to incorporate AI-based features, including AI agents, into our offerings and internal systems. These technologies may introduce novel and unanticipated security threats as our and the market’s understanding of AI-centric risks evolves. In particular, the deployment of and interaction with AI agents presents heightened cybersecurity risks where AI agents may be exploited by malicious actors to facilitate hacking, data exfiltration, privilege escalation, or lateral movement within our systems or the systems of our partners and customers. AI agents may also be vulnerable to prompt injection, adversarial manipulation, or other novel attack vectors that could cause them to bypass access controls, disclose sensitive data, or take unauthorized actions. Furthermore, agentic AI systems that can take actions autonomously may experience model misalignment, fail to work as intended, malfunction, make unintended decisions, or execute multi-step actions without adequate human review, which could lead to accessing systems or executing actions outside their intended scope, data leakage or loss, operational disruption, erroneous transactions, harm to individuals and businesses, cybersecurity incidents, or noncompliance with laws such as the Computer Fraud and Abuse Act or other legal frameworks. In addition, our increasing internal reliance on AI-driven tools and autonomous agents to assist in writing, testing, and deploying software across our production environments and core infrastructure may introduce undetected vulnerabilities, coding errors, or architectural defects that could degrade system reliability or expose us to heightened cybersecurity risks. Because these risks are inherent in emerging and rapidly evolving technology, our existing security frameworks and controls may not fully anticipate, detect, or address them.

We experience cyber attacks and other attempts to gain unauthorized access to our systems on a regular basis. These attacks, which increasingly leverage AI to breach systems, target employees, or impersonate senior management, continue to evolve in sophistication and volume and may be difficult to detect. We have also seen, and will continue to see, industry-wide software supply chain vulnerabilities and attacks on telecommunications and other critical infrastructure, as well as by nation-states and state-sponsored actors. These attacks may target us or our customers, particularly our public sector customers (including federal, state, and local governments). Geopolitical tensions or armed conflicts, such as the ongoing conflicts in the Middle East and Ukraine, may increase these risks. Our efforts to prevent security incidents may require significant additional resources and could increase the risk of retaliatory attacks.

Security and privacy incidents may also arise from employee or insider error or malfeasance, system errors, or vulnerabilities in our or other parties' systems. If partners, service providers, or other third parties with whom we share information fail to implement adequate data-security practices or suffer a security breach, our users’ data may be improperly accessed, used, or disclosed.

While we may not determine certain issues to be material at the time they occur, there is no guarantee that these issues will not ultimately result in significant legal, financial, and reputational harm, including government inquiries, enforcement actions, litigation, and negative publicity. A series of related issues may be determined to be material in the aggregate at a later date, even if not material individually at the time of their occurrence. Because the techniques used to obtain unauthorized access to, disable, or degrade service provided by or otherwise sabotage systems change frequently and often are not recognized until deployed, we may be unable to anticipate certain

attacks or implement adequate preventative measures. Any actual or perceived breach, whether of our systems or those of our business partners or service providers, could undermine market confidence in our security measures, result in the loss of users and customers, compromise trade secrets, and expose us to significant legal claims, regulatory actions, fines, and penalties.

While we have dedicated significant resources to incident response capabilities, including worldwide incident response teams, our response process may not be adequate or fast enough to limit or prevent harm or may fail to accurately assess the severity of or sufficiently remediate an incident. As a result, we may suffer significant legal, reputational, or financial exposure, which could harm our business, financial condition, and operating results.

For additional information, see also our risk factor on privacy and data protection regulations under 'Risks Related to Laws, Regulations, and Policies' below.

Risks Related to Laws, Regulations, and Policies

We are and may continue to be subject to claims, lawsuits, regulatory and government inquiries and investigations, enforcement actions, consent orders, and other forms of regulatory scrutiny and legal liability, including competition matters, that could harm our business, reputation, financial condition, and operating results.

We are subject to claims, lawsuits, regulatory and government inquiries and investigations, other proceedings, and orders involving competition, intellectual property, AI, data privacy and security, tax and related compliance, labor and employment, commercial disputes, content generated by our users, goods and services offered by advertisers or publishers using our platforms, design of our products and services, personal injury and other tort and nuisance theories, consumer protection claims, including how we moderate content on our platforms, AI, and other matters.

The US Department of Justice (DOJ), various states, and other plaintiffs have filed, and may continue to file in the future, several antitrust lawsuits about aspects of our business, including our advertising technologies and practices, the operation and distribution of Google Search, and the operation and distribution of Android operating system and Play Store. Adverse rulings in these or related competition proceedings have resulted, and may in the future result, in court-ordered remedies that mandate substantial alterations to our commercial agreements, product integrations and functionality, and business models. These remedies could include prohibitions or restrictions on default distribution arrangements and revenue-sharing agreements, requirements to share or license search data and provide syndication services to rivals, changes to app store billing and distribution practices, or structural relief such as the required divestiture of certain advertising technology assets or other business units. Implementing any such operational changes, product modifications, or structural separations could significantly impair our distribution reach, reduce user engagement and advertising revenues, increase compliance and operating costs, and harm our business, reputation, financial condition, and operating results. For additional information about such lawsuits, see Legal Matters in Note 10 of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

In addition to these regulatory proceedings, private individual and collective actions that overlap with claims pursued by regulators are pending in the US and in several other jurisdictions. Adverse results in these or similar future lawsuits may include awards of monetary damages and remedies that could harm our business, reputation, financial condition, and operating results. Other regulatory agencies in the US and around the world, including competition enforcers, consumer protection agencies, and data protection authorities, have challenged and may continue to challenge our business practices and compliance with laws and regulations. We are cooperating with these investigations and defending litigation or appealing decisions where appropriate.

We are, and will continue to be, subject to a variety of claims including product warranty, product liability, and consumer protection claims related to alleged inaccuracies or omissions in product, service, or marketing disclosures and product defects, among other litigation. We are also, and will continue to be, subject to claims involving health and safety, hazardous materials usage, other environmental effects, AI training, development, and commercialization, or service disruptions or failures. Claims have been brought, and we expect will continue to be brought, against us for defamation, negligence, breaches of contract, patent, copyright, and trademark infringement, trade secret misappropriation, unfair competition, violation of the Computer Fraud and Abuse Act and similar laws, unlawful activity, torts, product liability, privacy rights violations, fraud, misrepresentations, or other legal theories based on the nature and content of information available on or via our services, the design and effect of our products and services, or due to our involvement in hosting, transmitting, marketing, branding, or providing access to content created by third parties. We are also defending claims and responding to inquiries and suits relating to our platforms and services, including allegations and trials involving youth-related issues, which could result in substantial fines, settlements, or operational restrictions.

Various laws, regulations, investigations, enforcement lawsuits, and regulatory actions have involved in the past, and may in the future result in substantial fines and penalties, injunctive relief, ongoing monitoring and auditing obligations, changes to our products and services, alterations to our business models and operations, including divestiture, and collateral-related civil litigation or other adverse consequences. Any of these legal proceedings could also result in legal costs, diversion of management resources, and negative publicity, all of which could harm our business, reputation, financial condition, and operating results.

Estimating liabilities for our pending proceedings is a complex, fact-specific, and speculative process that requires significant judgment, and the amounts we are ultimately liable for may differ from our estimates. The resolution of one or more such proceedings has resulted in, and may in the future result in, additional substantial fines, penalties, injunctions, and other sanctions that could harm our business, reputation, financial condition, and operating results.

Privacy, data protection, data usage, and portability regulations are complex and rapidly evolving areas. Any failure or alleged failure to comply with these laws could harm our business, reputation, financial condition, and operating results.

Authorities around the world have adopted and are considering a number of legislative and regulatory proposals concerning data protection, data usage and portability, and encryption of user data. Additionally, the increasing adoption of AI technologies, which rely on the collection of large amounts of data and use of such data for training purposes, has led data protection authorities around the world to consider and adopt new and evolving interpretations of data protection laws, imposing specific obligations with respect to the processing of personal data, including required notices, consents, and opt-outs. Further, the increased risk of inadvertent disclosure of confidential information or personal data in connection with the utilization of AI technologies may result in stronger regulatory scrutiny, leading to legal and regulatory investigations and enforcement actions that could harm our business, even if unfounded. Adverse legal rulings, legislation, or regulation have resulted in, and may continue to result in, fines and orders requiring that we change our practices, which have had and could continue to have an adverse effect on how we provide services, harming our business, reputation, financial condition, and operating results. These laws and regulations are evolving and subject to interpretation, and compliance obligations could cause us to incur substantial costs or harm the quality and operations of our products and services in ways that harm our business. Examples of these laws include:

•The EU General Data Protection Regulation and the UK General Data Protection Regulations, which apply to all of our activities conducted from an establishment in the EU or the UK, respectively, or related to products and services that we offer to EU or the UK users or customers, respectively, or the monitoring of their behavior in the EU or the UK, respectively.

•Various US federal, US state, and foreign privacy laws related to the processing and security of personal data, including (1) comprehensive privacy laws that provide data privacy rights (including, in California, a private right of action in the event of a data breach resulting from our failure to implement and maintain reasonable security procedures and practices) and impose significant obligations on controllers and processors of consumer data; (2) laws imposing obligations on businesses that collect or disclose biometric information (including, in Colorado, Illinois, Texas, and Washington); (3) laws governing the collection and processing of children and minor's data and how companies provide age-appropriate online experiences (including, in the US, the Children's Online Privacy Protection Act of 1998; the pending Children and Teens' Online Privacy Protection Act (COPPA 2.0); similar US state laws related to children's privacy, such as the New York Child Data Protection Act; and the UK's Age-Appropriate Design Code); and (4) laws regulating internet-connected devices (such as, in California, the Internet of Things Security Law).

•The EU's Digital Markets Act, which requires in-scope companies to obtain user consent for combining data across certain products, mandate the sharing of search data with third-party search engines, and require interoperable access to the Android operating system by third-party AI companies, among other changes; and the EU Data Act, which introduces new data portability requirements with respect to connected products (i.e., 'internet of things' products) and related services, as well as interoperability obligations on data processing services.

Further, we are subject to evolving laws and regulations that dictate whether, how, and under what circumstances we can transfer, process, or receive personal data, as well as ongoing enforcement actions from supervisory authorities related to cross-border transfers of personal data. The validity of various data transfer mechanisms we currently rely upon remains subject to legal, regulatory, and political developments globally, which may require us to adapt our existing arrangements.

Risks Related to Ownership of Our Stock

Additional issuances of our Class A stock or Class C stock under our ATM Program, any conversions of our Mandatory Convertible Preferred Stock to Class A stock or Class C stock and any other future sales or other issuances of our Class A stock or Class C stock could dilute our existing stockholders or otherwise depress the market prices of our Class A stock and Class C stock.

In June 2026, we established an ATM Program, pursuant to which we may offer and sell up to $40 billion of shares of our Class A stock and Class C stock to or through sales agents under established limits. Any sales under our ATM Program could have dilutive effects for our existing stockholders over time. In addition, the conversion of some or all of our shares of Mandatory Convertible Preferred Stock and our depositary shares, or any election to settle our contractually required dividend payments on our Mandatory Convertible Preferred Stock in the form of Class A stock or Class C stock, could also have dilutive effects for our existing stockholders over time.

The market prices of our Class A stock or Class C stock are likely to be influenced by any sales under our ATM Program, the issuance of additional Class A stock or Class C stock in connection with the conversion of or dividend payments on our Mandatory Convertible Preferred Stock and our depositary shares, or any other future sales or other issuances of our Class A stock or Class C stock. Market prices could be depressed as a result of: (1) investors’ anticipation of the potential sale or resale, as applicable, under the ATM Program or received upon conversion of our Mandatory Convertible Preferred Stock or our depositary shares; (2) possible sales of our Class A stock or Class C stock by investors who view the Mandatory Convertible Preferred Stock or our depositary shares as a more attractive means of equity participation in us than owning shares of Class A stock or Class C stock; and (3) any hedging or arbitrage trading activity involving the Mandatory Convertible Preferred Stocks or our depositary shares and our Class A stock or Class C stock. There is no assurance that any depression in the market price from such dilution will only be in the short-term or temporary.

We cannot guarantee that we will make repurchases under any share repurchase program, that our common stock dividend program will be continuously active or fully consummated, or that the required dividend payments on our Mandatory Convertible Preferred Stock together with any repurchases or dividends on our common stock will enhance long-term stockholder value. Further, share repurchases or dividends could increase the volatility of our stock prices and could diminish our cash reserves.

We have historically engaged in share repurchases of our Class A stock and Class C stock from time to time in accordance with authorizations from the Board of Directors of Alphabet. Our repurchase program does not have an expiration date and does not obligate Alphabet to repurchase any specific dollar amount or to acquire any specific number of shares and we retain discretion as to whether and when to utilize this program. Although we have an authorized share repurchase program, there can be no assurances that we will make repurchases in the near term or at all. Furthermore, if we are utilizing the repurchase program at the time of any future offerings of our equity securities, including offerings of our Class A stock or Class C stock under our ATM Program, we may be required to suspend share repurchases, which could further exacerbate any decrease in the trading prices of our stock from dilution or otherwise.

Our cash dividend program pays regular cash dividends to our Class A, Class B, and Class C stockholders. Any and all future cash dividends on our common stock are subject to declaration by our Board of Directors in its sole discretion, and in accordance with the requirements of any applicable laws, rules and regulations, including the Delaware General Corporation Law. Our common stock cash dividend program does not require, and our Board of Directors may decide not to declare, a cash dividend each quarter, and does not obligate our Board of Directors to declare a dividend at any specific dollar amount per share. Any such decision by our Board of Directors may depend on a variety of factors that it may deem relevant, including but not limited to our earnings, liquidity, financial condition, other capital deployment opportunities, level of indebtedness and general market conditions. Separately, we are contractually required to make regular dividend payments on our Mandatory Convertible Preferred Stock, which will diminish our cash reserves or cause dilution if we elect to settle in shares.

Our share repurchases and dividends could affect our share trading prices, increase their volatility, reduce our cash reserves and may be suspended or terminated at any time, which may result in a decrease in the trading prices of our stock.

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

None.

Issuer Purchases of Equity Securities

None.

ITEM 5.OTHER INFORMATION

10b5-1 Trading Plans

During the quarter ended September 30, 2026, the following Section 16 director and officers adopted or modified a “Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K of the Exchange Act):

•Ruth M. Porat, President and Chief Investment Officer, adopted a new trading plan on August 11, 2026 (with the first trade under the new plan scheduled for December 1, 2026). The trading plan will be effective until December 1, 2027 to sell 100,149 target shares of Class C Capital Stock (gross, plus any dividend equivalent units) upon the vesting of Ruth's Alphabet Google Stock Units and PSUs during the plan period, as adjusted based on performance, including the potential maximum payout of up to 200% of gross PSUs (shares sold are net of tax withholding).

•Kent Walker, President, Global Affairs, Chief Legal Officer and Secretary, effected a trading plan modification by terminating a trading plan on August 31, 2026 that was originally adopted on May 5, 2025, and adopting a new trading plan on August 31, 2026 (with the first trade under the new plan scheduled for November 30, 2026). The new trading plan will be effective until February 23, 2029 to sell an aggregate of (i) 9,767 shares of Class C Capital Stock plus (ii) 100% of the (net) shares resulting from the vesting of an additional 230,315 target shares of Class C Capital Stock (gross, plus any dividend equivalent units) upon the vesting of Kent's Alphabet Google Stock Units and PSUs during the plan period, as adjusted based on performance, including the potential maximum payout of up to 200% of gross PSUs (net shares are net of tax withholding).

•John Hennessy, Chair of the Board of Directors, through the John L. Hennessy & Andrea J. Hennessy Revocable Trust, adopted a new trading plan on July 24, 2026 (with the first trade under the new plan scheduled for November 3, 2026). The trading plan will be effective until October 4, 2027 to sell up to 5,200 shares of Class A Common Stock and 2,600 shares of Class C Capital Stock.

There were no “non-Rule 10b5-1 trading arrangements” (as defined in Item 408 of Regulation S-K of the Exchange Act) adopted, modified, or terminated during the quarter ended September 30, 2026 by our directors and Section 16 officers. Each of the Rule 10b5-1 trading arrangements are in accordance with our Policy Against Insider Trading and actual sale transactions made pursuant to such trading arrangements will be disclosed publicly in Section 16 filings with the SEC in accordance with applicable securities laws, rules, and regulations.

ITEM 6.EXHIBITS

Pursuant to Regulation S-K, Item 601(b)(4)(iii)(A), certain instruments which define the rights of holders of long-term debt of Alphabet Inc. and its consolidated subsidiaries are not filed herewith, and the company hereby agrees to furnish a copy of any such instrument to the SEC upon request.

Exhibit
Number

Description

Incorporated by reference herein

Form

Date

4.1

Indenture, dated February 12, 2016, between Alphabet Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee

Registration Statement on Form S-3 (File No. 333-209510)

February 12, 2016

4.2

Form of Global Note representing the Registrant’s floating notes due 2028