UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March 31,~~June 30, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission file number: 001-37580

Alphabet Inc.

(Exact name of registrant as specified in its charter)

________________________________________________________________________________________


Delaware			61-1767919
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification Number)

1600 Amphitheatre Parkway

Mountain View, CA 94043

(Address of principal executive offices, including zip code)

(650) 253-0000

(Registrant's telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.001 par value	GOOGL	Nasdaq Stock Market LLC
		(Nasdaq Global Select Market)
Class C Capital Stock, $0.001 par value	GOOG	Nasdaq Stock Market LLC
		(Nasdaq Global Select Market)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~April~~July 20, 2021, there were ~~300,746,844~~301,084,627 shares of Alphabet’s Class A common stock outstanding, ~~45,836,948~~45,501,786 shares of Alphabet's Class B common stock outstanding, and ~~323,580,001~~320,168,491 shares of Alphabet's Class C capital stock outstanding.


Table of Contents			Alphabet Inc.

Alphabet Inc.

Form 10-Q

For the Quarterly Period Ended ~~March 31,~~June 30, 2021

TABLE OF CONTENTS


		Page No.
Note About Forward-Looking Statements		13

PART I. FINANCIAL INFORMATION
Item 1	Financial Statements	35
	Consolidated Balance Sheets - December 31, 2020 and ~~March 31, 2021~~	3
	~~Consolidated Statements of Income - Three Months Ended March 31, 2020 and 2021~~	4
	~~Consolidated Statements of Comprehensive Income - Three Months Ended March 31, 2020 and~~June 30, 2021	5
	Consolidated Statements of ~~Stockholders' Equity~~Income - Three and Six Months Ended ~~March 31,~~June 30, 2020 and 2021	6
	Consolidated Statements of ~~Cash Flows~~Comprehensive Income - Three and Six Months Ended ~~March 31,~~June 30, 2020 and 2021	7
	Consolidated Statements of Stockholders' Equity - Three and Six Months Ended June 30, 2020 and 2021	8
	Consolidated Statements of Cash Flows - Six Months Ended June 30, 2020 and 2021	10
	Notes to Consolidated Financial Statements	811
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2933
Item 3	Quantitative and Qualitative Disclosures About Market Risk	4247
Item 4	Controls and Procedures	4247

PART II. OTHER INFORMATION
Item 1	Legal Proceedings	4348
Item 1A	Risk Factors	4348
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	4349


Item 6	Exhibits	4450
Signature		4551


Table of Contents			Alphabet Inc.

Note About Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, among other things, statements regarding:

•the ongoing effect of the novel coronavirus pandemic ("COVID-19"), including its macroeconomic effects on our business, operations, and financial results; and the effect of governmental lockdowns, restrictions and new regulations on our operations and processes;

•the growth of our business and revenues and our expectations about the factors that influence our success and trends in our business, including the size and timing of the expected return on our continuing investments in our Google Cloud segment;

•fluctuations in our revenue growth rate and operating margin and various factors contributing to such fluctuations;

•our expectation that the shift from an offline to online world will continue to benefit our business;

•our expectation that the portion of our revenues that we derive from non-advertising revenues will continue to increase and may affect our margins;

•our expectation that our traffic acquisition costs ("TAC") and the associated TAC rate will fluctuate, which could affect our overall margins;

•our expectation that our monetization trends will fluctuate, which could affect our revenues and margins;

•fluctuations in our revenue growth, as well as the change in paid clicks and cost-per-click and the change in impressions and cost-per-impression, and various factors contributing to such fluctuations;

•our expectation that we will continue to periodically review, refine, and update our methodologies for monitoring, gathering, and counting the number of paid clicks and impressions;

•our expectation that our results will be affected by our performance in international markets as users in developing economies increasingly come online;

•our expectation that our foreign exchange risk management program will not fully offset our net exposure to fluctuations in foreign currency exchange rates;

•the expected variability of gains and losses related to hedging activities under our foreign exchange risk management program;

•the amount and timing of revenue recognition from customer contracts with commitments for performance obligations, including our estimate of the remaining amount of commitments and when we expect to recognize revenue;

•fluctuations in our capital expenditures;

•our plans to continue to invest in new businesses, products, services and technologies, systems, land and buildings for data centers and offices, and infrastructure, as well as to continue to invest in acquisitions;

•our pace of hiring and our plans to provide competitive compensation programs;

•our expectation that our cost of revenues, research and development ("R&D") expenses, sales and marketing expenses, and general and administrative expenses may increase in amount and/or may increase as a percentage of revenues and may be affected by a number of factors;

•estimates of our future compensation expenses;

•our expectation that our other income (expense), net ("OI&E"), will fluctuate in the future, as it is largely driven by market dynamics;

•fluctuations in our effective tax rate;

•seasonal fluctuations in internet usage and advertiser expenditures, underlying business trends such as traditional retail seasonality (including developments and volatility arising from COVID-19), which are likely to cause fluctuations in our quarterly results;

•the sufficiency of our sources of funding;

•our potential exposure in connection with new and pending investigations, proceedings, and other contingencies;


Table of Contents			Alphabet Inc.

•the sufficiency and timing of our proposed remedies in response to decisions from the European Commission ("EC") and other regulators and governmental entities;

•our expectations regarding the timing, design and implementation of our new global enterprise resource planning ("ERP") system;

•the expected timing, amount, and ~~amount~~impact of Alphabet Inc.'s share repurchases;

•our long-term sustainability and diversity goals;

•our expectation that the change in the estimated useful life of servers and certain network equipment will have a favorable, yet declining, effect on our 2021 operating results;

as well as other statements regarding our future operations, financial condition and prospects, and business strategies. Forward-looking statements may appear throughout this report and other documents we file with the Securities and Exchange Commission ("SEC"), including without limitation, the following sections: Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in this Quarterly Report on Form 10-Q and Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as ~~may be~~ updated in ~~our subsequent~~this Quarterly ~~Reports~~Report on Form 10-Q. Forward-looking statements generally can be identified by words such as "anticipates," "believes," "estimates," "expects," "intends," "plans," "predicts," "projects," "will be," "will continue," "may," "could," "will likely result," and similar expressions. These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this Quarterly Report on Form 10-Q, and in particular, the risks discussed in Part I, Item 1A, "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as updated in this Quarterly Report on Form 10-Q, and those discussed in other documents we file with the SEC. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

As used herein, "Alphabet," "the company," "we," "us," "our," and similar terms include Alphabet Inc. and its subsidiaries, unless the context indicates otherwise.

"Alphabet," "Google," and other trademarks of ours appearing in this report are our property. This report contains additional trade names and trademarks of other companies. We do not intend our use or display of other companies' trade names or trademarks to imply an endorsement or sponsorship of us by such companies, or any relationship with any of these companies.


Table of Contents			Alphabet Inc.

PART I. FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS

Alphabet Inc.

CONSOLIDATED BALANCE SHEETS

(in millions, except share amounts which are reflected in thousands, and par value per share amounts)


		As of December 31, 2020		As of March 31, 2021			As of December 31, 2020		As of June 30, 2021
				(unaudited)					(unaudited)
Assets	Assets					Assets
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	26,465	$	26,622	Cash and cash equivalents	$	26,465	$	23,630
Marketable securities	Marketable securities	110,229		108,482		Marketable securities	110,229		112,233
Total cash, cash equivalents, and marketable securities	Total cash, cash equivalents, and marketable securities	136,694		135,104		Total cash, cash equivalents, and marketable securities	136,694		135,863
Accounts receivable, net	Accounts receivable, net	30,930		28,006		Accounts receivable, net	30,930		31,967
Income taxes receivable, net	Income taxes receivable, net	454		493		Income taxes receivable, net	454		884
Inventory	Inventory	728		888		Inventory	728		907
Other current assets	Other current assets	5,490		7,646		Other current assets	5,490		6,076
Total current assets	Total current assets	174,296		172,137		Total current assets	174,296		175,697
Non-marketable investments	Non-marketable investments	20,703		25,294		Non-marketable investments	20,703		25,532
Deferred income taxes	Deferred income taxes	1,084		1,129		Deferred income taxes	1,084		1,153
Property and equipment, net	Property and equipment, net	84,749		87,606		Property and equipment, net	84,749		91,697
Operating lease assets	Operating lease assets	12,211		12,598		Operating lease assets	12,211		12,978
Intangible assets, net	Intangible assets, net	1,445		1,823		Intangible assets, net	1,445		1,626
Goodwill	Goodwill	21,175		22,341		Goodwill	21,175		22,406
Other non-current assets	Other non-current assets	3,953		4,167		Other non-current assets	3,953		4,298
Total assets	Total assets	$	319,616	$	327,095	Total assets	$	319,616	$	335,387
Liabilities and Stockholders’ Equity	Liabilities and Stockholders’ Equity					Liabilities and Stockholders’ Equity
Current liabilities:	Current liabilities:					Current liabilities:
Accounts payable	Accounts payable	$	5,589	$	4,801	Accounts payable	$	5,589	$	4,708

Accrued compensation and benefits	Accrued compensation and benefits	11,086		8,375		Accrued compensation and benefits	11,086		10,088
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	28,631		30,732		Accrued expenses and other current liabilities	28,631		28,981
Accrued revenue share	Accrued revenue share	7,500		6,962		Accrued revenue share	7,500		7,438
Deferred revenue	Deferred revenue	2,543		2,690		Deferred revenue	2,543		2,715
Income taxes payable, net	Income taxes payable, net	1,485		1,893		Income taxes payable, net	1,485		1,811
Total current liabilities	Total current liabilities	56,834		55,453		Total current liabilities	56,834		55,741
Long-term debt	Long-term debt	13,932		13,887		Long-term debt	13,932		14,328
Deferred revenue, non-current	Deferred revenue, non-current	481		530		Deferred revenue, non-current	481		510
Income taxes payable, non-current	Income taxes payable, non-current	8,849		9,278		Income taxes payable, non-current	8,849		8,651
Deferred income taxes	Deferred income taxes	3,561		4,406		Deferred income taxes	3,561		4,703
Operating lease liabilities	Operating lease liabilities	11,146		11,382		Operating lease liabilities	11,146		11,619
Other long-term liabilities	Other long-term liabilities	2,269		2,146		Other long-term liabilities	2,269		2,270
Total liabilities	Total liabilities	97,072		97,082		Total liabilities	97,072		97,822
Contingencies (Note 9)	Contingencies (Note 9)	0		0		Contingencies (Note 9)	0		0
Stockholders’ equity:	Stockholders’ equity:					Stockholders’ equity:
Convertible preferred stock, $0.001 par value per share, 100,000 shares authorized; 0 shares issued and outstanding		0		0
Class A and Class B common stock, and Class C capital stock and additional paid-in capital, $0.001 par value per share: 15,000,000 shares authorized (Class A 9,000,000, Class B 3,000,000, Class C 3,000,000); 675,222 (Class A 300,730, Class B 45,843, Class C 328,649) and 671,094 (Class A 300,747, Class B 45,836, Class C 324,511) shares issued and outstanding		58,510		59,436
Convertible preferred stock, $0.001 par value per share: 100,000 shares authorized; 0 shares issued and outstanding						Convertible preferred stock, $0.001 par value per share: 100,000 shares authorized; 0 shares issued and outstanding	0		0
Class A and Class B common stock, and Class C capital stock and additional paid-in capital, $0.001 par value per share: 15,000,000 shares authorized (Class A 9,000,000, Class B 3,000,000, Class C 3,000,000); 675,222 (Class A 300,730, Class B 45,843, Class C 328,649) and 667,637 (Class A 301,040, Class B 45,546, Class C 321,051) shares issued and outstanding						Class A and Class B common stock, and Class C capital stock and additional paid-in capital, $0.001 par value per share: 15,000,000 shares authorized (Class A 9,000,000, Class B 3,000,000, Class C 3,000,000); 675,222 (Class A 300,730, Class B 45,843, Class C 328,649) and 667,637 (Class A 301,040, Class B 45,546, Class C 321,051) shares issued and outstanding	58,510		60,436
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	633		(3)		Accumulated other comprehensive income (loss)	633		190
Retained earnings	Retained earnings	163,401		170,580		Retained earnings	163,401		176,939
Total stockholders’ equity	Total stockholders’ equity	222,544		230,013		Total stockholders’ equity	222,544		237,565
Total liabilities and stockholders’ equity	Total liabilities and stockholders’ equity	$	319,616	$	327,095	Total liabilities and stockholders’ equity	$	319,616	$	335,387

See accompanying notes.


Table of Contents			Alphabet Inc.

Alphabet Inc.

CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share amounts; unaudited)


		Three Months Ended				Three Months Ended				Six Months Ended
		March 31,				June 30,				June 30,
		2020		2021				2020		2021		2020		2021
Revenues	Revenues	$	41,159	$	55,314		Revenues	$	38,297	$	61,880	$	79,456	$	117,194
Costs and expenses:	Costs and expenses:						Costs and expenses:
Cost of revenues	Cost of revenues	18,982		24,103			Cost of revenues	18,553		26,227		37,535		50,330
Research and development	Research and development	6,820		7,485			Research and development	6,875		7,675		13,695		15,160
Sales and marketing	Sales and marketing	4,500		4,516			Sales and marketing	3,901		5,276		8,401		9,792
General and administrative	General and administrative	2,880		2,773			General and administrative	2,585		3,341		5,465		6,114
Total costs and expenses	Total costs and expenses	33,182		38,877			Total costs and expenses	31,914		42,519		65,096		81,396
Income from operations	Income from operations	7,977		16,437			Income from operations	6,383		19,361		14,360		35,798
Other income (expense), net	Other income (expense), net	(220)		4,846			Other income (expense), net	1,894		2,624		1,674		7,470
Income before income taxes	Income before income taxes	7,757		21,283			Income before income taxes	8,277		21,985		16,034		43,268
Provision for income taxes	Provision for income taxes	921		3,353			Provision for income taxes	1,318		3,460		2,239		6,813
Net income	Net income	$	6,836	$	17,930		Net income	$	6,959	$	18,525	$	13,795	$	36,455

Basic net income per share of Class A and B common stock and Class C capital stock	Basic net income per share of Class A and B common stock and Class C capital stock	$	9.96	$	26.63		Basic net income per share of Class A and B common stock and Class C capital stock	$	10.21	$	27.69	$	20.16	$	54.32

Diluted net income per share of Class A and B common stock and Class C capital stock	Diluted net income per share of Class A and B common stock and Class C capital stock	$	9.87	$	26.29		Diluted net income per share of Class A and B common stock and Class C capital stock	$	10.13	$	27.26	$	20.00	$	53.54

See accompanying notes.


Table of Contents			Alphabet Inc.

Alphabet Inc.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions; unaudited)


		Three Months Ended			Three Months Ended						Six Months Ended
		March 31,			June 30,						June 30,
			2020			2021			2020		2021		2020		2021
Net income	Net income		$	6,836		$	17,930	Net income	$	6,959	$	18,525	$	13,795	$	36,455
Other comprehensive income (loss):	Other comprehensive income (loss):							Other comprehensive income (loss):
Change in foreign currency translation adjustment	Change in foreign currency translation adjustment		(550)			(423)		Change in foreign currency translation adjustment	284		366		(266)		(57)
Available-for-sale investments:	Available-for-sale investments:							Available-for-sale investments:
Change in net unrealized gains (losses)	Change in net unrealized gains (losses)		498			(488)		Change in net unrealized gains (losses)	867		(52)		1,365		(540)
Less: reclassification adjustment for net (gains) losses included in net income	Less: reclassification adjustment for net (gains) losses included in net income		(169)			11		Less: reclassification adjustment for net (gains) losses included in net income	(149)		(75)		(318)		(64)
Net change, net of income tax benefit (expense) of $(81) and $135			329			(477)
Net change, net of income tax benefit (expense) of $(220), $37, $(301) and $172								Net change, net of income tax benefit (expense) of $(220), $37, $(301) and $172	718		(127)		1,047		(604)
Cash flow hedges:	Cash flow hedges:							Cash flow hedges:
Change in net unrealized gains (losses)	Change in net unrealized gains (losses)		378			179		Change in net unrealized gains (losses)	(86)		(42)		292		137
Less: reclassification adjustment for net (gains) losses included in net income	Less: reclassification adjustment for net (gains) losses included in net income		(22)			85		Less: reclassification adjustment for net (gains) losses included in net income	(115)		(4)		(137)		81
Net change, net of income tax benefit (expense) of $(81) and $(50)			356			264
Net change, net of income tax benefit (expense) of $35, $15, $(46) and $(35)								Net change, net of income tax benefit (expense) of $35, $15, $(46) and $(35)	(201)		(46)		155		218
Other comprehensive income (loss)	Other comprehensive income (loss)		135			(636)		Other comprehensive income (loss)	801		193		936		(443)
Comprehensive income	Comprehensive income		$	6,971		$	17,294	Comprehensive income	$	7,760	$	18,718	$	14,731	$	36,012

See accompanying notes.


Table of Contents			Alphabet Inc.

Alphabet Inc.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In millions, except share amounts which are reflected in thousands; unaudited)


		Three Months Ended March 31, 2020										Three Months Ended June 30, 2020
		Class A and Class B Common Stock, Class C Capital Stock and Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity			Class A and Class B Common Stock, Class C Capital Stock and Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity
		Shares	Amount									Shares	Amount
Balance as of December 31, 2019		688,335	$	50,552	$	(1,232)	$	152,122	$	201,442
Balance as of March 31, 2020											Balance as of March 31, 2020	683,972	$	53,688	$	(1,097)	$	151,068	$	203,659
Common and capital stock issued	Common and capital stock issued	2,125	106		0		0		106		Common and capital stock issued	2,391	37		0		0		37
Stock-based compensation expense	Stock-based compensation expense	0	3,222		0		0		3,222		Stock-based compensation expense	0	3,413		0		0		3,413
Tax withholding related to vesting of restricted stock units and other	Tax withholding related to vesting of restricted stock units and other	0	(1,179)		0		0		(1,179)		Tax withholding related to vesting of restricted stock units and other	0	(1,558)		0		0		(1,558)
Repurchases of capital stock	Repurchases of capital stock	(6,488)	(606)		0		(7,890)		(8,496)		Repurchases of capital stock	(5,148)	(506)		0		(6,346)		(6,852)
Sale of interest in consolidated entities	Sale of interest in consolidated entities	0	1,593		0		0		1,593		Sale of interest in consolidated entities	0	863		0		0		863
Net income	Net income	0	0		0		6,836		6,836		Net income	0	0		0		6,959		6,959
Other comprehensive income (loss)	Other comprehensive income (loss)	0	0		135		0		135		Other comprehensive income (loss)	0	0		801		0		801
Balance as of March 31, 2020		683,972	$	53,688	$	(1,097)	$	151,068	$	203,659
Balance as of June 30, 2020											Balance as of June 30, 2020	681,215	$	55,937	$	(296)	$	151,681	$	207,322


		Three Months Ended March 31, 2021										Six Months Ended June 30, 2020
		Class A and Class B Common Stock, Class C Capital Stock and Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity			Class A and Class B Common Stock, Class C Capital Stock and Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity
		Shares	Amount									Shares	Amount
Balance as of December 31, 2020		675,222	$	58,510	$	633	$	163,401	$	222,544
Balance as of December 31, 2019											Balance as of December 31, 2019	688,335	$	50,552	$	(1,232)	$	152,122	$	201,442
Common and capital stock issued	Common and capital stock issued	1,569	6		0		0		6		Common and capital stock issued	4,516	143		0		0		143
Stock-based compensation expense	Stock-based compensation expense	0	3,788		0		0		3,788		Stock-based compensation expense	0	6,635		0		0		6,635
Tax withholding related to vesting of restricted stock units and other	Tax withholding related to vesting of restricted stock units and other	0	(2,234)		0		0		(2,234)		Tax withholding related to vesting of restricted stock units and other	0	(2,737)		0		0		(2,737)
Repurchases of capital stock	Repurchases of capital stock	(5,697)	(644)		0		(10,751)		(11,395)		Repurchases of capital stock	(11,636)	(1,112)		0		(14,236)		(15,348)
Sale of interest in consolidated entities	Sale of interest in consolidated entities	0	10		0		0		10		Sale of interest in consolidated entities	0	2,456		0		0		2,456
Net income	Net income	0	0		0		17,930		17,930		Net income	0	0		0		13,795		13,795
Other comprehensive income (loss)	Other comprehensive income (loss)	0	0		(636)		0		(636)		Other comprehensive income (loss)	0	0		936		0		936
Balance as of March 31, 2021		671,094	$	59,436	$	(3)	$	170,580	$	230,013
Balance as of June 30, 2020											Balance as of June 30, 2020	681,215	$	55,937	$	(296)	$	151,681	$	207,322


Table of Contents			Alphabet Inc.


	Three Months Ended June 30, 2021
	Class A and Class B Common Stock, Class C Capital Stock and Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity
	Shares	Amount
Balance as of March 31, 2021	671,094	$	59,436	$	(3)	$	170,580	$	230,013
Common and capital stock issued	1,919	1		0		0		1
Stock-based compensation expense	0	3,844		0		0		3,844
Tax withholding related to vesting of restricted stock units and other	0	(2,515)		0		0		(2,515)
Repurchases of capital stock	(5,376)	(630)		0		(12,166)		(12,796)
Sale of interest in consolidated entities	0	300		0		0		300
Net income	0	0		0		18,525		18,525
Other comprehensive income (loss)	0	0		193		0		193
Balance as of June 30, 2021	667,637	$	60,436	$	190	$	176,939	$	237,565


	Six Months Ended June 30, 2021
	Class A and Class B Common Stock, Class C Capital Stock and Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity
	Shares	Amount
Balance as of December 31, 2020	675,222	$	58,510	$	633	$	163,401	$	222,544
Common and capital stock issued	3,488	7		0		0		7
Stock-based compensation expense	0	7,632		0		0		7,632
Tax withholding related to vesting of restricted stock units and other	0	(4,749)		0		0		(4,749)
Repurchases of capital stock	(11,073)	(1,274)		0		(22,917)		(24,191)
Sale of interest in consolidated entities	0	310		0		0		310
Net income	0	0		0		36,455		36,455
Other comprehensive income (loss)	0	0		(443)		0		(443)
Balance as of June 30, 2021	667,637	$	60,436	$	190	$	176,939	$	237,565

See accompanying notes.


Table of Contents			Alphabet Inc.

Alphabet Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions; unaudited)


		Three Months Ended					Six Months Ended
		March 31,					June 30,
		2020		2021			2020		2021
Operating activities	Operating activities					Operating activities
Net income	Net income	$	6,836	$	17,930	Net income	$	13,795	$	36,455
Adjustments:	Adjustments:					Adjustments:
Depreciation and impairment of property and equipment	Depreciation and impairment of property and equipment	2,899		2,525		Depreciation and impairment of property and equipment	6,077		5,255
Amortization and impairment of intangible assets	Amortization and impairment of intangible assets	209		228		Amortization and impairment of intangible assets	417		443
Stock-based compensation expense	Stock-based compensation expense	3,191		3,745		Stock-based compensation expense	6,573		7,548
Deferred income taxes	Deferred income taxes	175		1,100		Deferred income taxes	(416)		1,479
(Gain) loss on debt and equity securities, net		802		(4,751)
Gain on debt and equity securities, net						Gain on debt and equity securities, net	(1,040)		(7,634)
Other	Other	297		(255)		Other	669		(263)
Changes in assets and liabilities, net of effects of acquisitions:	Changes in assets and liabilities, net of effects of acquisitions:					Changes in assets and liabilities, net of effects of acquisitions:
Accounts receivable	Accounts receivable	2,602		2,794		Accounts receivable	2,522		(867)
Income taxes, net	Income taxes, net	(245)		785		Income taxes, net	538		(297)
Other assets	Other assets	(115)		7		Other assets	(359)		(192)
Accounts payable	Accounts payable	(835)		(982)		Accounts payable	(689)		(1,112)
Accrued expenses and other liabilities	Accrued expenses and other liabilities	(3,531)		(3,530)		Accrued expenses and other liabilities	(2,099)		201
Accrued revenue share	Accrued revenue share	(871)		(444)		Accrued revenue share	(692)		29
Deferred revenue	Deferred revenue	37		137		Deferred revenue	148		134
Net cash provided by operating activities	Net cash provided by operating activities	11,451		19,289		Net cash provided by operating activities	25,444		41,179
Investing activities	Investing activities					Investing activities
Purchases of property and equipment	Purchases of property and equipment	(6,005)		(5,942)		Purchases of property and equipment	(11,396)		(11,438)
Purchases of marketable securities	Purchases of marketable securities	(37,563)		(36,426)		Purchases of marketable securities	(64,111)		(60,609)
Maturities and sales of marketable securities	Maturities and sales of marketable securities	41,811		39,248		Maturities and sales of marketable securities	65,874		60,667
Purchases of non-marketable investments	Purchases of non-marketable investments	(572)		(646)		Purchases of non-marketable investments	(1,311)		(1,412)
Maturities and sales of non-marketable investments	Maturities and sales of non-marketable investments	260		19		Maturities and sales of non-marketable investments	473		256

Acquisitions, net of cash acquired, and purchases of intangible assets	Acquisitions, net of cash acquired, and purchases of intangible assets	(190)		(1,666)		Acquisitions, net of cash acquired, and purchases of intangible assets	(355)		(1,974)
Other investing activities	Other investing activities	412		30		Other investing activities	531		53

Net cash used in investing activities	Net cash used in investing activities	(1,847)		(5,383)		Net cash used in investing activities	(10,295)		(14,457)
Financing activities	Financing activities					Financing activities
Net payments related to stock-based award activities	Net payments related to stock-based award activities	(1,241)		(2,184)		Net payments related to stock-based award activities	(2,716)		(4,637)

Repurchases of capital stock	Repurchases of capital stock	(8,496)		(11,395)		Repurchases of capital stock	(15,348)		(24,191)
Proceeds from issuance of debt, net of costs	Proceeds from issuance of debt, net of costs	1,898		900		Proceeds from issuance of debt, net of costs	1,898		7,599
Repayments of debt	Repayments of debt	(1,947)		(937)		Repayments of debt	(1,982)		(8,678)
Proceeds from sale of interest in consolidated entities, net	Proceeds from sale of interest in consolidated entities, net	1,600		10		Proceeds from sale of interest in consolidated entities, net	2,464		310
Net cash used in financing activities	Net cash used in financing activities	(8,186)		(13,606)		Net cash used in financing activities	(15,684)		(29,597)
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents	(272)		(143)		Effect of exchange rate changes on cash and cash equivalents	(221)		40
Net increase in cash and cash equivalents		1,146		157
Net decrease in cash and cash equivalents						Net decrease in cash and cash equivalents	(756)		(2,835)
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	18,498		26,465		Cash and cash equivalents at beginning of period	18,498		26,465
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	19,644	$	26,622	Cash and cash equivalents at end of period	$	17,742	$	23,630

See accompanying notes.

710


Table of Contents			Alphabet Inc.

Alphabet Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1. Nature of Operations and Summary of Significant Accounting Policies

Nature of Operations

Google was incorporated in California in September 1998 and re-incorporated in the State of Delaware in August 2003. In 2015, we implemented a holding company reorganization, and as a result, Alphabet became the successor issuer to Google.

We generate revenues by delivering relevant, cost-effective online advertising, cloud-based solutions that provide customers with platforms, collaboration tools and services, and sales of other products and services, such as apps and in-app purchases, digital content and subscriptions for digital content, and hardware.

Basis of Consolidation

The consolidated financial statements of Alphabet include the accounts of Alphabet and entities consolidated under the variable interest and voting models. All intercompany balances and transactions have been eliminated.

Unaudited Interim Financial Information

The Consolidated Balance Sheet as of ~~March 31,~~June 30, 2021, the Consolidated Statements of Income for the three and six months ended ~~March 31,~~June 30, 2020 and 2021, the Consolidated Statements of Comprehensive Income for the three and six months ended ~~March 31,~~June 30, 2020 and 2021, the Consolidated Statements of Stockholders' Equity for the three and six months ended ~~March 31,~~June 30, 2020 and 2021 and the Consolidated Statements of Cash Flows for the ~~three~~six months ended ~~March 31,~~June 30, 2020 and 2021 are unaudited. These unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP"). In our opinion, the unaudited interim consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of our financial position as of ~~March 31,~~June 30, 2021, our results of operations for the three and six months ended ~~March 31,~~June 30, 2020 and 2021, and our cash flows for the ~~three~~six months ended ~~March 31,~~June 30, 2020 and 2021. The results of operations for the three and six months ended ~~March 31,~~June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021.

These unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the SEC.

Use of Estimates

Preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, we evaluate our estimates, including those related to the allowance for credit losses, fair values of financial instruments, intangible assets and goodwill, useful lives of intangible assets and property and equipment, income taxes, and contingent liabilities, among others. We base our estimates on assumptions, both historical and forward looking, that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.

The allowance for credit losses on accounts receivable was $789 million and ~~$719~~$579 million as of December 31, 2020 and ~~March 31,~~June 30, 2021, respectively.

Change in Accounting Estimate

In January 2021, we completed an assessment of the useful lives of our servers and network equipment and adjusted the estimated useful life of our servers from three years to four years and the estimated useful life of certain network equipment from three years to five years. This change in accounting estimate was effective beginning in fiscal year 2021. Based on the carrying value of servers and certain network equipment as of December 31, 2020, and those acquired during the ~~quarter~~six months ended ~~March 31,~~June 30, 2021, the effect of this change in estimate was a reduction in depreciation expense of ~~$835~~$721 million and $1.6 billion and an increase in net income of ~~$650~~$561 million and $1.2 billion, or ~~$0.97~~$0.84 and $1.81 per basic and ~~$0.95~~$0.83 and $1.78 per diluted share, for the three and six months ended ~~March 31, 2021.~~June 30, 2021, respectively.

Prior Period Reclassifications

Certain amounts in prior periods have been reclassified to conform with current period presentation.

811


Table of Contents			Alphabet Inc.

Note 2. Revenues

Revenue Recognition

The following table presents our revenues disaggregated by type (in millions).

Three Months Ended
March 31,
2020 2021
Google Search & other $ 24,502 $ 31,879
YouTube ads 4,038 6,005
Google Network 5,223 6,800
Google advertising 33,763 44,684
Google other 4,435 6,494
Google Services total 38,198 51,178
Google Cloud 2,777 4,047
Other Bets 135 198
Hedging gains (losses) 49 (109)
Total revenues $ 41,159 $ 55,314


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2020		2021		2020		2021
Google Search & other	$	21,319	$	35,845	$	45,821	$	67,724
YouTube ads	3,812		7,002		7,850		13,007
Google Network	4,736		7,597		9,959		14,397
Google advertising	29,867		50,444		63,630		95,128
Google other	5,124		6,623		9,559		13,117
Google Services total	34,991		57,067		73,189		108,245
Google Cloud	3,007		4,628		5,784		8,675
Other Bets	148		192		283		390
Hedging gains (losses)	151		(7)		200		(116)
Total revenues	$	38,297	$	61,880	$	79,456	$	117,194

The following table presents our revenues disaggregated by geography, based on the addresses of our customers (in millions):


		Three Months Ended								Three Months Ended					Six Months Ended
		March 31,								June 30,					June 30,
		2020				2021					2020		2021				2020				2021
United States	United States	$	18,870	46	%	$	25,032	45	%			United States	$	17,999	47	%	$	28,208	46	%	$	36,869	47	%	$	53,240	45	%
EMEA(1)	EMEA(1)	12,845		31		17,031		31				EMEA(1)	11,363		30		19,084		31		24,208		30		36,115		31
APAC(1)	APAC(1)	7,238		18		10,455		19				APAC(1)	6,945		18		11,231		18		14,183		18		21,686		19
Other Americas(1)	Other Americas(1)	2,157		5		2,905		5				Other Americas(1)	1,839		5		3,364		5		3,996		5		6,269		5
Hedging gains (losses)	Hedging gains (losses)	49		0		(109)		0				Hedging gains (losses)	151		0		(7)		0		200		0		(116)		0
Total revenues	Total revenues	$	41,159	100	%	$	55,314	100	%			Total revenues	$	38,297	100	%	$	61,880	100	%	$	79,456	100	%	$	117,194	100	%

(1) Regions represent Europe, the Middle East, and Africa ("EMEA"); Asia-Pacific ("APAC"); and Canada and Latin America ("Other Americas").

Deferred Revenues and Remaining Performance Obligations

We record deferred revenues when cash payments are received or due in advance of our performance, including amounts which are refundable. Deferred revenues primarily relate to Google Cloud and Google other. Our total deferred revenue was $3.0 billion and $3.2 billion as of December 31, 2020 ~~was $3.0 billion,~~and June 30, 2021, respectively. Of the total deferred revenue as of ~~which $1.3~~December 31, 2020, $1.8 billion was recognized as revenues during the ~~quarter~~six months ended ~~March 31,~~June 30, 2021.

Additionally, we have performance obligations associated with commitments in customer contracts, primarily related to Google Cloud, for future services that have not yet been recognized as revenues, also referred to as remaining performance obligations. Remaining performance obligations include related deferred revenue currently recorded as well as amounts that will be invoiced in future periods, and excludes (i) contracts with an original expected term of one year or less, (ii) cancellable contracts, and (iii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. As of ~~March 31,~~June 30, 2021, the amount not yet recognized as revenues from these commitments was $~~30.7~~35.3 billion. We expect to recognize approximately half over the next 24 months with the remaining thereafter. However, the amount and timing of revenue recognition is largely driven by when the customer utilizes the services and our ability to deliver in accordance with relevant contract terms, which could affect our estimate of the remaining performance obligations and when we expect to recognize such as revenues.

912


Table of Contents			Alphabet Inc.

Note 3. Financial Instruments

Debt Securities

We classify our marketable debt securities, which are accounted for as available-for-sale, within Level 2 in the fair value hierarchy because we use quoted market prices to the extent available or alternative pricing sources and models utilizing market observable inputs to determine fair value.

For certain marketable debt securities, we have elected the fair value option for which changes in fair value are recorded in other income (expense), net. The fair value option was elected for these securities to align with the unrealized gains and losses from related derivative contracts. Unrealized net gains related to debt securities still held where we have elected the fair value option were $87 million and ~~$30~~$52 million as of December 31, 2020 and ~~March 31,~~June 30, 2021, respectively. As of December 31, 2020 and ~~March 31,~~June 30, 2021, the fair value of these debt securities was $2.0 billion ~~for both periods.~~and $2.8 billion, respectively.

The following tables summarize our debt securities, for which we did not elect the fair value option, by significant investment categories (in millions):


	As of December 31, 2020
	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Level 2:
Time deposits(1)	$	3,564	$	0	$	0	$	3,564	$	3,564	$	0
Government bonds	55,156		793		(9)		55,940		2,527		53,413
Corporate debt securities	31,521		704		(2)		32,223		8		32,215
Mortgage-backed and asset-backed securities	16,767		364		(7)		17,124		0		17,124
Total	$	107,008	$	1,861	$	(18)	$	108,851	$	6,099	$	102,752


		As of March 31, 2021													As of June 30, 2021
		Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities			Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Cash and Cash Equivalents		Marketable Securities
Level 2:	Level 2:													Level 2:
Time deposits(1)	Time deposits(1)	$	3,388	$	0	$	0	$	3,388	$	3,388	$	0	Time deposits(1)	$	6,311	$	0	$	0	$	6,311	$	6,311	$	0
Government bonds	Government bonds	50,757		607		(51)		51,313		1,941		49,372		Government bonds	50,959		497		(50)		51,406		404		51,002
Corporate debt securities	Corporate debt securities	32,702		486		(84)		33,104		1		33,103		Corporate debt securities	34,476		444		(41)		34,879		0		34,879
Mortgage-backed and asset-backed securities	Mortgage-backed and asset-backed securities	18,229		265		(49)		18,445		0		18,445		Mortgage-backed and asset-backed securities	17,098		199		(33)		17,264		0		17,264
Total	Total	$	105,076	$	1,358	$	(184)	$	106,250	$	5,330	$	100,920	Total	$	108,844	$	1,140	$	(124)	$	109,860	$	6,715	$	103,145

(1)The majority of our time deposits are domestic deposits.

We determine realized gains or losses on the sale or extinguishment of debt securities on a specific identification method. We recognized gross realized gains of ~~$257~~$306 million and ~~$135~~$116 million for the three months ended ~~March 31,~~June 30, 2020 and 2021, respectively, and $563 million and $251 million for the six months ended June 30, 2020 and 2021, respectively. We recognized gross realized losses of ~~$39~~$88 million and ~~$136~~$15 million for the three months ended ~~March 31,~~June 30, 2020 and 2021, respectively, and $127 million and $151 million for the six months ended June 30, 2020 and 2021, respectively. We reflect these gains and losses as a component of other income (expense), net.


Table of Contents			Alphabet Inc.

The following table summarizes the estimated fair value of our investments in marketable debt securities by stated contractual maturity dates (in millions):


	As of ~~March 31,~~June 30, 2021
Due in 1 year or less	$	~~20,220~~20,663
Due in 1 year through 5 years	~~65,995~~69,749
Due in 5 years through 10 years	~~2,829~~3,297
Due after 10 years	~~13,891~~12,245
Total	$	~~102,935~~105,954


~~Table of Contents~~			~~Alphabet Inc.~~

The following tables present fair values and gross unrealized losses recorded to AOCI, aggregated by investment category and the length of time that individual securities have been in a continuous loss position (in millions):


	As of December 31, 2020
	Less than 12 Months				12 Months or Greater				Total
	Fair Value		Unrealized Loss		Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
Government bonds	$	5,516	$	(9)	$	3	$	0	$	5,519	$	(9)
Corporate debt securities	1,999		(1)		0		0		1,999		(1)
Mortgage-backed and asset-backed securities	929		(5)		242		(2)		1,171		(7)
Total	$	8,444	$	(15)	$	245	$	(2)	$	8,689	$	(17)


		As of March 31, 2021													As of June 30, 2021
		Less than 12 Months				12 Months or Greater				Total					Less than 12 Months				12 Months or Greater				Total
		Fair Value		Unrealized Loss		Fair Value		Unrealized Loss		Fair Value		Unrealized Loss			Fair Value		Unrealized Loss		Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
Government bonds	Government bonds	$	14,139	$	(51)	$	0	$	0	$	14,139	$	(51)	Government bonds	$	19,730	$	(50)	$	0	$	0	$	19,730	$	(50)
Corporate debt securities	Corporate debt securities	11,443		(54)		0		0		11,443		(54)		Corporate debt securities	9,681		(24)		0		0		9,681		(24)
Mortgage-backed and asset-backed securities	Mortgage-backed and asset-backed securities	5,897		(48)		154		(1)		6,051		(49)		Mortgage-backed and asset-backed securities	5,044		(32)		174		(1)		5,218		(33)
Total	Total	$	31,479	$	(153)	$	154	$	(1)	$	31,633	$	(154)	Total	$	34,455	$	(106)	$	174	$	(1)	$	34,629	$	(107)

During the three and six months ended ~~March 31,~~June 30, 2020 and 2021, we did 0t recognize any significant credit losses and the ending allowance balances for credit losses were immaterial as of December 31, 2020 and ~~March 31,~~June 30, 2021. ~~See Note 6 for further details on other income (expense), net.~~

Equity Investments

The following discusses our marketable equity securities, non-marketable equity securities, gains and losses on marketable and non-marketable equity securities, as well as our equity securities accounted for under the equity method.

Our marketable equity securities are publicly traded stocks or funds measured at fair value and classified within Level 1 and 2 in the fair value hierarchy because we use quoted prices for identical assets in active markets or inputs that are based upon quoted prices for similar instruments in active markets.

Our non-marketable equity securities are investments in privately held companies without readily determinable market values. The carrying value of our non-marketable equity securities is adjusted to fair value upon observable transactions for identical or similar investments of the same issuer or impairment (referred to as the measurement alternative). Non-marketable equity securities that have been remeasured during the period based on observable transactions are classified within Level 2 or Level 3 in the fair value hierarchy because we estimate the value based on valuation methods which may include a combination of the observable transaction price at the transaction date and other unobservable inputs including volatility, rights, and obligations of the securities we hold. The fair value of non-marketable equity securities that have been remeasured due to impairment are classified within Level 3.

1114


Table of Contents			Alphabet Inc.

Gains and losses on marketable and non-marketable equity securities

Gains and losses reflected in other income (expense), net, for our marketable and non-marketable equity securities are summarized below (in millions):


		Three Months Ended					Three Months Ended				Six Months Ended
		March 31,					June 30,				June 30,
		2020		2021			2020		2021		2020		2021
Net gain (loss) on equity securities sold during the period	Net gain (loss) on equity securities sold during the period	$	171	$	201	Net gain (loss) on equity securities sold during the period	$	18	$	138	$	233	$	506
Net unrealized gain (loss) on equity securities held as of the end of the period	Net unrealized gain (loss) on equity securities held as of the end of the period	(985)		4,636		Net unrealized gain (loss) on equity securities held as of the end of the period	1,437		2,634		408		7,103
Total gain (loss) recognized in other income (expense), net	Total gain (loss) recognized in other income (expense), net	$	(814)	$	4,837	Total gain (loss) recognized in other income (expense), net	$	1,455	$	2,772	$	641	$	7,609

In the table above, net gain (loss) on equity securities sold during the period reflects the difference between the sale proceeds and the carrying value of the equity securities at the beginning of the period or the purchase date, if later.

Cumulative net gains (losses) on equity securities sold during the period, which is summarized in the following table (in millions), represents the total net gains (losses) recognized after the initial purchase date of the equity security. While these net gains may have been reflected in periods prior to the period of sale, we believe they are important supplemental information as they reflect the economic realized net gains on the securities sold during the period. Cumulative net gains are calculated as the difference between the sale price and the initial purchase price for the equity security sold during the period.


		Equity Securities Sold				Equity Securities Sold
		Three Months Ended					Three Months Ended				Six Months Ended
		March 31,					June 30,				June 30,
		2020		2021					2020		2021		2020		2021
Total sale price	Total sale price	$	909	$	725			Total sale price	$	590	$	2,629	$	1,499	$	3,353
Total initial cost	Total initial cost	261		357				Total initial cost	424		409		685		766
Cumulative net gains(1)	Cumulative net gains(1)	$	648	$	368			Cumulative net gains(1)	$	166	$	2,220	$	814	$	2,587

(1)Cumulative net gains excludes cumulative losses of $684 million resulting from our equity derivatives, which hedged the changes in fair value of certain marketable equity securities sold during the second quarter of 2021. The associated derivative liabilities arising from these losses were settled against our holdings of the underlying equity securities.

Carrying value of marketable and non-marketable equity securities

The carrying value is measured as the total initial cost plus the cumulative net gain (loss). The carrying values for our marketable and non-marketable equity securities are summarized below (in millions):


	As of December 31, 2020
	Marketable Securities		Non-Marketable Securities		Total
Total initial cost	$	2,227	$	14,616	$	16,843
Cumulative net gain (loss)(1)	3,631		4,277		7,908
Carrying value(2)	$	5,858	$	18,893	$	24,751

(1)Non-marketable equity securities cumulative net gain (loss) is comprised of $6.1 billion unrealized gains and $1.9 billion unrealized losses (including impairment).

(2)The long-term portion of marketable equity securities of $429 million is included within other non-current assets.

As of March 31, 2021
Marketable Securities(2)
Non-Marketable Securities Total
Total initial cost $ 2,421 $ 14,485 $ 16,906
Cumulative net gain(1)
3,589 8,795 12,384
Carrying value(2)
$ 6,010 $ 23,280 $ 29,290

~~(1)Non-marketable equity securities cumulative net gain is comprised of $10.6 billion unrealized gains and $1.8 billion unrealized losses (including impairment).~~

~~(2)The long-term portion of marketable equity securities of $463 million is included within other non-current assets.~~

1215


Table of Contents			Alphabet Inc.


	As of June 30, 2021
	Marketable Securities(2)		Non-Marketable Securities		Total
Total initial cost	$	2,662	$	14,743	$	17,405
Cumulative net gain (loss)(1)	4,208		8,730		12,938
Carrying value(2)	$	6,870	$	23,473	$	30,343

(1)Non-marketable equity securities cumulative net gain (loss) is comprised of $10.4 billion unrealized gains and $1.7 billion unrealized losses (including impairment).

(2)The long-term portion of marketable equity securities of $591 million is included within other non-current assets.

Marketable equity securities

The following table summarizes marketable equity securities measured at fair value by significant investment categories (in millions):


		As of December 31, 2020				As of March 31, 2021					As of December 31, 2020				As of June 30, 2021
		Cash and Cash Equivalents		Marketable Securities		Cash and Cash Equivalents		Marketable Securities			Cash and Cash Equivalents		Marketable Securities		Cash and Cash Equivalents		Marketable Securities
Level 1:	Level 1:									Level 1:
Money market funds	Money market funds	$	12,210	$	0	$	13,679	$	0	Money market funds	$	12,210	$	0	$	9,516	$	0
Marketable equity securities(1)(2)	Marketable equity securities(1)(2)	0		5,470		0		5,670		Marketable equity securities(1)(2)	0		5,470		0		6,514
		12,210		5,470		13,679		5,670			12,210		5,470		9,516		6,514
Level 2:	Level 2:									Level 2:
Mutual funds	Mutual funds	0		388		0		340		Mutual funds	0		388		0		356
Total	Total	$	12,210	$	5,858	$	13,679	$	6,010	Total	$	12,210	$	5,858	$	9,516	$	6,870

(1)The balance as of December 31, 2020 and ~~March 31,~~June 30, 2021 includes investments that were reclassified from non-marketable equity securities following the commencement of public market trading of the issuers or acquisition by public entities (certain of which are subject to short-term lock-up restrictions).

(2)As of December 31, 2020 and ~~March 31,~~June 30, 2021 the long-term portion of marketable equity securities of $429 million and ~~$463~~$591 million, respectively, is included within other non-current assets.

Non-marketable equity securities

The following is a summary of unrealized gains and losses recorded in other income (expense), net, and included as adjustments to the carrying value of non-marketable equity securities (in millions):


		Three Months Ended				Three Months Ended				Six Months Ended
		March 31,				June 30,				June 30,
		2020		2021				2020		2021		2020		2021
Unrealized gains	Unrealized gains	$	356	$	4,678		Unrealized gains	$	189	$	1,852	$	545	$	5,128
Unrealized losses (including impairment)	Unrealized losses (including impairment)	(1,304)		(2)			Unrealized losses (including impairment)	(98)		(65)		(1,395)		(67)
Total unrealized gain (loss) for non-marketable equity securities	Total unrealized gain (loss) for non-marketable equity securities	$	(948)	$	4,676		Total unrealized gain (loss) for non-marketable equity securities	$	91	$	1,787	$	(850)	$	5,061

During the three months ended ~~March 31,~~June 30, 2021, included in the ~~$23.3~~$23.5 billion of non-marketable equity securities, ~~$10.3~~$4.7 billion were measured at fair value primarily based on observable market transactions, resulting in a net unrealized gain of ~~$4.7~~$1.8 billion.

Equity securities accounted for under the Equity Method

As of December 31, 2020 and ~~March 31,~~June 30, 2021, equity securities accounted for under the equity method had a carrying value of approximately $1.4 billion and $1.6 billion, respectively. Our share of gains and losses including impairment are included as a component of other income (expense), net, in the Consolidated Statements of Income. See Note 6 for further details on other income (expense), net.

Derivative Financial Instruments

We enter into derivative instruments to manage risks relating to our ongoing business operations. The primary risk managed with derivative instruments is foreign exchange risk. We use foreign currency contracts to reduce the risk that our cash flows, earnings, and investment in foreign subsidiaries will be adversely affected by foreign


Table of Contents			Alphabet Inc.

currency exchange rate fluctuations. We also enter into derivative instruments to partially offset our exposure to other risks and enhance investment returns.

We recognize derivative instruments as either assets or liabilities in the Consolidated Balance Sheets at fair value and classify the derivatives primarily within Level 2 in the fair value hierarchy. We present our collar contracts (an option strategy comprised of a combination of purchased and written options) at net fair values where both the purchased and written options are with the same counterparty. For other derivative contracts, we present at gross fair values. We primarily record changes in the fair value in the Consolidated Statements of Income as either other income (expense), net, or revenues, or in the Consolidated Balance Sheets in AOCI, as discussed below.

We enter into master netting arrangements, which reduce credit risk by permitting net settlement of transactions with the same counterparty. Further, we enter into collateral security arrangements that provide for collateral to be received or pledged when the net fair value of certain financial instruments fluctuates from


~~Table of Contents~~			~~Alphabet Inc.~~

contractually established thresholds. Cash collateral received related to derivative instruments under our collateral security arrangements are 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 included in other current assets.

Cash Flow Hedges

We designate foreign currency forward and option contracts (including collars) as cash flow hedges to hedge certain forecasted revenue transactions denominated in currencies other than the U.S. 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 subsequently reclassified to revenue when the hedged item is recognized in earnings. We exclude the change in forward points and time value from our assessment of hedge effectiveness. The initial value of the excluded component is amortized on a straight-line basis over the life of the hedging instrument and recognized in revenues. The difference between fair value changes of the excluded component and the amount amortized to revenues is recorded in AOCI. If the hedged transactions become probable of not occurring, the corresponding amounts in AOCI are reclassified to other income (expense), net in the period of de-designation.

As of ~~March 31,~~June 30, 2021, the net accumulated gain on our foreign currency cash flow hedges before tax effect was ~~$143~~$87 million, which is expected to be reclassified from AOCI into earnings within the next 12 months.

Fair Value Hedges

We designate foreign currency forward contracts as fair value hedges to hedge foreign currency risks for our investments denominated in currencies other than the U.S. dollar. Fair value hedge amounts included in the assessment of hedge effectiveness are recognized in other income (expense), net, along with the offsetting gains and losses of the related hedged items. We exclude changes in forward points from the assessment of hedge effectiveness and recognize changes in the excluded component in other income (expense), net.

Net Investment Hedges

We designate foreign currency forward contracts as net investment hedges to hedge the foreign currency risks related to our investment in foreign subsidiaries. Net investment hedge amounts included in the assessment of hedge effectiveness are recognized in AOCI along with the foreign currency translation adjustment. We exclude changes in forward points from the assessment of hedge effectiveness and recognize changes in the excluded component in other income (expense), net.

Other Derivatives

Other derivatives not designated as hedging instruments consist primarily of foreign currency forward contracts that we use to hedge intercompany transactions and other monetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary. Gains and losses on these contracts, as well as the related costs, are recognized in other income (expense), net, along with the foreign currency gains and losses on monetary assets and liabilities.

We also use derivatives not designated as hedging instruments to manage risks relating to interest rates, commodity prices, credit exposures and to enhance investment returns. Additionally, from time to time, we enter into derivatives to hedge the market price risk on certain of our marketable equity securities. Gains (losses) arising from these derivatives are reflected within the "other" component of other income (expense), net and the offsetting recognized gains (losses) on the marketable equity securities are reflected within the gain (loss) on equity ~~securities, net component of other income (expense), net. See Note 6 for further details on other income (expense), net.~~

1417


Table of Contents			Alphabet Inc.

securities, net component of other income (expense), net. See Note 6 for further details on other income (expense), net.

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


		As of December 31, 2020		As of March 31, 2021			As of December 31, 2020		As of June 30, 2021
Derivatives Designated as Hedging Instruments:	Derivatives Designated as Hedging Instruments:					Derivatives Designated as Hedging Instruments:
Foreign exchange contracts	Foreign exchange contracts					Foreign exchange contracts
Cash flow hedges	Cash flow hedges	$	10,187	$	13,824	Cash flow hedges	$	10,187	$	15,941
Fair value hedges	Fair value hedges	$	1,569	$	2,548	Fair value hedges	$	1,569	$	2,578
Net investment hedges	Net investment hedges	$	9,965	$	12,473	Net investment hedges	$	9,965	$	10,167
Derivatives Not Designated as Hedging Instruments:	Derivatives Not Designated as Hedging Instruments:					Derivatives Not Designated as Hedging Instruments:
Foreign exchange contracts	Foreign exchange contracts	$	39,861	$	40,326	Foreign exchange contracts	$	39,861	$	43,795
Other contracts	Other contracts	$	2,399	$	2,931	Other contracts	$	2,399	$	2,933

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


		As of December 31, 2020
	Balance Sheet Location	Fair Value of Derivatives Designated as Hedging Instruments		Fair Value of Derivatives Not Designated as Hedging Instruments		Total Fair Value
Derivative Assets:
Level 2:
Foreign exchange contracts	Other current and non-current assets	$	33	$	316	$	349
Other contracts	Other current and non-current assets	0		16		16
Total		$	33	$	332	$	365
Derivative Liabilities:
Level 2:
Foreign exchange contracts	Accrued expenses and other liabilities, current and non-current	$	395	$	185	$	580
Other contracts	Accrued expenses and other liabilities, current and non-current	0		942		942
Total		$	395	$	1,127	$	1,522


			As of March 31, 2021								As of June 30, 2021
		Balance Sheet Location	Fair Value of Derivatives Designated as Hedging Instruments		Fair Value of Derivatives Not Designated as Hedging Instruments		Total Fair Value			Balance Sheet Location	Fair Value of Derivatives Designated as Hedging Instruments		Fair Value of Derivatives Not Designated as Hedging Instruments		Total Fair Value
Derivative Assets:	Derivative Assets:								Derivative Assets:
Level 2:	Level 2:								Level 2:
Foreign exchange contracts	Foreign exchange contracts	Other current and non-current assets	$	482	$	162	$	644	Foreign exchange contracts	Other current and non-current assets	$	355	$	115	$	470
Other contracts	Other contracts	Other current and non-current assets	0		27		27		Other contracts	Other current and non-current assets	0		39		39
Total	Total		$	482	$	189	$	671	Total		$	355	$	154	$	509
Derivative Liabilities:	Derivative Liabilities:								Derivative Liabilities:
Level 2:	Level 2:								Level 2:
Foreign exchange contracts	Foreign exchange contracts	Accrued expenses and other liabilities, current and non-current	$	57	$	268	$	325	Foreign exchange contracts	Accrued expenses and other liabilities, current and non-current	$	61	$	201	$	262
Other contracts	Other contracts	Accrued expenses and other liabilities, current and non-current	0		654		654		Other contracts	Accrued expenses and other liabilities, current and non-current	0		93		93
Total	Total		$	57	$	922	$	979	Total		$	61	$	294	$	355

1518


Table of Contents			Alphabet Inc.

The gains (losses) on derivatives in cash flow hedging and net investment hedging relationships recognized in other comprehensive income ("OCI") are summarized below (in millions):


		Gains (Losses) Recognized in OCI on Derivatives Before Tax Effect				Gains (Losses) Recognized in OCI on Derivatives Before Tax Effect
		Three Months Ended					Three Months Ended				Six Months Ended
		March 31,					June 30,				June 30,
		2020		2021					2020		2021		2020		2021
Derivatives in Cash Flow Hedging Relationship:	Derivatives in Cash Flow Hedging Relationship:							Derivatives in Cash Flow Hedging Relationship:
Foreign exchange contracts	Foreign exchange contracts							Foreign exchange contracts
Amount included in the assessment of effectiveness	Amount included in the assessment of effectiveness	$	412	$	162			Amount included in the assessment of effectiveness	$	(44)	$	(60)	$	368	$	102
Amount excluded from the assessment of effectiveness	Amount excluded from the assessment of effectiveness	52		49				Amount excluded from the assessment of effectiveness	(49)		(4)		3		45

Derivatives in Net Investment Hedging Relationship:	Derivatives in Net Investment Hedging Relationship:							Derivatives in Net Investment Hedging Relationship:
Foreign exchange contracts	Foreign exchange contracts							Foreign exchange contracts
Amount included in the assessment of effectiveness	Amount included in the assessment of effectiveness	80		378				Amount included in the assessment of effectiveness	(121)		(179)		(41)		199
Total	Total	$	544	$	589			Total	$	(214)	$	(243)	$	330	$	346

The effect of derivative instruments on income is summarized below (in millions):


	Gains (Losses) Recognized in Income
	Three Months Ended
	June 30,
	2020				2021
	Revenues		Other income (expense), net		Revenues		Other income (expense), net
Total amounts presented in the Consolidated Statements of Income in which the effects of cash flow and fair value hedges are recorded	$	38,297	$	1,894	$	61,880	$	2,624

Gains (Losses) on Derivatives in Cash Flow Hedging Relationship:
Foreign exchange contracts
Amount of gains (losses) reclassified from AOCI to income	$	140	$	0	$	(3)	$	0
Amount excluded from the assessment of effectiveness recognized in earnings based on an amortization approach	11		0		(4)		0
Gains (Losses) on Derivatives in Fair Value Hedging Relationship:
Foreign exchange contracts
Hedged items	0		9		0		28
Derivatives designated as hedging instruments	0		(9)		0		(28)
Amount excluded from the assessment of effectiveness	0		1		0		2
Gains (Losses) on Derivatives in Net Investment Hedging Relationship:
Foreign exchange contracts
Amount excluded from the assessment of effectiveness	0		33		0		21
Gains (Losses) on Derivatives Not Designated as Hedging Instruments:
Foreign exchange contracts	0		(69)		0		(64)
Other Contracts	0		(211)		0		(142)
Total gains (losses)	$	151	$	(246)	$	(7)	$	(183)

1619


Table of Contents			Alphabet Inc.

~~The effect of derivative instruments on income is summarized below (in millions):~~


		Gains (Losses) Recognized in Income									Gains (Losses) Recognized in Income
		Three Months Ended									Six Months Ended
		March 31,									June 30,
		2020				2021					2020				2021
		Revenues		Other income (expense), net		Revenues		Other income (expense), net			Revenues		Other income (expense), net		Revenues		Other income (expense), net
Total amounts presented in the Consolidated Statements of Income in which the effects of cash flow and fair value hedges are recorded	Total amounts presented in the Consolidated Statements of Income in which the effects of cash flow and fair value hedges are recorded	$	41,159	$	(220)	$	55,314	$	4,846	Total amounts presented in the Consolidated Statements of Income in which the effects of cash flow and fair value hedges are recorded	$	79,456	$	1,674	$	117,194	$	7,470

Gains (Losses) on Derivatives in Cash Flow Hedging Relationship:	Gains (Losses) on Derivatives in Cash Flow Hedging Relationship:									Gains (Losses) on Derivatives in Cash Flow Hedging Relationship:
Foreign exchange contracts	Foreign exchange contracts									Foreign exchange contracts
Amount of gains (losses) reclassified from AOCI to income	Amount of gains (losses) reclassified from AOCI to income	$	26	$	0	$	(105)	$	0	Amount of gains (losses) reclassified from AOCI to income	$	166	$	0	$	(108)	$	0
Amount excluded from the assessment of effectiveness recognized in earnings based on an amortization approach	Amount excluded from the assessment of effectiveness recognized in earnings based on an amortization approach	23		0		(4)		0		Amount excluded from the assessment of effectiveness recognized in earnings based on an amortization approach	34		0		(8)		0
Gains (Losses) on Derivatives in Fair Value Hedging Relationship:	Gains (Losses) on Derivatives in Fair Value Hedging Relationship:									Gains (Losses) on Derivatives in Fair Value Hedging Relationship:
Foreign exchange contracts	Foreign exchange contracts									Foreign exchange contracts
Hedged items	Hedged items	0		(17)		0		0		Hedged items	0		(8)		0		28
Derivatives designated as hedging instruments	Derivatives designated as hedging instruments	0		17		0		0		Derivatives designated as hedging instruments	0		8		0		(28)
Amount excluded from the assessment of effectiveness	Amount excluded from the assessment of effectiveness	0		1		0		2		Amount excluded from the assessment of effectiveness	0		2		0		4
Gains (Losses) on Derivatives in Net Investment Hedging Relationship:	Gains (Losses) on Derivatives in Net Investment Hedging Relationship:									Gains (Losses) on Derivatives in Net Investment Hedging Relationship:
Foreign exchange contracts	Foreign exchange contracts									Foreign exchange contracts
Amount excluded from the assessment of effectiveness	Amount excluded from the assessment of effectiveness	0		78		0		20		Amount excluded from the assessment of effectiveness	0		111		0		41
Gains (Losses) on Derivatives Not Designated as Hedging Instruments:	Gains (Losses) on Derivatives Not Designated as Hedging Instruments:									Gains (Losses) on Derivatives Not Designated as Hedging Instruments:
Foreign exchange contracts	Foreign exchange contracts	0		229		0		(340)		Foreign exchange contracts	0		160		0		(404)
Other Contracts	Other Contracts	0		(28)		0		323		Other Contracts	0		(239)		0		181
Total gains (losses)	Total gains (losses)	$	49	$	280	$	(109)	$	5	Total gains (losses)	$	200	$	34	$	(116)	$	(178)

1720


Table of Contents			Alphabet Inc.

Offsetting of Derivatives

The gross amounts of our 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):

Offsetting of Assets


		As of December 31, 2020																As of December 31, 2020
								Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset																Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset
		Gross Amounts of Recognized Assets		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Received		Non-Cash Collateral Received		Net Assets Exposed			Gross Amounts of Recognized Assets		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Received		Non-Cash Collateral Received		Net Assets Exposed
Derivatives	Derivatives	$	397	$	(32)	$	365	$	(295)	(1)	$	(16)	$	0	$	54	Derivatives	$	397	$	(32)	$	365	$	(295)	(1)	$	(16)	$	0	$	54

		As of March 31, 2021																As of June 30, 2021
								Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset																Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset
		Gross Amounts of Recognized Assets		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Received		Non-Cash Collateral Received		Net Assets Exposed			Gross Amounts of Recognized Assets		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Received		Non-Cash Collateral Received		Net Assets Exposed
Derivatives	Derivatives	$	724	$	(53)	$	671	$	(299)	(1)	$	(218)	$	0	$	154	Derivatives	$	554	$	(45)	$	509	$	(208)	(1)	$	(190)	$	0	$	111

(1)The balances as of December 31, 2020 and ~~March 31,~~June 30, 2021 were related to derivative liabilities which are allowed to be net settled against derivative assets in accordance with our master netting agreements.

Offsetting of Liabilities


		As of December 31, 2020																As of December 31, 2020
								Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset																Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset
		Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Pledged		Non-Cash Collateral Pledged		Net Liabilities			Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Pledged		Non-Cash Collateral Pledged		Net Liabilities
Derivatives	Derivatives	$	1,554	$	(32)	$	1,522	$	(295)	(2)	$	(1)	$	(943)	$	283	Derivatives	$	1,554	$	(32)	$	1,522	$	(295)	(2)	$	(1)	$	(943)	$	283

		As of March 31, 2021																As of June 30, 2021
								Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset																Gross Amounts Not Offset in the Consolidated Balance Sheets, but Have Legal Rights to Offset
		Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Pledged		Non-Cash Collateral Pledged		Net Liabilities			Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Consolidated Balance Sheets		Net Presented in the Consolidated Balance Sheets		Financial Instruments			Cash Collateral Pledged		Non-Cash Collateral Pledged		Net Liabilities
Derivatives	Derivatives	$	1,032	$	(53)	$	979	$	(299)	(2)	$	0	$	(649)	$	31	Derivatives	$	400	$	(45)	$	355	$	(208)	(2)	$	(2)	$	(86)	$	59

(2) The balances as of December 31, 2020 and ~~March 31,~~June 30, 2021 were related to derivative assets which are allowed to be net settled against derivative liabilities in accordance with our master netting agreements.

Note 4. 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.


Table of Contents			Alphabet Inc.

For certain consolidated VIEs, their assets are not available to us and their creditors do not have recourse to us. As of December 31, 2020 and ~~March 31,~~June 30, 2021, assets that can only be used to settle obligations of these VIEs were $5.7 billion and ~~$5.4~~$7.3 billion, ~~respectively, and the~~respectively. The liabilities for which creditors only have recourse to the VIEs were $2.3 billion ~~and $2.2 billion, respectively.~~for both periods.

Total noncontrolling interests ("NCI"), including redeemable noncontrolling interests ("RNCI"), in our consolidated subsidiaries was $3.9 billion and ~~$3.8~~$4.4 billion as of December 31, 2020 ~~to March 31,~~and June 30, 2021, respectively.


~~Table of Contents~~			~~Alphabet Inc.~~

NCI and RNCI are included within additional paid-in capital. Net loss attributable to noncontrolling interests was not material for any period presented and is included within the "other" component of other income (expense), net. See Note 6 for further details on other income (expense), net.

Waymo

In June 2021, Waymo, a consolidated VIE, completed an investment round with additional funding of $2.5 billion, the majority of which represented investment from Alphabet. The investments from external parties were accounted for as equity transactions and resulted in recognition of noncontrolling interests. Waymo is a self-driving technology development company with a mission to make it safe and easy for people and things to get where they're going.

Unconsolidated VIEs

We have investments in some VIEs in which we are not the primary beneficiary. These VIEs include private companies that are primarily early stage companies and certain renewable energy entities in which activities involve power generation using renewable sources.

We have determined that the governance structures of these entities do not allow us to direct the activities that would significantly affect their economic performance. Therefore, we are not the primary beneficiary, and the results of operations and financial position of these VIEs are not included in our consolidated financial statements. We account for these investments as non-marketable equity investments or equity method investments.

VIEs are generally based on the current carrying value of the investments and any future funding commitments. We have determined that the single source of our exposure to these VIEs is our capital investments in them. The carrying value and maximum exposure of these unconsolidated VIEs were not material as of December 31, 2020 and ~~March 31,~~June 30, 2021.

Note 5. Debt

Short-Term Debt

We have a debt financing program of up to $5.0 billion through the issuance of commercial paper. Net proceeds from this program are used for general corporate purposes. We had 0 co0 ~~commercial~~mmercial paper outstanding as of December 31, 2020 and ~~March 31,~~June 30, 2021.

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

Long-Term Debt

The total outstanding debt is summarized below (in millions, except percentages):


		Maturity	Coupon Rate	Effective Interest Rate	As of December 31, 2020		As of March 31, 2021			Maturity	Coupon Rate	Effective Interest Rate	As of December 31, 2020		As of June 30, 2021
Debt	Debt								Debt
2011-2020 Notes Issuances	2011-2020 Notes Issuances	2021 - 2060	0.45% - 3.63%	0.57% - 3.73%	$	14,000	$	14,000	2011-2020 Notes Issuances	2024 - 2060	0.45% - 3.38%	0.57% - 3.38%	$	14,000	$	13,000
Future finance lease payments, net(1)	Future finance lease payments, net(1)				1,201		1,142		Future finance lease payments, net(1)				1,201		1,608
Total debt	Total debt				15,201		15,142		Total debt				15,201		14,608
Unamortized discount and debt issuance costs	Unamortized discount and debt issuance costs				(169)		(165)		Unamortized discount and debt issuance costs				(169)		(163)
Less: Current portion of Notes(2)	Less: Current portion of Notes(2)				(999)		(1,000)		Less: Current portion of Notes(2)				(999)		0
Less: Current portion future finance lease payments, net(1)(2)	Less: Current portion future finance lease payments, net(1)(2)				(101)		(90)		Less: Current portion future finance lease payments, net(1)(2)				(101)		(117)
Total long-term debt	Total long-term debt				$	13,932	$	13,887	Total long-term debt				$	13,932	$	14,328

(1)Net of imputed interest.

(2)Total current portion of long-term debt is included within other accrued expenses and current liabilities. See Note 6.


Table of Contents			Alphabet Inc.

The notes in the table above are comprised of fixed-rate senior unsecured obligations and generally rank equally with each other. We may redeem the notes at any time in whole or in part at specified redemption prices. The effective interest rates are based on proceeds received with interest payable semi-annually.

The total estimated fair value of the outstanding notes, including the current portion, was approximately $14.0 billion and ~~$13.0~~$12.4 billion as of December 31, 2020 and ~~March 31,~~June 30, 2021, 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.

Credit Facility

As of ~~March 31,~~June 30, 2021, we have ~~$4.0~~$10.0 billion of revolving credit facilities. NaN amounts were outstanding under the credit facilities as of December 31, 2020 and ~~March 31,~~June 30, 2021.


~~Table of Contents~~			~~Alphabet Inc.~~

In April 2021, we terminated the existing $4.0 billion revolving credit facilities, which were scheduled to expire in July 2023, and entered into 2 new revolving credit facilities in the amounts of $4.0 billion and $6.0 billion, which will expire in April 2022 and April 2026, respectively. The interest rates for the new credit facilities are determined based on a formula using certain market rates, as well as our progress toward the achievement of certain sustainability goals. No amounts have been borrowed under the new credit facilities.

Note 6. Supplemental Financial Statement Information

Property and Equipment, Net

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


		As of December 31, 2020		As of March 31, 2021			As of December 31, 2020		As of June 30, 2021
Land and buildings	Land and buildings	$	49,732	$	52,522	Land and buildings	$	49,732	$	55,910
Information technology assets	Information technology assets	45,906		47,893		Information technology assets	45,906		51,188
Construction in progress	Construction in progress	23,111		22,556		Construction in progress	23,111		21,825
Leasehold improvements	Leasehold improvements	7,516		7,789		Leasehold improvements	7,516		7,951
Furniture and fixtures	Furniture and fixtures	197		198		Furniture and fixtures	197		201
Property and equipment, gross	Property and equipment, gross	126,462		130,958		Property and equipment, gross	126,462		137,075
Less: accumulated depreciation	Less: accumulated depreciation	(41,713)		(43,352)		Less: accumulated depreciation	(41,713)		(45,378)
Property and equipment, net	Property and equipment, net	$	84,749	$	87,606	Property and equipment, net	$	84,749	$	91,697

Accrued expenses and other current liabilities

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


		As of December 31, 2020		As of March 31, 2021			As of December 31, 2020		As of June 30, 2021
European Commission fines(1)	European Commission fines(1)	$	10,409	$	10,099	European Commission fines(1)	$	10,409	$	10,254
Payables to brokers for unsettled investment trades	Payables to brokers for unsettled investment trades	754		3,345		Payables to brokers for unsettled investment trades	754		966
Accrued customer liabilities	Accrued customer liabilities	3,118		2,991		Accrued customer liabilities	3,118		2,865
Accrued purchases of property and equipment	Accrued purchases of property and equipment	2,197		2,107		Accrued purchases of property and equipment	2,197		2,387
Current operating lease liabilities	Current operating lease liabilities	1,694		1,888		Current operating lease liabilities	1,694		2,037
Other accrued expenses and current liabilities	Other accrued expenses and current liabilities	10,459		10,302		Other accrued expenses and current liabilities	10,459		10,472
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	$	28,631	$	30,732	Accrued expenses and other current liabilities	$	28,631	$	28,981

(1) Includes the effects of foreign exchange and interest. See Note 9 for further details.

~~Accumulated Other Comprehensive Income (Loss)~~

~~The 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, 2019 $ (2,003) $ 812 $ (41) $ (1,232)
Other comprehensive income (loss) before reclassifications (550) 498 326 274
Amounts excluded from the assessment of hedge effectiveness recorded in AOCI 0 0 52 52
Amounts reclassified from AOCI 0 (169) (22) (191)
Other comprehensive income (loss) (550) 329 356 135
Balance as of March 31, 2020 $ (2,553) $ 1,141 $ 315 $ (1,097)

2023


Table of Contents			Alphabet Inc.

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, 2020 $ (864) $ 1,612 $ (115) $ 633
Other comprehensive income (loss) before reclassifications (423) (488) 130 (781)
Amounts excluded from the assessment of hedge effectiveness recorded in AOCI 0 0 49 49
Amounts reclassified from AOCI 0 11 85 96
Other comprehensive income (loss) (423) (477) 264 (636)
Balance as of March 31, 2021 $ (1,287) $ 1,135 $ 149 $ (3)
Accumulated Other Comprehensive Income (Loss)

The 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, 2019	$	(2,003)	$	812	$	(41)	$	(1,232)
Other comprehensive income (loss) before reclassifications	(266)		1,365		289		1,388
Amounts excluded from the assessment of hedge effectiveness recorded in AOCI	0		0		3		3
Amounts reclassified from AOCI	0		(318)		(137)		(455)
Other comprehensive income (loss)	(266)		1,047		155		936
Balance as of June 30, 2020	$	(2,269)	$	1,859	$	114	$	(296)


	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, 2020	$	(864)	$	1,612	$	(115)	$	633
Other comprehensive income (loss) before reclassifications	(57)		(540)		92		(505)
Amounts excluded from the assessment of hedge effectiveness recorded in AOCI	0		0		45		45
Amounts reclassified from AOCI	0		(64)		81		17
Other comprehensive income (loss)	(57)		(604)		218		(443)
Balance as of June 30, 2021	$	(921)	$	1,008	$	103	$	190

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

Gains (Losses) Reclassified from AOCI to the Consolidated Statements of Income
Three Months Ended
March 31,
AOCI Components Location 2020 2021
Unrealized gains (losses) on available-for-sale investments
Other income (expense), net $ 214 $ (14)
Benefit (provision) for income taxes (45) 3
Net of income tax 169 (11)
Unrealized gains (losses) on cash flow hedges
Foreign exchange contracts Revenue 26 (105)
Interest rate contracts Other income (expense), net 1 1
Benefit (provision) for income taxes (5) 19
Net of income tax 22 (85)
Total amount reclassified, net of income tax $ 191 $ (96)

~~Other Income (Expense), Net~~

~~The components of other income (expense), net, were as follows (in millions):~~

Three Months Ended
March 31,
2020 2021
Interest income $ 586 $ 345
Interest expense(1)
(21) (76)
Foreign currency exchange gain (loss), net (81) 113
Gain (loss) on debt securities, net 12 (86)
Gain (loss) on equity securities, net (814) 4,837
Performance fees 6 (665)
Income and impairment from equity method investments, net 74 5
Other 18 373
Other income (expense), net $ (220) $ 4,846

~~(1)Interest expense is net of interest capitalized of $52 million and $47 million for the three months ended March 31, 2020 and 2021, respectively.~~


		Gains (Losses) Reclassified from AOCI to the Consolidated Statements of Income
		Three Months Ended				Six Months Ended
		June 30,				June 30,
AOCI Components	Location	2020		2021		2020		2021
Unrealized gains (losses) on available-for-sale investments
	Other income (expense), net	$	189	$	96	$	403	$	82
	Benefit (provision) for income taxes	(40)		(21)		(85)		(18)
	Net of income tax	149		75		318		64
Unrealized gains (losses) on cash flow hedges
Foreign exchange contracts	Revenue	140		(3)		166		(108)
Interest rate contracts	Other income (expense), net	2		2		3		3
	Benefit (provision) for income taxes	(27)		5		(32)		24
	Net of income tax	115		4		137		(81)
Total amount reclassified, net of income tax		$	264	$	79	$	455	$	(17)

2124


Table of Contents			Alphabet Inc.

Other Income (Expense), Net

The components of other income (expense), net, were as follows (in millions):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2020		2021		2020		2021
Interest income	$	433	$	389	$	1,019	$	734
Interest expense(1)	(13)		(76)		(34)		(152)
Foreign currency exchange gain (loss), net	(92)		(51)		(173)		62
Gain (loss) on debt securities, net	387		111		399		25
Gain (loss) on equity securities, net	1,455		2,772		641		7,609
Performance fees	(75)		(523)		(69)		(1,188)
Income (loss) and impairment from equity method investments, net	(54)		92		20		97
Other	(147)		(90)		(129)		283
Other income (expense), net	$	1,894	$	2,624	$	1,674	$	7,470

(1)Interest expense is net of interest capitalized of $57 million and $45 million for the three months ended June 30, 2020 and 2021, respectively, and $109 million and $92 million for the six months ended June 30, 2020 and 2021, respectively.

Note 7. Acquisitions

Fitbit

In January 2021, we closed the acquisition of Fitbit, Inc. for $2.1 billion. The addition of Fitbit to Google Services is expected to help spur innovation in wearable devices.

The assets acquired and liabilities assumed were recorded at fair value. The purchase price excludes post acquisition compensation arrangements. The purchase price was attributed to $440 million cash acquired, $590 million of intangible assets, $1.2 billion of goodwill and ~~$110~~$92 million of net liabilities assumed. Goodwill was recorded in the Google Services segment and primarily attributable to synergies expected to arise after the acquisition. Goodwill is not expected to be deductible for tax purposes.

Note 8. Goodwill and Other Intangible Assets

Goodwill

Changes in the carrying amount of goodwill for the ~~three~~six months ended ~~March 31,~~June 30, 2021 were as follows (in millions):


		Google Services		Google Cloud		Other Bets		Total			Google Services		Google Cloud		Other Bets		Total
Balance as of December 31, 2020	Balance as of December 31, 2020	$	18,517	$	1,957	$	701	$	21,175	Balance as of December 31, 2020	$	18,517	$	1,957	$	701	$	21,175
Acquisitions	Acquisitions	1,191		0		0		1,191		Acquisitions	1,221		5		1		1,227
Foreign currency translation and other adjustments	Foreign currency translation and other adjustments	(13)		(1)		(11)		(25)		Foreign currency translation and other adjustments	13		1		(10)		4
Balance as of March 31, 2021		$	19,695	$	1,956	$	690	$	22,341
Balance as of June 30, 2021										Balance as of June 30, 2021	$	19,751	$	1,963	$	692	$	22,406

Other Intangible Assets

Information regarding purchased intangible assets were as follows (in millions):


	As of December 31, 2020
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Patents and developed technology	$	4,639	$	3,649	$	990
Customer relationships	266		49		217
Trade names and other	699		461		238
Total	$	5,604	$	4,159	$	1,445

As of March 31, 2021
Gross
Carrying
Amount Accumulated
Amortization Net
Carrying
Amount
Patents and developed technology $ 4,811 $ 3,774 $ 1,037
Customer relationships 468 72 396
Trade names and other 864 474 390
Total $ 6,143 $ 4,320 $ 1,823


Table of Contents			Alphabet Inc.


	As of June 30, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Patents and developed technology	$	4,824	$	3,927	$	897
Customer relationships	464		93		371
Trade names and other	861		503		358
Total	$	6,149	$	4,523	$	1,626

For all intangible assets acquired and purchased during the ~~three~~six months ended ~~March 31,~~June 30, 2021, patents and developed technology have a weighted-average useful life of 4.0 years, customer relationships have a weighted-average useful life of 3.8 years, and trade names and other have a weighted-average useful life of 10.0 years.

Amortization expense relating to purchased intangible assets was ~~$204~~$194 million and ~~$217~~$215 million for the three months ended ~~March 31,~~June 30, 2020 and 2021, respectively, and $398 million and $432 million for the six months ended June 30, 2020 and 2021, respectively.


~~Table of Contents~~			~~Alphabet Inc.~~

As of ~~March 31,~~June 30, 2021, expected amortization expense relating to purchased intangible assets for each of the next five years and thereafter was as follows (in millions):

Remainder of 2021 $ 630
2022 504
2023 223
2024 196
2025 74
Thereafter 196
Total $ 1,823


Remainder of 2021	$	430
2022	507
2023	226
2024	197
2025	74
Thereafter	192
Total	$	1,626

Note 9. Contingencies

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, customers of Google Cloud offerings, lessors, and ~~lessors~~service providers with respect to certain matters. We have agreed to hold certain parties harmless 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, we have a limited history of prior indemnification claims and 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 ~~March 31,~~June 30, 2021, we did not have any material indemnification claims that were probable or reasonably possible.

Legal Matters

Antitrust Investigations

On November 30, 2010, the EC's Directorate General for Competition opened an investigation into various antitrust-related complaints against us.

On June 27, 2017, the EC announced its decision that certain actions taken by Google regarding its display and ranking of shopping search results and ads infringed European competition law. The EC decision imposed a €2.4 billion ($2.7 billion as of June 27, 2017) fine. On September 11, 2017, we appealed the EC decision and on September 27, 2017, we implemented product changes to bring shopping ads into compliance with the EC's decision. We recognized a charge of $2.7 billion for the fine in the second quarter of 2017.


Table of Contents			Alphabet Inc.

On July 18, 2018, the EC announced its decision that certain provisions in Google’s Android-related distribution agreements infringed European competition law. The EC decision imposed a €4.3 billion ($5.1 billion as of June 30, 2018) fine and directed the termination of the conduct at issue. On October 9, 2018, we appealed the EC decision. On October 29, 2018, we implemented changes to certain of our Android distribution practices. We recognized a charge of $5.1 billion for the fine in the second quarter of 2018.

On March 20, 2019, the EC announced its decision that certain contractual provisions in agreements that Google had with AdSense for Search partners infringed European competition law. The EC decision imposed a fine of €1.5 billion ($1.7 billion as of March 20, 2019) and directed actions related to AdSense for Search partners' agreements, which we implemented prior to the decision. On June 4, 2019, we appealed the EC decision. We recognized a charge of $1.7 billion for the fine in the first quarter of 2019.

While each EC decision is under appeal, we included the fines in accrued expenses and other current liabilities on our Consolidated Balance Sheets as we provided bank guarantees (in lieu of a cash payment) for the fines.

From time to time we are subject to formal and informal inquiries and investigations on competition matters by regulatory authorities in the United States, Europe, and other jurisdictions. ~~For example, in~~In August 2019, we began receiving civil investigative demands from the U.S. Department of Justice ("DOJ") requesting information and


~~Table of Contents~~			~~Alphabet Inc.~~

documents relating to our prior antitrust investigations and certain aspects of our business. The DOJ and a number of state Attorneys General filed a lawsuit on October 20, 2020 alleging that Google violated U.S. antitrust laws relating to Search and Search advertising. Separately, on December 16, 2020, a number of state Attorneys General filed an antitrust complaint against Google in the United States District Court for the Eastern District of Texas, alleging that Google violated U.S. antitrust laws as well as state deceptive trade laws relating to its advertising technology. On June 22, 2021, the EC opened a formal investigation into Google's advertising technology business practices. On July 7, 2021, a number of state Attorneys General filed an antitrust complaint against us in the United States District Court for the Northern District of California, alleging that Google’s operation of Android and Google Play violated U.S. antitrust laws and state antitrust and consumer protection laws. We believe these complaints are without merit and will defend ourselves vigorously. The DOJ and state Attorneys General continue their investigations into certain aspects of our business. We continue to cooperate with federal and state regulators in the United States, the EC, and other regulators around the world.

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 U.S. 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 U.S. Because the U.S. 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 U.S. or necessitating workarounds that may limit certain features of our products.

Furthermore, many of our agreements with our customers and partners require us to indemnify them against certain intellectual property infringement claims, which would increase our costs as a result of defending such claims, and may require that we pay significant damages if there were an adverse ruling in any such claims. In addition, 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.

In 2010, Oracle America, Inc. ("Oracle") brought a copyright lawsuit against Google in the Northern District of California, alleging that Google's Android operating system infringes Oracle's copyrights related to certain Java application programming interfaces (“Java APIs”). After trial, final judgment was entered by the district court in favor of Google on June 8, 2016, and the court decided post-trial motions in favor of Google. Oracle appealed and on March 27, 2018, the Federal Circuit Court of Appeals reversed and remanded the case for a trial on damages. On May 29, 2018, we filed a petition for a rehearing at the Federal Circuit, and on August 28, 2018, the Federal Circuit denied the petition. On January 24, 2019, we filed a petition to the Supreme Court of the United States to review the case. On April 29, 2019, the Supreme Court requested the views of the Solicitor General regarding our petition. On September 27, 2019, the Solicitor General recommended denying our petition, and we provided our response on October 16, 2019. On November 15, 2019, the Supreme Court granted our petition and made a decision to review the case. The Supreme Court heard oral arguments in our case on October 7, 2020. On April 5, 2021, the Supreme Court reversed the Federal Circuit's ruling and found that Google’s use of the Java APIs was a fair use as a matter


Table of Contents			Alphabet Inc.

of law. The Supreme Court remanded the case to the Federal Circuit for further proceedings in conformity with the Supreme Court opinion. On May 14, 2021, the Federal Circuit entered an order affirming the district court’s final judgment in favor of Google. On June 21, 2021, the Federal Circuit issued a mandate returning the case to the district court, and the case is now concluded.

Other

We are also regularly subject to claims, suits, regulatory and government investigations, and other proceedings involving competition, intellectual property, privacy, 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, personal injury, consumer protection, and other matters. Such claims, suits, regulatory and government investigations, and other proceedings could result in substantial fines and penalties, injunctive relief, ongoing auditing and monitoring 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.

Certain of these outstanding matters include speculative, substantial or indeterminate monetary amounts. 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. Significant judgment is required to determine both likelihood of there being and the estimated amount of a loss related to such matters.


~~Table of Contents~~			~~Alphabet Inc.~~

With respect to our outstanding matters, based on our current knowledge, we believe that the amount or range of reasonably possible loss will not, either individually or in aggregate, have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. However, the outcome of such matters is inherently unpredictable and subject to significant uncertainties.

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

Non-Income Taxes

We are under audit by various domestic and foreign tax authorities with regards 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.

For information regarding income tax contingencies, see Note 13.

Note 10. Stockholders' Equity

Share Repurchases

In July 2020, the Board of Directors of Alphabet authorized the company to repurchase up to $28.0 billion of its Class C capital ~~stock. As~~stock, which was completed during the second quarter of ~~March 31, 2021, $6.3 billion remains available for repurchase.~~2021. In April 2021, the Board of Directors of Alphabet authorized the company to repurchase up to an additional $50.0 billion of its Class C capital stock. In July 2021, the Alphabet board approved an amendment to the April 2021 authorization, permitting the company to repurchase both Class A and Class C shares in a manner deemed in the best interest of the company and its stockholders, taking into account the economic cost and prevailing market conditions, including the relative trading prices and volumes of the Class A and Class C shares. As of June 30, 2021, $43.5 billion remains available for repurchase. The repurchases are being 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 program does not have an expiration date.

During the three and six months ended ~~March 31,~~June 30, 2021, we repurchased and subsequently retired ~~5.7~~5.4 million and 11.1 million shares of Alphabet Class C capital stock for an aggregate amount of ~~$11.4 billion.~~$12.8 billion and $24.2 billion, respectively.

2528


Table of Contents			Alphabet Inc.

Note 11. Net Income Per Share

The following table sets forth the computation of basic and diluted net income per share of Class A and Class B common stock and Class C capital stock (in millions, except share amounts which are reflected in thousands, and per share amounts):


		Three Months Ended March 31,													Three Months Ended June 30,
		2020						2021							2020						2021
		Class A		Class B		Class C		Class A		Class B		Class C			Class A		Class B		Class C		Class A		Class B		Class C
Basic net income per share:	Basic net income per share:													Basic net income per share:
Numerator	Numerator													Numerator
Allocation of undistributed earnings	Allocation of undistributed earnings	$	2,990	$	462	$	3,384	$	8,011	$	1,221	$	8,698	Allocation of undistributed earnings	$	3,055	$	473	$	3,431	$	8,321	$	1,265	$	8,939

Denominator	Denominator													Denominator
Number of shares used in per share computation	Number of shares used in per share computation	300,249		46,424		339,792		300,800		45,840		326,580		Number of shares used in per share computation	299,308		46,355		336,105		300,485		45,692		322,781

Basic net income per share	Basic net income per share	$	9.96	$	9.96	$	9.96	$	26.63	$	26.63	$	26.63	Basic net income per share	$	10.21	$	10.21	$	10.21	$	27.69	$	27.69	$	27.69
Diluted net income per share:	Diluted net income per share:													Diluted net income per share:
Numerator	Numerator													Numerator

Allocation of undistributed earnings for basic computation	Allocation of undistributed earnings for basic computation	$	2,990	$	462	$	3,384	$	8,011	$	1,221	$	8,698	Allocation of undistributed earnings for basic computation	$	3,055	$	473	$	3,431	$	8,321	$	1,265	$	8,939

Reallocation of undistributed earnings as a result of conversion of Class B to Class A shares	Reallocation of undistributed earnings as a result of conversion of Class B to Class A shares	462		0		0		1,221		0		0		Reallocation of undistributed earnings as a result of conversion of Class B to Class A shares	473		0		0		1,265		0		0
Reallocation of undistributed earnings	Reallocation of undistributed earnings	(27)		(4)		27		(119)		(16)		119		Reallocation of undistributed earnings	(26)		(3)		26		(149)		(19)		149
Allocation of undistributed earnings	Allocation of undistributed earnings	$	3,425	$	458	$	3,411	$	9,113	$	1,205	$	8,817	Allocation of undistributed earnings	$	3,502	$	470	$	3,457	$	9,437	$	1,246	$	9,088

Denominator	Denominator													Denominator
Number of shares used in basic computation	Number of shares used in basic computation	300,249		46,424		339,792		300,800		45,840		326,580		Number of shares used in basic computation	299,308		46,355		336,105		300,485		45,692		322,781
Weighted-average effect of dilutive securities	Weighted-average effect of dilutive securities													Weighted-average effect of dilutive securities
Add:	Add:													Add:
Conversion of Class B to Class A common shares outstanding	Conversion of Class B to Class A common shares outstanding	46,424		0		0		45,840		0		0		Conversion of Class B to Class A common shares outstanding	46,355		0		0		45,692		0		0

Restricted stock units and other contingently issuable shares	Restricted stock units and other contingently issuable shares	180		0		5,622		18		0		8,833		Restricted stock units and other contingently issuable shares	92		0		5,164		15		0		10,639
Number of shares used in per share computation	Number of shares used in per share computation	346,853		46,424		345,414		346,658		45,840		335,413		Number of shares used in per share computation	345,755		46,355		341,269		346,192		45,692		333,420

Diluted net income per share	Diluted net income per share	$	9.87	$	9.87	$	9.87	$	26.29	$	26.29	$	26.29	Diluted net income per share	$	10.13	$	10.13	$	10.13	$	27.26	$	27.26	$	27.26


Table of Contents			Alphabet Inc.


	Six Months Ended June 30,
	2020						2021
	Class A		Class B		Class C		Class A		Class B		Class C
Basic net income per share:
Numerator
Allocation of undistributed earnings	$	6,042	$	935	$	6,818	$	16,330	$	2,485	$	17,640

Denominator
Number of shares used in per share computation	299,642		46,383		338,092		300,610		45,742		324,737



Basic net income per share	$	20.16	$	20.16	$	20.16	$	54.32	$	54.32	$	54.32
Diluted net income per share:
Numerator

Allocation of undistributed earnings for basic computation	$	6,042	$	935	$	6,818	$	16,330	$	2,485	$	17,640


Reallocation of undistributed earnings as a result of conversion of Class B to Class A shares	935		0		0		2,485		0		0
Reallocation of undistributed earnings	(53)		(7)		53		(269)		(36)		269
Allocation of undistributed earnings	$	6,924	$	928	$	6,871	$	18,546	$	2,449	$	17,909




Denominator
Number of shares used in basic computation	299,642		46,383		338,092		300,610		45,742		324,737
Weighted-average effect of dilutive securities
Add:
Conversion of Class B to Class A common shares outstanding	46,383		0		0		45,742		0		0

Restricted stock units and other contingently issuable shares	135		0		5,394		17		0		9,736
Number of shares used in per share computation	346,160		46,383		343,486		346,369		45,742		334,473



Diluted net income per share	$	20.00	$	20.00	$	20.00	$	53.54	$	53.54	$	53.54

For the periods presented above, the net income per share amounts are the same for Class A and Class B common stock and Class C capital stock because the holders of each class are entitled to equal per share dividends or distributions in liquidation in accordance with the Amended and Restated Certificate of Incorporation of Alphabet Inc.

Note 12. Compensation Plans

Stock-Based Compensation

For the three months ended ~~March 31,~~June 30, 2020 and 2021, total stock-based compensation ("SBC") expense was ~~$3.4~~$3.5 billion and ~~$3.8~~$4.0 billion, including ~~amounts~~amounts associated with awards we expect to settle in Alphabet stock of ~~$3.2~~$3.3 billion andand $3.7 billion, respectively.For the six months ended June 30, 2020 and 2021, total SBC expense was $6.8 billion and $7.8 billion, including amounts associated with awards we expect to settle in Alphabet stock of $6.5 billion and $7.4 billion, respectively.

Stock-Based Award Activities

The following table summarizes the activities for our unvested restricted stock units ("RSUs") in Alphabet stock for the six months ended June 30, 2021:


	Unvested Restricted Stock Units
	Number of Shares	Weighted- Average Grant-Date Fair Value
Unvested as of December 31, 2020	19,288,793	$	1,262.13
Granted	9,082,093	$	1,810.91
Vested	(5,491,338)	$	1,315.93
Forfeited/canceled	(973,555)	$	1,396.04
Unvested as of June 30, 2021	21,905,993	$	1,475.11

As of June 30, 2021, there was $30.6 billion of unrecognized compensation cost related to unvested employee RSUs. This amount is expected to be recognized over a weighted-average period of 2.7 years.

2630


Table of Contents			Alphabet Inc.

~~Stock-Based Award Activities~~

~~The following table summarizes the activities for our unvested restricted stock units ("RSUs") in Alphabet stock for the three months ended March 31, 2021:~~

Unvested Restricted Stock Units
Number of
Shares Weighted-
Average
Grant-Date
Fair Value
Unvested as of December 31, 2020 19,288,793 $ 1,262.13
Granted 8,307,146 $ 1,757.60
Vested (2,545,630) $ 1,304.28
Forfeited/canceled (476,857) $ 1,366.45
Unvested as of March 31, 2021 24,573,452 $ 1,427.60

As of March 31, 2021, there was $33.1 billion of unrecognized compensation cost related to unvested employee RSUs. This amount is expected to be recognized over a weighted-average period of 2.8 years.

Note 13. Income Taxes

~~Our~~The following table presents our provision for income taxes (in millions, except for effective tax rate for the three months ended March 31, 2021 was lower than the U.S. federal statutory rate, primarily due to the Foreign-Derived Intangible Income tax benefit, the U.S. Research and Development Tax Credit, and stock-based compensation related tax benefits. Our effective tax rate is based on forecasted annual income before income taxes ("pre-tax earnings") which may fluctuate through the rest of the year.rate):

Our effective tax rate for the three months ended March 31, 2020 was lower than the U.S. federal statutory rate primarily due to the U.S. Research and Development Tax Credit, the Foreign-Derived Intangible Income tax benefit, and stock-based compensation related tax benefits.


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2020			2021			2020			2021
Provision for income taxes	$	1,318		$	3,460		$	2,239		$	6,813
Effective tax rate	15.9		%	15.7		%	14.0		%	15.7		%

We are subject to income taxes in the U.S. and foreign jurisdictions. Significant judgment is required in evaluating our uncertain tax positions and determining our provision for income taxes. Our total gross unrecognized tax benefits were $3.8 billion and ~~$4.3~~$4.6 billion as of December 31, 2020 and ~~March 31, 2021.~~June 30, 2021, respectively. Our total unrecognized tax benefits that, if recognized, would affect our effective tax rate were $2.6 billion and ~~$3.0~~$3.2 billion as of December 31, 2020 and ~~March 31, 2021.~~June 30, 2021, respectively. Although the timing of the resolution, settlement, and closure of audits is not certain, we do not believe it is reasonably possible that our unrecognized tax benefits will materially change in the next 12 months.

For information regarding non-income taxes, see Note 9.

Note 14. Information about Segments and Geographic Areas

Beginning in the fourth quarter of 2020, we report our segment results as Google Services, Google Cloud, and Other Bets:

•Google Services includes products and services such as ads, Android, Chrome, hardware, Google Maps, Google Play, Search, and YouTube. Google Services generates revenues primarily from advertising; sales of apps, in-app purchases, digital content products, and hardware; and fees received for subscription-based products such as YouTube Premium and YouTube TV.

•Google Cloud includes Google’s infrastructure and data analytics platforms, collaboration tools, and other services for enterprise customers. Google Cloud generates revenues primarily from fees received for Google Cloud Platform services and Google Workspace collaboration tools.

•Other Bets is a combination of multiple operating segments that are not individually material. Revenues from the Other Bets are derived primarily through the sale of internet services as well as licensing and R&D services.

Revenues and certain costs, such as costs associated with content and traffic acquisition, certain engineering, and hardware costs and other 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. The associated costs, including depreciation and impairment, are allocated to operating segments as a service cost generally based on usage or headcount.


~~Table of Contents~~			~~Alphabet Inc.~~

Unallocated corporate costs primarily include corporate initiatives, corporate shared costs, such as finance and legal, including certain fines and settlements, as well as costs associated with certain shared research and development activities. Additionally, hedging gains (losses) related to revenue are included in corporate costs.

Our Chief Operating Decision Maker does not evaluate operating segments using asset information.


Table of Contents			Alphabet Inc.

Information about segments during the periods presented were as follows (in millions). For comparative purposes, amounts in prior periods have been recast:


		Three Months Ended				Three Months Ended				Six Months Ended
		March 31,				June 30,				June 30,
		2020		2021				2020		2021		2020		2021
Revenues:	Revenues:						Revenues:
Google Services	Google Services	$	38,198	$	51,178		Google Services	$	34,991	$	57,067	$	73,189	$	108,245
Google Cloud	Google Cloud	2,777		4,047			Google Cloud	3,007		4,628		5,784		8,675
Other Bets	Other Bets	135		198			Other Bets	148		192		283		390
Hedging gains (losses)	Hedging gains (losses)	49		(109)			Hedging gains (losses)	151		(7)		200		(116)
Total revenues	Total revenues	$	41,159	$	55,314		Total revenues	$	38,297	$	61,880	$	79,456	$	117,194


		Three Months Ended				Three Months Ended				Six Months Ended
		March 31,				June 30,				June 30,
		2020		2021				2020		2021		2020		2021
Operating income (loss):	Operating income (loss):						Operating income (loss):
Google Services	Google Services	$	11,548	$	19,546		Google Services	$	9,539	$	22,343	$	21,087	$	41,889
Google Cloud	Google Cloud	(1,730)		(974)			Google Cloud	(1,426)		(591)		(3,156)		(1,565)
Other Bets	Other Bets	(1,121)		(1,145)			Other Bets	(1,116)		(1,398)		(2,237)		(2,543)
Corporate costs, unallocated	Corporate costs, unallocated	(720)		(990)			Corporate costs, unallocated	(614)		(993)		(1,334)		(1,983)
Total income from operations	Total income from operations	$	7,977	$	16,437		Total income from operations	$	6,383	$	19,361	$	14,360	$	35,798

For revenues by geography, see Note 2.

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


		As of December 31, 2020		As of March 31, 2021			As of December 31, 2020		As of June 30, 2021
Long-lived assets:	Long-lived assets:					Long-lived assets:
United States	United States	$	69,315	$	71,972	United States	$	69,315	$	74,993
International	International	27,645		28,232		International	27,645		29,682
Total long-lived assets	Total long-lived assets	$	96,960	$	100,204	Total long-lived assets	$	96,960	$	104,675

2832


Table of Contents			Alphabet Inc.

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 our consolidated financial statements and related notes included under Part I, Item 1 of this Quarterly Report on Form 10-Q.

The Impact of COVID-19 on our Results and Operations

We began to observe the impact of COVID-19 on our financial results in March 2020 when, despite an increase in users' search activity, our advertising revenues declined compared to the prior year due to a shift of user search activity to less commercial topics and reduced spending by our advertisers. For the quarter ended June 30, 2020, our advertising revenues declined due to the continued impacts of COVID-19 and the related reductions in global economic activity. During the course of the quarter ended June 30, 2020, we observed a gradual return in user search activity to more commercial topics, followed by increased spending by our advertisers that continued throughout the second half of 2020. Additionally, over the course of 2020, we experienced variability in our margins as many of our expenses are less variable in nature and/or may not correlate to changes in revenues. Market volatility contributed to fluctuations in the valuation of our equity investments. Further, our assessment of the credit deterioration of our customers due to changes in the macroeconomic environment during the period was reflected in our allowance for credit losses for accounts receivable.

During the first ~~quarter~~half of 2021, we continued to benefit from elevated consumer activity online and broad-based increases in advertiser spending. We ~~remain~~remained focused on innovating and investing in the services we offer to consumers and businesses to support our long-term growth. For example, we ~~continue~~continued to invest in our technical infrastructure and data centers. Additionally, ~~certain~~ our margins benefited from revenue growth while many of our expenses ~~continued~~remained less variable in nature and/or may not correlate to ~~be lower due to the ongoing pandemic, such as advertising and promotional, and travel and entertainment.~~changes in revenues. These factors, combined with the adverse impact of COVID-19 onin the ~~first~~prior year, particularly during the quarter ofended June 30, 2020, positively affected ~~year-on-year~~year-over-year growth ~~trends in our financial results.~~trends. Further, ~~year-on-year~~year-over-year trends benefited from a reduction in depreciation expense due to the change in the estimated useful life of our servers and certain network equipment beginning in the first quarter of 2021; we expect the effect of this change in estimate to decline through the remainder of the year (for further details see Note 1 of the Notes to Consolidated Financial Statements included in Part 1, Item 1 of this Quarterly Report on Form 10-Q). The COVID-19 pandemic continues to evolve, be unpredictable and affect our business and financial results. Our past results may not be indicative of our future performance, and historical trends in our financial results may differ materially.

See Part II Item 7, "Impact of COVID-19" in our Annual Report on Form 10-K for the year ended December 31, 2020 for more information.

~~Executive Overview~~

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

Three Months Ended
March 31,
2020 2021
Revenues $41,159 $55,314
Increase in revenues year over year 13 % 34 %
Increase in constant currency revenues year over year 15 % 32 %
Operating income $ 7,977 $ 16,437
Operating margin 19 % 30 %
Other income (expense), net $ (220) $ 4,846
Net Income $ 6,836 $ 17,930
Diluted EPS $ 9.87 $ 26.29

•Total revenues were $55.3 billion, an increase of 34% year over year, primarily driven by an increase in Google Services segment revenues of $13.0 billion or 34% and an increase in Google Cloud segment


Table of Contents			Alphabet Inc.

Executive Overview

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


	Three Months Ended
	June 30,
	2020			2021
Revenues	$	38,297		$	61,880
Change in revenues year over year	(2)		%	62		%
Change in constant currency revenues year over year	0		%	57		%

Operating income	$	6,383		$	19,361
Operating margin	17		%	31		%

Other income (expense), net	$	1,894		$	2,624

Net Income	$	6,959		$	18,525
Diluted EPS	$	10.13		$	27.26

•Total revenues were $61.9 billion, an increase of 62% year over year, primarily driven by an increase in Google Services segment revenues of ~~$1.3~~$22.1 billion or ~~46%~~63% and an increase in Google Cloud segment revenues of $1.6 billion or 54%. The adverse effect of COVID-19 on the prior ~~period~~year comparable period's advertising revenues ~~positively affected our revenue growth.~~contributed to the year-over-year increase. Revenues from the United States, EMEA, APAC, and Other Americas were ~~$25.0~~$28.2 billion, ~~$17.0~~$19.1 billion, ~~$10.5~~$11.2 billion, and ~~$2.9~~$3.4 billion, respectively.

•Total cost of revenues was ~~$24.1~~$26.2 billion, an increase of ~~27%~~41% year over year. TAC was ~~$9.7~~$10.9 billion, an increase of ~~30%~~63% year over year, primarily driven by an increase in revenues subject to TAC. Other cost of revenues were ~~$14.4~~$15.3 billion, an increase of ~~25%~~29% year over ~~year.~~year, affected by a reduction in depreciation expense due to the change in the estimated useful life of our servers and certain network equipment.

•Operating expenses (excluding cost of revenues) were ~~$14.8~~$16.3 billion, an increase of 4%22% year over year, primarily driven by headcount growth and ~~partially offset by a decline~~increases in ~~our allowance for credit losses for accounts receivable.~~advertising and promotional expenses as well as charges related to legal matters.

Other ~~information:~~information

•Operating cash flow was ~~$19.3 billion.~~$21.9 billion for the three months ended June 30, 2021.

•Capital expenditures, which primarily included investments in technical infrastructure, were ~~$5.9 billion.~~$5.5 billion for the three months ended June 30, 2021.

•Number of employees was ~~139,995~~144,056 as of ~~March 31,~~June 30, 2021. ~~The majority of new hires during the quarter were engineers and product managers.~~

Our Segments

Beginning in the fourth quarter of 2020, we report our segment results as Google Services, Google Cloud, and Other Bets:


Table of Contents			Alphabet Inc.


~~Table of Contents~~			~~Alphabet Inc.~~

Financial Results

Revenues

The following table presents our revenues by type (in millions).


		Three Months Ended				Three Months Ended				Six Months Ended
		March 31,				June 30,				June 30,
		2020		2021				2020		2021		2020		2021
Google Search & other	Google Search & other	$	24,502	$	31,879		Google Search & other	$	21,319	$	35,845	$	45,821	$	67,724
YouTube ads	YouTube ads	4,038		6,005			YouTube ads	3,812		7,002		7,850		13,007
Google Network	Google Network	5,223		6,800			Google Network	4,736		7,597		9,959		14,397
Google advertising	Google advertising	33,763		44,684			Google advertising	29,867		50,444		63,630		95,128
Google other	Google other	4,435		6,494			Google other	5,124		6,623		9,559		13,117
Google Services total	Google Services total	38,198		51,178			Google Services total	34,991		57,067		73,189		108,245
Google Cloud	Google Cloud	2,777		4,047			Google Cloud	3,007		4,628		5,784		8,675
Other Bets	Other Bets	135		198			Other Bets	148		192		283		390
Hedging gains (losses)	Hedging gains (losses)	49		(109)			Hedging gains (losses)	151		(7)		200		(116)
Total revenues	Total revenues	$	41,159	$	55,314		Total revenues	$	38,297	$	61,880	$	79,456	$	117,194

Google Services

Google advertising revenues

Our advertising revenue growth, 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 partners' properties ("Google Network properties") and the correlation between these items, have been affected and may continue to be affected by various factors, including:

•advertiser competition for keywords;

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

•changes in device mix;

•changes in foreign currency exchange rates;

•fees advertisers are willing to pay based on how they manage their advertising costs;

•general economic conditions including the impact of COVID-19;

•seasonality; and

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

Our advertising revenue growth rate has been affected over time as a result of a number of factors, including challenges in maintaining our growth rate as revenues increase to higher levels; changes in our product mix; changes in advertising quality or formats and delivery; the evolution of the online advertising market; increasing competition; our investments in new business strategies; query growth rates; and shifts in the geographic mix of our revenues. We also expect that our revenue growth rate will continue to be affected by evolving user preferences, the acceptance by users of our products and services as they are delivered on diverse devices and modalities, our ability to create a seamless experience for both users and advertisers, and movements in foreign currency exchange rates.

Google advertising revenues consist primarily of the following:

•Google Search & other consists of 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 consists of revenues generated on YouTube properties; and

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

3135


Table of Contents			Alphabet Inc.

Google Search & other

Google Search & other revenues increased ~~$7,377 million~~$14.5 billion and $21.9 billion from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31, 2021.~~June 30, 2021, respectively. The ~~overall growth~~increase was primarily driven by a number of interrelated factors ~~including~~as well as the adverse effect of COVID-19 on the prior year comparable period. The interrelated factors included increases in search queries resulting from growth in user adoption and usage, primarily on mobile devices, growth in advertiser spending, and improvements we have made in ad formats and delivery. The adverse effect of COVID-19 on prior year comparable period revenues ~~also contributed~~included a shift in user activity to ~~the year-over-year increase.~~less commercial topics and reduced advertiser spend.

YouTube ads

YouTube ads revenues increased ~~$1,967 million~~$3.2 billion from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31, 2021. Growth~~June 30, 2021, driven by growth for our brand and direct response advertising products. The increase in revenues of $5.2 billion from the six months ended June 30, 2020 to the six months ended June 30, 2021 was ~~primarily~~ driven by our direct response ~~products followed by~~and brand advertising products. Growth for our brand advertising products was driven by both ~~of which benefited from improvements to ad formats~~increased spending by our advertisers in the current period and ~~delivery and increased advertiser spending. The~~the adverse effect of COVID-19 on prior year comparable period ~~revenues also contributed~~revenues. Growth for our direct response advertising products was primarily driven by increased advertiser spending as well as improvements to ~~the year-over-year increase.~~ad formats and delivery.

Google Network

Google Network revenues increased ~~$1,577 million~~$2.9 billion and $4.4 billion from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31, 2021.~~June 30, 2021, respectively. The ~~growth~~increase was primarily driven by strength in ~~AdMob and~~ Google Ad ~~Manager.~~Manager and AdMob. The ~~adverse~~increase was also affected by reduced advertiser spending driven by the effect of COVID-19 onin the prior ~~period revenues also contributed to the year-over-year increase.~~year comparable period.

Use of Monetization Metrics

Paid clicks for our Google Search & other properties represent engagement by users and include clicks on advertisements by end-users on Google search properties and other owned and operated properties including Gmail, Google Maps, and Google Play. Historically, we included certain viewed YouTube engagement ads and the related revenues in our paid clicks and cost-per-click monetization metrics. Over time, advertising on YouTube has expanded to multiple advertising formats and the type of viewed engagement ads historically included in paid clicks and cost-per-click metrics have increasingly covered a smaller portion of YouTube advertising revenues. As a result, beginning in the fourth quarter of 2020, we removed these ads and the related revenues from the paid clicks and cost-per-click metrics. The revised metrics presented below provide a better understanding of monetization trends on the properties included within Google Search & other, as they now more closely correlate with the related changes in revenues.

Impressions for Google Network properties include impressions displayed to users served on Google Network properties participating primarily in AdMob, AdSense and Google Ad Manager.

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.

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 on our Google Search & other properties and the number of impressions on Google Network properties and for identifying the revenues generated by click activity on our Google Search & other properties and the revenues generated by impression activity on Google Network properties.

Paid clicks and cost-per-click

The following table presents changes in our paid clicks and cost-per-click (expressed as a percentage):


	Three Months Ended June 30,		Six Months Ended June 30,

	2021		2021


Paid clicks change	26	%	25	%
Cost-per-click change	31	%	16	%


	Table of Contents	~~Three Months Ended March 31,~~

		~~2021~~


~~Paid clicks change~~		25	%
~~Cost-per-click change~~		3	%Alphabet Inc.

Paid clicks increased from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31,~~June 30, 2021 primarily driven by a number of interrelated factors, including an increase in search queries resulting from growth in user adoption and usage, primarily on mobile devices; an increase in clicks relating to ads on Google Play; continued growth in advertiser activity; improvements we have made in ad formats and delivery; and the adverse effect of COVID-19 on the prior ~~period. Growth was also driven by an increase~~year comparable period when we experienced a shift to less commercial search activity and a reduction in ~~clicks relating to ads on Google Play.~~advertiser spending. The increase in ~~cost-per click~~cost-per-click was primarily driven by the adverse effect of COVID-19 on the prior year comparable period as well as the effect of a combination of factors including changes in device mix, geographic mix, ongoing product changes, product mix, property mix, and fluctuations of the U.S. dollar compared to certain foreign currencies.


~~Table of Contents~~			~~Alphabet Inc.~~

Impressions and cost-per-impression

The following table presents changes in our impressions and cost-per-impression (expressed as a percentage):



	~~Three Months Ended March 31,~~
	~~2021~~
~~Impressions change~~	7	%
~~Cost-per-impression change~~	19	%



	Three Months Ended June 30,		Six Months Ended June 30,
	2021		2021
Impressions change	(1)	%	3	%
Cost-per-impression change	63	%	39	%

Impressions ~~increased~~decreased from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021 primarily driven by a decline in impressions related to AdSense, partially offset by growth in AdMob. Impressions increased from the six months ended June 30, 2020 to the six months ended June 30, 2021 primarily driven by growth in AdMob and Google Ad Manager, ~~and AdMob.~~ partially offset by a decline in impressions related to AdSense.

The increase in cost-per-impression from the three and six months ended June 30, 2020 to the three and six months ended June 30, 2021 was primarily driven by the adverse effect of COVID-19 on the prior year comparable period when we experienced a reduction in advertiser spending as well as the effect of a combination of factors including ongoing product and policy changes and improvements we have made in ad formats and delivery, changes in device mix, geographic mix, product mix, property mix, and fluctuations of the U.S. dollar compared to certain foreign currencies.

Google other revenues

Google other revenues consist primarily of revenues from:

•Google Play, which includes revenues from sales of apps and in-app purchases (which we recognize net of payout to developers) and digital content sold in the Google Play store;

•Devices and Services which includes hardware, such as Fitbit wearable devices, Google Nest home products, Pixelbooks, Pixel phones and other devices;

•YouTube non-advertising, including YouTube Premium and YouTube TV subscriptions and other services; and

•other products and services.

Google other revenues increased ~~$2,059 million~~$1.5 billion and $3.6 billion from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31, 2021.~~June 30, 2021, respectively. The growth was primarily driven by YouTube non-advertising, Devices and Services and Google ~~Play~~Play. Growth for YouTube non-advertising was primarily driven by an increase in paid subscribers. Growth for Devices and ~~YouTube non-advertising.~~Services reflects the inclusion of Fitbit revenues, as the acquisition closed in January 2021. Growth for Google Play was primarily driven by sales of apps and in-app purchases, which benefited from elevated user engagement partially due to the impact of COVID-19. Growth for YouTube non-advertising was primarily driven by an increase in paid subscribers. In addition, for the three months ended March 31, 2021 Google other revenues include Fitbit revenues as the acquisition closed in January 2021.purchases.

Over time, our growth rate for Google other revenues may be affected by the seasonality associated with new product and service launches as well as market dynamics.

Google Cloud

Our Google Cloud revenues increased ~~$1,270 million~~$1.6 billion and $2.9 billion from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31, 2021.~~June 30, 2021, respectively. The growth was primarily driven by GCP followed by Google Workspace offerings. Google Cloud's infrastructure and platform ~~products~~services were the largest drivers of growth in GCP.

Over time, our growth rate for Google Cloud revenues may be affected by customer usage, market dynamics, as well as new product and service launches.


Table of Contents			Alphabet Inc.

Revenues by Geography

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

Three Months Ended
March 31,
2020 2021
United States 46 % 45 %
EMEA 31 % 31 %
APAC 18 % 19 %
Other Americas 5 % 5 %


~~Table of Contents~~			~~Alphabet Inc.~~


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2020		2021		2020		2021
United States	47	%	46	%	47	%	45	%
EMEA	30	%	31	%	30	%	31	%
APAC	18	%	18	%	18	%	19	%
Other Americas	5	%	5	%	5	%	5	%

For further details on revenues by geography, see Note 2 of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Use of Constant Currency Revenues and Constant Currency Revenue Percentage Change

The effect of currency exchange rates on our business is an important factor in understanding period to period comparisons. Our international revenues are favorably affected as the U.S. dollar weakens relative to other foreign currencies, and unfavorably affected as the U.S. dollar strengthens relative to other foreign currencies. Our revenues are also favorably affected by net hedging gains and unfavorably affected by net hedging losses.

We use non-GAAP constant currency revenues and non-GAAP percentage change in constant currency revenues for financial and operational decision-making and as a means to evaluate period-to-period comparisons. We believe the presentation of results on a constant currency basis in addition to GAAP results helps improve the ability to understand our performance because they exclude the effects of foreign currency volatility that are not indicative of our core operating results.

Constant currency information compares results between periods as if exchange rates had remained constant period over period. We define constant currency revenues as total revenues excluding the effect of foreign exchange rate movements and hedging activities, and use it to determine the constant currency revenue percentage change on a ~~year-on-year~~year-over-year basis. Constant currency revenues are calculated by translating current period revenues using prior period exchange rates, as well as excluding any hedging effects realized in the current period.

Constant currency revenue percentage change is calculated by determining the change in current period revenues over prior period revenues where current period foreign currency revenues are translated using prior period exchange rates and hedging effects are excluded from revenues of both periods.

These results should be considered in addition to, not as a substitute for, results reported in accordance with GAAP. Results on a constant currency basis, as we present them, may not be comparable to similarly titled measures used by other companies and are not a measure of performance presented in accordance with GAAP.

3438


Table of Contents			Alphabet Inc.

The following table presents the foreign exchange effect on our international revenues and total revenues (in millions, except percentages):


		Three Months Ended						Three Months Ended					Six Months Ended
		March 31,						June 30,					June 30,
		2020			2021					2020			2021			2020			2021
EMEA revenues	EMEA revenues	$	12,845		$	17,031			EMEA revenues	$	11,363		$	19,084		$	24,208		$	36,115
Exclude foreign exchange effect on current period revenues using prior year rates	Exclude foreign exchange effect on current period revenues using prior year rates	235			(929)				Exclude foreign exchange effect on current period revenues using prior year rates	361			(1,425)			596			(2,354)
EMEA constant currency revenues	EMEA constant currency revenues	$	13,080		$	16,102			EMEA constant currency revenues	$	11,724		$	17,659		$	24,804		$	33,761
Prior period EMEA revenues	Prior period EMEA revenues	$	11,668		$	12,845			Prior period EMEA revenues	$	12,313		$	11,363		$	23,981		$	24,208
EMEA revenue percentage change	EMEA revenue percentage change	10		%	33		%		EMEA revenue percentage change	(8)		%	68		%	1		%	49		%
EMEA constant currency revenue percentage change	EMEA constant currency revenue percentage change	12		%	25		%		EMEA constant currency revenue percentage change	(5)		%	55		%	3		%	39		%

APAC revenues	APAC revenues	$	7,238		$	10,455			APAC revenues	$	6,945		$	11,231		$	14,183		$	21,686
Exclude foreign exchange effect on current period revenues using prior year rates	Exclude foreign exchange effect on current period revenues using prior year rates	61			(363)				Exclude foreign exchange effect on current period revenues using prior year rates	105			(350)			166			(713)
APAC constant currency revenues	APAC constant currency revenues	$	7,299		$	10,092			APAC constant currency revenues	$	7,050		$	10,881		$	14,349		$	20,973
Prior period APAC revenues	Prior period APAC revenues	$	6,096		$	7,238			Prior period APAC revenues	$	6,536		$	6,945		$	12,632		$	14,183
APAC revenue percentage change	APAC revenue percentage change	19		%	44		%		APAC revenue percentage change	6		%	62		%	12		%	53		%
APAC constant currency revenue percentage change	APAC constant currency revenue percentage change	20		%	39		%		APAC constant currency revenue percentage change	8		%	57		%	14		%	48		%

Other Americas revenues	Other Americas revenues	$	2,157		$	2,905			Other Americas revenues	$	1,839		$	3,364		$	3,996		$	6,269
Exclude foreign exchange effect on current period revenues using prior year rates	Exclude foreign exchange effect on current period revenues using prior year rates	96			191				Exclude foreign exchange effect on current period revenues using prior year rates	240			(112)			336			79
Other Americas constant currency revenues	Other Americas constant currency revenues	$	2,253		$	3,096			Other Americas constant currency revenues	$	2,079		$	3,252		$	4,332		$	6,348
Prior period Other Americas revenues	Prior period Other Americas revenues	$	1,906		$	2,157			Prior period Other Americas revenues	$	2,124		$	1,839		$	4,030		$	3,996
Other Americas revenue percentage change	Other Americas revenue percentage change	13		%	35		%		Other Americas revenue percentage change	(13)		%	83		%	(1)		%	57		%
Other Americas constant currency revenue percentage change	Other Americas constant currency revenue percentage change	18		%	44		%		Other Americas constant currency revenue percentage change	(2)		%	77		%	7		%	59		%

United States revenues	United States revenues	$	18,870		$	25,032			United States revenues	$	17,999		$	28,208		$	36,869		$	53,240
United States revenue percentage change	United States revenue percentage change	14		%	33		%		United States revenue percentage change	1		%	57		%	7		%	44		%

Hedging gains (losses)	Hedging gains (losses)	$	49		$	(109)			Hedging gains (losses)	$	151		$	(7)		$	200		$	(116)
Total revenues	Total revenues	$	41,159		$	55,314			Total revenues	$	38,297		$	61,880		$	79,456		$	117,194
Total constant currency revenues	Total constant currency revenues	$	41,502		$	54,322			Total constant currency revenues	$	38,852		$	60,000		$	80,354		$	114,322
Prior period revenues, excluding hedging effect(1)	Prior period revenues, excluding hedging effect(1)	$	36,202		$	41,110			Prior period revenues, excluding hedging effect(1)	$	38,836		$	38,146		$	75,038		$	79,256
Total revenue percentage change	Total revenue percentage change	13		%	34		%		Total revenue percentage change	(2)		%	62		%	6		%	47		%
Total constant currency revenue percentage change	Total constant currency revenue percentage change	15		%	32		%		Total constant currency revenue percentage change	0		%	57		%	7		%	44		%

(1) Total revenues and hedging gains (losses) were ~~$36,339~~$38,944 million and ~~$137~~$108 million, respectively, for the three months ended ~~March 31,~~June 30, 2019 ~~respectively.~~and $75,283 million and $245 million, respectively, for the six months ended June 30, 2019.

EMEA revenue percentage change from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31,~~June 30, 2021 was favorably affected by foreign currency exchange rates, primarily due to the U.S. dollar weakening relative to the Euro and British pound.

APAC revenue percentage change from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31,~~June 30, 2021 was favorably affected by foreign currency exchange rates, primarily due to the U.S. dollar weakening relative to the ~~Japanese yen and~~ Australian dollar.

Other Americas revenue percentage change from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021 was favorably affected by changes in foreign currency exchange rates, primarily due to the


Table of Contents			Alphabet Inc.

U.S. dollar weakening relative to the Canadian dollar. Other Americas revenue percentage change from the six months ended June 30, 2020 to the six months ended June 30, 2021 was unfavorably affected by changes in foreign currency exchange rates, primarily due to the U.S. dollar strengthening relative to the Brazilian ~~real.~~real, partially offset by the U.S. dollar weakening relative to the Canadian dollar.


~~Table of Contents~~			~~Alphabet Inc.~~

Costs and Operating Expenses

Cost of Revenues

Cost of revenues includes TAC which are paid to our distribution partners, who make available our search access points and services, and amounts paid to Google Network partners primarily for ads displayed on their properties. Our distribution partners include browser providers, mobile carriers, original equipment manufacturers, and software developers.

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

Additionally, other cost of revenues (which is the cost of revenues excluding TAC) includes the following:

•Content acquisition costs primarily related to payments to content providers from whom we license video and other content for distribution on YouTube advertising and subscription services and Google Play (we pay fees to these content providers based on revenues generated or a flat fee);

•Expenses associated with our data centers (including bandwidth, compensation expenses including SBC, depreciation, energy, and other equipment costs) as well as other operations costs (such as content review and customer support costs). These costs are generally less variable in nature and may not correlate with related changes in revenues; and

•Inventory related costs for hardware we sell.

The following tables present our cost of revenues, including TAC (in millions, except percentages):


		Three Months Ended						Three Months Ended					Six Months Ended
		March 31,						June 30,					June 30,
		2020			2021					2020			2021			2020			2021
TAC	TAC	$	7,452		$	9,712			TAC	$	6,694		$	10,929		$	14,146		$	20,641
Other cost of revenues	Other cost of revenues	11,530			14,391				Other cost of revenues	11,859			15,298			23,389			29,689
Total cost of revenues	Total cost of revenues	$	18,982		$	24,103			Total cost of revenues	$	18,553		$	26,227		$	37,535		$	50,330
Total cost of revenues as a percentage of revenues	Total cost of revenues as a percentage of revenues	46.1		%	43.6		%		Total cost of revenues as a percentage of revenues	48.4		%	42.4		%	47.2		%	42.9		%

Cost of revenues increased ~~$5,121 million~~$7.7 billion from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021. The increase was due to increases in TAC and other cost of revenues of $4.2 billion and $3.4 billion, respectively. Cost of revenues increased $12.8 billion from the six months ended June 30, 2020 to the six months ended June 30, 2021. The increase was due to increases in TAC and other cost of ~~$2,861 million~~revenues of $6.5 billion and ~~$2,260 million,~~$6.3 billion, respectively.

The increase in other cost of revenues from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31,~~June 30, 2021 was primarily due to increases in content acquisition costs primarily for YouTube as well as data center and other operations costs. The increase in data center and other operations costs was partially offset by a reduction in depreciation expense due to the change in the estimated useful life of our servers and certain network equipment beginning in the first quarter of 2021.

The increase in TAC from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31,~~June 30, 2021 was due to increases in TAC paid to distribution partners and to Google Network partners, primarily driven by growth in revenues subject to TAC.

The TAC rate decreased from ~~22.1%~~22.4% to 21.7% from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021 and decreased from 22.2% to 21.7% from the six months ended June 30, 2020 to the six months ended June 30, 2021 primarily due to a ~~combination of factors none of which were individually significant.~~revenue mix shift from Google Network properties to Google properties. The TAC rate on Google properties revenues and the TAC rate on Google Network properties revenues were both substantially consistent from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31,~~June 30, 2021.


Table of Contents			Alphabet Inc.

Over time, cost of revenues as a percentage of total revenues may be affected by a number of factors, including the following:

•The amount of TAC paid to distribution partners, which is affected by changes in device mix, geographic mix, partner mix, partner agreement terms such as revenue share arrangements, and the percentage of queries channeled through paid access points;

•The amount of TAC paid to Google Network partners, which is affected by a combination of factors such as geographic mix, product mix, and revenue share terms;

•Relative revenue growth rates of Google properties and Google Network properties;

•Certain costs that are less variable in nature and may not correlate with the related revenues;


~~Table of Contents~~			~~Alphabet Inc.~~

•Costs associated with our data centers and other operations to support ads, Google Cloud, Search, YouTube and other products;

•Content acquisition costs, which are primarily affected by the relative growth rates in our YouTube advertising and subscription revenues;

•Costs related to hardware sales; and

•Increased proportion of non-advertising revenues, which generally have higher costs of revenues, relative to our advertising revenues.

Research and Development

The following table presents our R&D expenses (in millions, except percentages):


		Three Months Ended						Three Months Ended					Six Months Ended
		March 31,						June 30,					June 30,
		2020			2021					2020			2021			2020			2021
Research and development expenses	Research and development expenses	$	6,820		$	7,485			Research and development expenses	$	6,875		$	7,675		$	13,695		$	15,160
Research and development expenses as a percentage of revenues	Research and development expenses as a percentage of revenues	16.6		%	13.5		%		Research and development expenses as a percentage of revenues	18.0		%	12.4		%	17.2		%	12.9		%

R&D expenses consist primarily of:

•Compensation expenses (including SBC) for engineering and technical employees responsible for R&D of our existing and new products and services;

•Depreciation;

•Equipment-related expenses; and

•Professional services fees primarily related to consulting and outsourcing services.

R&D expenses increased ~~$665~~$800 million from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021. The increase was primarily due to an increase in compensation expenses of ~~$861~~$836 million, largely resulting from a 12% increase in headcount.

R&D expenses increased $1.5 billion from the six months ended June 30, 2020 to the six months ended June 30, 2021. The increase was primarily due to an increase in compensation expenses of $1.7 billion, largely resulting from a 10% increase in headcount. This increase was partially offset by a reduction in depreciation expense of ~~$161~~$315 million including the effect of our change in the estimated useful life of our servers and certain network equipment.

Over time, R&D expenses as a percentage of revenues may fluctuate due to certain expenses that are generally less variable in nature and may not correlate to the changes in revenues. In addition, R&D expenses may be affected by a number of factors including continued investment in ads, Android, Chrome, Google Cloud, Google Maps, Google Play, hardware, machine learning, Other Bets, Search and YouTube.

Sales and Marketing

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


		Three Months Ended						Three Months Ended					Six Months Ended
		March 31,						June 30,					June 30,
		2020			2021					2020			2021			2020			2021
Sales and marketing expenses	Sales and marketing expenses	$	4,500		$	4,516			Sales and marketing expenses	$	3,901		$	5,276		$	8,401		$	9,792
Sales and marketing expenses as a percentage of revenues	Sales and marketing expenses as a percentage of revenues	10.9		%	8.2		%		Sales and marketing expenses as a percentage of revenues	10.2		%	8.5		%	10.6		%	8.4		%


Table of Contents			Alphabet Inc.

Sales and marketing expenses consist primarily of:

•Advertising and promotional expenditures related to our products and services; and

•Compensation expenses (including SBC) for employees engaged in sales and marketing, sales support, and certain customer service functions.

Sales and marketing expenses increased ~~$16 million~~$1.4 billion from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31, 2021.~~June 30, 2021, primarily driven by an increase in advertising and promotional activities of $808 million and compensation expenses of $496 million. The increase in advertising and promotional activities was ~~primarily~~largely affected by reduced spending in the prior year comparable period as a result of COVID-19. The increase in compensation expenses was largely due to a 13% increase in headcount.

Sales and marketing expenses increased $1.4 billion from the six months ended June 30, 2020 to the six months ended June 30, 2021, primarily driven by an increase in compensation expenses of ~~$368~~$864 million and advertising and promotional activities of $672 million. The increase in compensation expenses was largely ~~resulting from~~due to an 8%11% increase in headcount. ~~This~~The increase ~~was largely offset by decreases~~ in advertising and promotional ~~as well as travel and entertainment expenses totaling $268 million, primarily~~activities was largely affected by reduced spending in the prior year comparable period as a result of COVID-19.

Over time, sales and marketing expenses as a percentage of revenues may fluctuate due to certain expenses that are generally less variable in nature and may not correlate to the changes in revenues. In addition, sales and marketing expenses may be affected by a number of factors including the seasonality associated with new product and service launches and strategic decisions regarding the timing and extent of our spending.


~~Table of Contents~~			~~Alphabet Inc.~~

General and Administrative

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


		Three Months Ended						Three Months Ended					Six Months Ended
		March 31,						June 30,					June 30,
		2020			2021					2020			2021			2020			2021
General and administrative expenses	General and administrative expenses	$	2,880		$	2,773			General and administrative expenses	$	2,585		$	3,341		$	5,465		$	6,114
General and administrative expenses as a percentage of revenues	General and administrative expenses as a percentage of revenues	7.0		%	5.0		%		General and administrative expenses as a percentage of revenues	6.7		%	5.4		%	6.9		%	5.2		%

General and administrative expenses consist primarily of:

•Compensation expenses (including SBC) for employees in our finance, human resources, information technology, and legal organizations;

•Depreciation;

•Equipment-related expenses;

•Legal-related expenses; and

•Professional services fees primarily related to audit, information technology consulting, outside legal, and outsourcing services.

General and administrative expenses ~~decreased $107~~increased $756 million from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021. The ~~decrease~~increase was primarily driven by a ~~$493~~$796 million increase in charges relating to legal matters. The increase was partially offset by a $246 million decline in allowance for credit losses for accounts receivable.

General and administrative expenses increased $649 million from the six months ended June 30, 2020 to the six months ended June 30, 2021. The increase was primarily driven by a $1.0 billion increase in charges relating to legal matters. The increase was partially offset by a $739 million decline in allowance for credit losses for accounts receivable, as the prior year comparable period reflected a higher allowance related to the economic impact of COVID-19. ~~The decrease was partially offset by $236 million in charges relating to certain legal matters.~~

Over time, general and administrative expenses as a percentage of revenues may fluctuate due to certain expenses that are generally less variable in nature and may not correlate to the changes in revenues, the effect of discrete items such as legal settlements, or allowances for credit losses for accounts receivable.


Table of Contents			Alphabet Inc.

Segment Profitability

The following table presents our segment operating income (loss) (in millions). ~~For comparative purposes, amounts in prior periods have been recast.~~


		Three Months Ended					Three Months Ended				Six Months Ended
		March 31,					June 30,				June 30,
		2020		2021			2020		2021		2020		2021

Operating income (loss):	Operating income (loss):					Operating income (loss):
Google Services	Google Services	$	11,548	$	19,546	Google Services	$	9,539	$	22,343	$	21,087	$	41,889
Google Cloud	Google Cloud	(1,730)		(974)		Google Cloud	(1,426)		(591)		(3,156)		(1,565)
Other Bets	Other Bets	(1,121)		(1,145)		Other Bets	(1,116)		(1,398)		(2,237)		(2,543)
Corporate costs, unallocated	Corporate costs, unallocated	(720)		(990)		Corporate costs, unallocated	(614)		(993)		(1,334)		(1,983)
Total income from operations	Total income from operations	$	7,977	$	16,437	Total income from operations	$	6,383	$	19,361	$	14,360	$	35,798

Google Services

Google ~~services~~Services operating income increased ~~$7,998 million~~$12.8 billion from the three months ended ~~March 31,~~June 30, 2020 to the three months ended ~~March 31,~~June 30, 2021. The increase was due to growth in revenues partially offset by increases in TAC, content acquisition costs, as well as charges related to certain legal matters and compensation expenses. The increase in expenses was partially offset by a reduction in costs driven by the change in the estimated useful life of our servers and certain network equipment. The adverse effect of COVID-19 on the prior year comparable period results ~~also~~positively affected the year-over-year increase in operating income.

Google Services operating income increased $20.8 billion from the six months ended June 30, 2020 to the six months ended June 30, 2021. The increase was due to growth in revenues partially offset by increases in TAC, content acquisition costs, compensation expenses and charges related to certain legal matters. The increase in expenses was partially offset by a reduction in costs driven by the change in the estimated useful life of our servers and certain network equipment. The adverse effect of COVID-19 on prior year comparable period results positively affected the year-over-year increase in operating income.

Google Cloud

Google Cloud operating loss decreased ~~$756~~$835 million and $1.6 billion from the three and six months ended ~~March 31,~~June 30, 2020 to the three and six months ended ~~March 31, 2021.~~June 30, 2021, respectively. The decrease in operating loss was primarily driven by growth in revenues, partially offset by an increase in expenses, primarily driven by compensation expenses. The increase in expenses was partially offset by a reduction in costs driven by the change in the estimated useful life of our servers and certain network equipment.

Other Bets

Other Bets operating loss increased $282 million and $306 million from the three and six months ended June 30, 2020 to the three and six months ended June 30, 2021, respectively. The increase in operating loss was primarily driven by increases in valuation-based compensation charges.

Other Income (Expense), Net

The following table presents other income (expense), net (in millions):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2020		2021		2020		2021
Other income (expense), net	$	1,894	$	2,624	$	1,674	$	7,470

Other income (expense), net, increased $730 million from the three months ended June 30, 2020 to the three months ended June 30, 2021. The change was primarily driven by an increase in unrealized gains recognized for our non-marketable equity securities of $1.7 billion during the three months ended June 30, 2021, partially offset by a decrease in net unrealized gains recognized for our marketable equity securities of $499 million and an increase in accrued performance fees of $448 million.

Other income (expense), net, increased $5.8 billion from the six months ended June 30, 2020 to the six months ended June 30, 2021. The change was primarily driven by increases in net unrealized gains recognized for our marketable and non-marketable equity securities of $784 million, $5.9 billion, respectively, during the six months ended June 30, 2021, partially offset by an increase in accrued performance fees of $1.1 billion.


Table of Contents			Alphabet Inc.

~~Other Bets~~

Other Bets operating loss increased $24 million from the three months ended March 31, 2020 to the three months ended March 31, 2021. The increase in operating loss was due to a combination of factors none of which were individually significant.

~~Other Income (Expense), Net~~

~~The following table presents other income (expense), net (in millions):~~

Three Months Ended
March 31,
2020 2021
Other income (expense), net $ (220) $ 4,846

Other income (expense), net, increased $5,066 million from the three months ended March 31, 2020 to the three months ended March 31, 2021. The change was primarily driven by an increase in unrealized gains recognized for certain of our non-marketable equity securities of $5,624 million during the three months ended March 31, 2021, partially offset by an increase in accrued performance fees of $671 million.

Over time, other income (expense), net, may be affected by market dynamics and other factors. Equity values generally change daily for marketable equity securities and upon the occurrence of observable price changes or upon impairment of non-marketable equity securities. Changes in our share of gains and losses in equity method investments may fluctuate. In addition, volatility in the global economic climate and financial markets could result in a significant change in the value of our investments. Fluctuations in the value of these investments has, and we expect will continue to, contribute to volatility of OI&E in future periods. For additional information about our investments, see Note 3 of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Provision for Income Taxes

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


		Three Months Ended						Three Months Ended					Six Months Ended
		March 31,						June 30,					June 30,
		2020			2021					2020			2021			2020			2021
Provision for income taxes	Provision for income taxes	$	921		$	3,353			Provision for income taxes	$	1,318		$	3,460		$	2,239		$	6,813
Effective tax rate	Effective tax rate	11.9		%	15.8		%		Effective tax rate	15.9		%	15.7		%	14.0		%	15.7		%

Our effective tax rate was substantially consistent from the three months ended June 30, 2020 to the three months ended June 30, 2021. The change in the effective tax rate was primarily due to an increase in the stock-based compensation related tax benefit and a discrete impact from the initial establishment of a valuation allowance in 2020 for our net deferred tax assets that are not likely to be realized relating to certain of our Other Bets, largely offset by an increase in pre-tax earnings, including in countries that have higher statutory rates.

Our provision for income taxes increased from the three months ended June 30, 2020 to the three months ended June 30, 2021. The increase in the provision for income taxes was primarily due to an increase in pre-tax earnings, including in countries that have higher statutory rates, partially offset by an increase in the stock-based compensation related tax benefit and a discrete impact from the initial establishment of a valuation allowance in 2020 for our net deferred tax assets that are not likely to be realized relating to certain of our Other Bets.

Our provision for income taxes and our effective tax rate increased from the ~~three~~six months ended ~~March 31,~~June 30, 2020 to the ~~three~~six months ended ~~March 31,~~June 30, 2021. The increase in the provision for income taxes and our effective tax rate iswas primarily due to an increase in pre-tax earnings, including in countries that have higher statutory rates, partially offset by an increase in the U.S. federal Foreign-Derived Intangible Income tax deduction benefit and the stock-based compensation related tax benefit.

We expect our future effective tax rate to be affected by changes in pre-tax earnings, including the effect of countries with different statutory rates. Additionally, our future effective tax rate may be affected by changes in the valuation of our deferred tax assets or liabilities, or changes in tax laws or regulations, as well as certain discrete items.

Financial Condition

Cash, Cash Equivalents, and Marketable Securities

As of ~~March 31,~~June 30, 2021, we had ~~$135.1~~$135.9 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 our cash, cash equivalents, and marketable securities, as well as the cash flow that we generate from our operations. The primary use of capital continues to be to invest for the ~~long term~~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.

3944


Table of Contents			Alphabet Inc.

The following table presents our cash flows (in millions):


		Three Months Ended					Six Months Ended
		March 31,					June 30,
		2020		2021			2020		2021
Net cash provided by operating activities	Net cash provided by operating activities	$	11,451	$	19,289	Net cash provided by operating activities	$	25,444	$	41,179
Net cash used in investing activities	Net cash used in investing activities	$	(1,847)	$	(5,383)	Net cash used in investing activities	$	(10,295)	$	(14,457)
Net cash used in financing activities	Net cash used in financing activities	$	(8,186)	$	(13,606)	Net cash used in financing activities	$	(15,684)	$	(29,597)

Cash Provided by Operating Activities

Our largest source of cash provided by our operations are advertising revenues generated by Google Search & other properties, Google Network properties and YouTube ads. Additionally, we generate cash through sales of apps, in-app purchases, digital content products, and hardware; and licensing and service fees including fees received for Google Cloud offerings and subscription-based products.

Our primary uses of cash from our operating activities include payments to our distribution and Google Network partners, for compensation and related costs, and for content acquisition costs. In addition, uses of cash from operating activities include hardware inventory costs, income taxes, and other general corporate expenditures.

Net cash provided by operating activities increased from the ~~three~~six months ended ~~March 31,~~June 30, 2020 to the ~~three~~six months ended ~~March 31,~~June 30, 2021 primarily due to the net effect of increases in cash received from revenues and cash paid for cost of revenues and operating expenses, and changes in operating assets and ~~liabilities.~~liabilities, including the timing of income tax payments.

Cash Used in Investing Activities

Cash provided by investing activities consists primarily of maturities and sales of our 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 ~~three~~six months ended ~~March 31,~~June 30, 2020 to the ~~three~~six months ended ~~March 31,~~June 30, 2021 primarily due to a net decrease in maturities and sales of securities and increase in payments for acquisitions.

Cash Used in Financing Activities

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

Net cash used in financing activities increased from the ~~three~~six months ended ~~March 31,~~June 30, 2020 to the ~~three~~six months ended ~~March 31,~~June 30, 2021 primarily due to increases in cash payments for repurchases of capital stock, ~~and~~ net payments related to stock-based award activities and repayment of debt, and a decrease in proceeds from the sale of interest in consolidated entities.

Liquidity and Material Cash Requirements

We expect existing cash, cash equivalents, short-term marketable securities, 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.

As of ~~March 31,~~June 30, 2021, we had long-term taxes payable of ~~$6.5~~$5.7 billion related to a one-time transition tax payable incurred as a result of the U.S. Tax Cuts and Jobs Act ("Tax Act"). As permitted by the Tax Act, we will pay the transition tax in annual interest-free installments through 2025.

In 2017, 2018 and 2019, the EC announced decisions that certain actions taken by Google infringed European competition law and imposed fines of €2.4 billion ($2.7 billion as of June 27, 2017), €4.3 billion ($5.1 billion as of June 30, 2018), and €1.5 billion ($1.7 billion as of March 20, 2019), respectively. While each EC decision is under appeal, we included the fines in accrued expenses and other current liabilities on our Consolidated Balance Sheets as we provided bank guarantees (in lieu of a cash payment) for the fines.

We have a short-term debt financing program of up to $5.0 billion through the issuance of commercial paper. Net proceeds from this program are used for general corporate purposes. As of ~~March 31,~~June 30, 2021, we had no commercial paper outstanding. As of ~~March 31,~~June 30, 2021, we had $4$10.0 billion of revolving credit facilities with no ~~amounts outstanding.~~ In April 2021, we terminated the existing revolving credit facilities, which were scheduled to expire in July 2023, and entered into two new revolving credit facilities in the amounts of $4.0 billion and $6.0 billion, which

4045


Table of Contents			Alphabet Inc.

amounts outstanding. In April 2021, we terminated the existing revolving credit facilities, which were scheduled to expire in July 2023, and entered into two new revolving credit facilities in the amounts of $4.0 billion and $6.0 billion, which will expire in April 2022 and April 2026, respectively. The interest rates for the new credit facilities are determined based on a formula using certain market rates, as well as our progress toward the achievement of certain sustainability goals. No amounts have been borrowed under the new credit facilities.

As of ~~March 31,~~June 30, 2021, we have senior unsecured notes outstanding due from ~~2021~~2024 through 2060 with a total carrying value of ~~$13.8~~$12.8 billion. Refer to Note 5 of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for further information on the notes.

In accordance with the authorizations of the Board of Directors of Alphabet, during the ~~three~~six months ended ~~March 31,~~June 30, 2021, we repurchased and subsequently retired ~~5.7~~11.1 million shares of Alphabet Class C capital stock for an aggregate amount of ~~$11.4 billion. As of March 31, 2021, $6.3~~$24.2 billion, ~~remains authorized and available for repurchase.~~respectively. In April 2021, the Board of Directors of Alphabet authorized the company to repurchase up to an additional $50.0 billion of its Class C capital stock. In July 2021, the Alphabet board approved an amendment to the April 2021 authorization, permitting the company to repurchase both Class A and Class C shares in a manner deemed in the best interest of the company and its stockholders, taking into account the economic cost and prevailing market conditions, including the relative trading prices and volumes of the Class A and Class C shares. As of June 30, 2021, $43.5 billion remains authorized and available for repurchase. The repurchases are being 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 program does not have an expiration date. Refer to Note 10 of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Capital Expenditures and Leases

We make investments in land and buildings for data centers and offices and information technology assets through purchases of property and equipment and lease arrangements to provide capacity for the growth of our services and products.

During the ~~three~~six months ended ~~March 31,~~June 30, 2020 and 2021, we spent ~~$6.0~~$11.4 billion and ~~$5.9~~$11.4 billion on capital expenditures and recognized total operating lease assets of ~~$770 million~~$1.4 billion and ~~$769 million,~~$1.6 billion, respectively. As of ~~March 31,~~June 30, 2021, the amount of total future lease payments under operating leases, which had a weighted average remaining lease term of 9 years, was ~~$15.6~~$15.8 billion. As of ~~March 31,~~June 30, 2021, we have entered into leases that have not yet commenced with future lease payments of ~~$8.0~~$7.4 billion, excluding purchase options, that are not yet recorded on our Consolidated Balance Sheets. These leases will commence between 2021 and 2026 with non-cancelable lease terms of 1 to 25 years.

For the ~~three~~six months ended ~~March 31,~~June 30, 2020 and 2021, our depreciation and impairment expenses on property and equipment were ~~$2.9~~$6.1 billion and ~~$2.5~~$5.3 billion, respectively. The change in estimated useful life of our servers and certain network equipment was effective beginning in fiscal year 2021. The effect of this change in accounting estimate was a reduction in depreciation expense of ~~$835 million~~$1.6 billion for the ~~three~~six months ended ~~March 31,~~June 30, 2021. For the ~~three~~six months ended ~~March 31,~~June 30, 2020 and 2021, our operating lease expenses (including variable lease costs), were ~~$663 million~~$1.4 billion and ~~$794 million,~~$1.6 billion, respectively. Finance leases were not material for the ~~three~~six months ended ~~March 31,~~June 30, 2020 and 2021.

Critical Accounting Policies and Estimates

See Part II, Item 7, "Critical Accounting Policies and Estimates" in our Annual Report on Form 10-K for the year ended December 31, 2020. There have been no material changes to our critical accounting policies and estimates since our Annual Report on Form 10-K for the year ended December 31, 2020.

Available Information

Our website is located at www.abc.xyz, and our investor relations website is located at www.abc.xyz/investor. 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, are available through our investor relations website, free of charge, after we file them with the SEC. We also provide a link to the section of the SEC's website at www.sec.gov that has all of the reports that we file or furnish with the SEC.

We webcast via our investor relations website our earnings calls and certain events we participate in or host with members of the investment community. Our investor relations website also provides notifications of news or announcements regarding our financial performance and other items 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/, which may be of interest or material to our investors. Further, corporate governance information, including our certificate of incorporation, bylaws, governance guidelines,


Table of Contents			Alphabet Inc.

board committee charters, and code of conduct, is also available on our investor relations website under the heading "Other." The content of our websites are 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.


~~Table of Contents~~			~~Alphabet Inc.~~

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to financial market risks, including changes in foreign currency exchange rates, interest rates and equity investment risks. Our exposure to market risk has not changed materially since December 31, 2020. 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, 2020.

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 ~~March 31,~~June 30, 2021, 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

We rely extensively on information systems to manage our business and summarize and report operating results. In 2019, we began a multi-year implementation of a new global ~~ERP~~enterprise resource planning ("ERP") system, which will replace much of our existing core financial systems. The ERP system is designed to accurately maintain our financial records, enhance the flow of financial information, improve data management and provide timely information to our management team. The implementation is expected to ~~occur~~continue in phases over the next ~~several~~few years. ~~There have been~~During the quarter ended June 30, 2021, we completed the implementation of certain of our subledgers, which included changes to our financial close processes, procedures and internal controls over financial reporting. As we continue with our phased implementation, we will evaluate quarterly whether such changes materially affect our internal control over financial reporting.

Other than the implementation of the subledgers as described above, there were no changes in our internal control over financial reporting that occurred during the quarter ended ~~March 31,~~June 30, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. However, as the phased implementation of the new ERP system continues, we will change our processes and procedures, which in turn, could result in changes to our internal control over financial reporting. As such changes occur, we will evaluate quarterly whether such changes materially affect, our internal control over financial reporting.

As a result of COVID-19, our global workforce continued to operate primarily in a work from home environment for the quarter ended ~~March 31,~~June 30, 2021. While we continue to evolve our work model in response to the uneven effects of the ongoing pandemic around the world, we believe that our internal controls over financial reporting continue to be effective. We have continued to re-evaluate and refine our financial reporting process to provide reasonable assurance that we could report our financial results accurately and timely.

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.

4247


Table of Contents			Alphabet Inc.

PART II. OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

For a description of our material pending legal proceedings, see Note 9 “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 those described in Part I, Item 1A, "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2020, which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common and capital stock. ~~There have been no material~~Below are changes to our risk factors since our Annual Report on Form 10-K for the year ended December 31, 2020.

We cannot guarantee that any share repurchase program will be fully consummated or will enhance long-term stockholder value, and share repurchases could increase the volatility of our stock prices and could diminish our cash reserves.

We engage in share repurchases of our Class A 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. Further, our share repurchases 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.

The concentration of our stock ownership limits our stockholders’ ability to influence corporate matters.

Our Class B common stock has 10 votes per share, our Class A common stock has one vote per share, and our Class C capital stock has no voting rights. As of June 30, 2021, Larry Page and Sergey Brin beneficially owned approximately 85.3% of our outstanding Class B common stock, which represented approximately 51.5% of the voting power of our outstanding common stock. Through their stock ownership, Larry and Sergey have significant influence over all matters requiring stockholder approval, including the election of directors and significant corporate transactions, such as a merger or other sale of our company or our assets, for the foreseeable future. In addition, because our Class C capital stock carries no voting rights (except as required by applicable law), the issuance of the Class C capital stock, including in future stock-based acquisition transactions and to fund employee equity incentive programs, could continue Larry and Sergey’s current relative voting power and their ability to elect all of our directors and to determine the outcome of most matters submitted to a vote of our stockholders. The share repurchases made pursuant to our repurchase program may also affect Larry and Sergey’s relative voting power. This concentrated control limits or severely restricts other stockholders’ ability to influence corporate matters and we may take actions that some of our stockholders do not view as beneficial, which could reduce the market price of our Class A common stock and our Class C capital stock.


Table of Contents			Alphabet Inc.

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

Issuer Purchases of Equity Securities

The following table presents information with respect to Alphabet's repurchases of Class C capital stock during the quarter ended ~~March 31,~~June 30, 2021.

Period
Total Number of Shares Purchased
(in thousands) (1)
Average Price Paid per Share (2)
Total Number of Shares Purchased as Part of Publicly Announced Programs
(in thousands) (1)
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program
(in millions)
January 1 - 31 1,482 $ 1,805.11 1,482 $ 15,251
February 1 - 28 1,701 $ 2,078.47 1,701 $ 11,940
March 1 - 31 2,514 $ 2,062.45 2,514 $ 6,250
Total 5,697 5,697


Period	Total Number of Shares Purchased (in thousands) (1)	Average Price Paid per Share (2)		Total Number of Shares Purchased as Part of Publicly Announced Programs (in thousands) (1)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in millions)
April 1 - 30	1,599	$	2,279.07	1,599	$	52,605
May 1 - 31	1,918	$	2,351.68	1,918	$	48,095
June 1 - 30	1,859	$	2,496.57	1,859	$	43,454
Total	5,376			5,376

(1) The repurchases are being 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 program does not have an expiration date. See Note 10 in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information related to share repurchases.

(2) Average price paid per share includes costs associated with the repurchases.

4349


Table of Contents			Alphabet Inc.

ITEM 6.EXHIBITS

Exhibit

Number

Description

Incorporated by reference herein

Form

Date

10.01

⬥

Alphabet Inc. 2021 Stock Plan

Current Report on Form 8-K (File No. 001-37580)

June 4, 2021

10.01.1

⬥ *

Alphabet Inc. 2021 Stock Plan - Form of Alphabet Restricted Stock Unit Agreement

10.01.2

⬥ *

Alphabet Inc. 2021 Stock Plan - Form of Alphabet Non-CEO Performance Stock Unit Agreement

31.01

Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.02

Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.01

‡

Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL ~~document.~~document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

__________________________



⬥			Indicates management compensatory plan, contract, or arrangement.
*			Filed herewith.
‡			Furnished herewith.

4450


Table of Contents			Alphabet Inc.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		ALPHABET INC.
~~April~~July 27, 2021	By:	/s/ RUTH M. PORAT
		Ruth M. Porat
		Senior Vice President and Chief Financial Officer


		ALPHABET INC.
~~April~~July 27, 2021	By:	/s/ AMIE THUENER O'TOOLE
		Amie Thuener O'Toole
		Vice President and Chief Accounting Officer

4551