Alphabet Closes $19.25B Offering of Mandatory Convertible Preferred Stock

Alphabet Inc. has completed a dual-tranche offering of Series A and Series B Mandatory Convertible Preferred Stock, which closed on June 5, 2026. The offering included the full exercise of the underwriters' over-allotment options. Concurrently, the company entered into capped call transactions to mitigate potential shareholder dilution from the future conversion of these shares.

Key Details

• Offering Details: Issued 192.5 million Series A and 192.5 million Series B depositary shares, each representing a 1/20th interest in a share of preferred stock. The total offering size corresponds to a liquidation preference of approximately $19.25 billion.
• Security Terms: The preferred stock carries a 6.25% annual dividend rate on its $1,000 per share liquidation preference and will mandatorily convert into common stock on or about May 15, 2029. Series A will convert into Class A (GOOGL) stock, and Series B will convert into Class C (GOOG) stock.
• Capped Call Transactions: Entered into capped call transactions to reduce potential dilution upon conversion, with initial cap prices of $532.6704 for Class A shares and $527.7974 for Class C shares.