您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:谷歌-C美股招股说明书(2026-05-07版) - 发现报告

谷歌-C美股招股说明书(2026-05-07版)

2026-05-07 美股招股说明书 郭生根
报告封面

€9,000,000,000 Alphabet Inc. €1,500,000,000 3.200% Notes due 2030€1,750,000,000 3.450% Notes due 2032€1,500,000,000 3.625% Notes due 2034€1,750,000,000 4.100% Notes due 2039€1,250,000,000 4.500% Notes due 2045€1,250,000,000 4.800% Notes due 2063 We are offering €1,500,000,000 aggregate principal amount of our 3.200% notes due 2030 (the “2030 Notes”), €1,750,000,000 aggregate principal amount of our 3.450% notes due 2032 (the“2032 Notes”), €1,500,000,000 aggregate principal amount of our 3.625% notes due 2034 (the “2034 Notes”), €1,750,000,000 aggregate principal amount of our 4.100% notes due 2039 (the“2039 Notes”), €1,250,000,000 aggregate principal amount of our 4.500% notes due 2045 (the “2045 Notes”) and €1,250,000,000 aggregate principal amount of our 4.800% notes due 2063(the “2063 Notes” and, together with the 2030 Notes, the2032 Notes, the2034 Notes, the2039 Notes and the 2045 Notes, the “notes”). The 2030 Notes will mature on May 11, 2030, the2032 Notes will mature on May 11, 2032, the 2034 Notes will mature on May 11, 2034, the2039 Notes will mature on May 11, 2039, the 2045 Notes will mature on May 11, 2045 and the2063 Notes will mature on May 11, 2063. Interest on the notes will accrue from May 11, 2026 and be payable on May 11 of each year, beginning on May 11, 2027. We may redeem any seriesof the notes in whole or in part at any time or from time to time at the redemption prices described under the heading “Description of the Notes—Optional Redemption.” In addition, we mayredeem any series of the notes in whole, but not in part, at any time at our option in the event of certain changes in the tax laws of the United States that would require us to pay additionalamounts as described under “Description of the Notes—Redemption for Tax Reasons.” The notes will be our senior unsecured obligations and will rank equally with our other unsecured and unsubordinated indebtedness from time to time outstanding. The notes will bestructurally subordinated to all existing and future indebtedness and other obligations of our subsidiaries. We intend to apply to list each series of the notes on the Nasdaq Bond Exchange (“Nasdaq”). The listing applications will be subject to approval by Nasdaq. We currently expect trading ineach series of the notes on Nasdaq to begin within 30 days after the original issue date. If such a listing is obtained, we have no obligation to maintain such listing and we may delist any seriesof the notes at any time. Currently, there is no public market for any series of the notes. Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of the notes or determined that this prospectussupplement or the accompanying prospectus is accurate or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the notes to investors in book-entry form only through a common depositary of Clearstream Banking, S.A. (“Clearstream”) or Euroclear Bank S.A./N.V.(“Euroclear” and, together with Clearstream, the “clearing systems”), on or about May 11, 2026, which will be the fourth London business day from the date of pricing of the notes (thissettlement cycle is referred to as “T+4”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondary market are generallyrequired to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes on any day prior to the business datebefore delivery will be required, by virtue of the fact that the notes initially settle in T+4, to specify an alternate settlement arrangement at the time of any such trade to prevent a failedsettlement and should consult their own advisors. See “Underwriting.” BarclaysCitigroupBofASecuritiesSociétéGénéraleCorporate&InvestmentBanking BBVAMUFGBlaylockVan,LLCAmeriVetSecurities Table of Contents We are responsible for the information contained and incorporated by reference in this prospectus supplement, the accompanying prospectusand in any related free writing prospectus we prepare or authorize. No person is authorized to give any information or to make anyrepresentation that is different from, or in addition to, those contained or incorporated by reference into this prospectus supplement, theaccompanying prospectus or any related free writing prospectus that we prepare or authorize. If given or made, such information orrepresentations must not be relied upon as having been authorized by us, and we take no responsibility for any information that others maygive you. If you are in a jurisdiction where offers to sell, or solicitations of offers to purchase, the notes offered by this document are unlawful,or if you are a person to whom it is unlawful to direct these types of activities, then the offer presented in this document does not extend to you.The information contained in this document sp