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Filing Details

Accession Number:: 0001321655-23-000128
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-11-22 20:33:03
Reporting Period:: 2023-11-20

Accepted Time:: 2023-11-22 20:33:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1321655	Palantir Technologies Inc.	PLTR	Services-Prepackaged Software (7372)	680551851

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1824159	Shyam Sankar	C/O Palantir Technologies Inc. 1200 17Th Street, Floor 15 Denver CO 80202	See Remarks	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2023-11-20	99,537	$0.00	1,137,653	No	4	C	Direct
Class A Common Stock	Disposition	2023-11-20	155,569	$21.27	982,084	No	4	S	Direct
Class A Common Stock	Disposition	2023-11-20	111	$21.59	981,973	No	4	S	Direct
Class A Common Stock	Acquisiton	2023-11-21	69,360	$0.00	1,051,333	No	4	C	Direct
Class A Common Stock	Disposition	2023-11-21	94,515	$20.09	956,818	No	4	S	Direct
Class A Common Stock	Disposition	2023-11-21	13,968	$21.05	942,850	No	4	S	Direct
Class A Common Stock	Acquisiton	2023-11-22	206,103	$0.00	1,148,953	No	4	C	Direct
Class A Common Stock	Disposition	2023-11-22	321,167	$19.76	827,786	No	4	S	Direct
Class A Common Stock	Disposition	2023-11-22	75,000	$0.00	752,786	No	4	G	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct
No	4	C	Direct
No	4	S	Direct
No	4	G	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Restricted Stock Units	Disposition	2023-11-20	375,000	$0.00	375,000	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2023-11-20	375,000	$0.00	375,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2023-11-20	99,537	$0.00	99,537	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2023-11-21	69,360	$0.00	69,360	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2023-11-22	206,103	$0.00	206,103	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,750,000	2026-05-20	No	4	M	Direct
2,298,525		No	4	M	Direct
2,198,988		No	4	C	Direct
2,129,628		No	4	C	Direct
1,923,525		No	4	C	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	749,899	Indirect	See Footnote

Footnotes

This transaction is part of a related series of transactions. The Reporting Person acquired rights to 375,000 shares of Class B Common Stock upon incremental vesting of previously granted restricted stock units on November 20, 2023, converted 99,537 shares of the Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock along with 56,143 additional shares of Class A Common Stock on November 20, 2023 and then converted 69,360 shares of the Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock along with 39,123 additional shares of Class A Common Stock on November 21, 2023. All sales were automatic sales of shares to cover required tax withholding obligations in connection with the vesting event on November 20, 2023 and were conducted in compliance with the Reporting Person's Rule 10b5-1 trading plan.
The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date.
This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $20.59 to $21.58. The price reported above reflects the weighted average sale price of trades occurring within that price range. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $19.74 to $20.73. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnote (5) for sales executed in other price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $20.74 to $21.73. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnote (4) for sales executed in other price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction is part of a related series of transactions. The Reporting Person converted 206,103 shares of Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock along with 115,064 additional shares of Class A Common Stock in the open market pursuant to a preexisting Rule 10b5-1 trading plan, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), entered into (or most recently amended or modified, as applicable) on June 7, 2022, prior to the effectiveness of the revised requirements of Rule 10b5-1(c).
This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $19.575 to $19.97. The price reported above reflects the weighted average sale price of trades occurring within that price range. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
Represents a bona fide gift of 75,000 shares by the Reporting Person to a tax-exempt public charity under Section 501(c)(3) of the Internal Revenue Code in memory of the Reporting Person's late father, in compliance with the Reporting Person's Rule 10b5-1 trading plan noted in footnote (6) above.
These shares are held of record by Shyam Sankar, Co-Trustee of the Sankar Irrevocable Remainder Trust u/a/d 4/20/2020 (the "Remainder Trust"). These shares were not subject to a particular transaction during the dates covered by this Form 4 and are listed here to disclose the Reporting Person's holdings as required by Securities and Exchange Commission rules. The Reporting Person disclaims beneficial ownership of the shares held by the Remainder Trust, except to the extent of his pecuniary interest therein.
These securities are RSUs granted pursuant to the Issuer's Amended 2010 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.
The shares acquired from the incremental vesting of RSUs (as described above) were fully vested as of the transaction date.