0001321655-24-000029.txt : 20240222 0001321655-24-000029.hdr.sgml : 20240222 20240222200840 ACCESSION NUMBER: 0001321655-24-000029 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240220 FILED AS OF DATE: 20240222 DATE AS OF CHANGE: 20240222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sankar Shyam CENTRAL INDEX KEY: 0001824159 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39540 FILM NUMBER: 24666922 MAIL ADDRESS: STREET 1: C/O PALANTIR TECHNOLOGIES INC. STREET 2: 1200 17TH STREET, FLOOR 15 CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Palantir Technologies Inc. CENTRAL INDEX KEY: 0001321655 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 680551851 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1200 17TH STREET STREET 2: FLOOR 15 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 720-358-3679 MAIL ADDRESS: STREET 1: 1200 17TH STREET STREET 2: FLOOR 15 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Palantir Technologies Inc DATE OF NAME CHANGE: 20050324 4 1 wk-form4_1708650509.xml FORM 4 X0508 4 2024-02-20 0 0001321655 Palantir Technologies Inc. PLTR 0001824159 Sankar Shyam C/O PALANTIR TECHNOLOGIES INC. 1200 17TH STREET, FLOOR 15 DENVER CO 80202 0 1 0 0 See Remarks 1 Class A Common Stock 2024-02-20 4 C 0 88219 A 841005 D Class A Common Stock 2024-02-20 4 S 0 84401 23.2413 D 756604 D Class A Common Stock 2024-02-20 4 S 0 3818 23.824 D 752786 D Class A Common Stock 2024-02-21 4 C 0 89562 A 842348 D Class A Common Stock 2024-02-21 4 S 0 89562 22.6546 D 752786 D Class A Common Stock 2024-02-22 4 C 0 50000 A 802786 D Class A Common Stock 2024-02-22 4 S 0 50000 23.565 D 752786 D Class A Common Stock 749899 I See Footnote Restricted Stock Units 2024-02-20 4 M 0 375000 0 D 2026-05-20 Class B Common Stock 375000 3375000 D Class B Common Stock 2024-02-20 4 M 0 375000 0 A Class A Common Stock 375000 2298525 D Class B Common Stock 2024-02-20 4 C 0 88219 0 D Class A Common Stock 88219 2210306 D Class B Common Stock 2024-02-21 4 C 0 89562 0 D Class A Common Stock 89562 2120744 D Class B Common Stock 2024-02-21 4 C 0 50000 0 D Class A Common Stock 50000 2070744 D 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 ("RSUs") on February 20, 2024, converted 88,219 shares of the Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock on February 20, 2024 and then converted 89,562 shares of the Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock on February 21, 2024. All sales were automatic sales of shares to cover required tax withholding obligations in connection with the vesting event on February 20, 2024 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 $22.73 to $23.72. 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 represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $23.73 to $23.97. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnote (3) 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 $22.35 to $22.91. 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 is part of a related series of transactions. The Reporting Person converted 50,000 shares of Class B Common Stock to Class A Common Stock and immediately sold the resulting 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 on August 31, 2023. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $23.125 to $23.785. 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. 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. Officer title: Chief Technology Officer and Executive Vice President. This Form 4 has been compiled based on applicable requirements to reflect the specific transactions described herein and is not intended to disclose or describe all shares and/or other equity securities owned or beneficially held by the Reporting Person. For additional details regarding the Reporting Person's overall stock and equity holdings, please see the Issuer's Proxy Statement filed with the Securities and Exchange Commission on April 26, 2023, including under the heading "Security Ownership Of Certain Beneficial Owners And Management" (subject to the definitions, explanations, and time periods described therein). /s/ Justin V. Laubach, under power of attorney 2024-02-22