| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PLTR | Class A Common Stock | Conversion of derivative security | +791K | +50.9% | 2.34M | May 30, 2023 | Direct | F1, F2 | ||
| transaction | PLTR | Class A Common Stock | Sale | -$15.5M | -1.03M | -43.99% | $15.00 | 1.31M | May 30, 2023 | Direct | F1 |
| holding | PLTR | Class A Common Stock | 750K | May 30, 2023 | See Footnote | F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PLTR | Class B Common Stock | Conversion of derivative security | $0 | -791K | -61.59% | $0.00 | 493K | May 30, 2023 | Class A Common Stock | 791K | Direct | F1, F2 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | This transaction is part of a related series of transactions. The Reporting Person converted 791,029 shares of Class B Common Stock to Class A Common Stock, then sold the resulting shares of Class A Common Stock, along with 240,504 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). |
| F2 | 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. |
| F3 | 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 date(s) 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. |
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).