Shyam Sankar - 20 Aug 2022 Form 4 Insider Report for Palantir Technologies Inc. (PLTR)

Signature
/s/ Justin V. Laubach, under power of attorney
Issuer symbol
PLTR
Transactions as of
20 Aug 2022
Net transactions value
$0
Form type
4
Filing time
23 Aug 2022, 20:13:46 UTC
Previous filing
26 Jul 2022
Next filing
24 Aug 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PLTR Class A Common Stock Gift $0 -524,851 -100% $0.000000* 0 05 Aug 2022 See Footnote F1, F2
transaction PLTR Class A Common Stock Gift $0 +524,851 +233% $0.000000 749,899 05 Aug 2022 See Footnote F1, F3
holding PLTR Class A Common Stock 2,154,766 20 Aug 2022 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PLTR Restricted Stock Units Options Exercise $0 -375,000 -6.2% $0.000000 5,625,000 20 Aug 2022 Class B Common Stock 375,000 Direct F4, F5, F6, F7
transaction PLTR Class B Common Stock Options Exercise $0 +375,000 +76% $0.000000 868,313 20 Aug 2022 Class A Common Stock 375,000 Direct F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 5, 2022, pursuant to the terms of the trust agreement of The Shyam Sankar 2020 Annuity Trust u/a/d 7/14/2020 (the "Annuity Trust"): (i) 236,260 shares of Class A Common Stock held of record by the Annuity Trust were transferred to the Reporting Person to satisfy a preexisting annuity payment requirement and (ii) the remaining 524,851 shares of Class A Common Stock held by the Annuity Trust were transferred to the Sankar Irrevocable Remainder Trust u/a/d 4/20/2020 (the "Remainder Trust"), for no consideration, in connection with the expiration of the Annuity Trust. All transactions were conducted in compliance with the Reporting Person's preexisting Rule 10b5-1 trading plan. The number of shares beneficially owned reflects such transfer.
F2 These shares were held of record by the Annuity Trust, of which the Reporting Person was the trustee, until the Annuity Trust expired pursuant to its terms on August 5, 2022. The Reporting Person disclaimed beneficial ownership of the shares held by the Annuity Trust, except to the extent of his pecuniary interest therein.
F3 These shares are held of record by the Remainder Trust, of which the Reporting Person is a co-trustee. The Reporting Person disclaims beneficial ownership of the shares held by the Remainder Trust, except to the extent of his pecuniary interest therein.
F4 These securities are restricted stock units ("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.
F5 The Reporting Person acquired 375,000 shares of Class B Common Stock upon incremental vesting of RSUs.
F6 The shares acquired from the incremental vesting of RSUs (as described above) were fully vested as of the transaction date.
F7 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.

Remarks:

Officer title: Chief Operating Officer and Executive Vice President