Palantir Technologies Inc. — Director's Dealing 2020

Sep 23, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Palantir Technologies Inc. (PLTR)
CIK: 0001321655
Period of Report: 2020-09-22

Reporting Person: THIEL PETER (Director, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	3257826	Direct
Class A Common Stock	641400	Indirect
Class A Common Stock	1954631	Indirect
Class A Common Stock	687512	Indirect
Class A Common Stock	24029026	Indirect
Class A Common Stock	740740	Indirect
Class A Common Stock	1736110	Indirect
Class A Common Stock	9903394	Indirect
Class A Common Stock	299389	Indirect
Class A Common Stock	489716	Indirect
Class A Common Stock	8053195	Indirect
Class A Common Stock	147106	Indirect
Class A Common Stock	2860261	Indirect
Class A Common Stock	3290216	Indirect
Class A Common Stock	1056172	Indirect
Class A Common Stock	1002	Indirect
Class A Common Stock	43296	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (13031306)		Direct
Class B Common Stock	$		Class A Common Stock (2565601)		Indirect
Class B Common Stock	$		Class A Common Stock (7818526)		Indirect
Class B Common Stock	$		Class A Common Stock (2750050)		Indirect
Class B Common Stock	$		Class A Common Stock (96116105)		Indirect
Class B Common Stock	$		Class A Common Stock (2962961)		Indirect
Class B Common Stock	$		Class A Common Stock (6944440)		Indirect
Class B Common Stock	$		Class A Common Stock (39422431)		Indirect
Class B Common Stock	$		Class A Common Stock (1191775)		Indirect
Class B Common Stock	$		Class A Common Stock (1949413)		Indirect
Class B Common Stock	$		Class A Common Stock (32212328)		Indirect
Class B Common Stock	$		Class A Common Stock (588414)		Indirect
Class B Common Stock	$		Class A Common Stock (11440882)		Indirect
Class B Common Stock	$		Class A Common Stock (13160866)		Indirect
Class B Common Stock	$		Class A Common Stock (4224690)		Indirect
Class B Common Stock	$		Class A Common Stock (3891)		Indirect
Class B Common Stock	$		Class A Common Stock (14487124)		Indirect
Class F Common Stock	$		Class B Common Stock (335000)		Indirect
Class B Common Stock Warrant (Right to buy)	$6.13	2022-11-20	Class B Common Stock (4502447)		Indirect
Class B Common Stock Warrant (Right to buy)	$6.13	2025-01-01	Class B Common Stock (536445)		Indirect
Class B Common Stock Warrant (Right to buy)	$6.13	2025-01-01	Class B Common Stock (172201)		Indirect

Footnotes

F1: These shares are held of record by PT Ventures, LLC ("PTV"), of which the Reporting Person is the Managing Member. The Reporting Person may be deemed to have beneficial ownership over the securities held by PTV. The Reporting Person disclaims beneficial ownership of the shares held by PTV except to the extent of his pecuniary interest therein.

F2: These shares are held of record by Clarium L.P. ("Clarium"). The Reporting Person is the President of Clarium Capital Management, LLC, which is general partner of Clarium. The Reporting Person may be deemed to have beneficial ownership over the securities held by Clarium. The Reporting Person disclaims beneficial ownership of the shares held by Clarium except to the extent of his pecuniary interest therein.

F3: These shares are held of record by STS Holdings II LLC, of which the Reporting Person is the sole beneficial owner. The Reporting Person has beneficial ownership over the securities held by STS Holdings II LLC.

F4: These shares are held of record by Rivendell 7 LLC, of which the Reporting Person is the sole beneficial owner. The Reporting Person has beneficial ownership over the securities held by Rivendell 7 LLC.

F5: These shares are held of record by Rivendell 25 LLC, of which the Reporting Person is the sole beneficial owner. The Reporting Person has beneficial ownership over the securities held by Rivendell 25 LLC.

F6: These shares are held of record by The Founders Fund, LP ("FF-I"). The Reporting Person is one of the managing members of The Founders Fund Management, LLC, which is the general partner of FF-I. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-I. The Reporting Person disclaims beneficial ownership over the shares held by FF-I except to the extent of his pecuniary interest therein.

F7: These shares are held of record by The Founders Fund II, LP ("FF-II"). The Reporting Person is one of the managing members of The Founders Fund II Management, LLC ("FFIIM"), which is the general partner of FF-II. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-II. The Reporting Person disclaims beneficial ownership over the shares held by FF-II except to the extent of his pecuniary interest therein.

F8: These shares are held of record by The Founders Fund II Entrepreneurs Fund, LP ("FF-IIE"). The Reporting Person is one of the managing members of FFIIM, which is the general partner of FF-IIE. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IIE. The Reporting Person disclaims beneficial ownership over the shares held by FF-IIE except to the extent of his pecuniary interest therein.

F9: These shares are held of record by The Founders Fund II Principals Fund, LP ("FF-IIP"). The Reporting Person is one of the managing members of FFIIM, which is the general partner of FF-IIP. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IIP. The Reporting Person disclaims beneficial ownership over the shares held by FF-IIP except to the extent of his pecuniary interest therein.

F10: These shares are held of record by The Founders Fund III, LP ("FF-III"). The Reporting Person is one of the managing members of The Founders Fund III Management, LLC ("FFIIIM"), which is the general partner of FF-III. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-III. The Reporting Person disclaims beneficial ownership over the shares held by FF-III except to the extent of his pecuniary interest therein.

F11: These shares are held of record by The Founders Fund III Entrepreneurs Fund, LP ("FF-IIIE"). The Reporting Person is one of the managing members of FFIIIM, which is the general partner of FF-IIIE. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IIIE. The Reporting Person disclaims beneficial ownership over the shares held by FF-IIIE except to the extent of his pecuniary interest therein.

F12: These shares are held of record by The Founders Fund III Principals Fund, LP ("FF-IIIP"). The Reporting Person is one of the managing members of FFIIIM, which is the general partner of FF-IIIP. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IIIP. The Reporting Person disclaims beneficial ownership over the shares held by FF-IIIP except to the extent of his pecuniary interest therein.

F13: These shares are held of record by The Founders Fund IV, LP ("FF-IV"). The Reporting Person is one of the managing members of The Founders Fund IV Management, LLC ("FFIVM"), which is the general partner of FF-IV. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IV. The Reporting Person disclaims beneficial ownership over the shares held by FF-IV except to the extent of his pecuniary interest therein.

F14: These shares are held of record by The Founders Fund IV Principals Fund, LP ("FF-IVP"). The Reporting Person is one of the managing members of FFIVM, which is the general partner of FF-IVP. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IVP. The Reporting Person disclaims beneficial ownership over the shares held by FF-IVP except to the extent of his pecuniary interest therein.

F15: These shares are held of record by FF Pathfinder VI, LLC ("FF Pathfinder"). The Reporting Person is one of the managing members of The Founders Fund VI Management LLC, which is the managing member of FF Pathfinder. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF Pathfinder. The Reporting Person disclaims beneficial ownership over the shares held by FF Pathfinder except to the extent of his pecuniary interest therein.

F16: These shares are held of record by Mithril PAL-SPV 1, LLC ("Mithril"). The Reporting Person is the Chairman of the Investment Committee of Mithril GP LLC, the General Partner of Mithril LP, which, in turn, owns Mithril. The Reporting Person may be deemed to have beneficial ownership over the securities held by Mithril. The Reporting Person disclaims beneficial ownership of the shares held by Mithril except to the extent of his pecuniary interest therein.

F17: 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.

F18: The Class F Common Stock is convertible into the Issuer's Class B Common Stock on a 1-for-1 basis and has no expiration date. 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.

F19: These shares are held of record by the voting trust established pursuant to the Voting Trust Agreement entered into among Alexander Karp, Stephen Cohen, the Reporting Person and Wilmington Trust, National Association (the "Voting Trust"). The Reporting Person is a beneficiary of the Voting Trust and may be deemed to have beneficial ownership with respect to 335,000 shares of Class F Common Stock held in the Voting Trust.

F20: All of the shares underlying the warrant are fully vested and exercisable as of the date hereof.

F21: This warrant is held by Mithril. The Reporting Person may be deemed to have beneficial ownership over the securities held by Mithril. The Reporting Person disclaims beneficial ownership of the securities held by Mithril except to the extent of his pecuniary interest therein.

F22: This warrant is held by FF-IV. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IV. The Reporting Person disclaims beneficial ownership over the securities held by FF-IV except to the extent of his pecuniary interest therein.

F23: This warrant is held by FF-IVP. The Reporting Person may be deemed to have beneficial ownership over the securities held by FF-IVP. The Reporting Person disclaims beneficial ownership over the securities held by FF-IVP except to the extent of his pecuniary interest therein.