Palantir Technologies Inc. — Director's Dealing 2021

Oct 29, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Palantir Technologies Inc. (PLTR)
CIK: 0001321655
Period of Report: 2021-10-26

Reporting Person: Karp Alexander C. (Director, See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-26	Class A Common Stock	C	638629	—	Acquired	7070887	Direct
2021-10-26	Class A Common Stock	S	595525	$25.7245	Disposed	6475362	Direct
2021-10-26	Class A Common Stock	S	43104	$26.3827	Disposed	6432258	Direct
2021-10-27	Class A Common Stock	C	638629	—	Acquired	7070887	Direct
2021-10-27	Class A Common Stock	S	638629	$25.3477	Disposed	6432258	Direct
2021-10-28	Class A Common Stock	C	638629	—	Acquired	7070887	Direct
2021-10-28	Class A Common Stock	S	638629	$25.505	Disposed	6432258	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-26	Employee Stock Option (Right to buy)	$0.103	M	638629	Disposed	2021-12-03	Class B Common Stock (638629)	Direct
2021-10-26	Class B Common Stock	$0.103	M	638629	Acquired		Class A Common Stock (638629)	Direct
2021-10-26	Class B Common Stock	$	C	638629	Disposed		Class A Common Stock (638629)	Direct
2021-10-27	Employee Stock Option (Right to buy)	$0.103	M	638629	Disposed	2021-12-03	Class B Common Stock (638629)	Direct
2021-10-27	Class B Common Stock	$0.103	M	638629	Acquired		Class A Common Stock (638629)	Direct
2021-10-27	Class B Common Stock	$	C	638629	Disposed		Class A Common Stock (638629)	Direct
2021-10-28	Employee Stock Option (Right to buy)	$0.103	M	2218040	Disposed	2021-12-03	Class B Common Stock (2218040)	Direct
2021-10-28	Class B Common Stock	$0.103	M	2218040	Acquired		Class A Common Stock (2218040)	Direct
2021-10-28	Employee Stock Option (Right to buy)	$0.85	M	336476	Disposed	2021-12-03	Class B Common Stock (336476)	Direct
2021-10-28	Class B Common Stock	$0.85	M	336476	Acquired		Class A Common Stock (336476)	Direct
2021-10-28	Class B Common Stock	$	C	638629	Disposed		Class A Common Stock (638629)	Direct

Footnotes

F1: This transaction is part of a related series of transactions undertaken on October 26, 2021 pursuant to a preexisting Rule 10b5-1 trading plan. The Reporting Person exercised 638,629 vested Class B Common Stock options that are expiring on December 3, 2021, converted the resulting shares of Class B Common Stock to Class A Common Stock, and immediately sold the shares of Class A Common Stock in the open market.

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: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $25.26 to $26.25. 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.

F4: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $26.26 to $26.70. 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.

F5: This transaction is part of a related series of transactions undertaken on October 27, 2021 pursuant to a preexisting Rule 10b5-1 trading plan. The Reporting Person exercised 638,629 vested Class B Common Stock options that are expiring on December 3, 2021, converted the resulting shares of Class B Common Stock to Class A Common Stock, and immediately sold the shares of Class A Common Stock in the open market.

F6: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $25.04 to $25.88. 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.

F7: This transaction is part of a related series of transactions undertaken on October 28, 2021. The Reporting Person exercised 638,629 vested Class B Common Stock options that are expiring on December 3, 2021, converted the resulting shares of Class B Common Stock to Class A Common Stock, and immediately sold the shares of Class A Common Stock, all pursuant to a preexisting Rule 10b5-1 trading plan. The Reporting Person also exercised an additional 1,915,887 vested Class B Common Stock options that are expiring on December 3, 2021 and held the resulting shares of Class B Common Stock, resulting in a net increase in the number of shares of Class B Common Stock held as of the transaction date.

F8: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $25.15 to $25.78. 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.

F9: The options exercised in this transaction were fully vested and exercisable as of the transaction date.