Palantir Technologies Inc. — Director's Dealing 2023

Feb 24, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Palantir Technologies Inc. (PLTR)
CIK: 0001321655
Period of Report: 2023-02-21

Reporting Person: Cohen Stephen Andrew (Director, See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-21	Class A Common Stock	C	113753	—	Acquired	114345	Direct
2023-02-21	Class A Common Stock	S	113753	$8.5508	Disposed	592	Direct
2023-02-22	Class A Common Stock	C	117523	—	Acquired	118115	Direct
2023-02-22	Class A Common Stock	S	117523	$8.3473	Disposed	592	Direct
2023-02-23	Class A Common Stock	C	140632	—	Acquired	141224	Direct
2023-02-23	Class A Common Stock	S	140632	$8.1255	Disposed	592	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-21	Class B Common Stock	$	C	113753	Disposed		Class A Common Stock (113753.0)	Direct
2023-02-22	Class B Common Stock	$	C	117523	Disposed		Class A Common Stock (117523.0)	Direct
2023-02-23	Class B Common Stock	$	C	140632	Disposed		Class A Common Stock (140632.0)	Direct

Footnotes

F1: This transaction is part of a related series of transactions. The Reporting Person acquired rights to 675,000 shares of Class B Common Stock upon incremental vesting of previously granted restricted stock units ("RSUs") on February 20, 2023, converted 113,753 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, 2023, converted 117,523 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 22, 2023 and then converted 140,632 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 23, 2023. All sales were automatic sales of shares to cover required tax withholding obligations in connection with the vesting event on February 20, 2023.

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 $8.43 to $9.08. 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.

F4: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $8.17 to $8.62. 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.

F5: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $7.92 to $8.46. 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.