Palantir Technologies Inc. — Director's Dealing 2024

Nov 16, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Palantir Technologies Inc. (PLTR)
CIK: 0001321655
Period of Report: 2024-11-13

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-11-13	Class A Common Stock	C	1823602	—	Acquired	8255860	Direct
2024-11-13	Class A Common Stock	S	1823602	$63.1164	Disposed	6432258	Direct
2024-11-15	Class A Common Stock	C	4500000	—	Acquired	10932258	Direct
2024-11-15	Class A Common Stock	S	4500000	$63.1033	Disposed	6432258	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-11-13	Employee Stock Option (Right to buy)	$11.38	M	1823602	Disposed	2032-08-20	Class B Common Stock (1823602)	Direct
2024-11-13	Class B Common Stock	$11.38	M	1823602	Acquired		Class A Common Stock (1823602)	Direct
2024-11-13	Class B Common Stock	$	C	1823602	Disposed		Class A Common Stock (1823602)	Direct
2024-11-15	Employee Stock Option (Right to buy)	$11.38	M	4500000	Disposed	2032-08-20	Class B Common Stock (4500000)	Direct
2024-11-15	Class B Common Stock	$11.38	M	4500000	Acquired		Class A Common Stock (4500000)	Direct
2024-11-15	Class B Common Stock	$	C	4500000	Disposed		Class A Common Stock (4500000)	Direct

Footnotes

F1: This transaction is part of a related series of transactions undertaken on November 13, 2024 pursuant to a preexisting Rule 10b5-1 trading plan, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), entered into on December 12, 2023. The Reporting Person exercised 1,823,602 vested Class B Common Stock options, 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 $63.00 to $63.39. 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 is part of a related series of transactions undertaken on November 15, 2024 pursuant to a preexisting Rule 10b5-1 trading plan, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), entered into on December 12, 2023. The Reporting Person exercised 4,500,000 vested Class B Common Stock options, 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.

F5: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $63.00 to $63.48. 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.

F6: The options exercised in this transaction were fully vested and exercisable as of the transaction date.