Palantir Technologies Inc. — Director's Dealing 2025

Feb 25, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Palantir Technologies Inc. (PLTR)
CIK: 0001321655
Period of Report: 2025-02-20

Reporting Person: Sankar Shyam (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-20	Class A Common Stock	C	375000	—	Acquired	1077786	Direct
2025-02-20	Class A Common Stock	S	3241	$96.3985	Disposed	1074545	Direct
2025-02-20	Class A Common Stock	S	3321	$97.4908	Disposed	1071224	Direct
2025-02-20	Class A Common Stock	S	31444	$98.5549	Disposed	1039780	Direct
2025-02-20	Class A Common Stock	S	32734	$99.5166	Disposed	1007046	Direct
2025-02-20	Class A Common Stock	S	42708	$100.6065	Disposed	964338	Direct
2025-02-20	Class A Common Stock	S	47871	$101.4712	Disposed	916467	Direct
2025-02-20	Class A Common Stock	S	59727	$102.5505	Disposed	856740	Direct
2025-02-20	Class A Common Stock	S	39815	$103.525	Disposed	816925	Direct
2025-02-20	Class A Common Stock	S	42431	$104.3886	Disposed	774494	Direct
2025-02-20	Class A Common Stock	S	35265	$105.518	Disposed	739229	Direct
2025-02-20	Class A Common Stock	S	34787	$106.4857	Disposed	704442	Direct
2025-02-20	Class A Common Stock	S	1656	$107.1953	Disposed	702786	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-20	Employee Stock Option (Right to buy)	$11.38	M	375000	Disposed	2032-08-20	Class B Common Stock (375000)	Direct
2025-02-20	Class B Common Stock	$11.38	M	375000	Acquired		Class A Common Stock (375000)	Direct
2025-02-20	Class B Common Stock	$	C	375000	Disposed		Class A Common Stock (375000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	749899	Indirect

Footnotes

F1: This transaction is part of a related series of transactions undertaken on February 20, 2025 pursuant to a preexisting Rule 10b5-1 trading plan, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), entered into on August 29, 2024. The Reporting Person exercised 375,000 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.

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 $95.86 to $96.73. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (4), (5), (6), (7), (8), (9), (10), (11), (12), (13) and (14) 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 $96.88 to $97.85. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (5), (6), (7), (8), (9), (10), (11), (12), (13) and (14) 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 represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $98.01 to $99.00. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (6), (7), (8), (9), (10), (11), (12), (13) and (14) 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.

F6: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $99.01 to $100.00. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (7), (8), (9), (10), (11), (12), (13) and (14) 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.

F7: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $100.01 to $101.00. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (8), (9), (10), (11), (12), (13) and (14) 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.

F8: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $101.01 to $102.00. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (9), (10), (11), (12), (13) and (14) 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.

F9: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $102.01 to $103.00. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (8), (10), (11), (12), (13) and (14) 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.

F10: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $103.01 to $104.00. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (8), (9), (11), (12), (13) and (14) 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.

F11: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $104.01 to $104.985. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (8), (9), (10), (12), (13) and (14) 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.

F12: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $105.025 to $106.015. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (8), (9), (10), (11), (13) and (14) 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.

F13: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $106.06 to $106.95. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (8), (9), (10), (11), (12) and (14) 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.

F14: This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $107.105 to $107.26. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3), (4), (5), (6), (7), (8), (9), (10), (11), (12) and (13) 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.

F15: These shares are held of record by Shyam Sankar, Co-Trustee of the Sankar Irrevocable Remainder Trust u/a/d 4/20/2020 (the "Remainder Trust"). These shares were not subject to a particular transaction during the dates covered by this Form 4 and are listed here to disclose the Reporting Person's holdings as required by Securities and Exchange Commission rules. The Reporting Person disclaims beneficial ownership of the shares held by the Remainder Trust, except to the extent of his pecuniary interest therein.

F16: The options exercised in this transaction were fully vested and exercisable as of the transaction date.