0001209191-20-053419.txt : 20201002 0001209191-20-053419.hdr.sgml : 20201002 20201002214523 ACCESSION NUMBER: 0001209191-20-053419 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200930 FILED AS OF DATE: 20201002 DATE AS OF CHANGE: 20201002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Karp Alexander C. CENTRAL INDEX KEY: 0001823951 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39540 FILM NUMBER: 201222148 MAIL ADDRESS: STREET 1: C/O PALANTIR TECHNOLOGIES INC. STREET 2: 1255 BLAKE STREET, SUITE 250 CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Palantir Technologies Inc. CENTRAL INDEX KEY: 0001321655 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 680551851 BUSINESS ADDRESS: STREET 1: 1555 BLAKE STREET STREET 2: SUITE 250 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 720-358-3679 MAIL ADDRESS: STREET 1: 1555 BLAKE STREET STREET 2: SUITE 250 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Palantir Technologies Inc DATE OF NAME CHANGE: 20050324 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-09-30 0 0001321655 Palantir Technologies Inc. PLTR 0001823951 Karp Alexander C. C/O PALANTIR TECHNOLOGIES INC. 1555 BLAKE STREET, SUITE 250 DENVER CO 80202 1 1 0 0 Chief Executive Officer Class A Common Stock 2020-09-30 4 S 0 1600000 9.7239 D 18926496 D Class A Common Stock 2020-09-30 4 S 0 2000000 10.7668 D 16926496 D Class A Common Stock 2020-10-01 4 S 0 7900000 9.4322 D 9026496 D Restricted Stock Units 2020-09-30 4 A 0 35100000 0.00 A 2031-05-20 Class B Common Stock 35100000 35100000 D Restricted Stock Units 2020-09-30 4 A 0 3900000 0.00 A 2031-05-20 Class B Common Stock 3900000 3900000 D Growth Units 2020-09-30 4 A 0 2755903 0.00 A Class A Common Stock 2755903 D This transaction was executed in multiple trades at prices ranging from $9.13 to $10.01. The price reported above reflects the weighted average sale price. 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. Includes 880 shares received pursuant to a pro rata distribution from The Founders Fund Management, LLC. The acquisition of such shares was exempt pursuant to Rule 16a-9. This transaction was executed in multiple trades at prices ranging from $10.56 to $11.13. The price reported above reflects the weighted average sale price. 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. This transaction was executed in multiple trades at prices ranging from $9.23 to $10.07. The price reported above reflects the weighted average sale price. 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. These securities are restricted stock units ("RSUs") granted pursuant to the Issuer's Amended 2010 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock. The performance condition of these previously granted RSUs was satisfied upon the listing and public trading of the Issuer's Class A Common Stock. 1/40th of the shares subject to the RSUs shall vest on August 20, 2021 and each three-month anniversary thereafter, subject to the Reporting Person continuing as a service provider through each such 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. These securities are RSUs granted pursuant to the Issuer's 2020 Executive Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock. These securities are Growth Units granted pursuant to the Issuer's Amended 2010 Equity Incentive Plan. Each Growth Unit represents a contingent right to receive shares of the Issuer's Class A Common Stock, such number of shares to be determined on the basis of a conversion methodology based on a formula related to the applicable fair market value under such formula and applicable hurdles applicable to the award set out more fully in the Issuer's final prospectus filed with the SEC on September 30, 2020, pursuant to Rule 424(b) of the Securities Act of 1933, as amended (the "Securities Act"). The performance-based vesting condition of these previously granted growth units was satisfied upon the listing and public trading of the Issuer's Class A Common Stock. The shares subject to the growth units shall vest on March 29, 2021, subject to the Reporting Person continuing as a service provider through such date. If the continued service vesting requirement is not satisfied, the vesting will be determined based on alternative methodology set out in the Issuer's final prospectus filed with the SEC on September 30, 2020, pursuant to Rule 424(b) of the Securities Act. There is no expiration date for the Growth Units. The number of shares into which each Growth Unit will convert will be determined on the basis of a conversion methodology set out in the Issuer's final prospectus filed with the SEC on September 30, 2020, pursuant to Rule 424(b) of the Securities Act. /s/ Justin V. Laubach, under power of attorney 2020-10-02