0000899243-21-047636.txt : 20211209
0000899243-21-047636.hdr.sgml : 20211209
20211209211645
ACCESSION NUMBER: 0000899243-21-047636
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211207
FILED AS OF DATE: 20211209
DATE AS OF CHANGE: 20211209
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Schingler Robert H
CENTRAL INDEX KEY: 0001897636
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40166
FILM NUMBER: 211483447
MAIL ADDRESS:
STREET 1: C/O PLANET LABS PBC
STREET 2: 645 HARRISON STREET, FLOOR 4
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94107
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: dMY Technology Group, Inc. IV
CENTRAL INDEX KEY: 0001836833
STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1180 NORTH TOWN CENTER DRIVE, SUITE 100
CITY: LAS VEGAS
STATE: NV
ZIP: 89144
BUSINESS PHONE: (702) 781-4313
MAIL ADDRESS:
STREET 1: 1180 NORTH TOWN CENTER DRIVE, SUITE 100
CITY: LAS VEGAS
STATE: NV
ZIP: 89144
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-12-07
0
0001836833
dMY Technology Group, Inc. IV
PL
0001897636
Schingler Robert H
C/O PLANET LABS PBC
645 HARRISON STREET, FLOOR 4
SAN FRANCISCO
CA
94107
1
1
0
0
See Remarks
Earnout - Class A Shares
2021-12-07
4
A
0
145460
A
Class A Common Stock
145460
145460
D
Earnout - Class B Shares
2021-12-07
4
A
0
1168105
A
Class B Common Stock
1168105
1168105
I
Ulysses Trust dated February 26, 2021
Class B Common Stock
2021-12-07
4
A
0
10578793
A
Class B Common Stock
10578793
10578793
I
Ulysses Trust dated February 26, 2021
Stock Option (Right to Buy)
4.04
2021-12-07
4
A
0
765919
A
2030-04-20
Class A Common Stock
765919
765919
D
Stock Option (Right to Buy)
9.75
2021-12-07
4
A
0
275730
A
2031-06-29
Class A Common Stock
275730
275730
D
Stock Option (Right to Buy)
9.75
2021-12-07
4
A
0
275730
A
2031-06-29
Class A Common Stock
275730
275730
D
Pursuant to the business combination (the "Business Combination") of dMY Technology Group, Inc. IV and Planet Labs Inc. ("Former Planet"), each share of Class B common stock of Former Planet was converted into the right to receive approximately 1.53184 shares of the issuer's Class B common stock at the closing of the Business Combination and each share of Former Planet capital stock (other than Class B common stock of Former Planet) was converted into the right to receive approximately 1.53184 shares of the issuer's Class A common stock (the "Exchange Ratio") at the closing of the Business Combination.
Shares of the Class B Common Stock may be converted into shares of Class A Common Stock, on a one-to-one basis, at the option of the holder at any time and have no expiration date.
Includes 145,460 earnout shares that will vest in four substantially equal installments if the closing price of the issuer's Class A Common Stock equals or exceeds $15.00, $17.00, $19.00 and $21.00, over any 20 trading days within any 30 day trading period prior to December 7, 2026 or if the issuer consummates a change of control transaction prior to December 7, 2026 that entitles its stockholders to receive a per share consideration of at least $15.00, $17.00, $19.00 and $21.00. Issuable only if the holder continues to provide services to the issuer or its subsidiaries through the date on which the earnout shares are issued.
Includes 1,168,105 earnout shares that will vest in four substantially equal installments if the closing price of the issuer's Class B Common Stock equals or exceeds $15.00, $17.00, $19.00 and $21.00, over any 20 trading days within any 30 day trading period prior to December 7, 2026 or if the issuer consummates a change of control transaction prior to December 7, 2026 that entitles its stockholders to receive a per share consideration of at least $15.00, $17.00, $19.00 and $21.00.
The option is fully vested and exercisable.
At the closing of the Business Combination, each outstanding option to purchase Former Planet capital stock was converted into a right to receive a number of options to purchase Class A Common Stock based on the Exchange Ratio.
The option vests and becomes exercisable with respect to 1/48th of the underlying Class A Common Stock on July 1, 2021, and in equal monthly installments thereafter.
The option vests and becomes exercisable with respect to 1/48th of the underlying Class A Common Stock on July 1, 2022, and in equal monthly installments thereafter.
Co-Founder and Chief Strategy Officer
/s/ Andrew Kirkpatrick, as Attorney-in-fact for Robert Schingler Jr.
2021-12-09