Palantir Technologies Inc.

11/07/2024 | Press release | Distributed by Public on 11/07/2024 19:04

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Planishek Heather A.
2. Issuer Name and Ticker or Trading Symbol
Palantir Technologies Inc. [PLTR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O PALANTIR TECHNOLOGIES INC., 1200 17TH STREET, FLOOR 15 		3. Date of Earliest Transaction (Month/Day/Year)
11/05/2024
(Street)
DENVER, CO 80202 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/05/2024 M(1) 10,000 A $4.72 572,006 D
Class A Common Stock 11/05/2024 M(1) 10,000 A $4.72 582,006 D
Class A Common Stock 11/05/2024 S(1) 20,000 D $49.9625(2) 562,006 D
Class A Common Stock 8,130 I See Footnote(3)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5) 		6. Date Exercisable and Expiration Date
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to buy) $4.72 11/05/2024 M(1) 10,000 (4) 06/03/2030 Class A Common Stock 10,000 $ 0 0 D
Employee Stock Option (Right to buy) $4.72 11/05/2024 M(1) 10,000 (4) 06/03/2030 Class A Common Stock 10,000 $ 0 2,986 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Planishek Heather A.
C/O PALANTIR TECHNOLOGIES INC.
1200 17TH STREET, FLOOR 15
DENVER, CO 80202 		See Remarks

Signatures

/s/ Justin V. Laubach, under power of attorney 11/07/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This transaction is part of a related series of transactions undertaken on November 5, 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 May 13, 2024. The Reporting Person exercised 20,000 vested Class A Common Stock options and immediately sold the shares of Class A Common Stock in the open market.
(2) This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $49.95 to $49.97. 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.
(3) These shares are held of record by the Reporting Person as Custodian for a minor child under the Uniform Transfers to Minors Act (CO). The Reporting Person disclaims beneficial ownership of these shares, except to the extent of her pecuniary interest therein.
(4) The options exercised in this transaction were fully vested and exercisable as of the transaction date.

Remarks:
Officer title: Chief Accounting Officer. This Form 4 has been compiled based on applicable requirements to reflect the specific transactions described herein and is not intended to disclose or describe all shares and/or other equity securities owned or beneficially held by the Reporting Person.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.