Form 4: Palantir CEO Alexander Karp Executes Stock Sales to Cover Tax Obligations

Palantir Technologies CEO Alexander Karp sold shares of Class A Common Stock between August 20 and August 22, 2024, to cover tax withholding obligations related to the vesting of restricted stock units.

Summary

• Alexander Karp, CEO of Palantir Technologies, executed a series of transactions involving Class A Common Stock between August 20 and August 22, 2024.
• These transactions included the conversion of Class B Common Stock to Class A Common Stock and the subsequent sale of Class A Common Stock in the open market.
• The sales were conducted to cover required tax withholding obligations in connection with the vesting of restricted stock units (RSUs).
• All sales were executed under a pre-existing Rule 10b5-1 trading plan.
• On August 20, 2024, Karp converted 207,050 shares of Class B Common Stock to Class A Common Stock and sold them at a weighted average price of $32.2484, with prices ranging from $31.63 to $32.6177.
• Also on August 20, 2024, Karp sold 690 shares of Class A Common Stock at a weighted average price of $32.666, with prices ranging from $32.63 to $32.70.
• On August 21, 2024, Karp converted and sold 192,878 shares of Class A Common Stock at a weighted average price of $32.2589, with prices ranging from $31.97 to $32.65.
• On August 22, 2024, Karp converted 575,072 shares of Class B Common Stock to Class A Common Stock and sold 535,097 shares at a weighted average price of $32.1682, with prices ranging from $31.85 to $32.84.
• Also on August 22, 2024, Karp sold 39,975 shares of Class A Common Stock at a weighted average price of $32.9369, with prices ranging from $32.85 to $33.12.
• Following these transactions, Karp directly owns 6,432,258 shares of Class A Common Stock and 48,696,351 shares of Class B Common Stock.
• Karp also holds rights to a significant number of shares through restricted stock units.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The document primarily reports on stock sales for tax purposes under a pre-existing plan, which is a common practice. There's no indication of positive or negative news about the company's performance.

Positives

• The sales were conducted under a pre-existing Rule 10b5-1 trading plan, indicating transparency and pre-planning.
• The transactions are related to tax obligations from RSU vesting, which is a common occurrence for executives and doesn't necessarily indicate a negative outlook on the company.

Negatives

• The CEO selling shares, even for tax purposes, could be perceived negatively by some investors, although it's a common practice.
• The sales represent a reduction in the CEO's holdings of Class A Common Stock.

Risks

• While the sales are for tax purposes, large-volume sales by executives can sometimes create short-term price volatility.
• Investor sentiment could be negatively impacted if these sales are misinterpreted as a lack of confidence in the company's future prospects.

Future Outlook

The document does not contain specific forward-looking statements about the company's future performance. It primarily reports on the execution of stock sales under a pre-existing trading plan.

Management Comments

• 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.
• For additional details regarding the Reporting Person's overall stock and equity holdings, please see the Issuer's Proxy Statement filed with the Securities and Exchange Commission on April 26, 2024, including under the heading 'Security Ownership Of Certain Beneficial Owners And Management' (subject to the definitions, explanations, and time periods described therein).

Industry Context

Executive stock sales are a common occurrence in publicly traded companies. They are often related to compensation, tax planning, or diversification strategies. The use of a Rule 10b5-1 trading plan is a standard practice to avoid accusations of insider trading.

Comparison to Industry Standards

• Many tech company executives use Rule 10b5-1 plans to manage their stock sales, similar to executives at companies like Google (Alphabet), Amazon, and Microsoft.
• The volume of shares sold is within a typical range for executives managing their equity compensation, and is similar to sales seen by executives at comparable companies.
• The weighted average prices are consistent with the trading price of PLTR during the period, indicating the sales were executed at market rates.

Stakeholder Impact

• The stock sales could have a minor short-term impact on shareholders due to potential price fluctuations.
• The transactions do not directly impact employees, customers, suppliers, or creditors.

Key Dates