Sec Form 4 Filing - Karp Alexander C. @ Palantir Technologies Inc. - 2021-10-26

Insider filing report for Changes in Beneficial Ownership
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The following is an SEC EDGAR document rendered as filed.
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Karp Alexander C.
2. Issuer Name and Ticker or Trading Symbol
Palantir Technologies Inc. [ PLTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last)
(First)
(Middle)
C/O PALANTIR TECHNOLOGIES INC., 1555 BLAKE STREET, SUITE 250
3. Date of Earliest Transaction (MM/DD/YY)
10/26/2021
(Street)
DENVER, CO80202
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10/26/2021 C( 1 ) 638,629 A 7,070,887 D
Class A Common Stock 10/26/2021 S( 1 ) 595,525 D $ 25.7245 ( 3 ) 6,475,362 D
Class A Common Stock 10/26/2021 S( 1 ) 43,104 D $ 26.3827 ( 4 ) 6,432,258 D
Class A Common Stock 10/27/2021 C( 5 ) 638,629 A 7,070,887 D
Class A Common Stock 10/27/2021 S( 5 ) 638,629 D $ 25.3477 ( 6 ) 6,432,258 D
Class A Common Stock 10/28/2021 C( 7 ) 638,629 A 7,070,887 D
Class A Common Stock 10/28/2021 S( 7 ) 638,629 D $ 25.505 ( 8 ) 6,432,258 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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) $ 0.103 10/26/2021 M( 1 ) 638,629 ( 9 ) 12/03/2021 Class B Common Stock ( 2 ) 638,629 $ 0 2,856,669 D
Class B Common Stock ( 2 ) $ 0.103 10/26/2021 M( 1 ) 638,629 ( 2 ) ( 2 ) Class A Common Stock 638,629 $ 0 40,863,777 D
Class B Common Stock ( 2 ) ( 2 ) 10/26/2021 C( 1 ) 638,629 ( 2 ) ( 2 ) Class A Common Stock 638,629 $ 0 40,225,148 D
Employee Stock Option (Right to buy) $ 0.103 10/27/2021 M( 5 ) 638,629 ( 9 ) 12/03/2021 Class B Common Stock ( 2 ) 638,629 $ 0 2,218,040 D
Class B Common Stock ( 2 ) $ 0.103 10/27/2021 M( 5 ) 638,629 ( 2 ) ( 2 ) Class A Common Stock 638,629 $ 0 40,863,777 D
Class B Common Stock ( 2 ) ( 2 ) 10/27/2021 C( 5 ) 638,629 ( 2 ) ( 2 ) Class A Common Stock 638,629 $ 0 40,225,148 D
Employee Stock Option (Right to buy) $ 0.103 10/28/2021 M( 7 ) 2,218,040 ( 9 ) 12/03/2021 Class B Common Stock ( 2 ) 2,218,040 $ 0 0 D
Class B Common Stock ( 2 ) $ 0.103 10/28/2021 M( 7 ) 2,218,040 ( 2 ) ( 2 ) Class A Common Stock 2,218,040 $ 0 42,443,188 D
Employee Stock Option (Right to buy) $ 0.85 10/28/2021 M( 7 ) 336,476 ( 9 ) 12/03/2021 Class B Common Stock ( 2 ) 336,476 $ 0 7,663,524 D
Class B Common Stock ( 2 ) $ 0.85 10/28/2021 M( 7 ) 336,476 ( 2 ) ( 2 ) Class A Common Stock 336,476 $ 0 42,779,664 D
Class B Common Stock ( 2 ) ( 2 ) 10/28/2021 C( 7 ) 638,629 ( 2 ) ( 2 ) Class A Common Stock 638,629 $ 0 42,141,035 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Karp Alexander C.
C/O PALANTIR TECHNOLOGIES INC.
1555 BLAKE STREET, SUITE 250
DENVER, CO80202
X See Remarks
Signatures
/s/ Justin V. Laubach, under power of attorney 10/28/2021
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )This transaction is part of a related series of transactions undertaken on October 26, 2021 pursuant to a preexisting Rule 10b5-1 trading plan. The Reporting Person exercised 638,629 vested Class B Common Stock options that are expiring on December 3, 2021, 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.
( 2 )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.
( 3 )This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $25.26 to $26.25. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnote (4) 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.
( 4 )This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $26.26 to $26.70. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnote (3) 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.
( 5 )This transaction is part of a related series of transactions undertaken on October 27, 2021 pursuant to a preexisting Rule 10b5-1 trading plan. The Reporting Person exercised 638,629 vested Class B Common Stock options that are expiring on December 3, 2021, 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.
( 6 )This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $25.04 to $25.88. 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.
( 7 )This transaction is part of a related series of transactions undertaken on October 28, 2021. The Reporting Person exercised 638,629 vested Class B Common Stock options that are expiring on December 3, 2021, converted the resulting shares of Class B Common Stock to Class A Common Stock, and immediately sold the shares of Class A Common Stock, all pursuant to a preexisting Rule 10b5-1 trading plan. The Reporting Person also exercised an additional 1,915,887 vested Class B Common Stock options that are expiring on December 3, 2021 and held the resulting shares of Class B Common Stock, resulting in a net increase in the number of shares of Class B Common Stock held as of the transaction date.
( 8 )This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $25.15 to $25.78. 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.
( 9 )The options exercised in this transaction were fully vested and exercisable as of the transaction date.

Remarks:
Officer title: Chief Executive Officer

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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