What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-05-09 compared with 2021-11-09 · 218 added, 389 removed, 325 unchanged (65% of the section changed)

3 unchanged sentences

(in thousands, except per share amounts)

As of September 30,

As of December 31,

As of March 31, As of December 31,

Current assets:

7 unchanged sentences

Restricted cash, noncurrent 29,222 39,612

Operating lease right-of-use

Operating lease right-of-use assets 224,888 216,898

Other assets 95,829 96,386

Total assets $ 3,319,179 $ 3,247,450

Liabilities and Stockholders' Equity

8 unchanged sentences

Customer deposits, noncurrent 22,276 33,699

Debt, noncurrent, net

Operating lease liabilities, noncurrent 227,617 220,146

3 unchanged sentences

Stockholders’ equity:

Preferred stock, par value $ 0.001 :

2,000,000 shares authorized and 0 issued and outstanding as of September 30, 2021 and December 31, 2020

Common stock, $ 0.001 par value:

20,000,000 Class A shares authorized as of September 30, 2021 and December 31, 2020;

1,900,441 shares issued and outstanding as of September 30, 2021, and 1,542,058 shares issued and outstanding as of December 31, 2020;

2,700,000 Class B shares authorized as of September 30, 2021 and December 31, 2020;

89,672 shares issued and outstanding as of September 30, 2021, and 249,077 shares issued and outstanding as of December 31, 2020;

and 1,005 Class F shares authorized, issued, and outstanding as of September 30, 2021 and December 31, 2020

Additional paid-in

20,000,000 Class A shares authorized as of March 31, 2022 and

December 31, 2021;

1,945,140 and 1,926,589 shares issued and outstanding as of March 31, 2022

and December 31, 2021, respectively;

2,700,000 Class B shares authorized as of March 31, 2022

and December 31, 2021;

99,731 and 99,880 shares issued and outstanding as of March 31, 2022

and December 31, 2021, respectively;

and 1,005 Class F shares authorized, issued, and

outstanding as of March 31, 2022 and December 31, 2021

Additional paid-in capital 7,953,856 7,777,085

Accumulated other comprehensive loss ( 4,044 ) ( 2,349 )

Accumulated deficit ( 5,587,112 ) ( 5,485,733 )

( 5,329,545 )

( 4,965,354 )

Total stockholders’ equity 2,364,746 2,291,030

Total liabilities and stockholders’ equity $ 3,319,179 $ 3,247,450

Deferred revenue as of September 30, 2021 and December 31, 2020 includes $ 38.6 million and $ 68.2 million, respectively, from Palantir Technologies Japan, K.K.

Equity Method Investments

for more information.

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(in thousands, except per share amounts)

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Revenue $ 446,357 $ 341,234

Cost of revenue 94,403 74,111

Gross profit 351,954 267,123

Operating expenses:

6 unchanged sentences

Interest expense ( 594 ) ( 1,840 )

Change in fair value of warrants

Other income (expense), net ( 59,870 ) ( 4,894 )

Loss before provision (benefit) for income taxes

Provision (benefit) for income taxes

Loss before provision for income taxes ( 99,356 ) ( 120,372 )

Provision for income taxes 2,023 3,102

Net loss $ ( 101,379 ) $ ( 123,474 )

Net loss per share attributable to common stockholders, basic $ ( 0.05 ) $ ( 0.07 )

Net loss per share attributable to common stockholders, diluted $ ( 0.05 ) $ ( 0.07 )

Weighted-average shares of common stock outstanding used in computing net loss per share attributable to common stockholders, basic

Weighted-average shares of common stock outstanding used in computing net loss per share attributable to common stockholders, diluted

Weighted-average shares of common stock outstanding used in computing net loss per share

attributable to common stockholders, basic 2,036,307 1,821,158

Weighted-average shares of common stock outstanding used in computing net loss per share

attributable to common stockholders, diluted 2,036,307 1,821,158

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Net loss $ ( 101,379 ) $ ( 123,474 )

Other comprehensive income (loss)

3 unchanged sentences

Palantir Technologies Inc.

Condensed Consolidated Statements of Redeemable Convertible and Convertible Preferred Stock and Stockholders’ Equity (Deficit)

Condensed Consolidated Statements of Stockholders’ Equity

(in thousands)

Comprehensive

Income (Loss)

Stockholders’

Balance as of June 30, 2021

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Stockholders’ Equity

Shares Amount

Balance as of December 31, 2021 2,027,474 $ 2,027 $ 7,777,085 $ ( 2,349 ) $ ( 5,485,733 ) $ 2,291,030

Issuance of common stock from the exercise of stock options 6,654 7 27,218 — — 27,225

2 unchanged sentences

Other comprehensive loss — — — ( 1,695 ) — ( 1,695 )

Balance as of September 30, 2021

Comprehensive

Income (Loss)

Stockholders’

Net loss — — — — ( 101,379 ) ( 101,379 )

Balance as of March 31, 2022 2,045,876 $ 2,046 $ 7,953,856 $ ( 4,044 ) $ ( 5,587,112 ) $ 2,364,746

Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Income (Loss) Accumulated Deficit Total Stockholders’ Equity

Shares Amount

Balance as of December 31, 2020 1,792,140 $ 1,792 $ 6,488,857 $ ( 2,745 ) $ ( 4,965,354 ) $ 1,522,550

2 unchanged sentences

Issuance of common stock upon vesting of growth units 1,471 1 ( 1 ) — — —

Issuance of common stock upon net exercise of common stock warrants and other

Stock-based compensation

Other comprehensive income

Balance as of September 30, 2021

Palantir Technologies Inc.

Condensed Consolidated Statements of Redeemable Convertible and Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(in thousands)

Redeemable Convertible

Preferred Stock

Convertible Preferred

Comprehensive

Stockholders’

Balance as of June 30, 2020

( 3,963,692 )

( 1,398,701 )

Issuance of Series D preferred stock upon net exercise of Series D preferred stock warrants

Issuance of common stock upon net exercise of common stock warrants 736 1 ( 1 ) — — —

Issuance of common stock, net of issuance costs

Conversion of redeemable convertible preferred stock to common stock

Conversion of convertible preferred stock to common stock

( 2,105,319 )

Conversion of preferred stock warrants to common stock warrants

Issuance of common stock from the exercise of stock options

Issuance of common stock upon vesting of restricted stock units

Stock-based compensation — — 194,397 — — 194,397

Settlement of employee loan accounted for as a modification to stock option

Other comprehensive income — — — 3,610 — 3,610

Balance as of September 30, 2020

( 4,817,011 )

Palantir Technologies Inc.

Condensed Consolidated Statements of Redeemable Convertible and Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(in thousands)

Redeemable Convertible

Preferred Stock

Convertible Preferred

Treasury Stock

Comprehensive

Income (Loss)

Stockholders’

Equity (Deficit)

Balance as of December 31, 2019

( 3,798,963 )

( 1,980,642 )

Conversion of Series H-1

convertible preferred stock to common stock

Issuance of Series K convertible preferred stock

Issuance of Series D preferred stock upon net exercise of Series D preferred stock warrants

Repurchase of common stock, held in treasury

Retirement of treasury stock

Issuance of common stock upon net exercise of common stock warrants

Issuance of common stock, net of issuance costs

Conversion of redeemable convertible preferred stock to common stock

Conversion of convertible preferred stock to common stock

( 2,105,319 )

Conversion of preferred stock warrants to common stock warrants

Issuance of common stock from the exercise of stock options

Issuance of common stock upon vesting of RSUs

Stock-based compensation

Settlement of employee loan accounted for as a modification to stock option

Other comprehensive income

( 1,018,048 )

Balance as of September 30, 2020

( 4,817,011 )

Net loss — — — — ( 123,474 ) ( 123,474 )

Balance as of March 31, 2021 1,860,607 $ 1,860 $ 6,892,046 $ 865 $ ( 5,088,828 ) $ 1,805,943

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

Operating activities

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Net loss $ ( 101,379 ) $ ( 123,474 )

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization 4,312 3,237

Stock-based compensation 149,323 193,731

operating lease expense

Unrealized loss from marketable securities

Deferred income taxes ( 3 ) 1,846

Non-cash operating lease expense 10,142 6,477

Unrealized and realized (gain) loss from marketable securities, net 62,843 —

Other operating activities ( 2,751 ) 771

2 unchanged sentences

Prepaid expenses and other current assets ( 4,320 ) ( 9,753 )

Other assets 2,891 ( 6,711 )

Accounts payable ( 47,404 ) 51

4 unchanged sentences

Other noncurrent liabilities ( 75 ) ( 3 )

Net cash provided by (used in) operating activities

Net cash provided by operating activities 35,477 116,881

Investing activities

1 unchanged sentence

Purchases of marketable securities ( 89,500 ) —

Purchases of alternative investments

Other investing activities

Proceeds from sales of marketable securities 8,247 —

Net cash used in investing activities ( 96,468 ) ( 708 )

Financing activities

Proceeds from the issuance of common stock, net of issuance costs

Proceeds from issuance of debt, net of issuance costs

Principal payments on borrowings

Proceeds from the exercise of common stock options 27,225 208,860

Repurchase of common stock

Other financing activities 16 ( 2,506 )

1 unchanged sentence

Effect of foreign exchange on cash, cash equivalents, and restricted cash ( 727 ) ( 2,197 )

Net increase in cash, cash equivalents, and restricted cash

Net increase (decrease) in cash, cash equivalents, and restricted cash ( 34,477 ) 320,330

Cash, cash equivalents, and restricted cash - beginning of period 2,366,914 2,128,146

3 unchanged sentences

Cash paid for interest 2 1,662

Supplemental disclosures of non-cash

investing and financing information:

Conversion of redeemable convertible and convertible preferred stock to common stock

Receivable from the exercise of common stock options included in prepaid expenses and other current assets

Conversion of convertible preferred stock warrants to common stock warrants

Cashless net exercise of warrants for convertible preferred stock

The accompanying notes are an integral part of these condensed consolidated financial statements.

3 unchanged sentences

(including its subsidiaries, “Palantir” or the “Company”) was incorporated in Delaware on May 6, 2003.

The Company builds and deploys software platforms, Palantir Gotham and Palantir Foundry, that serve as the central operating systems for its customers.

The Company builds and deploys software platforms that serve as the central operating systems for its customers.

Significant Accounting Policies

6 unchanged sentences

Investments in entities where the Company holds at least a 20 % ownership interest and has the ability to exercise significant influence over the investee, but does not control, are accounted for using the equity method of accounting.

Certain prior year balances have been reclassified to conform to the current year presentation.

Such reclassifications did not affect total revenues, loss from operations, net loss, or cash flows.

The Company's fiscal year ends on December 31.

The unaudited condensed consolidated balance sheet as of December 31, 2021 included herein was derived from the audited consolidated financial statements as of that date, but does not include all disclosures, including certain notes required by GAAP on an annual reporting basis.

In management’s opinion, the unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the balance sheets and statements of operations, comprehensive loss, stockholders’ equity (deficit), and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year or any future period.

The Company ceased to be an emerging growth company as of December 31, 2020, which accelerated its adoption of Accounting Standards Update (“ASU”) 2016-02,

Leases (Topic 842)

As a result, certain components of cash flows used in operating activities within the Company’s condensed consolidated statements of cash flows for the nine months ended September 30, 2020, have been presented to conform to the new standard.

The impact to the presentation of the other statements was not material.

These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes included in its Annual Report on Form 10-K

for the year ended December 31, 2020, which was filed with the SEC on February 26, 2021.

In management’s opinion, the unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the balance sheets and statements of operations, comprehensive loss, stockholders’ equity, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year or any future period.

These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes included in its Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods.

Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, identification of performance obligations in customer contracts ;

Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, the identification of performance obligations in customer contracts;

the valuation of deferred tax assets and uncertain tax positions;

collectability of contract consideration, including accounts receivable ;

useful lives of tangible assets ;

the collectability of contract consideration, including accounts receivable;

the useful lives of tangible assets;

and the incremental borrowing rate for operating leases.

1 unchanged sentence

Actual results could differ from those estimates and such differences could affect the Company’s financial position and results of operations.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Summary of Significant Accounting Policies

The Company’s significant accounting policies are discussed in Note 2.

Significant Accounting Policies

in the notes to consolidated financial statements in its Annual Report on Form 10-K

for the year ended December 31, 2020, which was filed with the SEC on February 26, 2021.

There have been no significant changes to these policies during the nine months ended September 30, 2021.

Significant Accounting Policies in the notes to consolidated financial statements in its Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022.

There have been no significant changes to these policies during the three months ended March 31, 2022.

Cash, Cash Equivalents, and Restricted Cash

2 unchanged sentences

Restricted cash primarily consists of cash and certificates of deposit that are held as collateral against letters of credit and guarantees that the Company is required to maintain for operating lease agreements, certain customer contracts, and other guarantees and financing arrangements.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the amounts shown in the condensed consolidated statements of cash flows (in thousands):

As of September 30,

As of March 31,

Cash and cash equivalents $ 2,269,411 $ 2,339,437

4 unchanged sentences

Accounts receivable are recorded at the invoiced amount, net of an allowance for credit losses, if any.

The Company generally grants non-collateralized

credit terms to its customers.

Allowance for credit losses is based on the Company’s best estimate of probable losses inherent in its accounts receivable portfolio and is determined based on expectations of the customer’s ability to pay by considering factors such as customer type (commercial or government), historical experience, financial position of the customer, age of the accounts receivable, current economic conditions, including the ongoing COVID-19

pandemic, and reasonable and supportable forward-looking factors about its portfolio and future economic conditions.

Accounts receivable are written-off

and charged against an allowance for credit losses when the Company has exhausted collection efforts without success.

Based upon the assessment as of September 30, 2021, the Company recorded an immaterial allowance for credit losses.

As of December 31, 2020, the Company did no t record an allowance for credit losses.

Concentrations of Credit Risk and Other Concentrations

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, and accounts receivable.

The Company generally grants non-collateralized credit terms to its customers.

Accounts receivable are written-off and charged against an allowance for credit losses when the Company has exhausted collection efforts without success.

Based upon the Company’s assessment as of March 31, 2022 and December 31, 2021, it did not record an allowance for credit losses as probable losses are not expected to be material.

Concentrations of Risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, accounts receivable, and marketable securities.

Cash equivalents primarily consist of money market funds with original maturities of three months or less, which are invested primarily with U.S.

3 unchanged sentences

The Company is exposed to concentrations of credit risk with respect to accounts receivable presented on the condensed consolidated balance sheets.

The Company’s accounts receivable balances as of September 30, 2021 and December 31, 2020 were $ 174.4 million and $ 156.9 million, respectively.

Customer H represented 11 % of total accounts receivable as of September 30, 2021.

Customer G represented 13 % of total accounts receivable as of December 31, 2020.

No other customer represented more than 10 % of total accounts receivable as of September 30, 2021 and December 31, 2020.

The Company seeks to mitigate its credit risk with respect to accounts receivable by contracting with large commercial customers and government agencies and regularly monitoring the aging of accounts receivable balances.

As of September 30, 2021 and December 31, 2020, the Company had not experienced any significant losses on its accounts receivable.

For the three and nine months ended September 30, 2021, no customer represented more than 10 % of total revenue.

For the three months ended September 30, 2020, no customer represented more than 10 % of total revenue.

For the nine months ended September 30, 2020, Customer F, which is in the government operating segment, represented 11 % of total revenue.

No other customer represented more than 10 % of total revenue for the three and nine months ended September 30, 2020.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

The Company relies on the technology, infrastructure, and software applications, including software-as-a-service

offerings, of third parties in order to host or operate certain key products and functions of its business.

Recently Adopted Accounting Pronouncements

In December 2019, the FASB issued ASU 2019-12,

Simplifying the Accounting for Income Taxes (Topic 740),

as part of its simplification initiative to reduce the cost and complexity in accounting for income taxes.

removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences.

also amends other aspects of the guidance to help simplify and promote consistent application of GAAP.

The Company adopted ASU 2019-12

as of January 1, 2021 using transition methods allowed under each aspect of the guidance.

The adoption of the standard did not have a material impact on the Company’s condensed consolidated financial statements.

The Company’s accounts receivable balances as of March 31, 2022 and December 31, 2021 were $ 256.6 million and $ 190.9 million, respectively.

Customer I represented 14 % of total accounts receivable as of March 31, 2022, No other customers represented more than 10 % of total accounts receivable as of March 31, 2022 or December 31, 2021.

For the three months ended March 31, 2022 and 2021, no customer represented 10 % or more of total revenue.

Contract Liabilities and Remaining Performance Obligations

1 unchanged sentence

The Company’s contract liabilities consist of deferred revenue and customer deposits.

As of September 30, 2021 and December 31, 2020, the Company’s contract liability balances were $ 510.3 million and $ 531.9 million, respectively.

Revenue of $ 347.7 million and $ 406.4 million was recognized during the nine months ended September 30, 2021 and 2020, respectively, that was included in the contract liability balances as of December 31, 2020 and 2019, respectively.

As of March 31, 2022 and December 31, 2021 the Company's contract liability balances were $ 506.9 million and $ 463.3 million, respectively.

Revenue of $ 187.0 million and $ 169.5 million was recognized during the three months ended March 31, 2022 and 2021, respectively, that was included in the contract liability balances as of December 31, 2021 and 2020, respectively.

Remaining Performance Obligations

The Company’s arrangements with its customers often have terms that span over multiple years.

However, the Company generally allows its customers to terminate contracts for convenience prior to the end of the stated term with less than twelve months’ notice.

However, the Company allows many of its customers to terminate contracts for convenience prior to the end of the stated term with less than twelve months’ notice.

Revenue allocated to remaining performance obligations represents noncancelable contracted revenue that has not yet been recognized, which includes deferred revenue and, in certain instances, amounts that will be invoiced.

1 unchanged sentence

Cancelable contracted revenue, which includes customer deposits, is not considered a remaining performance obligation.

The Company’s remaining performance obligations were $ 873.9 million as of September 30, 2021, of which the Company expects to recognize approximately 45 % as revenue over the next twelve months.

Disaggregation of Revenue

Segment and Geographic Information

for disaggregated revenue by customer segment and geographic region.

The Company’s remaining performance obligations were $ 1.2 billion as of March 31, 2022, of which the Company expects to recognize approximately 42 % as revenue over the next 12 months, 41 % as revenue over the subsequent 13 to 36 months, and the remainder thereafter.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Disaggregation of Revenue

Segment and Geographic Information for disaggregated revenue by customer segment and geographic region.

Investments and Fair Value Measurements

Financial instruments consist of money market funds and certificates of deposit included in cash equivalents and restricted cash, accounts receivable, equity securities, other assets accounted for at fair value, accounts payable, and accrued liabilities.

Money market funds, certificates of deposit, and marketable securities are stated at fair value on a recurring basis.

Accounts receivable, accounts payable, and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date.

The following tables present the Company’s assets that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation (in thousands):

As of September 30, 2021

As of March 31, 2022

Total Level 1 Level 2 Level 3

Cash and cash equivalents:

Money market funds $ 365,487 $ 365,487 $ — $ —

Certificates of deposit 8,253 — 8,253 —

Restricted cash, current and noncurrent

Certificates of deposit 38,721 $ — 38,721 —

Marketable securities:

Marketable securities 252,563 252,563 — —

Total $ 665,024 $ 618,050 $ 46,974 $ —

As of December 31, 2021

Total Level 1 Level 2 Level 3

Cash and cash equivalents:

Money market funds $ 507,317 $ 507,317 $ — $ —

Certificates of deposit 6,844 — 6,844 —

Restricted cash, current and noncurrent

Certificates of deposit 45,048 — 45,048 —

The Company’s Level 2 instruments consist of cash equivalents and restricted cash invested in certificates of deposit.

Marketable securities:

Marketable securities 234,153 234,153 — —

Total $ 793,362 $ 741,470 $ 51,892 $ —

Certificates of Deposit

The Company’s Level 2 instruments consist of restricted cash invested in certificates of deposit.

The fair value of such instruments is estimated based on valuations obtained from third-party pricing services that utilize industry standard valuation models, including both income-based and market-based approaches, for which all significant inputs are observable either directly or indirectly.

These inputs include interest rate curves, foreign exchange rates, and credit ratings.

Gross unrealized gains or losses on certificate of deposits as of September 30, 2021 and December 31, 2020 were not material.

Marketable Securities

1 unchanged sentence

Realized and unrealized gains and losses are recorded in other income (expense), net on the condensed consolidated statements of operations.

During the three and nine months ended September 30, 2021, the Company recorded net unrealized losses of

$ 7.2 million within other income (expense), net on the condensed consolidated statements of operations.

The Company approved and entered into certain agreements (“Investment Agreements”) to purchase, or commit to purchase, as further discussed in Note 8.

Commitments and Contingencies—Investment Commitments,

shares of various entities, including special purpose acquisition companies and/or other privately-held or publicly-traded entities (each, an “Investee,” and such purchases, and commitments to purchase, the “Investments”).

During the three months ended March 31, 2022, the Company recorded net unrealized losses of $ 51.9 million and realized losses of $ 10.9 million within other income (expense), net on the condensed consolidated statements of operations.

Since 2021, the Company has approved and entered into certain agreements (“Investment Agreements”) to purchase, or commit to purchase, as further discussed in Note 7.

Commitments and Contingencies — Investment Commitments , shares of various entities, including special purpose acquisition companies and/or other privately-held or publicly-traded entities (each, an “Investee,” and such purchases, and commitments to purchase, the “Investments”).

In connection with signing the Investment Agreements, each Investee or an associated entity and the Company entered into a commercial contract for access to the Company’s products and services.

The maximum potential revenue from all of these commercial contracts is $ 640.2 million, which is inclusive of $ 82.9 million of contractual options.

The terms of such contracts, including such contractual options, range

from three to ten years .

The majority of these commercial contracts are subject to various termination provisions, including for convenience in the event a proposed business combination is not completed.

The total value of such commercial contracts was $ 754.9 million as of March 31, 2022, which is inclusive of $ 116.2 million of

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

During 2021, the Company assessed the concurrent agreements under the non-monetary

guidance within Accounting Standards Codification (“ASC”) 606 - Revenue from Contracts with Customers

and the total revenue recognized from the commercial contracts during the three and nine months ended September 30, 2021 was $ 19.0 million and $ 22.0 million, respectively.

The following table presents the details of the investments purchased under such Investment Agreements during the nine months ended September 30, 2021 (in thousands):

Investment Amount

Faraday Future

Roivant Sciences

Sarcos Robotics

Autonomous aerial vehicle company (2)

Investments are in publicly-traded marketable securities, unless otherwise noted.

Investment in privately-held company.

Privately-Held Securities

Equity investments in private-held companies without readily determinable fair values are recorded using the measurement alternative of cost less impairment, if any, adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer.

As of September 30, 2021, the carrying value of investments without readily determinable fair values were recorded in other assets in the Company’s condensed consolidated balance sheets and were not material.

contractual options.

The terms of such contracts, including contractual options, range from three to ten years.

The majority of these commercial contracts are subject to various termination provisions, including for convenience in the event a proposed business combination is not completed.

The Company assesses the concurrent agreements under the non-monetary guidance within ASC 606— Revenue from Contracts with Customers as well as the commercial substance of each arrangement considering the customer’s ability and intention to pay as well as the Company’s obligation to perform under each contract.

The total revenue recognized from these commercial contracts during the three months ended March 31, 2022 was $ 39.2 million.

During the year ended December 31, 2021, the Company purchased shares for a total investment of $ 326.0 million.

The following table presents the details of the investments purchased under such Investment Agreements during the three months ended March 31, 2022 (in thousands):

Share Amount Investment Amount

Fast Radius 2,000 $ 20,000

Energy Vault 850 8,500

Tritium 2,500 15,000

Rigetti 1,000 10,000

Allego 2,000 20,000

Starry Group Holdings 2,133 16,000

Total 10,483 $ 89,500

(1) Investments are in publicly-traded marketable securities.

Alternative Investments

The Company purchased $ 50.9 million in 100 -ounce

gold bars, which are included within prepaid expenses and other current assets on the condensed consolidated balance sheet.

The investment is initially recorded as cost and is subsequently remeasured at lower of cost or market each reporting period.

The gold bars will initially be kept in a secure third-party facility located in the northeastern United States.

During the year ended December 31, 2021, the Company purchased $ 50.9 million in 100 -ounce gold bars.

The gold bars are kept in a secure third-party facility located in the northeastern United States.

The Company is able to take physical possession of the gold bars stored at the facility at any time with reasonable notice.

2 unchanged sentences

Property and equipment, net consisted of the following (in thousands):

As of September 30,

As of December 31,

As of March 31, 2022 As of December 31, 2021

Leasehold improvements $ 74,730 $ 72,834

5 unchanged sentences

Total property and equipment, net $ 41,866 $ 31,304

Depreciation and amortization expense related to property and equipment, net was $ 3.1 million and $ 2.5 million for the three months ended September 30, 2021 and 2020, respectively, and $ 9.3 million and $ 9.3 million for the nine months ended September 30, 2021 and 2020, respectively.

Depreciation and amortization expense related to property and equipment, net was $ 3.9 million and $ 3.2 million for the three months ended March 31, 2022 and 2021, respectively.

Palantir Technologies Inc.

2 unchanged sentences

Accrued liabilities consisted of the following (in thousands):

As of September 30,

As of December 31,

As of March 31, 2022 As of December 31, 2021

Accrued payroll and related expenses $ 46,741 $ 60,732

1 unchanged sentence

Total accrued liabilities $ 150,176 $ 155,806

Equity Method Investments

Palantir Technologies Japan, K.K.

During November 2019, the Company and SOMPO Holdings, Inc.

(“SOMPO”) created a Japanese Kabushiki Kaisha (“K.K.”), Palantir Technologies Japan, K.K.

(“Palantir Japan”), to distribute Palantir platforms to the Japanese market.

Upon closing of the transaction with SOMPO, the Company purchased a total of 100,000 shares of Palantir Japan common stock for $ 25.0 million.

The shares the Company received in exchange represent a 50 % voting interest in Palantir Japan.

The remaining 50 % of the voting interest is held by SOMPO.

The Company’s investment in Palantir Japan is accounted for as an equity method investment as the Company is able to exercise significant influence over, but does not control, the investee.

2014 Credit Facility

In October 2014, the Company entered into an unsecured revolving credit facility which has been subsequently amended (the “2014 Credit Facility”).

The 2014 Credit Facility incurred interest at the London Interbank Offered Rate (“LIBOR”) plus a margin of 2.75 % per annum, subject to certain adjustments, and incurs a commitment fee of 0.375 % assessed on the daily average undrawn portion of revolving commitments.

Interest and commitment fees are payable at the end of an interest period or at each three-month interval if the interest period is longer than three months.

The 2014 Credit Facility, as amended, matures on June 4, 2023 .

During April 2021, the Company entered into an amendment to the 2014 Credit Facility, which provided for an increase of $ 200.0 million to the revolving commitments of the existing lenders under the 2014 Credit Facility, for total revolving commitments of $ 400.0 million, and which also provided for an incremental loan facility for additional loans in an aggregate principal amount of up to $ 100.0 million with one or more existing or new lenders upon mutual agreement between the Company and such lenders.

Upon entering into the amendment, the Company repaid its outstanding term loans of $ 200.0 million.

As of September 30, 2021, the Company had no amounts outstanding under the 2014 Credit Facility and a $ 400.0 million undrawn revolving credit facility.

The 2014 Credit Facility contains customary r epresentat

ions and warranties, and certain financial and nonfinancial covenants, including but not limited to maintaining minimum liquidity of $ 50.0 million, and certain limitations on liens and indebtedness.

The Company was in compliance with all covenants associated with the 2014 Credit Facility as of September 30, 2021.

In October 2014, the Company entered into an unsecured revolving credit facility, which has been subsequently secured by substantially all of the Company’s assets and amended from time to time (as amended, the “2014 Credit Facility”), including most recently on March 31, 2022 (the “March 2022 Amendment”).

The March 2022 Amendment provides for, among other things, an extension of the revolving loan facility maturity date to March 31, 2027 and an increase of $ 100.0 million to the lenders’ revolving commitments for total revolving commitments of $ 500.0 million.

The 2014 Credit Facility allows for the drawdown of up to $ 500.0 million to fund working capital and general corporate expenditures.

Outstanding balances under the 2014 Credit Facility would incur interest at the Secured Overnight Financing Rate (“SOFR”) as administered by the Federal Reserve Bank of New York, or a successor administrator of the SOFR (or the applicable benchmark replacement), plus 2.00 % or a base rate plus 1.00 %, subject to certain adjustments.

The Company incurs a commitment fee of 0.30 % assessed on the daily average undrawn portion of revolving commitments.

Applicable interest and commitment fees are payable quarterly or more or less frequently in certain circumstances.

The 2014 Credit Facility also allows for an incremental loan facility of additional term loans or revolving loans in an aggregate principal amount up to the amount and upon the terms and conditions set forth therein with one or more existing or new lenders upon mutual agreement between the Company and such lenders.

As of March 31, 2022, the Company had no outstanding debt balances and $ 500.0 million undrawn revolving commitments under the 2014 Credit Facility.

The 2014 Credit Facility contains customary representations and warranties, and certain financial and nonfinancial covenants, including but not limited to maintaining minimum liquidity of $ 50.0 million, and certain limitations on liens and indebtedness.

The Company was in compliance with all covenants associated with the 2014 Credit Facility as of March 31, 2022.

Commitments and Contingencies

Purchase Commitments

In December 2019, the Company entered into, and subsequently amended during December 2020, a minimum annual commitment to purchase cloud hosting services of at least $ 1.49 billion over six contract years, with an optional carryover period through June 30, 2029, in exchange for various discounts on such services.

I f the spend does not meet the minimum annual commitment each year or at the end of the term, the Company is obligated to make a return payment.

In December 2019, the Company entered into, and subsequently amended, a minimum annual commitment to purchase cloud hosting services of at least $ 1.49 billion over six contract years, with an optional carryover period through June 30, 2029, in exchange for various discounts on such services.

If the spend does not meet the minimum annual commitment each year or at the end of the term, the Company is obligated to make a return payment.

If the difference is greater than $ 30.0 million for each of the first three contract years or $ 50.0 million for each of the contract years thereafter (“relief amounts”), the Company has the option to pay the respective relief amount for that year for services to be utilized in the future and the excess amount of the difference above the relief amount would be added to the minimum annual commitment of the following year through the end of the contract.

As of September 30, 2021, the Company had satisfied $ 34.0 million of its $ 167.0 million commitment for the contract year ending June 30, 2022.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

In June 2020, the Company entered into an additional commitment to purchase at least $ 45.0 million of cloud hosting services over a period of five years commencing on June 1, 2020 and ending on May 31, 2025.

If the spend commitment is not met at the end of the term, the Company is obligated to pay the full amount of the outstanding balance (“shortfall payment”).

The shortfall payment may be applied as a prepayment against consumption during an additional twelve-month coverage period expiring on May 31, 2026, at which time any unused amount would be forfeited.

As of September 30, 2021, the Company had satisfied $ 8.0 million of its commitment.

As of March 31, 2022, the Company had satisfied $ 115.2 million of its $ 167.0 million commitment for the contract year ending June 30, 2022.

Investment Commitments

1 unchanged sentence

Investments and Fair Value Measurements — Investments .

As of September 30, 2021, the Company had outstanding investment commitments, subject to the applicable terms and conditions, to purchase a total of 22.7 million shares for an aggregate purchase price of $ 226.5 million.

The closings of certain of such Investments are contingent upon the completion of a proposed business combination between the applicable Investee and other applicable parties.

The following table presents details related to the Company’s investment commitments outstanding as of September 30, 2021 (in thousands):

Agreement Date

Investment Amount

Mobility company (1)

Babylon Health (1) (2)

June 13, 2021

Pear Therapeutics

June 21, 2021

Autonomous vehicle company ( 2

June 22, 2021

Fast Radius ( 2

July 18, 2021

July 27, 2021

AdTheorent ( 2

July 27, 2021

August 2, 2021

Energy Vault ( 2

September 8, 2021

Electric vehicle charging company ( 2

September 10, 2021

The Company’s investment closed after September 30, 2021.

See further discussion in Note 14.

Subsequent Events

Commercial contract contains termination for convenience clauses in the event the proposed business combination and/or the Company’s proposed investment is not completed.

As of March 31, 2022, the Company had an outstanding investment commitment relating to Rubicon, effective as of December 15, 2021, subject to the applicable terms and conditions, to purchase a total of 3.5 million shares for an aggregate purchase price of $ 35.0 million.

The closing of such investment commitment is contingent upon the completion of a proposed business combination by and among Rubicon and other applicable parties.

The Company’s commercial contract with Rubicon contains termination for convenience clauses in the event the proposed business combination or the Company’s proposed investment is not completed.

Litigation and Legal Proceedings

From time to time, third parties may assert patent infringement claims against the Company.

In addition, from time to time, the Company may be subject to other legal proceedings and claims in the ordinary course of business, including claims of alleged infringement of trademarks, copyrights, and other intellectual property rights;

In addition, from time to time, the Company may be subject to other legal proceedings and claims in the ordinary course of business, including claims of alleged

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

infringement of trademarks, copyrights, and other intellectual property rights;

employment claims;

12 unchanged sentences

or other matters.

The Company is unable to predict whether or when any such matters may arise, the outcome of these matters, or the ultimate legal and financial liability, and cannot reasonably estimate the possible loss or range of loss at this time and accordingly has not accrued a related liability.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

The Company establishes an accrual for loss contingencies when the loss is both probable and reasonably estimable.

On December 14, 2017, members of KT4 Partners LLC (Managing Member Marc Abramowitz) and Sandra Martin Clark, as trustee for the Marc Abramowitz Irrevocable Trust Number 7 (together, “KT4 Plaintiffs”), filed an action in the Delaware Superior Court against the Company and Disruptive Technology Advisers LLC.

1 unchanged sentence

The KT4 Plaintiffs seek compensatory and punitive damages, interest, fees, and costs.

The Company believes this lawsuit is without merit and is vigorously defending itself against it.

The Company believes the lawsuit brought by the KT4 Plaintiffs is without merit and is vigorously defending itself against it.

Given the uncertainty of litigation, it may be reasonably possible that the Company will incur a loss with regards to the matter;

however, it cannot currently estimate a range of possible losses.

Accordingly, the Company is unable, at this time, to estimate the overall effects that may result from the lawsuit on its financial condition, results of operations, or cash flows.

As of September 30, 2021, the Company was not aware of any currently pending legal matters or claims, individually or in the aggregate, that were expected to have a material adverse impact on its condensed consolidated financial statements.

Accordingly, the Company is unable at this time to estimate the ultimate impact of the litigation on its financial condition, results of operations, or cash flows.

As of March 31, 2022, the Company was not aware of any currently pending legal matters or claims, individually or in the aggregate, that were expected to have a material adverse impact on its condensed consolidated financial statements.

Letters of Credit and Guarantees

The Company had irrevocable standby letters of credit and guarantees, including bank guarantees, outstanding in the amounts of $ 88.1 million and $ 116.8 million as of September 30, 2021 and December 31, 2020, respectively, all of which were fully collateralized.

The Company is required to maintain these letters of credit and guarantees primarily for operating lease agreements, certain customer contracts, and other guarantees and financing arrangements.

As of September 30, 2021, these letters of credit and guarantees had expiration dates through August 2028.

The Company had irrevocable standby letters of credit and guarantees, including bank guarantees, outstanding in the amounts of $ 63.0 million and $ 76.2 million as of March 31, 2022 and December 31, 2021, respectively, which were fully collateralized.

The Company is required to maintain these letters of credit and guarantees primarily in connection with operating lease agreements, certain customer contracts, and other guarantees and financing arrangements.

As of March 31, 2022, these letters of credit and guarantees had expiration dates through August 2031.

Warranties and Indemnification

5 unchanged sentences

Due to the absence of historical warranty claims, the Company’s expectations of future claims related to products under warranty continue to be insignificant.

The Company has not recorded warranty expense or related accruals as of September 30, 2021 and December 31, 2020.

The Company has not recorded warranty expense or related accruals as of March 31, 2022 and December 31, 2021.

The Company generally agrees to indemnify its customers against legal claims that the Company’s software products infringe certain third-party intellectual property rights and accounts for its indemnification obligations.

4 unchanged sentences

To date, the Company has not been required to make any payment resulting from infringement claims asserted against its customers and does not believe that the Company will be liable for such claims in the foreseeable future.

As such, the Company has not recorded a liability for infringement costs as of September 30, 2021 and December 31, 2020.

As such, the Company has not recorded a liability for infringement costs as of March 31, 2022 and December 31, 2021.

The Company has obligations under certain circumstances to indemnify each of the defendant directors and certain officers against judgments, fines, settlements, and expenses related to claims against such directors and certain officers and otherwise to the fullest extent permitted under the law and the Company’s bylaws and Amended and Restated Certificate of Incorporation.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Stockholders' Equity

1 unchanged sentence

Class A and Class B common stock have voting rights of 1 and 10 votes per share, respectively.

The Class F common stock has the voting rights generally described below and each share of Class F common stock is convertible at any time, at the option of the holder thereof, into one share of Class B common stock.

The Class F common stock has the voting rights generally described herein and each share of Class F common stock is convertible at any time, at the option of the holder thereof, into one share of Class B common stock.

All shares of Class F common stock are held in a voting trust established by Stephen Cohen, Alexander Karp, and Peter Thiel (the “Founders”).

The Class F common stock generally gives the Founders the ability to control up to 49.999999 % of the total voting power of the Company’s capital stock, so long as the Founders and certain of their affiliates collectively meet a minimum ownership threshold, which was 100 million of the Company’s equity securities as of September 30, 2021.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Holders of common stock are entitled to dividends when, as and if declared by the Company’s Board of Directors, subject to the rights of the holders of all classes of stock outstanding having priority rights to dividends.

No dividends have been declared as of September 30, 2021.

In connection with the Company’s direct listing of its Class A common stock on the New York Stock Exchange (“Direct Listing”) in September 2020, all outstanding shares of redeemable convertible preferred stock and convertible preferred stock were converted into 4,017,378 and 793,725,807 shares of Class B common stock, respectively, and 1,005,000 shares of Class B common stock held by the Founders were exchanged for an equal number of shares of Class F common stock.

The Class F common stock generally gives the Founders the ability to control up to 49.999999 % of the total voting power of the Company's capital stock, so long as the Founders and certain of their affiliates collectively meet a minimum ownership threshold, which was 100.0 million of the Company's equity securities as of March 31, 2022.

Holders of the common stock are entitled to dividends when, as and if declared by the Company’s Board of Directors, subject to the rights of the holders of all classes of stock outstanding having priority rights to dividends.

No dividends have been declared as of March 31, 2022.

The following represented the total authorized, issued, and outstanding shares for each class of common stock (in thousands):

As of September 30, 2021

As of December 31, 2020

Common stock:

As of March 31, 2022 As of December 31, 2021

Authorized Issued and Outstanding Authorized Issued and Outstanding

Class A Common Stock 20,000,000 1,945,140 20,000,000 1,926,589

Class B Common Stock 2,700,000 99,731 2,700,000 99,880

Class F Common Stock 1,005 1,005 1,005 1,005

Total 22,701,005 2,045,876 22,701,005 2,027,474

Stock-Based Compensation

Stock Options

The following table summarizes stock option activity for the nine months ended September 30, 2021 (in thousands, except per share amounts):

Exercise Price

Intrinsic Value

The following table summarizes stock option activity for the three months ended March 31, 2022 (in thousands, except per share amounts):

Options Outstanding Weighted-Average Exercise Price Per Share

Weighted-Average

Remaining Contractual Life (years) Aggregate Intrinsic Value

Balance as of December 31, 2021 349,952 $ 7.81 9.06 $ 3,638,685

1 unchanged sentence

Options canceled and forfeited ( 823 ) 4.81 —

Balance as of September 30, 2021

Options vested and exercisable as of September 30, 2021

As of September 30, 2021, the unrecognized expense related to options outstanding was $ 940.0 million, which is expected to be recognized over a weighted-average service period of eight years .

Balance as of March 31, 2022 342,475 $ 7.89 8.91 $ 1,999,422

Options vested and exercisable as of March 31, 2022 172,081 $ 5.29 7.74 $ 1,452,249

As of March 31, 2022, the unrecognized expense related to options outstanding was $ 842.8 million, which is expected to be recognized over a weighted-average service period of eight years.

The following table summarizes the RSU activity for the three months ended March 31, 2022 (in thousands, except per share amounts):

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

The following table summarizes the RSU activity for the nine months ended September 30, 2021 (in thousands, except per share amounts):

Weighted Average

Grant Date Fair

Value per Share

Unvested and outstanding as of December 31, 2020

RSUs Outstanding Weighted Average Grant Date Fair Value per Share

Balance as of December 31, 2021 153,749 $ 9.56

RSUs granted 1,373 16.01

RSUs vested and converted to shares ( 11,748 ) 8.50

RSUs canceled ( 1,607 ) 8.56

Unvested and outstanding as of September 30, 2021

As of September 30, 2021, the total unrecognized stock-based compensation expense related to the RSUs outstanding was $ 985.1 million, which the

Company expects to recognize over three years .

In May 2019, the Company granted growth units which vest upon the satisfaction of both a performance-based vesting condition, which was satisfied upon the Company’s Direct Listing, and a service-based vesting condition, which was satisfied in March 2021.

In March 2021, the 3.6 million outstanding growth units vested and, per the formula applicable to the awards, converted into 1.5 million shares of common stock.

During the three months ended March 31, 2021, the Company recognized the remaining stock-based compensation expense related to the growth units of $ 1.2 million.

Balance as of March 31, 2022 141,767 $ 9.73

As of March 31, 2022, the total unrecognized stock-based compensation expense related to the RSUs outstanding was $ 824.4 million, which the Company expects to recognize over a weighted-average service period of three years.

Stock-based Compensation Expense

Total stock-based compensation expense was as follows (in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Cost of revenue $ 11,677 $ 15,977

3 unchanged sentences

Total stock-based compensation expense $ 149,323 $ 193,731

On September 30, 2020, in connection with the Direct Listing, the Company incurred $ 769.5 million and $ 8.4 million of stock-based compensation using the accelerated attribution method related to the satisfaction of the performance-based vesting condition for RSUs and growth units, respectively, that had satisfied the service-based vesting condition as of such date.

The Company recorded a provision for income taxes of $ 1.4 million and a benefit from

income taxes of $ 8.5 million for the three months ended September 30, 2021 and 2020, respectively, and a

income taxes of $ 1.1 million and $ 5.0 million for the nine months ended September 30, 2021 and 2020, respectively.

The Company recorded a provision for income taxes of $ 2.0 million and $ 3.1 million for the three months ended March 31, 2022 and 2021, respectively.

The Company is subject to income tax in the U.S.

as well as other tax jurisdictions in which it conducts business.

The Company’s effective rate differs from the U.S.

The Company’s effective tax rate as of March 31, 2022 differs from the U.S.

statutory rate primarily due to the valuation allowance recorded on its losses from the U.S.

and other jurisdictions, foreign income taxed at different rates, non-deductible

stock-based compensation and the revaluation of its United Kingdom (“UK”) deferred tax assets as a result of a change in the UK corporate tax rate enacted during the second quarter of 2021, which increased the rate from 19 % to 25 % effective April 1, 2023.

and other jurisdictions, foreign income taxed at different rates, non-deductible stock-based compensation, and foreign withholding taxes .

The provision for income taxes decreased by $ 1.1 million for the three months ended March 31, 2022 compared to the same period in 2021 primarily due to decreases in profits from the Company’s international operations offset by an increase in foreign withholding taxes.

The realization of deferred tax assets is dependent upon the generation of sufficient taxable income of the appropriate character in future periods.

The Company assesses its ability to realize the deferred tax assets on a quarterly basis, and it establishes a valuation allowance if it is more-likely-than-not

that some portion of the deferred tax assets will not be realized.

The Company assesses its ability to realize the deferred tax assets on a quarterly basis, and it establishes a valuation allowance if it is more likely than not that some portion of the deferred tax assets will not be realized.

The Company weighs all available positive and negative evidence, including its earnings history and results of recent operations, scheduled reversals of deferred tax liabilities, projected future taxable income, and tax planning strategies.

For example, due to the weight of objectively verifiable negative evidence, including its history of losses in certain jurisdictions, the Company believes that it is more likely than not that its U.S.

federal and state deferred tax assets will not be fully realized.

Accordingly, the Company has maintained a valuation allowance on its U.S.

federal and state deferred tax assets.

For example, due to the weight of objectively verifiable negative evidence, including its history of U.S.

net operating tax losses, the Company believes that it is more likely than not that its U.S.

deferred tax assets will not be fully realized.

Accordingly, the Company has maintained a full valuation allowance on its U.S.

deferred tax assets as of March 31, 2022.

Provisions enacted in the 2017 Tax Cuts and Jobs Act related to the capitalization for tax purposes of research and experimental (“R&E”) expenditures became effective on January 1, 2022.

Beginning January 1, 2022, all U.S.

based R&E expenditures must be capitalized and amortized over five and fifteen years, respectively.

Congress is considering legislation that would defer the amortization requirement to future periods.

However, there is no assurance that the provision will be deferred, repealed or otherwise modified.

The effect of the requirement did not have a material impact on our income tax provision.

Palantir Technologies Inc.

2 unchanged sentences

The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except per share amounts):

Three Months Ended

September 30,

Nine Months Ended

September 30,

Net loss attributable to common stockholders

Change in fair value attributable to participating securities

Three Months Ended March 31,

Net loss attributable to common stockholders, for diluted net loss per share $ ( 101,379 ) $ ( 123,474 )

5 unchanged sentences

The following outstanding potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented due to their anti-dilutive effect (in thousands):

As of September 30,

Warrants to purchase common stock

As of March 31,

Options and stock appreciation rights issued and outstanding 342,475 477,602

RSUs outstanding 140,793 174,523

Growth units outstanding

Warrants to purchase common stock 13,042 18,253

Total 496,310 670,378

Segment and Geographic Information

The following tables reflect the results of the Company’s reportable operating segments consistent with the manner in which the chief operating decision maker (“CODM”) evaluates the performance of each segment and allocates the Company’s resources.

The following reporting segment tables reflect the results of the Company’s reportable operating segments consistent with the manner in which the chief operating decision maker (“CODM”) evaluates the performance of each segment and allocates the Company’s resources.

The CODM does not evaluate the performance of the Company’s assets on a segment basis for internal management reporting and, therefore, such information is not presented.

3 unchanged sentences

These unallocated costs include stock-based compensation expense, research and development expenses, and general and administrative expenses.

Financial information for each reportable segment was as follows (in thousands):

Three Months Ended March 31,

Government $ 241,790 $ 208,420

Commercial 204,567 132,814

Total revenue $ 446,357 $ 341,234

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Financial information for each reportable segment was as

follows (in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

Total revenue

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Contribution:

Government $ 139,810 $ 131,746

Commercial 112,608 72,543

Total contribution $ 252,418 $ 204,289

The reconciliation of contribution to loss from operations is as follows (in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Loss from operations $ ( 39,439 ) $ ( 114,014 )

( 1,017,107 )

Research and development expenses (1)

61,696 60,597

General and administrative expenses (1)

Stock-based compensation expense

80,838 63,975

Total stock-based compensation expense 149,323 193,731

Total contribution $ 252,418 $ 204,289

3 unchanged sentences

Revenue is as follows (in thousands, except percentages):

Three Months Ended September 30,

United States

United Kingdom

Rest of world (1)

Total revenue

No other country represents 10 % or more of total revenue for the three months ended September 30, 2021 or 2020.

Palantir Technologies Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Nine Months Ended September 30,

Three Months Ended March 31,

Amount % Amount %

United States $ 272,913 61 % $ 198,447 58 %

1 unchanged sentence

Rest of world (1)

123,542 28 % 108,402 32 %

Total revenue $ 446,357 100 % $ 341,234 100 %

No other country represents 10 % or more of total revenue for the nine months ended September 30, 2021 or 2020.

Subsequent Events

Investment Commitments and Investments

The Company approved and entered into additional Investment Agreements from October 1, 2021 through the date of this filing.

As of the date of this filing, the Company had additional outstanding investment commitments, subject to applicable terms and conditions, to purchase a total of 2.6 million shares for an aggregate purchase price of $ 26.0 million.

The following table presents details regarding the Company’s additional investment commitments outstanding as of the date of this filing (in thousands):

Investment Agreement

Investment Amount

Telecommunications company (1)

October 6, 2021

Rigetti & Co, Inc.

October 6, 2021

Commercial contract contains termination for convenience clauses in the event the proposed business combination and/or the Company’s proposed investment is not completed.

In connection with signing each of the Investment Agreements entered into between October 1, 2021 and the date of this filing, each Investee or an associated entity and the Company entered into a commercial contract for the Company’s products and services.

The maximum potential revenue from these commercial contracts, including option years, is $ 26.0 million, and the terms of such agreements range from three to four years .

Additionally, from October 1 to the date of this filing, the Company purchased 5.5 million shares for an aggregate purchase price of $ 55.0 million, as set forth in the following table (in thousands):

Investment Amount

Babylon Health (1)

Mobility company (1)

Reflected as commitments in Note 8.

Commitments and Contingencies

- Investment Commitments

as of September 30, 2021.

(1) No other country represents 10 % or more of total revenue for the three months ended March 31, 2022 or 2021.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q

contains forward-looking statements within the meaning of the federal securities laws, which statements involve substantial risks and uncertainties.

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws, which statements involve substantial risks and uncertainties.

Forward-looking statements generally relate to future events or our future financial or operating performance.

In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “would,” “intend,” “target,” “goal,” “outlook,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions.

Forward-looking statements contained in this Quarterly Report on Form 10-Q

include, but are not limited to, statements about:

In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “can,” “would,” “intend,” “target,” “goal,” “outlook,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” “future,” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions.

Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

• our expectations regarding financial performance and liquidity, including but not limited to our expectations regarding revenue, cost of revenue, operating expenses, stock-based compensation, our ability to achieve and maintain future profitability, and cash flows;

20 unchanged sentences

• our expectations regarding our multi-class stock and governance structure and the benefits thereof;

the impact of the ongoing COVID-19

pandemic, including on our and our customers’, vendors’, and partners’ respective businesses and the markets in which we and our customers, vendors, and partners operate;

• the impacts of the ongoing coronavirus (“COVID-19” or “COVID”) pandemic and the ongoing Russian invasion of Ukraine, including on our and our customers’, vendors’, and partners’ respective businesses and the markets in which we and our customers, vendors, and partners operate;

• the increased expenses associated with being a public company.

1 unchanged sentence

You should not rely upon forward-looking statements as predictions of future events.

We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q

primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations, and prospects.

The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors, including those described in the section titled “ Risk Factors

” and elsewhere in this Quarterly Report on Form 10-Q.

We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations and projections about future events and trends

that we believe may affect our business, financial condition, results of operations, and prospects.

The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors, including those described in the section titled “ Risk Factors ” and elsewhere in this Quarterly Report on Form 10-Q.

Moreover, we operate in a very competitive and rapidly changing environment.

2 unchanged sentences

Neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements.

Moreover, the forward-looking statements made in this Quarterly Report on Form 10-Q

relate only to events as of the date on which the statements are made.

We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q

to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q

or to reflect new information or the occurrence of unanticipated events, except as required by law.

Moreover, the forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made.

We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law.

We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements.

1 unchanged sentence

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject.

These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q,

and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information.

These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information.

These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements