Palantir Technologies Inc. 10-Q

ITEM 5. OTHER INFORMATION Rule 10b5-1 Trading Arrangements During the quarter ended June 30, 2024, the following director and officers adopted a “Rule 10b5-1 trading arrangement” as defined in Regulation S-K Item 408, as follows: On May 13, 2024 , Heather Planishek , our Chief Accounting Officer , adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and satisfaction of certain price and/or other conditions, with 280,000 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions, less any shares to be withheld and/or sold to satisfy applicable tax withholdings. The trading arrangement is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The duration of the trading arrangement is until July 18, 2025 , or earlier, upon the completion or expiration of all transactions subject to the trading arrangement. On May 15, 2024 , Rivendell 7 LLC, a stockholder whose shares may be deemed to be beneficially owned by Peter Thiel (the Chairman of our Board of Directors ), adopted a Rule 10b5-1 arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), subject to the satisfaction of certain price and/or other conditions, with 28,590,737 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions. The duration of the trading arrangement is until December 31, 2025 , or earlier, upon the completion or expiration of all transactions subject to the trading arrangement. On June 12, 2024 , David Glazer , our Chief Financial Officer and Treasurer , adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and satisfaction of certain price and/or other conditions, with 1,119,169 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions. The trading arrangement is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). The duration of the trading arrangement is until March 14, 2025 , or earlier, upon the completion or expiration of all transactions subject to the trading arrangement. During the quarter ended June 30, 2024, no other directors or officers, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Regulation S-K Item 408. 90 Table of contents ITEM 6. EXHIBITS Incorporated by Reference Exhibit Number Description Form File No. Exhibit Filing Date 31.1* Certification of the Chief Executive Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of the Chief Financial Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1*† Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS* Inline XBRL Instance Document. 101.SCH* Inline XBRL Taxonomy Extension Schema Document. 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document. 101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document. 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document. 104.1* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) * Filed Herewith † The certifications attached as Exhibit 32.1 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing. 91 Table of contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PALANTIR TECHNOLOGIES INC. Date: August 5, 2024 By: /s/ Alexander C. Karp Alexander C. Karp Chief Executive Officer ( Principal Executive Officer ) Date: August 5, 2024 By: /s/ David Glazer David Glazer Chief Financial Officer ( Principal Financial Officer ) Date: August 5, 2024 By: /s/ Heather Planishek Heather Planishek Chief Accounting Officer ( Principal Accounting Officer ) 92