Planet Labs PBC (PL) CEO has 121,897 shares withheld for RSU taxes on 12/15/2025

Rhea-AI Filing Summary

Planet Labs PBC CEO, Co-Founder and Director William Spencer Marshall reported a tax-related share withholding tied to restricted stock unit (RSU) vesting. On 12/15/2025, 121,897 shares of Class A Common Stock were withheld by the company at $18.05 per share to satisfy withholding tax liabilities from vested RSUs, and no shares were sold into the market.

After this transaction, Marshall beneficially owns 3,034,490 Class A shares, including 2,069,641 RSUs. These RSUs vest in equal quarterly installments on the 15th of March, June, September and December, with each RSU representing a contingent right to receive one share of Class A Common Stock and having no expiration date.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marshall William Spencer

(Last) (First) (Middle)

C/O PLANET LABS PBC

645 HARRISON STREET, FLOOR 4

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Planet Labs PBC [ PL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Founder and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

4. If Amendment, Date of 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

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	12/15/2025		F		121,897(1)	D	$18.05	3,034,490(2)	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 (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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. No shares were sold by the reporting person. The transaction disclosed represents shares of the issuer's Class A Common Stock withheld by the issuer in payment of the withholding tax liability incurred upon the vesting of restricted stock units ("RSUs").

2. Includes 2,069,641 RSUs that vest in equal quarterly installments on the 15th of March, June, September and December. The RSUs represent a contingent right to receive one share of issuer's Class A Common Stock each and have no expiration date.

	/s/ LeeAnn Linck, Attorney-in-fact for: William Spencer Marshall	12/16/2025
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Planet Labs PBC (PL) report for its CEO?

William Spencer Marshall, CEO and Co-Founder of Planet Labs PBC, reported that on 12/15/2025, 121,897 shares of Class A Common Stock were withheld by the issuer at $18.05 per share to cover withholding taxes due upon the vesting of RSUs.

Were any Planet Labs PBC (PL) shares actually sold in this insider filing?

No shares were sold by the reporting person. The filing states that the transaction reflects shares of Class A Common Stock withheld by the issuer to pay the withholding tax liability incurred when restricted stock units vested.

How many Planet Labs PBC (PL) shares does William Spencer Marshall own after this transaction?

Following the reported transaction, William Spencer Marshall beneficially owns 3,034,490 shares of Planet Labs PBC Class A Common Stock.

What RSU holdings and vesting schedule does the Planet Labs PBC (PL) CEO have?

The beneficial ownership figure includes 2,069,641 RSUs that vest in equal quarterly installments on the 15th of March, June, September and December.

What does each Planet Labs PBC (PL) RSU represent for the CEO?

Each RSU represents a contingent right to receive one share of Planet Labs PBC Class A Common Stock, and the RSUs have no expiration date.