Planet Labs CEO gifts 155,000 shares

Planet Labs PBC Co-Founder and CEO Marshall William Spencer reported a bona fide gift of 155,000 shares of Class A Common Stock, with no value received and no market price reported.

Rhea-AI Filing Summary

Planet Labs PBC Co-Founder and CEO Marshall William Spencer reported a bona fide gift of 155,000 shares of Class A Common Stock, with no value received and no market price reported. Following the gift, he holds 3,037,726 shares directly, including 2,222,807 RSUs that vest quarterly.

Insider Trade Summary

155,000 shares gifted

Gift 1 txn

Insider Marshall William Spencer

Role Co-Founder and CEO

Type	Security	Shares	Price	Value
Gift	Class A Common Stock	155,000	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 3,037,726 shares (Direct)

Footnotes (2)

1. F1. The reported transaction represents a bona fide gift. This is not a market transaction, thus no price has been reported. No value was received for the gifted shares.
2. F2. Includes 2,222,807 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.

Key Figures

Shares gifted: 155,000 shares Shares held after transaction: 3,037,726 shares RSUs included in holdings: 2,222,807 RSUs +1 more

4 metrics

Shares gifted 155,000 shares Bona fide gift of Class A Common Stock

Shares held after transaction 3,037,726 shares Direct holdings following the gift

RSUs included in holdings 2,222,807 RSUs RSUs vesting quarterly on March 15, June 15, September 15 and December 15

Gift price per share $0.00 No price reported because transaction is a bona fide gift

Key Terms

bona fide gift, RSUs, Class A Common Stock

3 terms

bona fide gift financial

"The reported transaction represents a bona fide gift."

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

RSUs financial

"Includes 2,222,807 RSUs that vest in equal quarterly installments"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Class A Common Stock financial

"one share of issuer's Class A Common Stock each"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Planet Labs (PL) report in this Form 4?

Planet Labs reported that Co-Founder and CEO Marshall William Spencer made a bona fide gift of 155,000 shares of Class A Common Stock. The transaction is classified as a gift, not a market trade, so no price per share or proceeds were reported.

Did the Planet Labs (PL) CEO sell any shares in this transaction?

No, the CEO did not sell shares. The Form 4 describes the transaction as a bona fide gift of 155,000 shares, with no value received. The footnote specifies this is not a market transaction and therefore no sale price or trade proceeds are involved.

How many Planet Labs (PL) shares does the CEO hold after the gift?

After the gift, Marshall William Spencer directly holds 3,037,726 shares of Planet Labs Class A Common Stock. This figure includes 2,222,807 restricted stock units (RSUs), which represent rights to receive shares as they vest over time in equal quarterly installments.

What are the terms of the Planet Labs (PL) RSUs held by the CEO?

The CEO’s 2,222,807 RSUs vest in equal quarterly installments on March 15, June 15, September 15, and December 15. Each RSU represents a contingent right to receive one share of Class A Common Stock, and the RSUs are described as having no expiration date.

Was any price or value reported for the Planet Labs (PL) gifted shares?

No price or value was reported for the gifted shares. The Form 4 footnote states the transaction is a bona fide gift, not a market transaction, and confirms that no value was received for the 155,000 gifted shares, so no per-share price appears.

Does this Planet Labs (PL) Form 4 indicate any derivative or option exercises?

This Form 4 does not report any derivative or option exercises. The transaction summary shows one gift transaction of 155,000 non-derivative shares and a derivative transaction count of zero, indicating no options, warrants, or other derivatives were exercised in this filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/24/2026 - 05:01 PM EDT Learn about SEC filing dates

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 CALIFORNIA 94107

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/22/2026		G		155,000	D	$0(1)	3,037,726(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. The reported transaction represents a bona fide gift. This is not a market transaction, thus no price has been reported. No value was received for the gifted shares.

2. Includes 2,222,807 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	04/24/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)