Planet Labs CEO gifts 80,000 shares of stock

Planet Labs’ CEO reported gifting 80,000 Class A shares with no value received, while retaining over 2.4 million shares and a large RSU position.

Available on EDGAR 09/18/2026 - 04:03 PM EDT Accepted by SEC EDGAR 09/18/2026 - 04:02 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Planet Labs PBC (PL) director and Co-Founder and CEO Marshall William Spencer reported a bona fide gift transfer of 80,000 shares of Class A Common Stock on September 18, 2026. No value was received and this was not a market transaction. Following the gift, he reports holding 2,488,473 shares directly, including 1,693,566 RSUs that vest in equal quarterly installments on March 15, June 15, September 15 and December 15.

Insider Trade Summary

80,000 shares gifted

Gift 1 txn

Insider Marshall William Spencer

Role Co-Founder and CEO

Type	Security	Shares	Price	Value
Gift	Class A Common Stock F1, F2	80,000	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 2,488,473 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 1,693,566 RSUs that remain to 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: 80,000 shares Price per share: $0.00 per share Shares held after transaction: 2,488,473 shares +1 more

4 metrics

Shares gifted 80,000 shares Bona fide gift of Class A Common Stock on September 18, 2026

Price per share $0.00 per share No value received for the gifted 80,000 shares

Shares held after transaction 2,488,473 shares Direct Class A Common Stock holdings reported after the gift

Unvested RSUs included in holdings 1,693,566 RSUs RSUs vesting quarterly on March 15, June 15, September 15 and December 15

Key Terms

bona fide gift, RSUs, contingent right, Class A Common Stock

4 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 1,693,566 RSUs that remain to 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.

contingent right financial

"The RSUs represent a contingent right to receive one share"

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 for Marshall William Spencer?

Marshall William Spencer reported a bona fide gift of 80,000 shares of Planet Labs’ Class A Common Stock on September 18, 2026. The filing states it was not a market transaction and that no value was received for the gifted shares.

How many Planet Labs (PL) shares does Marshall William Spencer hold after this gift?

After the reported gift, Marshall William Spencer holds 2,488,473 shares of Planet Labs’ Class A Common Stock directly. This total includes 1,693,566 RSUs that remain to vest over time.

Were the gifted Planet Labs (PL) shares sold on the market?

No. The filing describes the 80,000-share disposition as a bona fide gift and explicitly states it is not a market transaction. The filing also notes that no value was received for the gifted shares.

What RSU position does Marshall William Spencer have in Planet Labs (PL)?

Marshall William Spencer’s reported holdings include 1,693,566 RSUs. These RSUs vest in equal quarterly installments on the 15th of March, June, September and December and represent a contingent right to receive one share of Class A Common Stock each.

Was the Planet Labs (PL) CEO’s gift made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not affirmed, and the footnotes do not state that the transaction was made under a Rule 10b5-1 or similar trading plan.

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

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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)
09/18/2026

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	09/18/2026		G		80,000	D	$0.00(1)	2,488,473(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 1,693,566 RSUs that remain to 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	09/18/2026
	** 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)