Planet Labs Pbc SEC Filings

Robert H. Schingler, Co‑Founder, Chief Strategy Officer and director of Planet Labs PBC (PL), reported insider transactions dated 09/15/2025. He received 15,244 shares upon vesting of performance restricted stock units (PSUs) that were issued in lieu of his cash bonus for the first half of fiscal 2026 after electing to convert the earned cash bonus into PSUs. The filing also shows 7,741 and 49,961 shares of Class A common stock withheld by the issuer to satisfy withholding tax liabilities; those withholding transactions are reported at a price of $9.86 per share. Beneficial ownership is reported as 1,428,201, 1,420,460, and 1,370,499 shares following the respective transactions. The filing discloses 933,672 restricted stock units (RSUs) that vest in equal quarterly installments on March 15, June 15, September 15 and December 15 and represent a contingent right to one share each with no expiration date.

Planet Labs PBC insider William Spencer Marshall reported multiple equity changes on 09/15/2025. He acquired 36,586 shares of Class A common stock upon the vesting of performance restricted stock units that replaced his cash bonus for the first half of the fiscal year ending January 31, 2026. The filing shows two withholding transactions: 18,579 shares withheld for taxes related to PSU vesting and 121,897 shares withheld for taxes related to RSU vesting. After these transactions, he beneficially owns 3,356,387 shares of Class A common stock, including 2,309,686 RSUs that vest quarterly and carry a contingent right to one share each with no expiration.

This Form 144 notice reports a proposed sale of 422,335 warrants by Isalea Investments LP, with an aggregate market value of $846,021.47. The warrants represent part of 12,833,315 outstanding units and the approximate sale date is 09/16/2025 on the NYSE. The filer acquired the warrants as founder stock from the issuer on 03/05/2021 and records the original payment as cash. The filing also discloses two recent warrant sales by the same account in the prior three months: 169,694 warrants sold on 09/12/2025 for $339,727.39, and 10,000 warrants sold on 08/19/2025 for $10,217.00. The signer affirms there is no undisclosed material adverse information.

Form 144 notice for Planet Labs PBC (PL) reports a proposed sale of 169,694 warrants through Morgan Stanley Smith Barney LLC, with an aggregate market value of $339,727.39. The company’s total warrants outstanding are listed as 12,833,315. The filer states the securities were acquired as founder stock on 03/05/2021 from the issuer and paid in cash on the same date. The proposed approximate sale date is 09/12/2025 on the NYSE. Recent dispositions by ISALEA INVESTMENTS LP over the past three months are disclosed: sales on 08/19/2025 (10,000 warrants, $10,217.00), 06/13/2025 (3,800 warrants, $2,443.40) and 06/12/2025 (8,600 warrants, $5,849.72). The filer signs a standard representation that no undisclosed material adverse information is known.

Planet Labs PBC issued $460 million of 0.50% Convertible Senior Notes due 2030. The Notes bear interest semiannually and mature October 15, 2030, and are convertible into Class A common stock at an initial rate of 83.6715 shares per $1,000 principal (approximately $11.95 per share). Conversion is restricted until specified trigger conditions are met, becoming freely convertible shortly before maturity. The Company may redeem the Notes beginning October 20, 2028 if certain liquidity and stock-price conditions are satisfied.

The Company entered into capped call transactions with several banks with an initial cap price of $18.04 per share to reduce potential dilution and offset certain cash payments; approximately $39.6 million of the net proceeds paid the cost of those transactions. The remaining net proceeds are intended for general corporate purposes. The issuance was upsized from an initial $400 million after initial purchasers exercised an option to purchase additional notes.

Planet Labs PBC is furnishing an information statement to notify stockholders of a board Election that became effective 40 days after notice is sent. The Record Date for approval was September 5, 2025, and the Consenting Stockholders who delivered written consent were William Marshall and Ulysses Trust 02021.1. The filing recounts the company’s 2021 Business Combination with dMY Technology Group IV that resulted in the current Planet Labs PBC structure.

Governance disclosures describe board structure and committees, independence determinations, director compensation changes effective July 11, 2024 (annual cash retainer reduced to $75,000; initial and annual RSU awards set at $175,000), and director and executive oversight roles. Executive compensation notes include CEO base salary reduction from $500,000 to $400,000, other named officer salary adjustments, a disclosed CEO total compensation of $4,746,341, a median employee compensation of $140,943, and a reported pay ratio of 33.7 to 1. The filing also describes Kevin Weil’s May 6, 2024 transition and related advisory and subsidiary agreements.

Planet Labs PBC reported interim financial and operational details for the period ending July 31, 2025. The company disclosed $690.1 million of remaining performance obligations, with ~32% expected to be recognized in the next 12 months and ~57% within 24 months. Cost of revenue rose to $60.8 million (up $3.2 million), while sales and marketing fell to $33.9 million (down $11.3 million) and general and administrative decreased to $38.5 million (down $1.6 million). Accounts receivable concentration included two customers representing 24% and 11% of receivables as of July 31, 2025. The company capitalized deferred commissions of $1.0 million and $1.1 million in the three- and six-month periods, and recognized RSU stock-based compensation of $12.6 million (three months) and $23.9 million (six months). Restricted cash totaled $11.8 million. Management noted continued regulatory dependency and material risks related to satellite operations, suppliers, government contracting, and market concentration.