Alexander Karp of Palantir (NYSE: PLTR) sells shares to cover RSU tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Palantir Technologies Inc. director and officer Alexander C. Karp reported a related series of equity transactions tied to restricted stock unit (RSU) vesting on May 20, 2026. He acquired rights to 975,000 and 877,500 shares of Class B Common Stock through incremental RSU vesting, then converted 397,744 Class B shares into Class A Common Stock.

Karp immediately sold the resulting 397,744 Class A shares in multiple open-market trades at weighted average prices between about $132.48 and $136.835. Footnotes state these were automatic sales to cover required tax withholding obligations in connection with the vesting and were executed under his Rule 10b5-1 trading plan.

Following these actions, Karp holds approximately 6,830,002 shares of Class A Common Stock and 52,310,493 shares of Class B Common Stock directly, with Class B shares convertible into Class A on a 1-for-1 basis.

Insider Trade Summary

Net Seller: 397,744 shares ($54,109,936)

Net Sell 11 txns

Insider Karp Alexander C.

Role See Remarks

Sold 397,744 shs ($54.11M)

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	877,500	$0.00	--
Exercise	Class B Common Stock	877,500	$0.00	--
Exercise	Restricted Stock Units	97,500	$0.00	--
Exercise	Class B Common Stock	97,500	$0.00	--
Conversion	Class B Common Stock	397,744	$0.00	--
Conversion	Class A Common Stock	397,744	$0.00	--
Sale	Class A Common Stock	6,635	$132.9528	$882K
Sale	Class A Common Stock	17,310	$134.2027	$2.32M
Sale	Class A Common Stock	27,595	$135.0886	$3.73M
Sale	Class A Common Stock	224,009	$136.0811	$30.48M
Sale	Class A Common Stock	122,195	$136.6143	$16.69M

Holdings After Transaction: Restricted Stock Units — 17,550,000 shares (Direct, null); Class B Common Stock — 52,310,493 shares (Direct, null); Class A Common Stock — 6,830,002 shares (Direct, null)

Footnotes (1)

This transaction is part of a related series of transactions. The Reporting Person acquired rights to 975,000 shares of Class B Common Stock upon incremental vesting of previously granted restricted stock units ("RSUs") on May 20, 2026, converted 397,744 shares of the Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock on May 20, 2026. All sales were automatic sales of shares to cover required tax withholding obligations in connection with the vesting event on May 20, 2026 and were conducted in compliance with the Reporting Person's Rule 10b5-1 trading plan. The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $132.48 to $133.43. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $133.52 to $134.51. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $134.52 to $135.51. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $135.52 to $136.515. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $136.52 to $136.835. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. These securities are RSUs granted pursuant to the Issuer's Amended 2010 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock. The shares acquired from the incremental vesting of RSUs (as described above) were fully vested as of the transaction date. These securities are RSUs granted pursuant to the Issuer's 2020 Executive Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.

Key Figures

Class A shares sold: 397,744 shares Sale price range: $132.48–$136.835 per share RSU vesting (block 1): 975,000 shares +5 more

8 metrics

Class A shares sold 397,744 shares Automatic tax-withholding sales on May 20, 2026

Sale price range $132.48–$136.835 per share Weighted average ranges for open-market sales

RSU vesting (block 1) 975,000 shares Incremental vesting into Class B Common Stock on May 20, 2026

RSU vesting (block 2) 877,500 shares Additional incremental vesting into Class B Common Stock

Class A holdings after 6,830,002 shares Direct Class A Common Stock held post-transactions

Class B holdings after 52,310,493 shares Direct Class B Common Stock held post-transactions

Conversion ratio 1-for-1 Class B Common Stock into Class A Common Stock

RSU expiration May 20, 2031 Expiration date for certain RSUs reported

Key Terms

restricted stock units, Rule 10b5-1 trading plan, incremental vesting, Class B Common Stock, +1 more

5 terms

restricted stock units financial

"These securities are RSUs granted pursuant to the Issuer's Amended 2010 Equity Incentive Plan."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 10b5-1 trading plan regulatory

"All sales were automatic sales of shares to cover required tax withholding obligations ... and were conducted in compliance with the Reporting Person's Rule 10b5-1 trading plan."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

incremental vesting financial

"The Reporting Person acquired rights to 975,000 shares of Class B Common Stock upon incremental vesting of previously granted restricted stock units ("RSUs") on May 20, 2026."

Class B Common Stock financial

"The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date."

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

weighted average sale price financial

"The price reported above reflects the weighted average sale price of trades occurring within that price range."

Form 4 Insider Transactions: What Each Field Means →

05/22/2026 - 08:02 PM

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^*

Karp Alexander C.

(Last)

(First)

(Middle)

C/O PALANTIR TECHNOLOGIES INC.

19505 BISCAYNE BOULEVARD, SUITE 2350

(Street)

AVENTURA

FLORIDA

33180

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Palantir Technologies Inc. [ PLTR ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/20/2026		C⁽¹⁾		397,744	A	⁽²⁾	6,830,002	D
Class A Common Stock	05/20/2026		S⁽¹⁾		6,635	D	$132.9528⁽³⁾	6,823,367	D
Class A Common Stock	05/20/2026		S⁽¹⁾		17,310	D	$134.2027⁽⁴⁾	6,806,057	D
Class A Common Stock	05/20/2026		S⁽¹⁾		27,595	D	$135.0886⁽⁵⁾	6,778,462	D
Class A Common Stock	05/20/2026		S⁽¹⁾		224,009	D	$136.0811⁽⁶⁾	6,554,453	D
Class A Common Stock	05/20/2026		S⁽¹⁾		122,195	D	$136.6143⁽⁷⁾	6,432,258	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁸⁾	05/20/2026		M⁽¹⁾			877,500	⁽⁹⁾	05/20/2031	Class B Common Stock⁽²⁾	877,500	$0	17,550,000	D
Class B Common Stock⁽²⁾	⁽²⁾	05/20/2026		M⁽¹⁾		877,500		⁽²⁾	⁽²⁾	Class A Common Stock	877,500	$0	52,310,493	D
Restricted Stock Units	⁽¹⁰⁾	05/20/2026		M⁽¹⁾			97,500	⁽⁹⁾	05/20/2031	Class B Common Stock⁽²⁾	97,500	$0	1,950,000	D
Class B Common Stock⁽²⁾	⁽²⁾	05/20/2026		M⁽¹⁾		97,500		⁽²⁾	⁽²⁾	Class A Common Stock	97,500	$0	52,407,993	D
Class B Common Stock⁽²⁾	⁽²⁾	05/20/2026		C⁽¹⁾			397,744	⁽²⁾	⁽²⁾	Class A Common Stock	397,744	$0	52,010,249	D

Explanation of Responses:

1. This transaction is part of a related series of transactions. The Reporting Person acquired rights to 975,000 shares of Class B Common Stock upon incremental vesting of previously granted restricted stock units ("RSUs") on May 20, 2026, converted 397,744 shares of the Class B Common Stock to Class A Common Stock and immediately sold the resulting shares of Class A Common Stock on May 20, 2026. All sales were automatic sales of shares to cover required tax withholding obligations in connection with the vesting event on May 20, 2026 and were conducted in compliance with the Reporting Person's Rule 10b5-1 trading plan.

2. The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date.

3. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $132.48 to $133.43. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

4. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $133.52 to $134.51. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

5. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $134.52 to $135.51. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

6. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $135.52 to $136.515. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

7. This transaction represents sales executed in multiple open market sales. The sales reflected in this line item were made at prices ranging from $136.52 to $136.835. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (7) for sales executed in price ranges on the date indicated. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.

8. These securities are RSUs granted pursuant to the Issuer's Amended 2010 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.

9. The shares acquired from the incremental vesting of RSUs (as described above) were fully vested as of the transaction date.

10. These securities are RSUs granted pursuant to the Issuer's 2020 Executive Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.

Remarks:

Officer title: Chief Executive Officer. This Form 4 has been compiled based on applicable requirements to reflect the specific transactions described herein and is not intended to disclose or describe all shares and/or other equity securities owned or beneficially held by the Reporting Person. For additional details regarding the Reporting Person's overall stock and equity holdings, please see the Issuer's Proxy Statement filed with the Securities and Exchange Commission on April 24, 2026, including under the heading "Security Ownership Of Certain Beneficial Owners And Management" (subject to the definitions, explanations, and time periods described therein).

	/s/ Devon Klein, under power of attorney	05/22/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Palantir (PLTR) CEO Alexander Karp report in this Form 4?

Alexander Karp reported RSU vesting into Class B shares, conversion of 397,744 Class B shares into Class A, and immediate open-market sales of the resulting Class A shares to cover tax withholding obligations under a pre-established Rule 10b5-1 trading plan.

How many Palantir (PLTR) shares did Alexander Karp sell and at what prices?

Karp sold 397,744 shares of Palantir Class A Common Stock in multiple open-market transactions at weighted average prices ranging from about $132.48 to $136.835 per share, as detailed in the price-range footnotes accompanying the Form 4 disclosure.

Were Alexander Karp’s Palantir (PLTR) stock sales discretionary or automatic?

The filing states all reported sales were automatic transactions executed solely to cover required tax withholding obligations from RSU vesting and were conducted in compliance with Alexander Karp’s Rule 10b5-1 trading plan, indicating they were pre-arranged rather than discretionary market-timing trades.

How many Palantir (PLTR) shares does Alexander Karp hold after these transactions?

After the reported transactions, Alexander Karp directly holds about 6,830,002 shares of Palantir Class A Common Stock and 52,310,493 shares of Class B Common Stock, with each Class B share convertible into one Class A share according to the Form 4 footnote disclosure.

What RSU activity did Alexander Karp report for Palantir (PLTR)?

The Form 4 notes incremental vesting of restricted stock units, giving Karp rights to 975,000 and 877,500 shares of Class B Common Stock under Palantir equity incentive plans, with these RSU-derived shares fully vested as of May 20, 2026, and partially converted into Class A shares.