Palantir CTO Shyam Sankar converts and sells 375k shares in planned trades
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Palantir Technologies executive Shyam Sankar, Chief Technology Officer and Executive Vice President, exercised 375,000 vested Class B stock options on August 20, 2025 and converted the resulting Class B shares into Class A shares, then sold the converted shares in multiple open-market transactions executed under a preexisting Rule 10b5-1 trading plan entered March 11, 2025. The Form 4 details a series of sales at weighted average prices reported in price bands from about $142.41 to $156.35 per share, reducing his direct Class A holdings from 1,077,786 to as low as 702,786 shares across reported line items, while 749,899 shares are reported indirectly as held in a trust where he is co-trustee.
Positive
- Exercise of 375,000 vested options indicates the options were fully vested and exercisable on the transaction date
- Transactions executed under a Rule 10b5-1 plan, entered March 11, 2025, which provides an affirmative defense and preplanned execution
- Detailed price bands and disclosure offered for the multiple open-market sales, with willingness to provide per-trade details upon request
Negative
- Substantial open-market sales totaling 375,000 converted shares were executed the same day, materially reducing direct reported holdings across line items
- Direct beneficial ownership reported drops in the filing lines (for example from 1,077,786 to as low as 702,786 in reported items), indicating notable insider liquidity
Insights
TL;DR: Insider exercised 375,000 vested options and executed large, preplanned open-market sales under a 10b5-1 plan; market impact appears routine.
The filing shows exercise and immediate conversion of 375,000 Class B options followed by staged open-market sales across multiple price bands on the same date under a Rule 10b5-1 plan. The use of a preexisting plan reduces information asymmetry about timing. Reported weighted average prices span roughly $142.41 to $156.35, and reported direct beneficial ownership lines decline from 1,077,786 to 702,786 shares across line items, with 749,899 shares held indirectly in a trust. These are sizeable transactions in absolute terms but are documented as planned and vested option exercises, not opportunistic unplanned disposals.
TL;DR: Form 4 documents compliant, rule-based insider selling and provides required disclosure of holdings and trust ownership.
The disclosure identifies the officer role and cites a 10b5-1 trading plan entered March 11, 2025, which supports the affirmative defense under Rule 10b5-1(c). The Form also discloses shares held of record by a Remainder Trust and includes the standard undertaking to provide detailed sale price breakdowns upon request. The filing is comprehensive in execution detail and includes a power-of-attorney signature, aligning with regulatory filing norms for material insider transactions.
Insider Trade Summary
Net Seller: 375,000 shares ($56,699,646)
Net Sell
19 txns
Insider
Sankar Shyam
Role
See Remarks
Sold
375,000 shs ($56.70M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Employee Stock Option (Right to buy) | 375,000 | $0.00 | -- |
| Exercise | Class B Common Stock | 375,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 375,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 375,000 | $0.00 | -- |
| Sale | Class A Common Stock | 13,109 | $143.0363 | $1.88M |
| Sale | Class A Common Stock | 10,596 | $143.7488 | $1.52M |
| Sale | Class A Common Stock | 14,530 | $144.937 | $2.11M |
| Sale | Class A Common Stock | 31,141 | $146.0975 | $4.55M |
| Sale | Class A Common Stock | 16,974 | $147.0062 | $2.50M |
| Sale | Class A Common Stock | 12,721 | $148.18 | $1.88M |
| Sale | Class A Common Stock | 21,753 | $149.0863 | $3.24M |
| Sale | Class A Common Stock | 31,587 | $149.9403 | $4.74M |
| Sale | Class A Common Stock | 9,370 | $151.1049 | $1.42M |
| Sale | Class A Common Stock | 27,628 | $152.1536 | $4.20M |
| Sale | Class A Common Stock | 53,219 | $153.1427 | $8.15M |
| Sale | Class A Common Stock | 58,739 | $154.1659 | $9.06M |
| Sale | Class A Common Stock | 28,360 | $155.0686 | $4.40M |
| Sale | Class A Common Stock | 45,273 | $156.0178 | $7.06M |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Employee Stock Option (Right to buy) — 1,125,000 shares (Direct);
Class B Common Stock — 3,276,853 shares (Direct);
Class A Common Stock — 1,077,786 shares (Direct);
Class A Common Stock — 749,899 shares (Indirect, See Footnote)
Footnotes (1)
- This transaction is part of a related series of transactions undertaken on August 20, 2025 pursuant to a preexisting Rule 10b5-1 trading plan, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), entered into on March 11, 2025. The Reporting Person exercised 375,000 vested Class B Common Stock options, converted the resulting shares of Class B Common Stock to Class A Common Stock, and immediately sold the shares of Class A Common Stock in the open market. 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 $142.405 to $143.39. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $143.405 to $144.30. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $144.495 to $145.485. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $145.50 to $146.485. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $146.50 to $147.48. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $147.545 to $148.54. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $148.55 to $149.545. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $149.55 to $150.49. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $150.59 to $151.57. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $151.60 to $152.58. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $152.64 to $153.63. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $153.65 to $154.625. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $154.65 to $155.63. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 $155.65 to $156.345. The price reported above reflects the weighted average sale price of trades occurring within that price range. See footnotes (3) through (16) 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 shares are held of record by Shyam Sankar, Co-Trustee of the Sankar Irrevocable Remainder Trust u/a/d 4/20/2020 (the "Remainder Trust"). These shares were not subject to a particular transaction during the dates covered by this Form 4 and are listed here to disclose the Reporting Person's holdings as required by Securities and Exchange Commission rules. The Reporting Person disclaims beneficial ownership of the shares held by the Remainder Trust, except to the extent of his pecuniary interest therein. The options exercised in this transaction were fully vested and exercisable as of the transaction date.
FAQ
What did PLTR insider Shyam Sankar do on August 20, 2025?
He exercised 375,000 vested Class B options, converted the shares to Class A, and sold the converted Class A shares in multiple open-market transactions under a Rule 10b5-1 plan.
Were these sales part of a preplanned program for PLTR insider trading?
Yes. The Form 4 states the transactions were made pursuant to a preexisting Rule 10b5-1 trading plan entered on March 11, 2025.
What officer title does the reporting person hold at PLTR?
The Form 4 lists the reporting person as Chief Technology Officer and Executive Vice President.