Palantir CTO reports 60,000-share charitable gift under 10b5-1 plan
Rhea-AI Filing Summary
Palantir Technologies insider transaction: The company's Chief Technology Officer and Executive Vice President, Shyam Sankar, reported a gift of 60,000 Class A common shares on 09/04/2025 under a Rule 10b5-1 trading plan. The shares were donated to a tax-exempt public charity and transferred at no cash price. After the reported gift, Mr. Sankar is shown as directly owning 642,786 Class A shares and indirectly associated with 749,899 Class A shares held in a remainder trust where he serves as co-trustee; he disclaims beneficial ownership of the trust shares except to the extent of any pecuniary interest.
Positive
- Transaction executed under a Rule 10b5-1 plan, which supports pre-clearance and timing defenses for insider trades
- Charitable donation of 60,000 shares to a tax-exempt public charity, reflecting non-personal disposition of shares
Negative
- Decrease in direct holdings by 60,000 Class A shares, lowering direct ownership to 642,786 shares
Insights
TL;DR: Routine insider gift reported under a Rule 10b5-1 plan; disclosure aligns with SEC requirements and proxy holdings.
The Form 4 shows a nondiscretionary, bona fide charitable gift of 60,000 Class A shares executed under a 10b5-1 plan, indicating pre-existing authorization for the transaction. The filing also clarifies indirect holdings via an irrevocable remainder trust, with the reporting person disclaiming beneficial ownership except for any pecuniary interest. This is a standard governance disclosure and does not indicate undisclosed compensation or unexplained transfers.
TL;DR: Transaction is non-sale disposition for charity; reduces direct holdings modestly but reflects planned activity.
The reported code G gift of 60,000 shares at $0 reduces the reporting person’s direct stake to 642,786 shares. Use of a 10b5-1 plan is explicitly mentioned, which supports an affirmative defense to Rule 10b-5 timing claims. The disclosure of 749,899 shares in a remainder trust provides additional context on total economic exposure but includes a disclaimer of beneficial ownership. Overall, the filing is informational and routine.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Class A Common Stock | 60,000 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (1)
- Represents a bona fide gift of 60,000 shares by the Reporting Person to a tax-exempt public charity under Section 501(c)(3) of the Internal Revenue Code, in compliance with the Reporting Person's Rule 10b5-1 trading plan. 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.
