Palantir Technologies (PLTR) 10-K risk factor changes: FY2024 vs FY2023

- [added: until recent quarters,] we [removed: have] [added: had] a history of [added: incurring net] losses, [added: and] we anticipate our operating expenses will continue to [removed: increase in the future,] [added: increase,] and we may not be able to [removed: achieve or] maintain profitability in the future;

- we may not successfully develop and deploy new technologies [added: (such as technologies incorporating AI)] to address the needs of our customers;

- issues raised by the use of AI [added: (including machine learning and large language models)] in our platforms [added: and business] may result in reputational harm or liability;

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[removed: We have] [added: Until recent quarters, we had] a history of [added: incurring net] losses, [added: and] we anticipate our operating expenses will continue to [removed: increase in the future,] [added: increase,] and we may not be able to [removed: achieve or] maintain profitability in the future.

We may not [removed: achieve or] maintain profitability in future periods or, if we are profitable, we may not fully achieve our profitability targets.

To the extent we are successful in increasing our customer base, we may also incur increased [added: expenses or] losses because the costs associated with acquiring and growing our customers and with research and development are generally incurred upfront, while our revenue from customer contracts is generally recognized over the contract term.

Though we have begun to integrate shorter, more [removed: cost effective] [added: cost-effective] programs such as bootcamps, these initial deployments [added: (including bootcamps)] may result in no or minimal future revenue.

We may not be able to continue to increase our revenue at a rate sufficient to offset increases in our costs of revenue and operating expenses in the near term or at all, which would prevent us from [removed: achieving or] maintaining profitability in the future.

In addition, as we continue to expand our platform and product offerings, or experience greater adoption of certain of our platform and product offerings, we have and may continue to experience variability in our revenue growth in certain markets or with [removed: certain customer segments relative to other markets or customer segments.]

[added: If our] revenue growth or revenue growth rate declines overall, or with respect to certain areas of our business, our business, financial condition, and results of operations could be adversely affected.

Our sales efforts involve considerable time and [removed: expense] [added: expense,] and our sales cycle is often long and unpredictable.

As part of our [added: standard] sales efforts, we invest considerable time and expense evaluating the specific organizational needs of our potential customers and educating these potential customers about the technical capabilities and value of our platforms and services.

We often also provide our platforms to potential customers [added: (including individual users] at [added: such customers) at] no or low cost initially to them for evaluation purposes through short-term pilot deployments of our platforms, including at bootcamps, and there is no guarantee that we will be able to convert customers from these short-term pilot deployments to [removed: full] [added: longer-term] revenue-generating contracts.

Our results of operations depend on sales to enterprise customers, which make product purchasing decisions based in part or entirely on factors, or perceived factors, not directly related to the features of the platforms, including, among others, that customer’s projections of business growth, uncertainty about macroeconomic conditions (including as a result of the ongoing Russia-Ukraine conflict and related economic sanctions, the [removed: ongoing] conflict resulting from Hamas’ attack on Israel, heightened interest rates, monetary policy changes, or foreign currency fluctuations), capital budgets, anticipated cost savings from the implementation of our platforms, potential preference for such customer’s internally-developed software solutions, perceptions about our business and platforms, more favorable terms offered by potential competitors, and previous technology investments.

Our top three customers together accounted for [removed: 18% and] 17% [added: and 18%] of our revenue for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

Our top three customers by [removed: revenue,] [added: revenue] for the year ended December 31, [removed: 2023,] [added: 2024,] have been with us for an average of [removed: eight] [added: nine] years as of December 31, [removed: 2023.][added: 2024.]

Our customers have no obligation to renew, upgrade, or expand their agreements with us after the terms of their existing agreements [removed: have expired.]

In addition, many of our customer contracts permit the customer to terminate their contracts with us with notice periods of varying [removed: lengths, generally three to six months.][added: lengths.]

As of December 31, [removed: 2023,] [added: 2024,] the total remaining deal value, as defined in *Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Total Remaining Deal Value,* was [removed: $3.9] [added: $5.4] billion.

Of our total remaining deal value, as of December 31, [removed: 2023, $2.1] [added: 2024, $3.1] billion was the remaining deal value of our contracts with commercial customers and [removed: $1.8] [added: $2.3] billion was the remaining deal value of our contracts with government customers.

Fluctuation in quarterly results may [added: also] negatively impact the value of our Class A common stock.

[removed: The timing of] customer billing and payment varies from contract to contract.

- the timing of expenses and revenue [removed: recognition;][added: recognition, including from changes in accounting assumptions or estimates;]

- unforeseen negative results in operations from our [removed: partnerships, including those accounted for under the equity method;][added: partnerships;]

- changes in laws and regulations that impact our business, such as the [removed: FASA;][added: FASA or the European Union (“EU”) AI Act (“EU AIA”);]

In addition, many of our contracts contain termination for convenience provisions, and we may be obligated to repay prepaid amounts or otherwise not realize anticipated future revenue should we fail to provide [added: products or] future services as anticipated.

The variability and unpredictability of our quarterly results of operations, cash flows, or other operating metrics could result in our failure to meet our expectations or those of analysts that cover us or investors with respect to revenue or other key metrics [removed: for a particular period.]

While we have historically billed and collected payments for multiple contract years from certain customers in advance, we have [added: shifted,] and may continue to [removed: shift] [added: shift,] to collecting payments on an annual or other [removed: basis.][added: basis, including in arrears.]

It is possible that our platforms may also be intentionally misused or abused by customers or their employees or third parties [removed: who obtain access and use of our platforms.]

Because our customers rely on our platforms and services to address important business goals and challenges, the incorrect or improper use or configuration of our platforms and O&M services, failure to properly train customers on how to efficiently and effectively use our platforms, or failure to properly provide implementation or analytical or maintenance services to our customers may result in contract terminations or non-renewals, reduced customer payments, negative publicity, or legal claims [added: against us.]

If we do not successfully develop and deploy new technologies [added: (such as technologies incorporating AI)] to address the needs of our customers, our business and results of operations could suffer.

If our research and development investments do not accurately anticipate customer demand or if we fail to develop our platforms in a manner that satisfies customer preferences [added: or needs] in a timely and cost-effective manner, we may fail to retain our existing customers or increase demand for our platforms.

- inability of our platforms or product enhancements to scale and perform to meet customer [removed: demands;][added: demands or needs;]

The competitive position of our platforms depends in part on their ability to operate with products and services of third parties, software services, and [removed: infrastructure,] [added: infrastructure in connection with our work in the public and commercial sectors,] including but not limited to, [removed: in connection with] our joint ventures, channel sales relationships, platform partnerships, strategic alliances, and other similar arrangements where applicable.

In the future, one or more [removed: technology] companies may choose not to support the operation of their hardware, software, or infrastructure, or our platforms may not support the capabilities needed to operate with such hardware, software, or infrastructure.

If we are not successful in achieving [removed: this] [added: our compatibility] goal, our business, financial condition, and results of operations could be adversely impacted.

For example, our headcount has grown from 313 full-time employees as of December 31, 2010 to [removed: 3,735] [added: 3,936] full-time employees as of December 31, [removed: 2023,] [added: 2024,] with employees located both in the United States and outside the United States.

We have encountered in the past, and may encounter in the future, risks and uncertainties frequently experienced by [removed: growing companies with global operations in rapidly changing industries.]

Although we have achieved profitability in accordance with U.S. generally accepted accounting principles (“GAAP”) in recent quarters, we incurred net losses in each period from our inception through the third quarter of 2022.

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certain customer segments relative to other markets or customer segments.

We may continue to modify and update our sales efforts to meet market demand and the organizational needs of our potential customers, including to implement new go-to-market mechanisms or self-service models, or to collaborate with third party service providers, and any of these changes may not be successful and could increase our operating expenses.

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have expired.

The timing of

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for a particular period.

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who obtain access and use of our platforms.

For example, we and our peers and competitors are investing more significantly in AI (including machine learning, large language and other generative AI models, and software functionality to operationalize the foregoing).

There are significant risks involved in deploying AI and there can be no assurance that using AI in our platforms and products will enhance or be beneficial to our business, including our profitability.

Further, other companies may develop products that are similar to ours, or adopt and implement AI more successfully or at a quicker pace than us.

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For example, in March 2024, we were selected by the U.S. Army to develop and deliver the Tactical Intelligence Targeting Access Node ground station system, the Army’s first AI-defined vehicle, which will involve coordination with third parties such as hardware manufacturers.

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growing companies with global operations in rapidly changing industries.

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associated with operating the platforms and delivering support, training, and documentation in languages other than English and providing services across expanded time-zones.

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Our ability to sell or transfer, convert to cash, or realize value from, any

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In addition, it is possible that industry consolidation may impact

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business strategy.

Business Combinations* in the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the SEC on February 20, 2024.

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and services at all or generate any particular level of revenue for us.

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- we may encounter difficulties or unforeseen expenditures assimilating or integrating the businesses, technologies, infrastructure, products, personnel, or operations of the acquired companies, particularly if the key personnel of the

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We have accepted, and may continue to accept, securities as noncash consideration or invest in securities, including but not limited to in connection with customer contracts, partnerships, or strategic investments.

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them, which has negatively impacted, and may continue to negatively impact, our expected revenue and collections.

Further, as we increase the number of customers we serve on our cloud environment, the likelihood increases that some usage of our products may occur that violates

Prior to the fourth quarter of 2022, we had incurred net losses in each period since our inception.

If our

against us.

inability to find suitable replacements, could result in a decline in sales, delays in product development, and harm to our business and operations.

depend, among other things, on our ability to successfully build and expand our sales organization and operations.

terms and pricing policies would not be fully reflected in our results of operations until future periods.

Additionally, we may be required to make substantial

based on merit despite, in some cases, limited prior work or industry experience.

For example, in 2016, we entered into a partnership with Airbus S.A.S. (“Airbus”) that, over time, developed into the Skywise platform partnership, which provides our business strategic advantages but also limits our ability to independently provide our platforms to certain airlines and companies that compete with Airbus.

We believe these arrangements offer our

other factors, it could result in decreased revenue and our business, financial condition, and results of operations could be adversely affected.

However, we have accepted, and may continue to accept, securities as noncash consideration.

Such attacks or security

the COVID-19 pandemic), geopolitical tensions such as those that may be caused by the ongoing Russia-Ukraine conflict, or acts of misconduct.

We have received notices, and may continue to receive notices in the future, that claim we have infringed, misappropriated, misused or otherwise violated other parties’ intellectual property rights, and, to the

Although we have limitation of liability provisions in our standard

If we combine our proprietary

We may be

termination of contracts, exclusion from sales channels or sales opportunities, injunctions, or other consequences.

Additional information

controls and screening practices to reduce the risk of violations, and (iii) requiring compliance with U.S. export control and sanctions obligations in customer and vendor contracts.

of our Class A common stock.

For example, the Inflation Reduction Act of 2022, enacted on August 16, 2022, imposes a one-percent non-deductible excise tax on repurchases of stock that are made by U.S. publicly traded corporations on or after January 1, 2023, which may affect our Share Repurchase Program.

Additionally, provisions enacted by the 2017 Tax Cuts and Jobs Act related to the capitalization for tax purposes of research and experimental (“R&E”) expenditures became effective on January 1, 2022.

Beginning January 1, 2022, all U.S. and foreign based R&E expenditures must be capitalized and amortized over five years and 15 years, respectively.

Beginning January 1, 2022, we began capitalizing and amortizing R&E expenditures over five years for domestic research and 15 years for international research rather than expensing these costs as incurred.

A significant decline in overall U.S. government spending, a significant shift in spending priorities, the substantial reduction or elimination of particular defense-

While the registration rights of our non-affiliates pursuant to our Amended and Restated Investors’ Rights Agreement dated August 24, 2020 requiring us to register shares owned by them for public sale in the United States have expired under the terms of that agreement, our affiliates who are party to the Amended and Restated Investors’ Rights Agreement, including our Founders and certain of the entities affiliated with Peter Thiel, will retain the right to cause us to register shares held by them for resale until such rights terminate in accordance with our Amended and Restated Investors’ Rights Agreement.

Any registration statement we file to register additional shares, whether as a result of registration rights or otherwise and whether in connection with the exercise of stock options, the settlement of RSUs, or the exercise or settlement of other awards or otherwise, could cause the trading price of our Class A common stock to decline or be volatile.

holders of our common stock will only be able to take action at a meeting of the stockholders and will not be able to take action by written consent for any matter;

unsolicited merger proposal, unsolicited tender offer, or proxy contest for the removal of directors.

power exercised in accordance with the decision of a majority in number of the Founders who are then party to the Founder Voting Agreement.

stock.

As a public company, we have incurred and will continue to incur greater legal, accounting, finance, and other expenses than we incurred as a private company.

Although we have already hired additional employees to assist us in complying with these requirements, we may need to hire more employees in the future or engage outside consultants, which will increase our operating expenses.

Additionally, as a public company subject to additional rules and regulations and oversight, we may not have the same flexibility we had as a private company.

As a result of disclosure of information in this Annual Report on Form 10-K and other filings required of a public company, our business and financial condition has become more visible, which may result in an increased risk of threatened or actual litigation, including by competitors and other third parties.

If such claims are successful, our business, financial condition, and results of operations could be harmed, and even if the claims do not result in litigation or are resolved in our favor, these claims, and the time and resources necessary to resolve them, could divert the resources of our management and harm our business, financial condition, and results of operations.

*This section of this Annual Report on Form 10-K generally discusses fiscal years [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] items and year-to-year comparisons between fiscal years [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Discussions of fiscal year [removed: 2022] [added: 2023] items and year-to-year comparisons between fiscal years [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] that are not included in this Annual Report on Form 10-K can be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2022,] [added: 2023,] which was filed with the SEC on February [removed: 21, 2023] [added: 20, 2024] and is incorporated herein by reference.*

Gotham and Foundry enable institutions to transform massive amounts of information into an integrated data asset that reflects their operations, and AIP leverages the power of our existing machine learning technologies alongside [added: generative AI models, including] large language models [removed: (“LLMs”)] [added: (“LLMs”),] directly within Gotham and/or Foundry to help [removed: connect] [added: operationalize] AI [removed: to] [added: on] enterprise data.

[added: Foundry is] becoming a central operating system not only for individual institutions but also for entire industries.

In 2023, we began deploying our newest offering, AIP, which is designed for customers across the commercial and government sectors, enabling them to derive value from recent breakthroughs in artificial intelligence via the combination of our existing software platforms with [added: generative AI models, including] LLMs.

For the year ended December 31, [removed: 2023,] [added: 2024,] we generated [removed: $2.2] [added: $2.9] billion in revenue, reflecting a [removed: 17%] [added: 29%] growth rate from the year ended December 31, [removed: 2022,] [added: 2023,] when we generated [removed: $1.9] [added: $2.2] billion in revenue.

In the year ended December 31, [removed: 2022, our losses] [added: 2024, we generated income] from operations [removed: were $161.2] [added: of $310.4] million, or adjusted income from operations of [removed: $420.8 million] [added: $1.1 billion] when excluding stock-based compensation and related employer payroll taxes.

In the year ended December 31, [removed: 2022,] [added: 2024,] our gross profit was [removed: $1.5] [added: $2.3] billion, reflecting a gross margin of [removed: 79%,] [added: 80%,] or [removed: 81%] [added: 83%] when excluding stock-based compensation.

During the period ended December 31, [removed: 2023,] [added: 2024,] we had [removed: 497] [added: 711] customers, including companies in various commercial sectors and government agencies around the world.

During the period ended December 31, [removed: 2022,] [added: 2023,] we had [removed: 367] [added: 497] customers.

As of December 31, [removed: 2023,] [added: 2024,] we expect to generate revenue from contracts closed during the [added: three months and] year ended December 31, [removed: 2023] [added: 2024] for an additional [removed: 3.4 years] [added: 4.7 and 3.6 years, respectively,] on a dollar-weighted average contract duration basis.

Dollar-weighted average contract duration represents the length of time we expect to generate revenue on average, based on the total potential lifetime length and value of contracts entered into with, or awarded by, our customers at the time of contract execution, presuming that our customers will exercise all of the contractual options available to them and no termination of contracts, [added: although many of our contracts are subject to termination provisions, including for convenience, and there can be no guarantee that contracts are not terminated or that contract options will be exercised.]

[removed: although the majority of our contracts are subject to termination provisions, including] for convenience, and there can be no guarantee that contracts are not terminated or that contract options will be exercised.

Our average revenue for the top twenty customers during the trailing twelve months ended December 31, [removed: 2023] [added: 2024] was [removed: $54.6] [added: $64.6] million, which grew [removed: 11%] [added: 18%] from an average of [removed: $49.4] [added: $54.6] million in revenue from the top twenty customers during the trailing twelve months ended December 31, [removed: 2022,] [added: 2023,] demonstrating our expanding relationships with existing customers.

In the year ended December 31, [removed: 2023,] [added: 2024,] 55% of our revenue came from government customers and 45% came from commercial customers.

In the year ended December 31, [removed: 2023,] [added: 2024,] we generated [removed: 62%] [added: 66%] of our revenue from customers in the United States and the remaining [removed: 38%] [added: 34%] from non-U.S. customers.

Revenue from our U.S. customers during the trailing twelve months ended December 31, [removed: 2023] [added: 2024] was [removed: $1.4] [added: $1.9] billion, which grew [removed: 19%] [added: 38%] from the prior twelve-month period.

We continue to believe that our government customers remain a meaningful [removed: and resilient] source of revenue for our business, particularly during periods of economic uncertainty.

Total remaining deal value is the total remaining [removed: value] [added: value, as] of [added: the end of the reporting period, of] contracts that have been entered into with, or awarded by, our [removed: customers as of the end of the reporting period.][added: customers.]

As of December 31, [removed: 2023,] [added: 2024,] the total remaining deal value of the contracts, as defined above, was [removed: $3.9] [added: $5.4] billion, up [removed: 5%] [added: 40%] from December 31, [removed: 2022,] [added: 2023,] when our total remaining deal value of such contracts was [removed: $3.7] [added: $3.9] billion.

Of our total remaining deal value, as of December 31, [removed: 2023,] [added: 2024,] the total remaining deal value of the contracts that we entered into with commercial customers, including existing contractual obligations and available contractual options, as defined above, was [removed: $2.1] [added: $3.1] billion, up [removed: 7%] [added: 47%] from December 31, [removed: 2022,] [added: 2023,] when the total remaining deal value of such contracts was [removed: $2.0] [added: $2.1] billion.

As of December 31, [removed: 2023,] [added: 2024,] the total remaining deal value of the contracts that we had been awarded by government agencies in the United States and allied countries around the world, including existing contractual obligations and contractual options available to those government agencies, was [removed: $1.8] [added: $2.3] billion, up [removed: 4%] [added: 30%] from December 31, [removed: 2022,] [added: 2023,] when the total value of such contracts was [removed: $1.7] [added: $1.8] billion.

When calculating the total remaining deal value of government contracts, we do not include government contracts known as IDIQ contracts, totaling [removed: $4.1] [added: $3.7] billion, as of December 31, [removed: 2023,] [added: 2024,] that we have [added: also] been awarded, but where the funding of such contracts has not yet been [removed: determined.][added: determined or guaranteed.]

While the ongoing Russia-Ukraine and Israel conflicts are still evolving and the outcomes remain highly uncertain, we do not expect that [added: the] resulting challenging macroeconomic conditions will have a material impact on our business or results of operations.

However, [removed: the general strengthening of] [added: when] the U.S. dollar [removed: relative] [added: strengthens compared] to other [removed: major foreign] currencies (primarily the Euro and [removed: GBP)] [added: GBP), it] has had, and could in the future have, an unfavorable impact on our revenues and expenses from certain non-U.S. customers or vendors whose contracts are denominated in currencies other than [added: the] U.S. [removed: dollars.][added: dollar.]

[removed: Additionally, certain of our U.S. and non-U.S. subsidiaries may hold monetary assets and] liabilities in currencies other than their functional currency (primarily the JPY, Euro, and GBP), which could subject our results of operations and cash flows to adverse fluctuations due to changes in such foreign currency exchange rates as compared to the U.S. dollar.

For the year ended December 31, [removed: 2023,] [added: 2024,] such impacts were not material to our financial position or results of operations.

As a result, current macroeconomic conditions have impacted, and may continue to impact, our ability to realize the full value of our commercial contracts with [added: such early- or growth-stage customers.]

For additional [removed: information,] [added: information on Strategic Commercial Contracts,] see *Note 4.

Investments and Fair Value Measurements* in [removed: the] [added: our] consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Contribution margin, both across our business and segments, is intended to capture how much we have earned from customers after accounting for the costs associated with deploying and operating our software, as well as any sales and marketing expenses involved in acquiring and expanding our partnerships with [removed: those] [added: customers or potential] customers, including allocated overhead.

For more information about contribution margin, including the limitations of this measure, and a reconciliation to [removed: loss] [added: income] from operations, see the section titled *“Non-GAAP Reconciliations”* below.

We exclude stock-based compensation, which is a noncash expense, from these non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding operational performance and provides useful information to investors and others in understanding and evaluating our operating results in [removed: the same manner as our management team.]

We encourage investors and others to review our business, results of operations, and financial information in their [added: entirety, not to rely on any single financial measure, and to view these non-GAAP measures in conjunction with the most directly comparable GAAP financial measures.]

The following table provides a reconciliation of contribution margin for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] (in thousands, except percentages):

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Income (loss) from operations | | | [removed: $] [added: 310,403] | [added: | | | | |] 119,966 | | | | | [removed: $] | (161,201) | | [added: |]

| Research and development expenses (1) | | | [removed: 306,560] [added: 342,813] | | | | | | [removed: 265,808] [added: 306,560] | | |

| General and administrative expenses (1) | | | [removed: 343,126] [added: 375,094] | | | | | | [removed: 365,768] [added: 343,126] | | |

| Total stock-based compensation expense | | | [removed: 475,903] [added: 691,638] | | | | | | [removed: 564,798] [added: 475,903] | | |

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However, many of our contracts are subject to termination provisions, including

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Additionally, certain of our U.S. and non-U.S. subsidiaries may hold monetary assets and

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the same manner as our management team.

| | | | 2024 | | | | | | 2023 | | |

| | | | 2024 | | | | | | 2023 | | |

| | | | 2024 | | | | | | 2023 | | |

| Income from operations | | | $ | 310,403 | | | | | $ | 119,966 | |

| Adjusted operating margin | | | 39 | | % | | | | 28 | | % |

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| Other income (expense), net | | | (18,022) | | | | | | (15,447) | | | | | | (220,135) | | |

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| Government | | | $ | 1,569,605 | | | | | $ | 1,222,215 | | | | | $ | 347,390 | | | | | 28 | | % |

| Commercial | | | 1,295,902 | | | | | | 1,002,797 | | | | | | 293,105 | | | | | | 29 | | % |

| Total revenue | | | $ | 2,865,507 | | | | | $ | 2,225,012 | | | | | $ | 640,495 | | | | | 29 | | % |

| Cost of revenue | | | $ | 565,990 | | | | | $ | 431,105 | | | | | $ | 134,885 | | | | | 31 | | % |

| Gross profit | | | 2,299,517 | | | | | | 1,793,907 | | | | | | 505,610 | | | | | | 28 | | % |

The increase was primarily due to increases of $56.6 million in subcontractor expenses, $42.3 million in stock-based compensation expense and related expenses, and $37.4 million in third-party cloud hosting services.

Our gross margin for the year ended December 31, 2024 decreased from 81% for the same period in 2023 to 80% as a result of the growth of cost of revenue slightly outpacing revenue growth.

| | | | 2024 | | | | | | 2023 | | | | | | Amount | | | | | | % | | |

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The increase was primarily due to increases of $87.4 million in stock-based compensation expense and related expenses and $17.5 million in third-party cloud hosting services.

For additional information related to stock-based compensation expense, see the section titled *“Stock-Based Compensation”* below.

For additional information related to stock-based compensation expense, see the section titled *“Stock-Based Compensation”* below.

| | | | 2024 | | | | | | 2023 | | | | | | Amount | | | | | | % | | |

The increase was primarily driven by the acceleration of $115.8 million of expense for Market-Vesting SARs upon achieving the applicable market condition, as well as expense from new equity grants awarded since December 31, 2023, including grants for RSUs, P-RSUs, and SARs.

These were partially offset by a reduction in expense from equity awards that became fully vested, forfeitures, and lower expense under the accelerated attribution method for RSUs granted prior to September 30, 2020, the date we completed the direct listing of our Class A common stock on the NYSE.

| | | | 2024 | | | | | | 2023 | | | | | | Amount | | | | | | | | |

| | | | 2024 | | | | | | 2023 | | | | | | Amount | | | | | | | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| | | | 2024 | | | | | | 2023 | | | | | | Amount | | | | | | | | |

During the year ended December 31, 2024, the Company repurchased and subsequently retired 2.1 million shares of its Class A common stock for an aggregate amount, including commissions, of $64.2 million under our Share Repurchase Program.

As of December 31, 2024, approximately $935.8 million of the originally authorized amount under our Share Repurchase Program remained available for future repurchases.

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

Foundry is

However, the majority of our contracts are subject to termination provisions, including for convenience, and there can be no guarantee that contracts are not terminated or that contract options will be exercised.

The funding of these contracts is not guaranteed.

such early- or growth-stage customers.

entirety, not to rely on any single financial measure, and to view these non-GAAP measures in conjunction with the most directly comparable GAAP financial measures.

We agree to provide

These services are typically coterminous with a Palantir Cloud or On-Premises Software subscriptions.

Interest Expense

Interest expense consists primarily of interest expense and commitment fees incurred under our credit facility.

| Interest expense | | | (3,470) | | | | | | (4,058) | | | | | | (3,640) | | |

| Interest expense | | | — | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Years Ended December 31, | | | | | | | | | | | | Change | | | | | | | | |

| Government | | | $ | 1,222,215 | | | | | $ | 1,071,776 | | | | | $ | 150,439 | | | | | 14 | | % |

| Commercial | | | 1,002,797 | | | | | | 834,095 | | | | | | 168,702 | | | | | | 20 | | % |

| Total revenue | | | $ | 2,225,012 | | | | | $ | 1,905,871 | | | | | $ | 319,141 | | | | | 17 | | % |

See *Note 4.

Investments and Fair Value Measurements* in our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for additional information.

| Cost of revenue | | | $ | 431,105 | | | | | $ | 408,549 | | | | | $ | 22,556 | | | | | 6 | | % |

| Gross profit | | | 1,793,907 | | | | | | 1,497,322 | | | | | | 296,585 | | | | | | 20 | | % |

The increase was primarily due to increases of $12.2 million in third-party cloud hosting services and other IT costs driven by usage from customer growth and expansion, $9.4 million in payroll and other payroll-related costs as a result of higher average headcount during the year, and $7.5 million in field service representatives, hardware, and other direct costs generally related to new or expanded projects.

Our gross margin for the year ended December 31, 2023 increased by 2% compared to 2022, as revenue growth outpaced costs of revenue.

The primary cause of this growth rate variation was the decrease in stock-based compensation expense and related expenses, net in cost of revenue and smaller growth in field service representatives and other direct costs relative to revenue growth as compared to the prior year.

The increase was primarily due to increases of $53.6 million in payroll and other payroll-related costs driven by higher average headcount, $20.2 million in travel and office-related costs, and $10.2 million in professional services.

The increases were

partially offset by a decrease of $26.2 million in stock-based compensation expense and related expenses, net.

The decrease was primarily due to decreases of $46.2 million in stock-based compensation expense and related expenses, net, $17.9 million in professional services, and $11.3 million in travel costs.

This decrease was partially offset by an increase of $15.0 million in payroll and other payroll-related costs driven by higher average headcount.

The decrease was primarily driven by lower expense under the accelerated attribution method for RSUs granted prior to our Direct Listing, during the year ended December 31, 2023 compared to the same period in 2022.

Additionally, stock-based compensation expenses decreased due to the cancellation and vesting of options and RSUs during the year.

| Interest expense | | | $ | (3,470) | | | | | $ | (4,058) | | | | | $ | 588 | | | | | | | |

There was no material change in interest expense for the year ended December 31, 2023 compared to 2022.

| Other income (expense), net | | | $ | (11,977) | | | | | $ | (216,077) | | | | | $ | 204,100 | | | | | | | |

For additional information see *Note 4.

Investments and Fair Value Measurements* and *Note 14.

Business Combinations* in our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

The Company maintains a full valuation allowance against its U.S. federal and state, and certain foreign deferred tax assets.

| Noncancelable purchase commitments(1) | | | $ | 2,082,992 | | | | | $ | 131,342 | | | | | $ | 367,400 | | | | | $ | 481,150 | | | | | $ | 1,103,100 | |

| Operating lease commitments, net of sublease income amounts(2) | | | 174,399 | | | | | | 50,827 | | | | | | 69,016 | | | | | | 23,201 | | | | | | 31,355 | | |

As of December 31, [removed: 2023,] [added: 2024,] we held [removed: outstanding shares of] publicly-traded equity securities valued at [removed: $18.3] [added: $20.8] million.

We have sold, and may continue to sell, some or all of such [removed: existing] equity securities.

These equity securities are often in early- or growth-stage companies that have minimal public trading history; as such the fair value of these equity securities, and the value of our equity holdings, may fluctuate depending on the financial outcome and prospects of the issuers, as well as global market conditions, including [removed: recent and] ongoing volatility related to the [removed: impacts of the ongoing] Russia-Ukraine and Israel conflicts, and heightened interest rates.

As of December 31, [removed: 2023,] [added: 2024,] we held [removed: outstanding shares of] privately-held equity securities valued at [removed: $32.6] [added: $64.9] million.

[added: Uncertainties in the global economic climate and financial markets,] or [added: in the business, financial results, or] conditions of companies we hold equity in, could adversely impact the valuations of such companies and, therefore, result in an impairment or downward adjustment in the value of our holdings.

Our expenses are generally denominated in the currencies of the jurisdictions in which we conduct our operations, which are primarily in the United States, United Kingdom, and other [removed: European] countries.

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

Uncertainties in the global economic climate and financial markets, or in the business, financial results,

Gotham and Foundry enable institutions to transform massive amounts of information into an integrated data asset that reflects their operations, and AIP leverages the power of our existing machine learning technologies alongside [added: generative AI models, including] large language models [removed: (“LLMs”)] [added: (“LLMs”),] directly within Gotham and/or Foundry to help [removed: connect] [added: operationalize] AI [removed: to] [added: on] enterprise data.

Apollo, which we began offering as a commercial solution in 2021, is a cloud-agnostic, single control layer that coordinates ongoing delivery of new features, [removed: security updates, and platform configurations, helping to ensure the continuous operation of critical systems.]

In 2023, we began deploying our newest offering, AIP, which is designed for customers across the commercial and government sectors, enabling them to derive value from recent breakthroughs in artificial intelligence via the combination of our existing [added: software platforms with generative AI models, including LLMs.]

[Table of [removed: Contents](#ib147758498444d3bb149e7f22b34a337_7)][added: Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)]

With AIP, trusted data from relevant sources can be integrated into business logic, machine-language models, optimizers, and other computations spread across varying environments to power enterprise [added: and government] processes and help drive critical decisions.

Gotham is now used broadly across government [removed: functions, and we also offer Gotham to our commercial customers.][added: functions.]

AIP enables responsible AI-advantage across the enterprise [added: and government] by using primary, core components built to effectively activate LLMs and other AI within any organization.

It provides unified access to open-source, self-hosted, and [removed: commercial] [added: commercially available] LLMs that can transform structured and unstructured data into LLM-understandable objects and can [removed: turn organizations’ actions and processes into tools for humans and LLM-driven agents.]

AIP is [removed: designed to be] seamlessly bundled with existing Palantir offerings such as the Foundry, Gotham, and Apollo platforms.

As of December 31, [removed: 2023,] [added: 2024,] we had [removed: 497] [added: 711] customers.

Our software is currently used across approximately [removed: 80] [added: 90] industries around the world.

It is applied to a variety of use cases by users across various business functions and levels of organizations, including by utility operations analysts, automotive manufacturing workers, oil and gas technicians and operators, and pharmaceutical researchers in the United States; supply-chain managers in South Korea; [removed: assembly workers in France;] public health administrators in the United Kingdom and the United States; and special forces personnel and military officials in the United States and abroad.

Of the [removed: $2.2] [added: $2.9] billion in revenue that we generated in [removed: 2023,] [added: 2024,] 55% came from customers in the government segment, and 45% came from customers in the commercial segment.

In [removed: 2023,] [added: 2024,] we earned [removed: 62%] [added: 66%] of our revenue from customers in the United States, and [removed: 38%] [added: 34%] from those abroad.

The average revenue for our top twenty customers during the trailing twelve months ended December 31, [removed: 2023] [added: 2024] was [removed: $54.6] [added: $64.6] million, and is up from [removed: 2022,] [added: 2023,] when the average revenue from our top twenty customers during the trailing twelve months ended December 31, [removed: 2022] [added: 2023] was [removed: $49.4] [added: $54.6] million, demonstrating our expanding relationships with existing customers.

[removed: Beginning] [added: For example, beginning] in 2023, we introduced AIP bootcamps to the initial stages of our customer acquisition process, which helped to accelerate these discussions and provide an opportunity for our customers to experience our platforms through their own use cases in days.

[removed: On the other hand, smaller technology companies are often unable to] compete for complex, large-scale opportunities because installation costs and the risks of failure are too high, and the sales cycles too long.

[removed: Additionally, during] [added: During] 2023, we introduced AIP bootcamps, which allow us to deliver real workflows on actual customer data in days.

We anticipate that our reach among an increasingly broad set of customers, in both the commercial and government sectors, will accelerate moving forward, aided by our [added: sales and marketing approaches, including] AIP [removed: bootcamps.][added: bootcamps and other pilots.]

We have and are continuing to develop partnerships in [removed: the] [added: industries such as] airline, insurance, healthcare, automotive, security and risk management, and [removed: government sectors,] [added: government,] which we anticipate will have a significant impact on our business moving forward.

Our government customers remain a meaningful [removed: and resilient] source of revenue for our business.

For example, [removed: in December 2023,] we, through Palantir Technologies Japan KK, entered into a strategic global partnership with Fujitsu Limited through which the parties will incorporate the capabilities of Foundry and AIP as a key element in the data infrastructure for Fujitsu Uvance, a portfolio of global solutions that address business challenges and solve societal issues.

We focus on innovating and developing new features and modules for our new and existing platforms, including AIP, or new products, and further enhancing the functionality, [added: compatibility,] reliability, usability, and performance of our platforms.

We are committed to ensuring that our software is as effective as possible while preserving individuals’ fundamental [removed: rights to] [added: rights, including] privacy and civil liberties.

We have made deep investments to ensure that [removed: safeguarding privacy and] [added: privacy,] civil [removed: liberties] [added: liberties, and other fundamental rights] protections [removed: remains] [added: remain] central to our software and business practices.

The same technology that makes Palantir’s software platforms so analytically powerful — the ability to construct a model of the real world from countless data points — is what [removed: allows] [added: enables] our customers to monitor and control access to that data and its [removed: use.][added: use, while responsibly deploying increasingly advanced tools and capabilities, such as LLMs and other AI models.]

[removed: Rather than relying] [added: exclusively] on algorithms that [added: may] inhibit accountability and redress, we build in means for humans to make necessary judgment calls based on their context and intuition.

When the answer is [removed: no,] [added: “no,”] we turn the opportunity down.

[removed: Privacy and] [added: Privacy,] civil [removed: liberties] [added: liberties, and ethical] engineering is an evolving field, and every organization is subject to unique requirements and concerns.

But the end goal should be the same: developing and implementing technology with a full understanding of its potential effects on fundamental rights and incorporating technical capabilities that can support responsible [added: technology and] data handling policies.

We employ a team of engineers, lawyers, [added: philosophers,] and social scientists to ensure that our company remains a leader in the field when it comes to privacy practices and software development.

As of December 31, [removed: 2023,] [added: 2024,] we had [removed: 3,735] [added: 3,936] full-time employees, [removed: 35%] [added: 31%] of whom are employed outside of the United States.

We strive to foster [removed: a diverse and inclusive culture and] [added: an] environment which encourages active dialogue and robust engagement on the issues most salient to employee satisfaction and believe our employees are empowered to play a significant role in shaping the direction and success of the company.

[removed: We also conduct surveys] [added: For example, we solicit feedback] to assess the sentiment toward our values and culture, and our employees’ well-being and overall health.

Our website is https://www.palantir.com, our investor relations website is https://investors.palantir.com, our LinkedIn account is @Palantir [removed: Technologies] [added: Technologies,] and our X (formerly known as Twitter) account is @PalantirTech.

We have used, and intend to continue to use, our website, investor relations website, [removed: LinkedIn,] and [added: our LinkedIn and] X (formerly known as Twitter) accounts as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD.

The following filings are available for download free of charge through our investor relations website after we file them with the Securities and Exchange Commission (“SEC”): Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, current reports on Form 8-K, and our Proxy Statement for our Annual Meeting of Stockholders (“Proxy [removed: Statement”).][added: Statement”), and any amendments to such filings.]

security updates, and platform configurations, helping to ensure the continuous operation of critical systems.

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

turn organizations’ actions and processes into tools for humans and LLM-driven agents.

We continue to evaluate and refine our sales and marketing approach as we develop relationships with existing and prospective customers.

On the other hand, smaller technology companies are often unable to

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

Additionally, in 2024, we introduced Developer Tier, offering limited access to Foundry and AIP in the United States and select countries.

This expansion allows developers to explore, innovate, and develop without significant upfront enterprise costs.

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

Rather than relying

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

- A European telecommunications company needed to process personal data for a customer support workflow, while complying with the necessity and proportionality requirements of the European General Data Protection Regulation (“GDPR”).

The client leveraged Palantir’s minimization tool to obfuscate sensitive data in workflows, while allowing cell-level access by operational users based on demonstrated need.

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

This signal allows Palantir to get actionable feedback and drive awareness, discussion, and change across areas that our employees value.

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

software platforms with LLMs.

One avenue for employees to contribute their voices is through Affinity Groups: employee-led resource groups that celebrate unique perspectives and backgrounds and help guide our Diversity, Equity & Inclusion (“DEI”) business initiatives.

These surveys allow Palantir to get actionable feedback and drive awareness, discussion, and change.

Diversity, Equity, & Inclusion

To achieve our best outcomes, Palantir needs people who bring a wide range of backgrounds, perspectives, and lived experiences.

Our DEI team takes the lead in working to increase awareness and accountability and promote active allyship throughout Palantir.

We acknowledge that each member of our increasingly diverse community has their own needs, experiences, and opportunities.

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For the fiscal year ended December 31, [removed: 2023][added: 2024]

| Class A Common Stock, par value $0.001 per share | | | | | | PLTR | | | | | | [removed: New York] [added: The Nasdaq] Stock [removed: Exchange] [added: Market LLC] | | |

The aggregate market value of the common stock held by non-affiliates of the registrant, based on the closing price of the shares of Class A common stock on June [removed: 30, 2023] [added: 28, 2024] as reported by the New York Stock Exchange [added: (“NYSE”)] on such date was approximately [removed: $29.3] [added: $51.5] billion.

As of February [removed: 13, 2024,] [added: 10, 2025,] there were [removed: 2,110,901,985] [added: 2,248,950,826] shares of the registrants’ Class A common stock outstanding, [removed: 100,826,007] [added: 95,400,680] shares of the registrant’s Class B common stock outstanding, and 1,005,000 shares of the registrant’s Class F common stock outstanding.

Portions of the registrant’s Definitive Proxy Statement relating to the Annual Meeting of Stockholders to be held in [removed: 2024] [added: 2025] are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.

Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, [removed: 2023.][added: 2024.]

| [Item [removed: 1.](#ib147758498444d3bb149e7f22b34a337_16)] [added: 1.](#i3e102edc3e324d1d85b3af889db7f10b_16)] | | | [removed: [Business](#ib147758498444d3bb149e7f22b34a337_16)] [added: [Business](#i3e102edc3e324d1d85b3af889db7f10b_16)] | | | [removed: [4](#ib147758498444d3bb149e7f22b34a337_16)] [added: [4](#i3e102edc3e324d1d85b3af889db7f10b_16)] | | |

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| [Item [removed: 7A.](#ib147758498444d3bb149e7f22b34a337_115)] [added: 7A.](#i3e102edc3e324d1d85b3af889db7f10b_118)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ib147758498444d3bb149e7f22b34a337_115)] [added: Risk](#i3e102edc3e324d1d85b3af889db7f10b_118)] | | | [removed: [79](#ib147758498444d3bb149e7f22b34a337_115)] [added: [79](#i3e102edc3e324d1d85b3af889db7f10b_118)] | | |

| [Item [removed: 8.](#ib147758498444d3bb149e7f22b34a337_118)] [added: 8.](#i3e102edc3e324d1d85b3af889db7f10b_121)] | | | [Financial Statements and Supplementary [removed: Data](#ib147758498444d3bb149e7f22b34a337_118)] [added: Data](#i3e102edc3e324d1d85b3af889db7f10b_121)] | | | [removed: [81](#ib147758498444d3bb149e7f22b34a337_118)] [added: [80](#i3e102edc3e324d1d85b3af889db7f10b_121)] | | |

| [Item [removed: 9.](#ib147758498444d3bb149e7f22b34a337_193)] [added: 9.](#i3e102edc3e324d1d85b3af889db7f10b_196)] | | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#ib147758498444d3bb149e7f22b34a337_193)] [added: Disclosure](#i3e102edc3e324d1d85b3af889db7f10b_196)] | | | [removed: [114](#ib147758498444d3bb149e7f22b34a337_193)] [added: [114](#i3e102edc3e324d1d85b3af889db7f10b_196)] | | |

| [Item [removed: 9A.](#ib147758498444d3bb149e7f22b34a337_196)] [added: 9A.](#i3e102edc3e324d1d85b3af889db7f10b_199)] | | | [Controls and [removed: Procedures](#ib147758498444d3bb149e7f22b34a337_196)] [added: Procedures](#i3e102edc3e324d1d85b3af889db7f10b_199)] | | | [removed: [114](#ib147758498444d3bb149e7f22b34a337_196)] [added: [114](#i3e102edc3e324d1d85b3af889db7f10b_199)] | | |

| [Item [removed: 9B.](#ib147758498444d3bb149e7f22b34a337_199)] [added: 9B.](#i3e102edc3e324d1d85b3af889db7f10b_202)] | | | [Other [removed: Information](#ib147758498444d3bb149e7f22b34a337_199)] [added: Information](#i3e102edc3e324d1d85b3af889db7f10b_202)] | | | [removed: [114](#ib147758498444d3bb149e7f22b34a337_199)] [added: [114](#i3e102edc3e324d1d85b3af889db7f10b_202)] | | |

| [Item [removed: 9C.](#ib147758498444d3bb149e7f22b34a337_202)] [added: 9C.](#i3e102edc3e324d1d85b3af889db7f10b_208)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ib147758498444d3bb149e7f22b34a337_202)] [added: Inspections](#i3e102edc3e324d1d85b3af889db7f10b_208)] | | | [removed: [115](#ib147758498444d3bb149e7f22b34a337_202)] [added: [115](#i3e102edc3e324d1d85b3af889db7f10b_208)] | | |

| [Item [removed: 10.](#ib147758498444d3bb149e7f22b34a337_208)] [added: 10.](#i3e102edc3e324d1d85b3af889db7f10b_214)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#ib147758498444d3bb149e7f22b34a337_208)] [added: Governance](#i3e102edc3e324d1d85b3af889db7f10b_214)] | | | [removed: [115](#ib147758498444d3bb149e7f22b34a337_208)] [added: [116](#i3e102edc3e324d1d85b3af889db7f10b_214)] | | |

| [Item [removed: 11.](#ib147758498444d3bb149e7f22b34a337_211)] [added: 11.](#i3e102edc3e324d1d85b3af889db7f10b_217)] | | | [Executive [removed: Compensation](#ib147758498444d3bb149e7f22b34a337_211)] [added: Compensation](#i3e102edc3e324d1d85b3af889db7f10b_217)] | | | [removed: [116](#ib147758498444d3bb149e7f22b34a337_211)] [added: [116](#i3e102edc3e324d1d85b3af889db7f10b_217)] | | |

| [Item [removed: 12.](#ib147758498444d3bb149e7f22b34a337_214)] [added: 12.](#i3e102edc3e324d1d85b3af889db7f10b_220)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ib147758498444d3bb149e7f22b34a337_214)] [added: Matters](#i3e102edc3e324d1d85b3af889db7f10b_220)] | | | [removed: [116](#ib147758498444d3bb149e7f22b34a337_214)] [added: [116](#i3e102edc3e324d1d85b3af889db7f10b_220)] | | |

| [Item [removed: 13.](#ib147758498444d3bb149e7f22b34a337_217)] [added: 13.](#i3e102edc3e324d1d85b3af889db7f10b_223)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ib147758498444d3bb149e7f22b34a337_217)] [added: Independence](#i3e102edc3e324d1d85b3af889db7f10b_223)] | | | [removed: [116](#ib147758498444d3bb149e7f22b34a337_217)] [added: [116](#i3e102edc3e324d1d85b3af889db7f10b_223)] | | |

| [Item [removed: 14.](#ib147758498444d3bb149e7f22b34a337_220)] [added: 14.](#i3e102edc3e324d1d85b3af889db7f10b_226)] | | | [Principal Accountant Fees and [removed: Services](#ib147758498444d3bb149e7f22b34a337_220)] [added: Services](#i3e102edc3e324d1d85b3af889db7f10b_226)] | | | [removed: [116](#ib147758498444d3bb149e7f22b34a337_220)] [added: [116](#i3e102edc3e324d1d85b3af889db7f10b_226)] | | |

| [Item [removed: 15.](#ib147758498444d3bb149e7f22b34a337_226)] [added: 15.](#i3e102edc3e324d1d85b3af889db7f10b_232)] | | | [Exhibit and Financial Statement [removed: Schedules](#ib147758498444d3bb149e7f22b34a337_226)] [added: Schedules](#i3e102edc3e324d1d85b3af889db7f10b_232)] | | | [removed: [116](#ib147758498444d3bb149e7f22b34a337_226)] [added: [116](#i3e102edc3e324d1d85b3af889db7f10b_232)] | | |

| [Item [removed: 16](#ib147758498444d3bb149e7f22b34a337_229).] [added: 16](#i3e102edc3e324d1d85b3af889db7f10b_235).] | | | [Form 10-K [removed: Summary](#ib147758498444d3bb149e7f22b34a337_229)] [added: Summary](#i3e102edc3e324d1d85b3af889db7f10b_235)] | | | [removed: [118](#ib147758498444d3bb149e7f22b34a337_229)] [added: [118](#i3e102edc3e324d1d85b3af889db7f10b_235)] | | |

- our expectations regarding financial performance and liquidity, including but not limited to our expectations regarding revenue, cost of revenue, operating expenses, stock-based compensation, our ability to [removed: achieve and] maintain future profitability, and cash flows;

- the sufficiency of our [removed: cash and cash equivalents] [added: available funds] to meet our liquidity needs;

- our ability to maintain the security and availability of our [removed: platforms;][added: platforms, including preventing and mitigating any product bugs or defects, as well as any cybersecurity or similar incidents;]

- our expectations regarding our investments [removed: in,] [added: in] and enterprise agreements [removed: with,] [added: with] various [added: publicly-traded and privately-traded] entities, including special purpose acquisition [removed: companies and/or other privately-held or publicly-traded entities;][added: companies;]

- the [removed: increased] [added: significant] expenses associated with being a public company.

In November 2024, the registrant transferred the listing of its Class A common stock from the NYSE to The Nasdaq Stock Market LLC (Nasdaq Global Select Market).

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| | | | [PART I](#i3e102edc3e324d1d85b3af889db7f10b_13) | | | | | |

| | | | [PART II](#i3e102edc3e324d1d85b3af889db7f10b_73) | | | | | |

| | | | [PART III](#i3e102edc3e324d1d85b3af889db7f10b_211) | | | | | |

| | | | [PART IV](#i3e102edc3e324d1d85b3af889db7f10b_229) | | | | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| | | | [PART I](#ib147758498444d3bb149e7f22b34a337_13) | | | | | |

| | | | [PART II](#ib147758498444d3bb149e7f22b34a337_70) | | | | | |

| | | | [PART III](#ib147758498444d3bb149e7f22b34a337_205) | | | | | |

| | | | [PART IV](#ib147758498444d3bb149e7f22b34a337_223) | | | | | |

[Table of [removed: Contents](#ib147758498444d3bb149e7f22b34a337_7)][added: Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)]

Our Chief Information Security Officer oversees our cybersecurity program, policies and processes, including those described in [removed: “Risk] [added: *“Risk] Management and [removed: Strategy”] [added: Strategy”*] above, and works with the information security team and other stakeholders on the prevention, detection, mitigation, response and remediation of cybersecurity incidents, as applicable.

Our [added: current] Chief Information Security Officer has over 15 years of [removed: direct,] [added: systems engineering and] technical cybersecurity [removed: experience in the commercial and government sectors,] [added: experience,] and holds an undergraduate degree in [removed: infrastructure assurance] [added: computer science] and a graduate degree in [removed: information security engineering, as well as certifications in information security.][added: business administration.]

He has also completed graduate-level courses in computer science, and holds certifications in information security.

[Table of [removed: Contents](#ib147758498444d3bb149e7f22b34a337_7)][added: Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)]

[Table of [removed: Contents](#ib147758498444d3bb149e7f22b34a337_7)][added: Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)]

[removed: Our] [added: From September 30, 2020 through November 25, 2024, our] Class A common stock [removed: has been] [added: was] listed on the NYSE under the symbol [removed: “PLTR” since September 30, 2020.][added: “PLTR”.]

Prior to [removed: that date,] [added: September 30, 2020,] there was no public trading market for our Class A common stock.

As of February [removed: 13, 2024,] [added: 10, 2025,] there were [removed: 1,076] [added: 1,678] holders of record of our Class A common stock, [removed: 28] [added: 22] holders of record of our Class B common stock, and one holder of record of our Class F common stock.

In addition, the terms of our [added: undrawn] credit facility contain restrictions on our ability to declare and pay cash dividends on our capital stock, and we may enter into credit agreements or other borrowing arrangements in the future that may restrict our ability to declare and pay cash dividends.

[added: (2)] In August 2023, our Board of Directors authorized the Share Repurchase Program which allows for the repurchase of up to $1.0 billion of our outstanding shares of Class A common stock.

During the year ended December 31, [removed: 2023,] [added: 2024,] we [removed: did not repurchase any] [added: repurchased 2,123,131] shares of our Class A common stock under the Share Repurchase Program.

The following graph compares the cumulative total return to stockholders on our Class A common stock since September 30, 2020 (the date our Class A common stock commenced trading on the [removed: NYSE (“Direct Listing”))] [added: NYSE)] relative to the cumulative total returns of the Standard & Poor’s 500 Index and the Standard & Poor’s Information Technology Index over the same period.

An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our Class A common stock and in each index at the market close on September 30, 2020, and its relative performance is tracked through December 31, [removed: 2023.][added: 2024.]

[Table of [removed: Contents](#ib147758498444d3bb149e7f22b34a337_7)][added: Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)]

[removed: ][added: ]

Effective November 26, 2024, our Class A common stock was listed and began trading on The Nasdaq Stock Market LLC (Nasdaq Global Market Select) under the symbol “PLTR”.

The following table summarizes stock repurchases during the three months ended December 31, 2024 (in thousands, except share and per share amounts):

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Period | | | Total Number of Shares Purchased | | | | | | Average Price Paid per Share(1) | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | | | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | | |

| October 1, 2024 - October 31, 2024 | | | 164,669 | | | | | | $ | 41.90 | | | | | 164,669 | | | | | | $ | 947,503 | |

| November 1, 2024 - November 30, 2024 | | | 93,830 | | | | | | $ | 57.55 | | | | | 93,830 | | | | | | $ | 942,103 | |

| December 1, 2024 - December 31, 2024 | | | 84,276 | | | | | | $ | 74.74 | | | | | 84,276 | | | | | | $ | 935,804 | |

| Total(2) | | | 342,775 | | | | | | | | | | | | 342,775 | | | | | | | | |

—————

(1) Includes related commissions.

| [Reports of Independent Registered Public Accounting [removed: Firm](#ib147758498444d3bb149e7f22b34a337_124)] [added: Firm](#i3e102edc3e324d1d85b3af889db7f10b_127)] (PCAOB ID: 42) | | | [removed: [82](#ib147758498444d3bb149e7f22b34a337_124)] [added: [81](#i3e102edc3e324d1d85b3af889db7f10b_127)] | | |

| [Consolidated Balance [removed: Sheets](#ib147758498444d3bb149e7f22b34a337_127)] [added: Sheets](#i3e102edc3e324d1d85b3af889db7f10b_130)] | | | [removed: [85](#ib147758498444d3bb149e7f22b34a337_127)] [added: [84](#i3e102edc3e324d1d85b3af889db7f10b_130)] | | |

| [Consolidated Statements of [removed: Operations](#ib147758498444d3bb149e7f22b34a337_130)] [added: Operations](#i3e102edc3e324d1d85b3af889db7f10b_133)] | | | [removed: [86](#ib147758498444d3bb149e7f22b34a337_130)] [added: [85](#i3e102edc3e324d1d85b3af889db7f10b_133)] | | |

| [Consolidated Statements of [removed: Comprehensive](#ib147758498444d3bb149e7f22b34a337_133) [Income](#ib147758498444d3bb149e7f22b34a337_133) [](#ib147758498444d3bb149e7f22b34a337_133)[(](#ib147758498444d3bb149e7f22b34a337_133)[Loss](#ib147758498444d3bb149e7f22b34a337_133))] [added: Comprehensive Income (Loss](#i3e102edc3e324d1d85b3af889db7f10b_136))] | | | [removed: [87](#ib147758498444d3bb149e7f22b34a337_133)] [added: [86](#i3e102edc3e324d1d85b3af889db7f10b_136)] | | |

[removed: | [Consolidated] [added: Consolidated] Statements of [removed: Stockholders' Equity](#ib147758498444d3bb149e7f22b34a337_136) | | | [88](#ib147758498444d3bb149e7f22b34a337_136) | | |][added: Equity]

| [Consolidated Statements of Cash [removed: Flows](#ib147758498444d3bb149e7f22b34a337_139)] [added: Flows](#i3e102edc3e324d1d85b3af889db7f10b_142)] | | | [removed: [89](#ib147758498444d3bb149e7f22b34a337_139)] [added: [88](#i3e102edc3e324d1d85b3af889db7f10b_142)] | | |

[removed: | [Notes] [added: Notes] to Consolidated Financial [removed: Statements](#ib147758498444d3bb149e7f22b34a337_142) | | | [90](#ib147758498444d3bb149e7f22b34a337_142) | | |][added: Statements (continued)]

We have audited the accompanying consolidated balance sheets of Palantir Technologies Inc. (the Company) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income (loss), [removed: stockholders’] equity and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 20, 2024] [added: 18, 2025] expressed an unqualified opinion thereon.

We have audited Palantir Technologies Inc.’s internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Palantir Technologies Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income (loss), [removed: stockholders’] equity and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes and our report dated February [removed: 20, 2024] [added: 18, 2025] expressed an unqualified opinion thereon.

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | $ | [added: 2,098,524 | | | | | $ |] 831,047 | | | | | $ | 2,598,540 | |

| Marketable securities | | | [removed: 2,843,132] [added: 3,131,463] | | | | | | [removed: 35,135] [added: 2,843,132] | | |

| Accounts receivable, net | | | [removed: 364,784] [added: 575,048] | | | | | | [removed: 258,346] [added: 364,784] | | |

| Prepaid expenses and other current assets | | | [removed: 99,655] [added: 129,254] | | | | | | [removed: 149,556] [added: 99,655] | | |

| Total current assets | | | [removed: 4,138,618] [added: 5,934,289] | | | | | | [removed: 3,041,577] [added: 4,138,618] | | |

| Property and equipment, net | | | [removed: 47,758] [added: 39,638] | | | | | | [removed: 69,170] [added: 47,758] | | |

| Operating lease right-of-use assets | | | [removed: 182,863] [added: 200,740] | | | | | | [removed: 200,240] [added: 182,863] | | |

| Other assets | | | [removed: 153,186] [added: 166,217] | | | | | | [removed: 150,252] [added: 153,186] | | |

| Total assets | | | $ | [removed: 4,522,425] [added: 6,340,884] | | | | | $ | [removed: 3,461,239] [added: 4,522,425] | |

| [removed: Liabilities] [added: Liabilities] and [removed: Stockholders' Equity] [added: Equity] | | | | | | | | | | | |

| Accounts payable | | | $ | [removed: 12,122] [added: 103] | | | | | $ | [removed: 44,788] [added: 12,122] | |

| Accrued liabilities | | | [removed: 222,991] [added: 427,046] | | | | | | [removed: 172,715] [added: 222,991] | | |

| Deferred revenue | | | [removed: 246,901] [added: 259,624] | | | | | | [removed: 183,350] [added: 246,901] | | |

| Customer deposits | | | [removed: 209,828] [added: 265,252] | | | | | | [removed: 141,989] [added: 209,828] | | |

| Operating lease liabilities | | | [removed: 54,176] [added: 43,993] | | | | | | [removed: 45,099] [added: 54,176] | | |

| Total current liabilities | | | [removed: 746,018] [added: 996,018] | | | | | | [removed: 587,941] [added: 746,018] | | |

| Deferred revenue, noncurrent | | | [removed: 28,047] [added: 39,885] | | | | | | [removed: 9,965] [added: 28,047] | | |

| Customer deposits, noncurrent | | | [removed: 1,477] [added: 1,663] | | | | | | [removed: 3,936] [added: 1,477] | | |

| Operating lease liabilities, noncurrent | | | [removed: 175,216] [added: 195,226] | | | | | | [removed: 204,305] [added: 175,216] | | |

| Other noncurrent liabilities | | | [removed: 10,702] [added: 13,685] | | | | | | [removed: 12,655] [added: 10,702] | | |

| Total liabilities | | | [removed: 961,460] [added: 1,246,477] | | | | | | [removed: 818,802] [added: 961,460] | | |

| [removed: Stockholders’] [added: Palantir's stockholders’] equity: | | | | | | | | | | | |

| Common stock, $0.001 par value: 20,000,000 Class A shares authorized as of December 31, [removed: 2023] [added: 2024] and [removed: 2022; 2,096,982] [added: 2023; 2,242,389] and [removed: 1,995,414] [added: 2,096,982] shares issued and outstanding as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively; 2,700,000 Class B shares authorized as of December 31, [removed: 2023] [added: 2024] and [removed: 2022; 102,141] [added: 2023; 95,401] and [removed: 102,656] [added: 102,141] shares issued and outstanding as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively; and 1,005 Class F shares authorized, issued, and outstanding as of December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] | | | [removed: 2,200] [added: 2,339] | | | | | | [removed: 2,099] [added: 2,200] | | |

| Additional paid-in capital | | | [removed: 9,122,173] [added: 10,193,970] | | | | | | [removed: 8,427,998] [added: 9,122,173] | | |

| Accumulated other comprehensive income (loss), net | | | [removed: 801] [added: (5,611)] | | | | | | [removed: (5,333)] [added: 801] | | |

| Accumulated deficit | | | [removed: (5,649,613)] [added: (5,187,423)] | | | | | | [removed: (5,859,438)] [added: (5,649,613)] | | |

| [Notes to Consolidated Financial Statements](#i3e102edc3e324d1d85b3af889db7f10b_145) | | | [89](#i3e102edc3e324d1d85b3af889db7f10b_145) | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

February 18, 2025

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

February 18, 2025

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| | | | 2024 | | | | | | 2023 | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| Other income (expense), net | | | (18,022) | | | | | | (15,447) | | | | | | (220,135) | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of December 31, 2023 | | | 2,200,128 | | | | | | $ | 2,200 | | | | | $ | 9,122,173 | | | | | $ | 801 | | | | | $ | (5,649,613) | | | | | $ | 3,475,561 | | | | | $ | 85,404 | | | | | $ | 3,560,965 | |

| Issuance of common stock from the exercise of stock appreciation rights (“SARs”), net of shares withheld for employee taxes | | | 5,943 | | | | | | 6 | | | | | | (302,493) | | | | | | — | | | | | | — | | | | | | (302,487) | | | | | | — | | | | | | (302,487) | | |

| Repurchases of common stock | | | (2,123) | | | | | | (2) | | | | | | (64,194) | | | | | | — | | | | | | — | | | | | | (64,196) | | | | | | — | | | | | | (64,196) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 462,190 | | | | | | 462,190 | | | | | | 5,728 | | | | | | 467,918 | | |

| Balance as of December 31, 2024 | | | 2,338,795 | | | | | | $ | 2,339 | | | | | $ | 10,193,970 | | | | | $ | (5,611) | | | | | $ | (5,187,423) | | | | | $ | 5,003,275 | | | | | $ | 91,132 | | | | | $ | 5,094,407 | |

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| Net income (loss) | | | $ | 467,918 | | | | | $ | 217,375 | | | | | $ | (371,094) | |

| Other operating activities | | | 24,795 | | | | | | (34,255) | | | | | | (28,152) | | |

| Repurchases of common stock | | | (64,196) | | | | | | — | | | | | | — | | |

| Taxes paid related to net share settlement of equity awards | | | (218,280) | | | | | | — | | | | | | — | | |

| Noncash investing and financing activities | | | | | | | | | | | | | | | | | |

| Accrued taxes related to net share settlement of equity awards | | | $ | 84,207 | | | | | $ | — | | | | | $ | — | |

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Accounts Receivable, Net

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A financial instrument’s level within the

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term.

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Share repurchases are recorded on the trade date and the repurchase price is inclusive of any related fees and commissions.

Shares of Class A common stock repurchased by the Company are immediately retired and upon retirement, the par value of the Class A common stock repurchased is deducted from common stock with the excess of repurchase price recorded to additional paid-in capital on the Company’s consolidated balance sheets.

For stock option awards and SARs that vest over an explicit service period and are exercisable at expiration, during a limited window (“Time-Vesting SARs”), the Company uses the Black-Scholes-Merton (“Black-Scholes”) option pricing model to determine the grant-date fair value of the awards.

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*Market-Based Awards*

The Company grants awards, including SARs, that vest upon the satisfaction of market-based vesting conditions.

February 20, 2024

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Interest expense | | | (3,470) | | | | | | (4,058) | | | | | | (3,640) | | |

| Other income (expense), net | | | (11,977) | | | | | | (216,077) | | | | | | (75,415) | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance as of December 31, 2020 | | | 1,792,140 | | | | | | $ | 1,792 | | | | | $ | 6,488,857 | | | | | $ | (2,745) | | | | | $ | (4,965,354) | | | | | $ | 1,522,550 | |

| Issuance of common stock upon vesting of growth units | | | 1,471 | | | | | | 1 | | | | | | (1) | | | | | | — | | | | | | — | | | | | | — | | |

| Issuance of common stock upon net exercise of common stock warrants and other | | | 4,664 | | | | | | 6 | | | | | | 1,706 | | | | | | — | | | | | | — | | | | | | 1,712 | | |

| Net loss | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (520,379) | | | | | | (520,379) | | |

| Balance as of December 31, 2021 | | | 2,027,474 | | | | | | $ | 2,027 | | | | | $ | 7,777,085 | | | | | $ | (2,349) | | | | | $ | (5,485,733) | | | | | $ | 2,291,030 | |

| Deferred income taxes | | | (4,806) | | | | | | (174) | | | | | | 43,316 | | |

| Gain from step acquisition | | | — | | | | | | (44,306) | | | | | | — | | |

| Other operating activities | | | (29,449) | | | | | | 16,328 | | | | | | 2,767 | | |

| Business combinations, net of cash acquired | | | — | | | | | | 66,708 | | | | | | — | | |

| Purchases of alternative investments | | | — | | | | | | — | | | | | | (50,941) | | |

| Proceeds from sales of alternative investments | | | 51,072 | | | | | | — | | | | | | — | | |

| Purchases of privately-held securities | | | — | | | | | | — | | | | | | (23,009) | | |

| Principal payments on borrowings | | | — | | | | | | — | | | | | | (200,000) | | |

Accounts Receivable and Allowance for Credit Losses

No customer represented more than 10% of total accounts receivable as of December 31, 2022.

Alternative Investments

The investments are initially recorded at cost and subsequently remeasured at the lower of cost or market each reporting period.

Market value is determined by using quoted market prices of identical or similar assets from active markets.

Realized gains and losses are recorded in other income (expense), net upon realization.

Business Combinations

Business combinations are accounted for using the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) 805, *Business Combinations,* and are included in our consolidated financial statements from their respective acquisition dates.

Assets acquired and liabilities assumed, if any, are measured at fair value on the acquisition date using the appropriate valuation method.

Goodwill generated from acquisitions is recognized if the fair value of the purchase consideration transferred, or the fair value of the acquirer’s interest in the acquiree if no consideration is transferred, and any noncontrolling interests is in excess of the net fair value of the identifiable assets acquired and the liabilities assumed.

In determining the fair value of identifiable assets, we use various valuation techniques which require us to make estimates and assumptions surrounding projected revenues and costs, future growth, and discount rates.

Goodwill

Goodwill represents the excess of the fair value of the purchase consideration transferred, or the fair value of the acquirer’s interest in the acquiree if no consideration is transferred, and any noncontrolling interests over the net fair value of the identifiable assets acquired and the liabilities assumed in business combinations.

Goodwill is not amortized but is subject to an annual impairment test.

We perform our annual goodwill impairment assessment on the first day of the fourth quarter.

Tests are performed more frequently if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount.

Goodwill is recorded in other assets in the consolidated balance sheet.

Other intangible assets are recorded in other assets in the consolidated balance sheets.

These services are typically coterminous with a Palantir Cloud subscription or the On-Premises Software.

effects of a significant financing component as the Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less.

For stock option awards, the Company uses the Black-Scholes option pricing model to determine the fair value of the stock options granted.

Based on our evaluation, management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2023.][added: 2024.]

During the quarter ended December 31, [removed: 2023,] [added: 2024,] the following directors and officers, as defined in Rule 16a-1(f), adopted a “Rule 10b5-1 trading arrangement” as defined in Regulation S-K Item 408, as follows:

On November [removed: 30, 2023,] [added: 22, 2024,] Alexander Moore, a member of our Board of Directors, adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and [added: satisfaction of certain price and/or other conditions, with 240,000 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions.]

[added: On December 11, 2024, Stephen Cohen, our President, Secretary, and a member of our Board of Directors, adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and] satisfaction of certain price and/or other conditions, with [removed: 257,499] [added: 4,060,000] shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions.

The duration of the trading arrangement is until February [removed: 28, 2025,] [added: 27, 2026,] or earlier, upon the completion or expiration of all transactions subject to the trading arrangement.

On December [removed: 8, 2023, Eric Woersching, a member of our Board of Directors,] [added: 11, 2024, Mr. Karp] adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and satisfaction of certain price and/or other conditions, with [removed: 35,026] [added: 9,975,000] shares being the total of the maximum number of all shares subject to any condition when summed across all possible [removed: conditions.][added: conditions, less any shares to be withheld and/or sold to satisfy applicable tax withholdings.]

The duration of the trading arrangement is until [removed: June 6,] [added: September 12,] 2025, or earlier, upon the completion or expiration of all transactions subject to the trading arrangement.

The duration of the trading arrangement is until September [removed: 11, 2024,] [added: 12, 2025,] or earlier, upon the completion or expiration of all transactions subject to the trading arrangement.

During the quarter ended December 31, [removed: 2023,] [added: 2024,] no other directors or officers, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Regulation S-K Item 408.

Rule 10b5-1 Trading Arrangements

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On November 22, 2024, Alexander Karp, our Chief Executive Officer and a member of our Board of Directors, terminated a Rule 10b5-1 trading arrangement, which was previously adopted on December 12, 2023 and intended to satisfy the affirmative defense of Rule 10b5-1(c).

For additional details about the material terms of this arrangement, refer to the description under the heading “Rule 10b5-1 Trading Arrangements” contained in *[Part II, Item 9B.

Other Information](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001321655/000132165524000022/pltr-20231231.htm)* [of our Annual Report on Form 10-K for the year ended December 31, 2023](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001321655/000132165524000022/pltr-20231231.htm), which is incorporated herein by reference.

Departure of Chief Accounting Officer; Designation of Interim “Principal Accounting Officer”

We are providing the following disclosure in lieu of filing a Current Report on Form 8-K relating to Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers).

On February 12, 2025, Heather Planishek, Chief Accounting Officer, announced her decision to step down from her position as Chief Accounting Officer, effective as of the end of the day on February 24, 2025.

Her resignation was not the result of any disagreement with the Company on any matter relating to the Company’s financial statements, internal controls, operations, policies, or practices.

Beginning on February 25, 2025, Ms. Planishek is expected to continue as an advisor to the Company for a period of time to assist with the transition.

In connection with Ms. Planishek’s resignation, David Glazer, the Company’s Chief Financial Officer and Treasurer, will assume the responsibilities of principal accounting officer on an interim basis, effective February 25, 2025.

Mr. Glazer’s biographical information is set forth in the Company’s [definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission on April 26, 2024](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000059/pltr-20240426.htm), and such information is incorporated herein by reference.

No new compensatory arrangements will be entered into with Mr. Glazer in connection with his designation as the Company’s interim principal accounting officer.

There are no family relationships between Mr. Glazer and any other director or executive officer of Palantir, and no transactions involving Mr. Glazer that would require disclosure under Item 404(a) of Regulation S-K.

The trading arrangement is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

On December 12, 2023, David Glazer, our Chief Financial Officer and Treasurer, adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and satisfaction of certain price and/or other conditions, with 1,479,169 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions.

On December 12, 2023, Alexander Karp, our Chief Executive Officer and a member of our Board of Directors, adopted a Rule 10b5-1 trading arrangement providing for the potential sales of shares of our Class A common stock through various transactions upon the occurrence and satisfaction of certain price and/or other conditions, with 48,900,000 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions, less any shares to be withheld and/or sold to satisfy applicable tax withholdings.

The duration of the trading arrangement is until June 1, 2025, or earlier, upon the completion or expiration of all transactions subject to the trading arrangement.

On December 12, 2023, Rivendell 7 LLC, a stockholder whose shares may be deemed to be beneficially owned by Peter Thiel (the Chairman of our Board of Directors), adopted a Rule 10b5-1 arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), subject to the satisfaction of certain price and/or other conditions, with 15,000,000 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions.

The duration of the trading arrangement is until March 12, 2025, or earlier, upon the completion or expiration of all transactions subject to the trading arrangement.

On December 12, 2023, STS Holdings II LLC, a stockholder whose shares may be deemed to be beneficially owned by Peter Thiel (the Chairman of our Board of Directors), adopted a Rule 10b5-1 arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), subject to the satisfaction of certain price and/or other conditions, with 5,000,000 shares being the total of the maximum number of all shares subject to any condition when summed across all possible conditions.

Trading under the arrangement is not authorized to begin until after all trades under the trading arrangement entered into by Rivendell 7 LLC described above are completed or expired without execution.

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The information called for by this item will be set forth in our Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2023] [added: 2024] (“Proxy Statement”) and is incorporated herein by reference.

[added: We intend to] satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding amendment to, or waiver from, a provision of our code of conduct by posting such information on the website address and location specified above.

We have adopted an Insider Trading Policy governing the purchase, sale, and other dispositions of Palantir’s securities that applies to all officers, directors, and employees of Palantir and its subsidiaries.

We believe that our Insider Trading Policy is reasonably designed to promote compliance with insider trading laws, rules, and regulations, as well as applicable listing standards.

A copy of Palantir’s Insider Trading Policy is filed as Exhibit 19.1 to this report.

We intend to

| [removed: [4.](https://www.sec.gov/ix?doc=/Archives/edgar/data/1321655/000132165523000011/pltr-20221231.htm#i906e7aef1c274338a29de70844f3334b_130)3] [added: [4.2](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit42.htm)*] | | | [Description of Capital Stock of Palantir Technologies [removed: Inc.](https://www.sec.gov/ix?doc=/Archives/edgar/data/1321655/000132165523000011/pltr-20221231.htm#i906e7aef1c274338a29de70844f3334b_130)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit42.htm)] | | | [removed: 10-K] | | | [removed: 001-39540] | | | [removed: 4.5] | | | [removed: February 21, 2023] | | |

| [removed: [10.3+](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex1032020equityin.htm)[*](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex1032020equityin.htm)] [added: [10.3+](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000209/a2020equityincentiveplan20.htm)] | | | [Palantir Technologies Inc. 2020 Equity Incentive Plan and related form [removed: agreements.](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex1032020equityin.htm)] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000209/a2020equityincentiveplan20.htm)] | | | [added: 10-Q] | | | [added: 001-39540] | | | [added: 10.1] | | | [added: November 5, 2024] | | |

| [removed: [23.1*](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit231.htm)] [added: [23.1*](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit231.htm)] | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit231.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit231.htm)] | | | | | | | | | | | | | | |

| [removed: [31.1*](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit311.htm)] [added: [31.1*](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit311.htm)] | | | [Certification of the Chief Executive Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit311.htm)] | | | | | | | | | | | | | | |

| [removed: [31.2*](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit312.htm)] [added: [31.2*](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit312.htm)] | | | [Certification of the Chief Financial Officer pursuant to Exchange Act Rule 13a-14 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit312.htm)] | | | | | | | | | | | | | | |

| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit321.htm)[†](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit321.htm)] [added: [32.1](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit321.htm)[†](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit321.htm)*] | | | [Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4exhibit321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2024q4exhibit321.htm)] | | | | | | | | | | | | | | |

| [removed: [97.1](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex971compensation.htm)[*](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex971compensation.htm)] [added: [97.1](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2023q4ex971compensation.htm)] | | | [removed: [C](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex971compensation.htm)[o](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex971compensation.htm)[mpensation Recovery](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex971compensation.htm) [Policy](https://www.sec.gov/Archives/edgar/data/1321655/000132165524000022/a2023q4ex971compensation.htm)] [added: [Compensation Recovery Policy](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/a2023q4ex971compensation.htm)] | | | [added: 10-K] | | | [added: 001-39540] | | | [added: 97.1] | | | [added: February 20, 2024] | | |

| [removed: 101.INS] [added: 101.INS*] | | | [added: Inline] XBRL Instance Document. | | | | | | | | | | | | | | |

| [removed: 101.SCH] [added: 101.SCH*] | | | [added: Inline] XBRL Taxonomy Extension Schema Document. | | | | | | | | | | | | | | |

| [removed: 101.CAL] [added: 101.CAL*] | | | [added: Inline] XBRL Taxonomy Extension Calculation Linkbase Document. | | | | | | | | | | | | | | |

| [removed: 101.DEF] [added: 101.DEF*] | | | [added: Inline] XBRL Taxonomy Extension Definition Linkbase Document. | | | | | | | | | | | | | | |

| [removed: 101.LAB] [added: 101.LAB*] | | | [added: Inline] XBRL Taxonomy Extension Label Linkbase Document. | | | | | | | | | | | | | | |

| [removed: 101.PRE] [added: 101.PRE*] | | | [added: Inline] XBRL Taxonomy Extension Presentation Linkbase Document. | | | | | | | | | | | | | | |

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| | | | | | | Incorporated by Reference | | | | | | | | | | | |

| Exhibit Number | | | Description | | | Form | | | File No. | | | Exhibit | | | Filing Date | | |

| [19.1](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/palantir-10xkex191insidert.htm)[*](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/palantir-10xkex191insidert.htm) | | | [Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/1321655/000132165525000022/palantir-10xkex191insidert.htm) | | | | | | | | | | | | | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | Incorporated by Reference | | | | | | | | | | | |

| Exhibit Number | | | Description | | | Form | | | File No. | | | Exhibit | | | Filing Date | | |

| [4.2](https://www.sec.gov/Archives/edgar/data/1321655/000119312520244936/d904406dex42.htm) | | | [Amended and Restated Investors’ Rights Agreement among the registrant and certain holders of its capital stock, dated as of August 24, 2020.](https://www.sec.gov/Archives/edgar/data/1321655/000119312520244936/d904406dex42.htm) | | | S-1/A | | | 333-248413 | | | 4.2 | | | September 14, 2020 | | |

| Date: February [removed: 20, 2024] [added: 18, 2025] | | | | | | By: | | | /s/ Alexander C. Karp | | |

| Alexander C. Karp | | | Chief Executive Officer and Director (*Principal Executive Officer*) | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Stephen Cohen | | | President and Director | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| David Glazer | | | Chief Financial Officer (*Principal Financial Officer*) | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Heather Planishek | | | Chief Accounting Officer *(Principal Accounting Officer*) | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Lauren Friedman Stat | | | Director | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Alexander Moore | | | Director | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Alexandra Schiff | | | Director | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Peter Thiel | | | Director | | | February [removed: 20, 2024] [added: 18, 2025] | | |

| Eric Woersching | | | Director | | | February [removed: 20, 2024] [added: 18, 2025] | | |

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)

[Table of Contents](#i3e102edc3e324d1d85b3af889db7f10b_7)