Palantir Technologies 10-Q 2022-03-31

Filed 2022-05-09. 8 sections, 413K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)


S			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022


£			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission File Number: 001-39540

________________________________________________

Palantir Technologies Inc.

(Exact Name of Registrant as Specified in its Charter)

________________________________________________


Delaware						68-0551851
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)
1555 Blake Street, Suite 250 Denver, Colorado						80202
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (720) 358-3679

Securities registered pursuant to Section 12(b) of the Act:


Title of each class						Trading Symbol(s)						Name of each exchange on which registered
Class A Common Stock, par value $0.001 per share						PLTR						New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes S No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes S No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	S	Accelerated filer	£

Non-accelerated filer	£	Smaller reporting company	£

Emerging growth company	£

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No S

As of May 2, 2022, there were 1,946,706,268 shares of the registrant’s Class A common stock outstanding, 98,883,190 shares of the registrant’s Class B common stock outstanding, and 1,005,000 shares of the registrant’s Class F common stock outstanding.

TABLE OF CONTENTS


		Page
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations	4
	Condensed Consolidated Statements of Comprehensive Loss	5
	Condensed Consolidated Statements of Stockholders’ Equity	6
	Condensed Consolidated Statements of Cash Flows	7
	Notes to Unaudited Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	30
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	32
Item 1A.	Risk Factors	32
Item 2.	Unregistered Sales of Equity Securities	76
Item 3.	Defaults Upon Senior Securities	76
Item 4.	Mine Safety Disclosures	76
Item 5.	Other Information	76
Item 6.	Exhibits	77

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PART I - FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS (UNAUDITED)

Palantir Technologies Inc.

Condensed Consolidated Balance Sheets

(in thousands, except per share amounts)

(unaudited)


	As of March 31,		As of December 31,
	2022		2021
Assets
Current assets:
Cash and cash equivalents	$	2,269,411	$	2,290,674
Restricted cash	33,804		36,628
Accounts receivable	256,554		190,923
Marketable securities	252,563		234,153
Prepaid expenses and other current assets	115,042		110,872
Total current assets	2,927,374		2,863,250
Property and equipment, net	41,866		31,304
Restricted cash, noncurrent	29,222		39,612
Operating lease right-of-use assets	224,888		216,898
Other assets	95,829		96,386
Total assets	$	3,319,179	$	3,247,450
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	27,454	$	74,907
Accrued liabilities	150,176		155,806
Deferred revenue	218,521		227,816
Customer deposits	232,908		161,605
Operating lease liabilities	40,045		39,927
Total current liabilities	669,104		660,061
Deferred revenue, noncurrent	33,244		40,217
Customer deposits, noncurrent	22,276		33,699
Operating lease liabilities, noncurrent	227,617		220,146
Other noncurrent liabilities	2,192		2,297
Total liabilities	954,433		956,420
Commitments and Contingencies (Note 7)
Stockholders’ equity:
Common stock, $0.001 par value: 20,000,000 Class A shares authorized as of March 31, 2022 and December 31, 2021; 1,945,140 and 1,926,589 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively; 2,700,000 Class B shares authorized as of March 31, 2022 and December 31, 2021; 99,731 and 99,880 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively; and 1,005 Class F shares authorized, issued, and outstanding as of March 31, 2022 and December 31, 2021	2,046		2,027
Additional paid-in capital	7,953,856		7,777,085
Accumulated other comprehensive loss	(4,044)		(2,349)
Accumulated deficit	(5,587,112)		(5,485,733)
Total stockholders’ equity	2,364,746		2,291,030
Total liabilities and stockholders’ equity	$	3,319,179	$	3,247,450

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Palantir Technologies Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

(unaudited)


	Three Months Ended March 31,
	2022		2021
Revenue	$	446,357	$	341,234
Cost of revenue	94,403		74,111
Gross profit	351,954		267,123
Operating expenses:
Sales and marketing	160,485		136,097
Research and development	88,601		98,471
General and administrative	142,307		146,569
Total operating expenses	391,393		381,137
Loss from operations	(39,439)		(114,014)
Interest income	547		376
Interest expense	(594)		(1,840)
Other income (expense), net	(59,870)		(4,894)
Loss before provision for income taxes	(99,356)		(120,372)
Provision for income taxes	2,023		3,102
Net loss	$	(101,379)	$	(123,474)
Net loss per share attributable to common stockholders, basic	$	(0.05)	$	(0.07)
Net loss per share attributable to common stockholders, diluted	$	(0.05)	$	(0.07)
Weighted-average shares of common stock outstanding used in computing net loss per share attributable to common stockholders, basic	2,036,307		1,821,158
Weighted-average shares of common stock outstanding used in computing net loss per share attributable to common stockholders, diluted	2,036,307		1,821,158

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Palantir Technologies Inc.

Condensed Consolidated Statements of Comprehensive Loss

(in thousands)

(unaudited)


	Three Months Ended March 31,
	2022		2021
Net loss	$	(101,379)	$	(123,474)
Other comprehensive income (loss)
Foreign currency translation adjustments	(1,695)		3,610
Comprehensive loss	$	(103,074)	$	(119,864)

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Palantir Technologies Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(in thousands)

(unaudited)


	Common Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount
Balance as of December 31, 2021	2,027,474	$	2,027	$	7,777,085	$	(2,349)	$	(5,485,733)	$	2,291,030
Issuance of common stock from the exercise of stock options	6,654	7		27,218		—		—		27,225
Issuance of common stock upon vesting of restricted stock units (“RSUs”)	11,748	12		(12)		—		—		—
Stock

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements based upon current plans, expectations, and beliefs, involving risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements. You should review the section titled “Special Note Regarding Forward-Looking Statements” for a discussion of forward-looking statements and the section titled “Risk Factors” for a discussion of factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis and elsewhere in this Quarterly Report on Form 10-Q. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Overview

We build software that empowers organizations to effectively integrate their data, decisions, and operations at scale.

We were founded in 2003 and started building software for the intelligence community in the United States to assist in counterterrorism investigations and operations. We later began working with commercial enterprises, who often faced fundamentally similar challenges in working with data.

We have built three principal software platforms, Gotham, Foundry, and Apollo. Gotham and Foundry enable institutions to transform massive amounts of information into an integrated data asset that reflects their operations. For over a decade, Gotham has surfaced insights for global defense agencies, the intelligence community, disaster relief organizations and beyond. Foundry is becoming a central operating system not only for individual institutions but also for entire industries. 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, security updates, and platform configurations, helping to ensure the continuous operation of critical systems. Apollo allows our customers to run their software in virtually any environment.

In addition to the investments we have made in our platforms, we plan to continue to expand our ability to sell our subscriptions globally by investing in resources to address the business needs of local markets, including by increasing our sales and marketing functions and activities, expanding our ecosystem of service partners to support local deployments, and investing in personnel to support our growing customer base and product offerings.

We believe that every institution faces challenges that our platforms were designed to address. Our focus in the near term is to build partnerships with institutions that have the leadership necessary to effect structural change within their organizations — to reconstitute their operations around data. Over the long term, we believe that every institution in the markets we serve is a potential partner.

We regularly evaluate partnerships and investment opportunities in complementary businesses, employee teams, technologies, and intellectual property rights in an effort to expand our product and service offerings. For example, we have approved and entered into strategic investments pursuant to certain approved agreements (“Investment Agreements”) to purchase, or commit to purchase shares of various entities, including special purpose acquisition companies and/or other privately-held or publicly-traded entities (each, an “Investee,” and such purchases, and commitments to purchase, the “Investments”). See further discussion in Note 4. Investments and Fair Value Measurements and Note 7. Commitments and Contingencies—Investment Commitments.

Our Business

Our customers pay us to use the software platforms we have built. While we generally offer contract terms of one to five years in length, our customers sometimes enter into shorter-term contracts. Revenue is generally recognized ratably over the contract term. Many of our customer contracts contain termination for convenience provisions.

For the three months ended March 31, 2022, we generated $446.4 million in revenue, reflecting a 31% growth rate from the three months ended March 31, 2021, when we generated $341.2 million in revenue.

Our operating results continued to improve, including when adjusting for stock-based compensation. In the three months ended March 31, 2022, we incurred losses from operations of $39.4 million, or generated adjusted income from operations of $117.4 million when excluding stock-based compensation and related employer payroll taxes. In the three months ended March 31, 2021, we incurred losses from operations of $114.0 million, or generated adjusted income from operations of $116.6 million when excluding stock-based compensation and related employer payroll taxes.

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In the three months ended March 31, 2022, our gross profit was $352.0 million, reflecting a gross margin of 79%, or 81% when excluding stock-based compensation. In the three months ended March 31, 2021, our gross profit was $267.1 million, reflecting a gross margin of 78%, or 83% when excluding stock-based compensation.

For more information about our adjusted income or loss from operations, which excludes stock-based compensation and related employer payroll taxes; and gross profit and gross margin, excluding stock-based compensation, as well as reconciliations from loss from operations and gross profit, see the section titled “Non-GAAP Reconciliations” below.

Our Customers

We define a customer as an organization from which we have recognized revenue during the trailing twelve-month period. During the period ended March 31, 2022, we had 277 customers, including companies in various commercial sectors and government agencies around the world. During the period ended March 31, 2021, we had 149 customers.

For large government agencies, where a single institution has multiple divisions, units, or subsidiary agencies, each such division, unit, or subsidiary agency that enters into a separate contract with us and is invoiced as a separate entity is treated as a separate customer. For example, while the U.S. Food and Drug Administration, Centers for Disease Control and Prevention, and National Institutes of Health are subsidiary agencies of the U.S. Department of Health and Human Services, we treat each of those agencies as a separate customer given that the governing structures and procurement processes of each agency are independent.

We have built lasting and significant customer relationships with some of the world’s leading government institutions and companies, and are expanding our partnerships with early- and growth-stage companies. Our average revenue for the top twenty customers during the trailing twelve months ended March 31, 2022 was $44.6 million, which grew 24% from an average of $36.1 million in revenue from the top twenty customers during the trailing twelve months ended March 31, 2021, demonstrating our expanding relationships with existing customers.

Organizations in the commercial and government sectors face similar challenges when it comes to managing data, and we intend to expand our reach in both markets moving forward. In the three months ended March 31, 2022, 54% of our revenue came from government agencies and 46% came from commercial customers. In the three months ended March 31, 2022, we generated 61% of our revenue from customers in the United States and the remaining 39% from non-U.S. customers.

Expansion of Access to Platforms

We have recently begun to expand access to our platforms to early- and growth-stage companies, including startups, as we continue our outreach efforts to an increasingly broad swath of the potential market.

The speed with which our platforms can be deployed has significantly expanded the range of potential customers with which we plan on partnering over the long term. We anticipate that our reach among an increasingly broad set of customers, in both the commercial and government sectors, will accelerate moving forward. We believe that, as these new partners grow, we will grow with them.

We have also made a number of investments in companies whose businesses rely on the ability of their organizations to manage and analyze data effectively at scale.

Our proximity to these businesses and the industries in which they are operating has enhanced, and is expected to continue enhancing, our own product and business development efforts, as we continue expanding access to our platforms to the broadest possible set of customers.

COVID-19 Impact

As a result of the ongoing COVID-19 pandemic, we continue to take precautionary measures in order to minimize the risk of the virus to our employees, our customers, and the communities in which we operate, which initially included the suspension of all non-essential business travel of employees and the temporary closure of all of our major offices. Although the majority of our workforce worked remotely, there was minimal disruption in our ability to ensure the effective operation of our software platforms. As local conditions and public health guidance permits, we are reopening our offices and allowing business travel to resume, while continuing to closely monitor developments around the evolving nature of the pandemic.

The economic consequences of the COVID-19 pandemic have been challenging for certain of our customers and prospective customers. While the broader implications of the COVID-19 pandemic on our results of operations and overall financial performance remain uncertain, the COVID-19 pandemic has, to date, not had a material adverse impact on our results of operations. The economic effects of the pandemic and resulting societal changes are currently not predictable.

The COVID-19 pandemic has made clear to many of our customers that accommodating the extended timelines ordinarily required to realize results from implementing new software solutions is not an option during a crisis. As a result, customers are increasingly adopting our software, which can be ready in days, over internal software development efforts, which may take months or years.

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We saw decreases in our travel and office-related expenditures, including during the temporary closures of our offices globally and reductions in related operating expenses, related to the ongoing COVID-19 pandemic. However, improvement of our contribution metric has also been driven by the expansion of existing customer accounts, improved sales efficiency, and the increasing deployment of centralized hosting and other software deployment infrastructure. While we expect our travel and office-related expenditures to increase moving forward, we do not expect such expenditures to return to their pre-pandemic levels, given that we have made significant investments in enabling employees to work with customers remotely.

See the section titled “Risk Factors” included elsewhere in this Quarterly Report on Form 10-Q, and in the Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022, for further discussion of the impact of the COVID-19 pandemic on our business.

Key Business Measure

In addition to the measures presented in our condensed consolidated financial statements, we use the following key non-GAAP business measure to help us evaluate our business, identify trends affecting our business, formulate business plans and financial projections, and make strategic decisions.

Contribution Margin

We believe that the revenue we generate relative to the costs we incur in order to generate such revenue is an important measure of the efficiency of our business. We define contribution margin as revenue less our cost of revenue and sales and marketing expenses, excluding stock-based compensation, divided by revenue.

Revenue is allocated to each customer account directly. The cost of revenue and sales and marketing costs include both the costs associated with the deployment and operation of our software as well as expenses associated with identifying new customers and expanding partnerships with existing ones.

Contribution margin, both across our business and on specific customer accounts, 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 those customers, including allocated overhead. We exclude stock-based compensation as it is a non-cash expense.

We believe that our contribution margin provides an important measure of the efficiency of our operations over time. We have included contribution margin because it is a key measure used by our management to evaluate our performance, and we believe that it also provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management team. Our calculation of contribution margin may differ from similarly titled measures, if any, reported by other companies. Contribution margin should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with U.S. generally accepted accounting principles (“GAAP”).

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

Non-GAAP Reconciliations

We use the non-GAAP measures contribution margin; gross profit and gross margin, excluding stock-based compensation; and adjusted income from operations, which excludes stock-based compensation and related employer payroll taxes to help us evaluate our business, identify trends affecting our business, formulate business plans and financial projections, and make strategic decisions. We exclude stock-based compensation, which is a non-cash 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 the same manner as our management team. Additionally, we exclude employer payroll taxes related to stock-based compensation as it is difficult to predict and outside of our control.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations, as they do not include the impact of certain expenses that are reflected in our condensed consolidated statement of operations. Thus, our non-GAAP contribution margin; gross profit and gross margin, excluding stock-based compensation; and adjusted income from operations should be considered in addition to, not as a substitute for, or in isolation from, measures prepared in accordance with GAAP.

We compensate for these limitations by providing reconciliations of these non-GAAP measures to the most comparable GAAP measures. We encourage investors and others to review our business, results of operations, and financial information in its entirety,

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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.

Contribution Margin

The following table provides a reconciliation of contribution margin for the three months ended March 31, 2022 and 2021 (in thousands, except percentages):


	Three Months Ended March 31,
	2022			2021
Loss from operations	$	(39,439)		$	(114,014)
Add:
Research and development expenses (1)	61,696			60,597
General and administrative expenses (1)	80,838			63,975
Total stock-based compensation expense	149,323			193,731
Total contribution	$	252,418		$	204,289
Contribution margin	57		%	60		%

————

(1) Excludes stock-based compensation.

Gross Profit and Gross Margin, Excluding Stock-Based Compensation

The following table provides a reconciliation of gross profit and gross margin, excluding stock-based compensation for the three months ended March 31, 2022 and 2021 (in thousands, except percentages):


	Three Months Ended March 31,
	2022			2021
Gross profit	$	351,954		$	267,123
Add: stock-based compensation	11,677			15,977
Gross profit, excluding stock-based compensation	$	363,631		$	283,100
Gross margin, excluding stock-based compensation	81		%	83		%

Adjusted Income from Operations

The following table provides a reconciliation of adjusted income from operations, which excludes stock-based compensation and related employer payroll taxes for the three months ended March 31, 2022 and 2021 (in thousands):


	Three Months Ended March 31,
	2022		2021
Loss from operations	$	(39,439)	$	(114,014)
Add: stock-based compensation	149,323		193,731
Add: employer payroll taxes related to stock-based compensation	7,506		36,866
Adjusted income from operations	$	117,390	$	116,583

Components of Results of Operations

Revenue

We generate revenue from the sale of subscriptions to access our software in our hosted environment with operating and maintenance (“O&M”) services (“Palantir Cloud”), software subscriptions in our customers’ environments with ongoing O&M services (“On-Premises Software”), and professional services.

Palantir Cloud

Our Palantir Cloud subscriptions grant customers the right to access the software functionality in a hosted environment controlled by Palantir and are sold together with stand-ready O&M services, as further described below. We promise to provide continuous access to the hosted software throughout the contract term. Revenue associated with Palantir Cloud subscriptions is generally recognized over the contract term on a ratable basis, which is consistent with the transfer of control of the Palantir services to the customer.

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On-Premises Software

Sales of our software subscriptions grant customers the right to use functional intellectual property, either on their internal hardware infrastructure or on their own cloud instance, over the contractual term and are also sold together with stand-ready O&M services. O&M services include critical updates and support and maintenance services required to operate the software and, as such, are necessary for the software to maintain its intended utility over the contractual term. Because of this requirement, we have concluded that the software subscriptions and O&M services, which together we refer to as our On-Premises Software, are highly interdependent and interrelated and represent a single distinct performance obligation within the context of the contract. Revenue is generally recognized over the contract term on a ratable basis.

Professional Services

Our professional services support the customers’ use of the software and include, as needed, on-demand user support, user-interface configuration, training, and ongoing ontology and data modeling support. Professional services contracts typically include the provision of on-demand professional services for the duration of the contractual term. These services are typically coterminous with a Palantir Cloud or On-Premises Software subscriptions. Professional services are on-demand, whereby we perform services throughout the contract period; therefore, the revenue is recognized over the contractual term.

Cost of Revenue

Cost of revenue primarily includes salaries, stock-based compensation expense, and benefits for personnel involved in performing O&M and professional services, as well as third-party cloud hosting services, allocated overhead, and other direct costs.

We expect that cost of revenue will increase in absolute dollars as our revenue grows and will vary from period to period as a percentage of revenue.

Sales and Marketing

Our sales and marketing efforts span all stages of our sales cycle, including personnel involved with sales functions, and executing pilots at new or existing customers. Sales and marketing costs primarily include salaries, stock-based compensation expense, and benefits for our sales force and personnel involved in sales functions, executing on pilots and customer growth activities; as well as third-party cloud hosting services for our pilots, marketing and sales event-related costs, and allocated overhead. Sales and marketing costs are generally expensed as incurred.

We expect that sales and marketing expenses will increase in absolute dollars as we continue to invest in our potential and current customers, in growing our business, sales force, and enhancing our brand awareness.

Research and Development

Our research and development efforts are aimed at continuing to develop and refine our platforms, including adding new features and modules, increasing their functionality, and enhancing the usability of our platforms. Research and development costs primarily include salaries, stock-based compensation expense, and benefits for personnel involved in performing the activities to develop and refine our platforms, internal use third-party cloud hosting services and other IT-related costs, and allocated overhead. Research and development costs are expensed as incurred.

We plan to continue to invest in personnel to support our research and development efforts. As a result, we expect that research and development expenses will increase in absolute dollars for the foreseeable future as we continue to invest to support these activities.

General and Administrative

General and administrative costs include salaries, stock-based compensation expense, and benefits for personnel involved in our executive, finance, legal, human resources, and administrative functions, as well as third-party professional services and fees, and allocated overhead.

We expect that general and administrative expenses will increase in absolute dollars as we hire additional personnel and enhance our systems, processes, and controls to support the growth in our business as well as our increased compliance and reporting requirements as a public company.

Interest Income

Interest income consists primarily of interest income earned on our cash, cash equivalents, and restricted cash balances.

Interest Expense

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

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Other Income (Expense), Net

Other income (expense), net consists primarily of foreign currency exchange gains and losses, realized and unrealized losses from Investments, and our share of income and losses from our equity method investments.

Provision for Income Taxes

Provision for income taxes consists of income taxes related to foreign and state jurisdictions in which we conduct business and withholding taxes.

Segments

We have two operating segments, commercial and government, which were determined based on the manner in which the chief operating decision maker (“CODM”), who is our chief executive officer, manages our operations for purposes of allocating resources and evaluating performance. Various factors, including our organizational and management reporting structure and customer type, were considered in determining these operating segments.

Our operating segments are described below:

Commercial: This segment primarily serves customers working in non-government industries.
Government: This segment primarily serves customers that are U.S. government and non-U.S. government agencies.

Segment profitability is evaluated based on contribution and contribution margin. Contribution is segment revenue less the related costs of revenue and sales and marketing expenses, excluding stock-based compensation expense. Contribution margin is contribution divided by revenue. To the extent costs of revenue or sales and marketing expenses are not directly attributable to a particular segment, they are allocated based upon headcount at each operating segment during the period. We use it, in part, to evaluate the performance of, and allocate resources to, each of our operating segments, which excludes certain operating expenses that are not allocated to operating segments because they are separately managed at the consolidated corporate level. These unallocated costs include stock-based compensation expense, research and development costs, and general and administrative costs, such as legal and accounting.

Results of Operations

The following table summarizes our condensed consolidated statements of operations data (in thousands):


	Three Months Ended March 31,
	2022		2021
Revenue	$	446,357	$	341,234
Cost of revenue (1)	94,403		74,111
Gross profit	351,954		267,123
Operating expenses:
Sales and marketing (1)	160,485		136,097
Research and development (1)	88,601		98,471
General and administrative (1)	142,307		146,569
Total operating expenses	391,393		381,137
Loss from operations	(39,439)		(114,014)
Interest income	547		376
Interest expense	(594)		(1,840)
Other income (expense), net	(59,870)		(4,894)
Loss before provision for income taxes	(99,356)		(120,372)
Provision for income taxes	2,023		3,102
Net loss	$	(101,379)	$	(123,474)

————

(1) Includes stock-based compensation expense.

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The following table sets forth the components of our condensed consolidated statements of operations data as a percentage of revenue:


	Three Months Ended March 31,
	2022		2021
Revenue	100	%	100	%
Cost of revenue	21		22
Gross margin	79		78
Operating expenses:
Sales and marketing	36		40
Research and development	20		28
General and administrative	32		43
Total operating expenses	88		111
Loss from operations	(9)		(33)
Interest income	—		—
Interest expense	—		(1)
Other income (expense), net	(13)		(1)
Loss before provision for income taxes	(22)		(35)
Provision for income taxes	1		1
Net loss	(23)	%	(36)	%

Comparison of the Three Months Ended March 31, 2022 and 2021

Revenue


	Three Months Ended March 31,				Change
	2022		2021		Amount		%
Revenue:
Government	$	241,790	$	208,420	$	33,370	16	%
Commercial	204,567		132,814		71,753		54	%
Total revenue	$	446,357	$	341,234	$	105,123	31	%

Revenue increased by $105.1 million, or 31%, for the three months ended March 31, 2022 compared to the same period in 2021. Revenue from government customers increased by $33.4 million, or 16%, for the three months ended March 31, 2022 compared to the same period in 2021, primarily from customers in the United States. Of the increase, $33.0 million was from government customers existing as of December 31, 2021. Generally, increases in revenue from our existing customers are related to increased adoption of our products and services within their organizations. Revenue from commercial customers increased by $71.8 million, or 54%, for the three months ended March 31, 2022 compared to the same period in 2021. Of the increase, $53.8 million was from existing customers as of December 31, 2021, of which $26.8 million was revenue from customers with which we have entered into concurrent Investment Agreements. For additional information, see Note 4. Investments and Fair Value Measurements and Note 7. Commitments and Contingencies in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Cost of Revenue and Gross Profit


	Three Months Ended March 31,						Change
	2022			2021			Amount			%
Cost of revenue	$	94,403		$	74,111		$	20,292		27	%
Gross profit	351,954			267,123			84,831			32	%
Gross margin	79		%	78		%	1		%

Cost of revenue for the three months ended March 31, 2022 increased by $20.3 million, or 27%, compared to the same period in 2021. The increase was primarily due to increases of $14.3 million in third-party cloud hosting services driven by increased usage by

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existing customers and $5.4 million in field service representatives and other direct deployment costs mainly related to new projects. These increases were partially offset by a decrease of $6.9 million in stock-based compensation expense.

Our gross margin for the three months ended March 31, 2022 increased from 78% for the same period in 2021 to 79% as a result of increased efficiencies in supporting revenue growth at our customer deployments, for example from making investments in our platforms as well as a lower rate of increase in cost of revenue partially driven by a decrease in stock-based compensation expense.

Operating Expenses


	Three Months Ended March 31,				Change
	2022		2021		Amount		%
Sales and marketing	$	160,485	$	136,097	$	24,388	18	%
Research and development	88,601		98,471		(9,870)		(10)	%
General and administrative	142,307		146,569		(4,262)		(3)	%
Total operating expenses	$	391,393	$	381,137	$	10,256	3	%

Sales and Marketing

Sales and marketing expenses increased by $24.4 million, or 18%, for the three months ended March 31, 2022 compared to the same period in 2021. The increase was primarily due to increases of $18.9 million in payroll and other payroll-related costs driven by an increase in headcount attributable to our sales and marketing function, $11.0 million in marketing and advertising expenses, and $7.7 million in office-related expenses and travel costs largely driven by the reduction in COVID-19 restrictions. These increases were partially offset by a decrease of $17.5 million in stock-based compensation expense.

Research and Development

Research and development expenses decreased by $9.9 million, or 10%, for the three months ended March 31, 2022 compared to the same period in 2021. The decrease was primarily due to a decrease of $20.1 million in stock-based compensation expense; partially offset by an increase of $4.7 million in payroll and other payroll-related costs primarily driven by an increase in headcount attributable to our research and development function.

General and Administrative

General and administrative expenses decreased by $4.3 million, or 3%, for the three months ended March 31, 2022 compared to the same period in 2021. The decrease was primarily due to a decrease of $29.3 million in stock-based compensation expense, partially offset by increases of $9.6 million in professional service fees, $7.0 million in office-related expenses and travel costs largely driven by the reduction in COVID-19 restrictions, and $4.9 million in payroll and other payroll-related costs driven by an increase in headcount attributable to our general and administrative functions.

Stock-Based Compensation


	Three Months Ended March 31,				Change
	2022		2021		Amount		%
Cost of revenue	$	11,677	$	15,977	$	(4,300)	(27)	%
Sales and marketing	49,272		57,286		(8,014)		(14)	%
Research and development	26,905		37,874		(10,969)		(29)	%
General and administrative	61,469		82,594		(21,125)		(26)	%
Total stock-based compensation expense	$	149,323	$	193,731	$	(44,408)	(23)	%

Stock-based compensation expenses decreased by $44.4 million, or 23%, for the three months ended March 31, 2022 compared to the same period in 2021. The decrease was primarily driven by lower expense under the accelerated attribution method for RSUs granted prior to September 30, 2020, the date of our direct listing, during the three months ended March 31, 2022 compared to the same period in 2021, and lower expense due to options becoming fully vested over time.

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Interest Income


	Three Months Ended March 31,				Change
	2022		2021		Amount
Interest income	$	547	$	376	$	171

Interest income increased by $0.2 million for the three months ended March 31, 2022 compared to the same period in 2021 primarily due to an increase in U.S. interest rates on interest earned from our cash, cash equivalents, and restricted cash.

Interest Expense


	Three Months Ended March 31,				Change
	2022		2021		Amount
Interest expense	$	(594)	$	(1,840)	$	1,246

Interest expense decreased by $1.2 million for the three months ended March 31, 2022 compared to the same period in 2021 primarily due to the full repayment of the outstanding debt balance during the second quarter of 2021.

Other Income (Expense), Net


	Three Months Ended March 31,				Change
	2022		2021		Amount
Other income (expense), net	$	(59,870)	$	(4,894)	$	(54,976)

Other income (expense), net changed by $55.0 million for the three months ended March 31, 2022 compared to the same period in 2021 primarily due to unrealized losses, net from our investments in marketable securities.

Provision for Income Taxes


	Three Months Ended March 31,				Change
	2022		2021		Amount
Provision for income taxes	$	2,023	$	3,102	$	(1,079)

Provision for income taxes decreased by $1.1 million for the three months ended March 31, 2022 compared to the same period in 2021 primarily due to decreases in non-US income tax expense partially offset by an increase in foreign withholding taxes.

Liquidity and Capital Resources

We generated positive cash flow from operations for the three months ended March 31, 2022 as our customer billing cycles have continued to normalize and our growth in customer collections outpaced our cash operating expenses. We had $2.3 billion in cash and cash equivalents available as of March 31, 2022. We believe that cash flows generated from operations, cash, cash equivalents, available funds and access to financing sources, including our revolving credit facility, will be sufficient to meet our anticipated operating cash needs for at least the next twelve months. However, any projections of future cash needs and cash flows are subject to substantial uncertainty. Historically, we generated negative cash flows from operations and financed our operations primarily through the sale of our equity securities, including proceeds from option exercises, and payments received from our customers.

As of March 31, 2022, our accumulated deficit balance was $5.6 billion, and our principal sources of liquidity were $2.3 billion of cash and cash equivalents.

As of March 31, 2022, we had no outstanding debt balances and additional available and undrawn revolving commitments of $500.0 million under our revolving credit facility. For more information, see Note 6. Debt in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q*.*

Our future capital requirements will depend on many factors, including, but not limited to the rate of our growth, our ability to attract and retain customers and their willingness and ability to pay for our products and services, and the timing and extent of spending to support our efforts to market and develop our products. Further, as of March 31, 2022, our approved investment commitments outstanding totaled $35.0 million, which are in addition to the investments we made during the period, and we may enter into future arrangements to acquire or invest in businesses, products, services, strategic partnerships, and technologies. As such, we may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may

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not be able to raise it on terms acceptable to us or at all. If additional funds are not available to us on acceptable terms, or at all, our business, financial condition, and results of operations could be adversely affected.

The following table summarizes our cash flows for the periods indicated (in thousands):


	Three Months Ended March 31,
	2022		2021
Net cash provided by (used in):
Operating activities	$	35,477	$	116,881
Investing activities	(96,468)		(708)
Financing activities	27,241		206,354
Effect of foreign exchange on cash, cash equivalents, and restricted cash	(727)		(2,197)
Net increase (decrease) in cash, cash equivalents, and restricted cash	$	(34,477)	$	320,330

Operating Activities

Net cash provided by operating activities was $35.5 million and $116.9 million for the three months ended March 31, 2022 and 2021, respectively. The decrease was primarily driven by timing of the receipt of payments from our customers, and timing of payments to vendors.

Investing Activities

Net cash used in investing activities was $96.5 million and $0.7 million for the three months ended March 31, 2022 and 2021, respectively. The increase in cash used by investing activities was primarily due to purchases of marketable securities of $89.5 million.

Financing Activities

Net cash provided by financing activities was $27.2 million and $206.4 million for the three months ended March 31, 2022 and 2021, respectively, each of which primarily consisted of proceeds from the exercise of common stock options.

Contractual Obligations and Commitments

Our contractual obligations and commitments primarily consist of operating lease commitments for our facilities, non-cancelable purchase commitments related to third-party cloud hosting services, and commitments to invest in shares of various entities, certain of which are contingent upon certain business combinations. For additional information, refer to Note 7. Commitments and Contingencies to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q. Except as already disclosed in Note 7. Commitments and Contingencies in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, there has been no material change in our contractual obligations and commitments other than in the ordinary course of business since our fiscal year ended December 31, 2021. See our Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022, for additional information regarding the Company’s contractual obligations.

Critical Accounting Policies and Estimates

Our condensed consolidated financial statements and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Q are prepared in accordance with GAAP. The preparation of condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, costs and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from our estimates. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows will be affected.

There have been no material changes to our critical accounting policies and estimates as compared to the critical accounting policies and estimates discussed in the Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022.

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Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, if any, refer to Note 2. Significant Accounting Policies in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to market risks in the ordinary course of our business, which primarily relate to fluctuations in the value of our investments, interest rates, foreign exchange, and inflation.

Market Risk

As of March 31, 2022, we had outstanding investments in marketable securities valued at $252.6 million. We have sold, and may continue to sell, some or all of our existing Investments. These Investments are often in early- or growth-stage companies that have minimal public trading history; as such the fair value of these Investments may fluctuate depending on the financial outcome and prospects of the Investees, as well as global market conditions including recent and ongoing volatility related to the impacts of COVID-19 and the Russian invasion of Ukraine. Additionally, investing in early- or growth- stage companies carries inherent risks because, among other things, the technologies or products that are being developed by these companies are typically in the early phases and may never materialize or they may not achieve their growth or other business objectives, and they may experience a decline in financial condition, which could result in a loss of all or a substantial part of our investment in these companies. We record gains or losses as the fair value of these Investments change and as we sell them. We anticipate additional volatility to our condensed consolidated statements of operations due to changes in market prices, and as such gains and losses are realized. During the three months ended March 31, 2022, net unrealized losses of $51.9 million related to marketable securities were recorded in other income (expense), net on our condensed consolidated statements of operations. We do not currently anticipate entering into new Investment Agreements to purchase, or commit to purchase, securities of special purpose acquisition companies.

Interest Rate Risk

Our cash, cash equivalents, and restricted cash consist of cash, certificates of deposit, and money market funds. Our primary investment policy and strategies are focused on the preservation of capital and supporting our liquidity requirements; however, to a lesser extent we have made and may continue to make investments in early- and growth-stage companies, as disclosed in Note 4. Investments and Fair Value Measurements and Note 7. Commitments and Contingencies—Investment Commitments in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Due to the short-term nature of the financial instruments, we have not been exposed to, nor do we anticipate being exposed to, material risks due to changes in interest rates.

Foreign Currency Exchange Risk

Our contracts with customers are primarily denominated in U.S. dollars, with a small amount denominated in foreign currencies. 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 European countries. Our results of current and future operations and cash flows are, therefore, subject to fluctuations due to changes in foreign currency exchange rates, particularly changes in the Euro and GBP. Additionally, fluctuations in foreign currency exchange rates may cause us to recognize transaction gains and losses in our statement of operations. To date, foreign currency transaction gains and losses have not been material to our condensed consolidated financial statements, and we have not engaged in any foreign currency hedging transactions.

Inflation Risk

We do not believe that inflation has had a material effect on our business, results of operations, or financial condition.

Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our disclosure controls and procedures are designed to ensure that information we are required to disclose in reports that we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Our management, with the participation and supervision of our Chief Executive Officer and our Chief Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our Chief

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Executive Officer and Chief Financial Officer have concluded that, as of such date, our disclosure controls and procedures were, in design and operation, effective at a reasonable assurance level.

Changes in Internal Controls Over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on the Effectiveness of Controls

The effectiveness of any system of internal control over financial reporting, including ours, is subject to inherent limitations, including the exercise of judgment in designing, implementing, operating, and evaluating the controls and procedures, and the inability to eliminate misconduct completely. Accordingly, in designing and evaluating the disclosure controls and procedures, management recognizes that any system of internal control over financial reporting, including ours, no matter how well designed and operated, can only provide reasonable, not absolute, assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs. Moreover, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. We intend to continue to monitor and upgrade our internal controls as necessary or appropriate for our business but cannot assure you that such improvements will be sufficient to provide us with effective internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we are subject to legal proceedings and claims arising in the ordinary course of business. Based on our current knowledge, we believe that the amount or range of reasonably possible losses will not, either individually or in the aggregate, have a material adverse effect on our business, results of operations, or financial condition.

The results of any litigation cannot be predicted with certainty, and an unfavorable resolution in any legal proceedings could materially affect our future business, results of operations, or financial condition. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors.

For information on legal proceedings, refer to Note 7. Commitments and Contingencies—Litigation and Legal Proceedings in our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Item 1A. RISK FACTORS

Investing in our Class A common stock involves a high degree of risk. You should carefully consider the risks and uncertainties described below, together with all of the other information in this Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our condensed consolidated financial statements and accompanying notes, before making a decision to invest in our Class A common stock. Our business, financial condition, results of operations, or prospects could also be harmed by risks and uncertainties not currently known to us or that we currently do not believe are material. If any of the risks actually occur, our business, financial condition, results of operations, and prospects could be adversely affected. In that event, the trading price of our Class A common stock could decline, and you could lose part or all of your investment.

Risk Factor Summary

Our business is subject to numerous risks and uncertainties that you should consider before investing in our Class A common stock. These risks are described more fully below and include, but are not limited to, risks relating to the following:

we have incurred losses each year and we may not become profitable in the future;
we may not be able to sustain our revenue growth rate;
our sales efforts involve considerable time and expense and our sales cycle is often long and unpredictable;
a limited number of customers account for a substantial portion of our revenue;
our results of operations and our key business measures are likely to fluctuate significantly on a quarterly basis;
seasonality may cause fluctuations in our results of operations and financial position;
our platforms are complex and may have a lengthy implementation process;
we may not successfully develop and deploy new technologies to address the needs of our customers;
our platforms must operate with third-party products and services;
we may be unable to hire, retain, train, and motivate qualified personnel and senior management and deploy our personnel and resources to meet customer demand;
we may be unable to successfully build, expand, and deploy our marketing and sales organization;
we may not be able to maintain and enhance our brand and reputation;
unfavorable news or social media coverage may harm our reputation and business;
exclusive arrangements or unique terms with customers or partners may result in significant risks or liabilities to us;
we face intense competition in our markets;
we may be unable to maintain or properly manage our culture as we grow;
we may not enter into relationships with potential customers if we consider their activities to be inconsistent with our organizational mission or values;
joint ventures, channel sales relationships, platform partnerships, and strategic alliances may be unsuccessful;
we may not be successful in executing our strategy to increase our sales to larger customers;

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breach of the systems of any third parties upon which we rely, our customers’ cloud or on-premises environments, or our internal systems or unauthorized access to data;
the COVID-19 pandemic may continue to significantly affect our business and operations;
the market for our platforms and services may develop more slowly than we expect;
we have made and may continue to make strategic investments to support key business initiatives, including in privately-held and publicly-traded companies, as well as alternative investments, and we may not realize a return on these investments;
issues raised by the use of artificial intelligence in our platforms may result in reputational harm or liability;
we depend on computing infrastructure of third parties and they may experience errors, disruption, performance problems, or failure;
we may fail to adequately obtain, maintain, protect, and enforce our intellectual property and other proprietary rights;
we may be subject to intellectual property rights claims;
there may be real or perceived errors, failures, defects, or bugs in our platforms;
we rely on the availability of third-party technology that may be difficult to replace or that may cause errors;
our business is subject to complex and evolving U.S. and non-U.S. laws and regulations regarding privacy, data protection and security, technology protection, and other matters;
our non-U.S. sales and operations subject us to additional risks and regulations;
we may encounter unfavorable outcomes in legal, regulatory, and administrative inquiries and proceedings;
we may fail to receive and maintain government contracts or there may be changes in the contracting or fiscal policies of the public sector;
many of our customer contracts may be terminated by the customer at any time for convenience and may contain other provisions permitting the customer to discontinue contract performance;
we may not realize the full deal value of our customer contracts;
there may be a decline in the U.S. and other government budgets, changes in spending or budgetary priorities, or delays in contract awards; and
the multi-class structure of our common stock, the Founder Voting Trust Agreement and the Founder Voting Agreement concentrate voting power with certain stockholders, in particular, our Founders and their affiliates.

Risks Related to Our Business and Industry

We have incurred losses each year since our inception, we expect our operating expenses to increase, and we may not become profitable in the future.

We have incurred losses each year since our inception as reflected in our condensed consolidated statements of operations included elsewhere in this filing, and we may never achieve or maintain profitability. In addition, our operating expenses have increased over time. As we continue to expand our business, industry verticals, and the breadth of our operations, upgrade our infrastructure, hire additional employees, expand into new markets, invest in research and development, invest in sales and marketing, including expanding our sales organization and related sales-based payments that may come with such expansion, lease more real estate to accommodate our anticipated future growth, and incur costs associated with general administration, including expenses related to being a public company, we expect that our costs of revenue and operating expenses will continue to increase. To the extent we are successful in increasing our customer base, we may also incur increased 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. Furthermore, our sales model often requires us to spend months and invest significant resources working with customers on pilot deployments at no or low cost to them, which may result in no or minimal future revenue. We may not be able 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 achieving or maintaining profitability in the future. Any failure by us to achieve, and then sustain or increase, profitability on a consistent basis could adversely affect our business, financial condition, and results of operations.

We may not be able to sustain our revenue growth rate in the future.

Although our revenue has increased in recent periods, there can be no assurances that revenue will continue to grow or do so at current rates, and you should not rely on the revenue of any prior quarterly or annual period as an indication of our future performance. Our revenue growth rate may decline in future periods. Many factors may contribute to declines in our revenue g

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Item 5. OTHER INFORMATION

Not applicable.

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Item 6. EXHIBITS


		Incorporated by Reference
Exhibit Number	Description	Form	File No.	Exhibit	Filing Date

10.1	Amendment No. 12 to Revolving Credit Agreement and Incremental Agreement, dated as of March 31, 2022, among the registrant, Palantir USG, Inc., the lenders party thereto, and Morgan Stanley Senior Funding, Inc., as Administrative Agent (including the Credit Agreement, dated as of October 7, 2014, the Pledge and Security Agreement, dated as of December 20, 2019, and the Guaranty Agreement dated as of October 7, 2014, each as amended and restated, and each among the registrant, Morgan Stanley Senior Funding, Inc. and the other parties thereto)	8-K	001-39540	10.1	April 1, 2022
31.1*	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 2002.

31.2*	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 2002.

32.1†	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 2002.

101.INS*	Inline XBRL Instance Document.

101.SCH*	Inline XBRL Taxonomy Extension Schema Document.

101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document.

Filed Herewith

† The certifications attached as Exhibit 32.1 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



	PALANTIR TECHNOLOGIES INC.

Date: May 9, 2022	By:	/s/ Alexander C. Karp
		Alexander C. Karp
		Chief Executive Officer
		(Principal Executive Officer)

Date: May 9, 2022	By:	/s/ David Glazer
		David Glazer
		Chief Financial Officer
		(Principal Financial Officer)

Date: May 9, 2022	By:	/s/ Jeffrey Buckley
		Jeffrey Buckley
		Chief Accounting Officer
		(Principal Accounting Officer)