Marshall William Spencer 4

What Happened
Marshall William Spencer, Co‑Founder, CEO and Director of Planet Labs (PL), exercised/converted derivative awards on February 3, 2026 and used 63,041 shares to satisfy tax withholding. The withheld shares were disposed at $23.95 each, generating $1,509,832. The filing shows multiple exercise/conversion entries (zero exercise price) totaling 415,927 shares acquired through derivative conversion.

Key Details

• Transaction date: 2026-02-03. Withholding sale price: $23.95 per share. Proceeds from withheld shares: $1,509,832.
• Derivative activity: multiple "M" (exercise/conversion) entries at $0.00 exercise price (totaling 415,927 shares acquired by conversion).
• Tax withholding: "F" code — 63,041 shares disposed to pay tax liability.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes of note: F1 — large RSU pool vests quarterly; F2 — issuance of earnout shares after $21.00 price threshold; F3 — Class B shares convertible to Class A on a 1:1 basis.
• Filing timeliness: no late filing indication provided in the excerpt.

Context
This appears to be a routine cashless-style exercise/conversion where derivative/award shares were converted and a portion (63,041 shares) was surrendered/sold to cover taxes — common for option/RSU settlements and not necessarily a directional market signal. The filing also references earnout and RSU mechanics (F1/F2) and Class B→A conversion rights (F3), which help explain the zero-dollar exercise entries.