Schingler Robert H 4

What Happened

• Robert H. Schingler, Co‑Founder, Chief Strategy Officer and Director of Planet Labs (PL), reported exercises/conversions of derivative securities on 2026-02-03 that resulted in the acquisition of 328,396 shares (36,369 + 292,027). To cover tax withholding, 18,504 shares were surrendered at $23.95 per share, totaling $443,171. The reported exercise/conversion price was $0.00 for the derivative entries, indicating conversion/vesting rather than a cash purchase.
• Net new shares acquired after the withholding: 309,892 shares (328,396 acquired less 18,504 withheld). Some filing lines also show dispositions of derivative instruments, consistent with conversions or cancellations recorded in the Form 4.

Key Details

• Transaction date: 2026-02-03; Form 4 filed: 2026-02-05 (timely filing).
• Reported exercise/conversion entries at $0.00 per share; tax withholding: 18,504 shares @ $23.95 = $443,171 (transaction code F).
• Net shares added: 309,892 (328,396 acquired − 18,504 withheld).
• Footnotes of interest:
  • F1: Schingler holds 834,558 RSUs that vest quarterly (contingent right to one Class A share each).
  • F2: Some shares reflect issuance of earnout shares after the $21.00 stock price threshold was met.
  • F3: Class B common shares are convertible into Class A common on a 1:1 basis with no expiration.
• Shares owned after the transaction are not specified in the provided summary of the filing.

Context

• The $0.00 exercise price and the share withholding for taxes indicate a net-share settlement/cashless-type outcome (i.e., shares were converted/vested and a portion was surrendered to satisfy tax obligations), not an open‑market purchase or sale for cash.
• Earnout and conversion footnotes suggest part of the activity relates to milestone‑based issuance and Class B → Class A conversions rather than exercise of typical priced stock options.
• This type of transaction is routine for executives receiving/vesting equity and using shares to cover tax liabilities; it should not be interpreted alone as a buy or sell signal.