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4//SEC Filing

Johnson Ashley F. 4

Accession 0001836833-26-000015

CIK 0001836833other

Filed

Jan 21, 7:00 PM ET

Accepted

Jan 22, 9:01 PM ET

Size

14.8 KB

Accession

0001836833-26-000015

Research Summary

AI-generated summary of this filing

Updated

Planet Labs CFO Ashley Johnson Exercises Options, Sells Shares

What happened Ashley F. Johnson, President and Chief Financial Officer of Planet Labs PBC (PL), exercised/converted derivative securities for 61,314 shares and then disposed of shares across several transactions. On Jan 21, 2026 she sold 54,900 shares (weighted avg. $27.04) and 95,831 shares (weighted avg. $27.00) in open-market sales, generating about $4.07 million in gross proceeds. Separately, 33,693 shares were surrendered/used to satisfy tax or exercise-related obligations (reported value $888,821). On Jan 20 she also made a bona fide gift of 5,000 shares (no proceeds).

Key details

  • Transaction dates: Jan 20–21, 2026; Form filed Jan 22, 2026 (timely).
  • Option/derivative activity: exercised/converted 61,314 derivative securities at $0.00 per share (reported as code M).
  • Open-market sales: 54,900 shares at a weighted average $27.04 (reported $1,484,606; prices in range $26.95–$27.20 per footnote), and 95,831 shares at a weighted average $27.00 (reported $2,587,197; prices in range $26.82–$27.19 per footnote).
  • Shares surrendered for tax/exercise: 33,693 shares at $26.38 reported ($888,821).
  • Gift: 5,000 shares reported as a bona fide gift (no consideration received).
  • Total disclosed sale proceeds (open-market sales): ~$4.07M; plus $888,821 reported as share payment for tax/exercise.
  • Shares owned after the reported transactions: not specified in the excerpt provided.
  • Notable footnotes: F1 (gift), F2 & F3 (weighted-average sale price ranges), F4 (1,280,545 RSUs outstanding that vest quarterly), F5 (issuance of earnout shares after $19 trigger and further vesting contingent on $21 threshold), F6 (administrative correction to a previous Form 4 column reporting error).

Context

  • This was a mixed sequence: an exercise/conversion of derivative securities followed largely by sales (including shares surrendered for tax). Exercises followed by immediate or near-term sales (a cashless-style outcome) are common for covering exercise costs and taxes; the gift is not an indicator of market sentiment. The filing appears timely (filed Jan 22 for Jan 20–21 transactions).

Insider Transaction Report

Form 4
Period: 2026-01-20
Johnson Ashley F.
President & CFO
Transactions
  • Gift

    Class A Common Stock

    [F1]
    2026-01-205,0002,079,211 total
  • Exercise/Conversion

    Class A Common Stock

    2026-01-21+61,3142,140,525 total
  • Tax Payment

    Class A Common Stock

    2026-01-21$26.38/sh33,693$888,8212,106,832 total
  • Sale

    Class A Common Stock

    [F2]
    2026-01-21$27.04/sh54,900$1,484,6062,051,932 total
  • Sale

    Class A Common Stock

    [F3][F4]
    2026-01-21$27.00/sh95,831$2,587,1971,956,101 total
  • Exercise/Conversion

    Earnout - Class A Shares

    [F5][F6]
    2026-01-2061,31461,316 total
    Class A Common Stock (61,314 underlying)
Footnotes (6)
  • [F1]The reported transaction represents a bona fide gift. This is not a market transaction, thus no price has been reported. No value was received for the gifted shares.
  • [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.95 to $27.20, inclusive. The reporting person undertakes to provide the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
  • [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.82 to $27.19, inclusive. The reporting person undertakes to provide the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
  • [F4]Includes 1,280,545 RSUs that vest in equal quarterly installments on the 15th of March, June, September and December. The RSUs represent a contingent right to receive one share of issuer's Class A Common Stock each and have no expiration date.
  • [F5]Represents the issuance of earnout shares as a result of the achievement of the $19.00 stock price threshold. The remaining earnout shares will vest in one final installment if the closing price of the Class A Common Stock equals or exceeds $21.00 over any 20 trading days within any 30 day trading period prior to December 7, 2026, or if the Issuer consummates a change of control transaction prior to December 7, 2026 that entitles its stockholders to receive a per share consideration of at least $21.00.
  • [F6]Due to an administrative error, the Form 4 previously filed on January 15, 2026 (the "Previous Form 4"), inadvertently reported the Table II, Column 5 Number of Derivative Securities Disposed in the incorrect Acquired (A) column instead of the correct Disposed (D) column. The previous Form 4 correctly reported the Number of Derivative Securities Beneficially Owned Following Reported Transaction and the other information therein despite this error.
Signature
/s/LeeAnn Linck, Attorney-in-fact for: Ashley F. Johnson|2026-01-22

Documents

1 file

Issuer

Planet Labs PBC

CIK 0001836833

Entity typeother

Related Parties

1
  • filerCIK 0001572854

Filing Metadata

Form type
4
Filed
Jan 21, 7:00 PM ET
Accepted
Jan 22, 9:01 PM ET
Size
14.8 KB