Brennan Ita M 4

Accession 0001836833-26-000023

CIK 0001836833other

Filed

Jan 22, 7:00 PM ET

Accepted

Jan 23, 6:21 PM ET

Size

8.1 KB

Accession

0001836833-26-000023

AI-generated summary of this filing

Updated Jan 23, 2026

Planet Labs Director Brennan Ita Converts Derivative into 423 Shares

What Happened

Brennan Ita, a director of Planet Labs PBC (PL), executed a conversion/exercise of derivative securities (transaction code M) on January 21, 2026. The filing reports 423 shares acquired at $0.00 and a corresponding record of 423 derivative securities disposed at $0.00 — effectively converting the derivative instruments into 423 shares with no cash payment.

Key Details

Transaction date: 2026-01-21; Form filed: 2026-01-23 (timely).
Reported amounts: 423 shares acquired @ $0.00; 423 derivative securities disposed @ $0.00.
Shares owned after the transaction: not specified in the provided filing excerpt.
Relevant footnotes:
- F1: Describes additional RSUs held by the insider (6,957 vesting quarterly; 32,468 that vest on earlier of first anniversary or next annual meeting).
- F2: Notes certain earnout shares have been issued after meeting a $19.00 threshold; one remaining tranche vests if $21.00 is met or on a qualifying change of control before Dec 7, 2026.
- F3: Clarifies a previous Form 4 (filed Jan 15, 2026) had an administrative column-placement error but otherwise reported the correct post-transaction ownership.
No cash proceeds were reported and this was not an open-market purchase or sale.

Context

Code M transactions are exercises or conversions of derivative securities. In plain terms, this indicates the insider converted a derivative position into common shares (likely a zero-cost conversion or vested award), rather than buying stock with cash or selling shares into the market.
Such conversions often reflect routine vesting or contractual conversion terms and are not, by themselves, a direct bullish or bearish signal about the company's stock price.

Form 4

Period: 2026-01-21

Director

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-01-21+423→ 300,235 total
Exercise/Conversion
Earnout - Class A Shares
[F2][F3]
2026-01-21−423→ 423 total
→ Class A Common Stock (423 underlying)

Footnotes (3)

[F1]Includes (a) 6,957 RSUs that vest in equal quarterly installments on the 15th of March, June, September and December; and (b) 32,468 RSUs which fully vest on the earlier of (i) the first anniversary of the grant or (ii) the date of the issuer's next annual meeting of stockholders to occur following the grant. The RSUs represent a contingent right to receive one share of issuer's Class A Common Stock each and have no expiration date.
[F2]Represents the issuance of earnout shares as a result of the achievement of the $19.00 stock price thresholds. 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.
[F3]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

By: /s/ LeeAnn Linck, Attorney-in-fact for: Ita M Brennan|2026-01-23

1 file

Planet Labs PBC

CIK 0001836833

Entity typeother