SEC Form SC 13G/A filed by Palantir Technologies Inc. (Amendment)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Palantir Technologies Inc.
|
(Name of Issuer)
|
Class A common stock, par value $0.001 per share
|
(Title of Class of Securities)
|
69608A 10 8
|
(CUSIP Number)
|
December 31, 2021
|
(Date of Event which Requires Filing of this Statement)
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
PT Ventures, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
7,594,364(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
7,594,364(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
7,594,364(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.4%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Clarium L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Bermuda
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Clarium Capital Management, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
STS Holdings II LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
3,018,890(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
3,018,890(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
3,018,890 (1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.2%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Rivendell 7 LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
77,851,188(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
77,851,188(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
77,851,188(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
4.1%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Rivendell 25 LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
3,016,448(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
3,016,448(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
3,016,448(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.2%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund Management, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund II, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund II Entrepreneurs Fund, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund II Principals Fund, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund II Management, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund III, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund III Entrepreneurs Fund, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund III Principals Fund, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund III Management, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund IV, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund IV Principals Fund, LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund IV Management, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
FF Pathfinder VI, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
The Founders Fund VI Management, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Mithril PAL-SPV 1, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
17,861,224(1)
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
17,861,224(1)
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
17,861,224(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.9%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Mithril LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
17,861,224(1)(2)
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
17,861,224(1)(2)
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
17,861,224(1)(2)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.9%(3)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Mithril GP LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
17,861,224(1)(2)
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
17,861,224(1)(2)
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
17,861,224(1)(2)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.9%(3)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
PN
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Thiel Capital LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
7,255,295(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
7,255,295(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
7,255,295(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.4%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
PLTR Holdings LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
17,502,211(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
17,502,211(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
17,502,211(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.9%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
FF4 Investment LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
1,108,442(1)
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
1,108,442(1)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
1,108,442(1)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.1%(2)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
OO
|
CUSIP No. 69608A 10 8
|
||||
1
|
NAMES OF REPORTING PERSONS
|
|||
Peter Thiel
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|||
(a) ☐
(b) ☐ |
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
United States
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY
EACH REPORTING PERSON WITH: |
5
|
SOLE VOTING POWER
|
||
145,268,955(1)(2)
|
||||
6
|
SHARED VOTING POWER
|
|||
17,861,224(3)(4)
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
145,603,955(5)
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
17,861,224(3)(4)
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
163,465,179(6)
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|||
☐ | ||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
8.4%(7)
|
||||
12
|
TYPE OF REPORTING PERSON
|
|||
IN
|
1.
|
PT Ventures, LLC
|
2.
|
Clarium L.P.
|
3.
|
Clarium Capital Management, LLC
|
4.
|
STS Holdings II LLC
|
5.
|
Rivendell 7 LLC
|
6.
|
Rivendell 25 LLC
|
7.
|
The Founders Fund, LP
|
8.
|
The Founders Fund Management, LLC
|
9.
|
The Founders Fund II, LP
|
10.
|
The Founders Fund II Entrepreneurs Fund, LP
|
11.
|
The Founders Fund II Principals Fund, LP
|
12.
|
The Founders Fund II Management, LLC
|
13.
|
The Founders Fund III, LP
|
14.
|
The Founders Fund III Entrepreneurs Fund, LP
|
15.
|
The Founders Fund III Principals Fund, LP
|
16.
|
The Founders Fund III Management, LLC
|
17.
|
The Founders Fund IV, LP
|
18.
|
The Founders Fund IV Principals Fund, LP
|
19.
|
The Founders Fund IV Management, LLC
|
20.
|
FF Pathfinder VI, LLC
|
21.
|
The Founders Fund VI Management, LLC
|
22.
|
Mithril PAL-SPV 1, LLC
|
23.
|
Mithril LP
|
24.
|
Mithril GP LP
|
25.
|
Thiel Capital LLC
|
26.
|
PLTR Holdings LLC
|
27.
|
FF4 Investment LLC
|
28.
|
Peter Thiel
|
(a)
|
Amount beneficially owned:
|
||
See Row 9 of cover page for each Reporting Person.
|
|||
(b)
|
Percent of class:
|
||
See Row 11 of cover page for each Reporting Person.
|
|||
(c)
|
Number of shares as to which the person has:
|
||
(i)
|
Sole power to vote or to direct the vote:
|
||
See Row 5 of cover page for each Reporting Person.
|
|||
(ii)
|
Shared power to vote or to direct the vote:
|
||
See Row 6 of cover page for each Reporting Person.
|
|||
(iii)
|
Sole power to dispose or to direct the disposition of:
|
||
See Row 7 of cover page for each Reporting Person.
|
|||
(iv)
|
Shared power to dispose or to direct the disposition of:
|
||
See Row 8 of cover page for each Reporting Person.
|
Dated: February 14, 2022
|
PT VENTURES, LLC
|
By: /s/ Peter Thiel
|
|
Name: Peter Thiel
|
|
Title: Managing Member
|
|
CLARIUM L.P.
|
|
By: Clarium Capital Management, LLC, its General Partner
|
|
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Manager | |
CLARIUM CAPITAL MANAGEMENT, LLC | |
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Manager | |
STS HOLDINGS II LLC
|
|
By: /s/ Peter Thiel
|
|
Name: Peter Thiel
|
|
Title: Authorized Signatory
|
|
RIVENDELL 7 LLC
|
|
By: /s/ Peter Thiel
|
|
Name: Peter Thiel
|
|
Title: Authorized Signatory
|
|
RIVENDELL 25 LLC
|
|
By: /s/ Peter Thiel
|
|
Name: Peter Thiel
|
|
Title: Authorized Signatory
|
|
THE FOUNDERS FUND, LP | |
By: The Founders Fund Management, LLC,
its General Partner
|
|
By: /s/ Peter Thiel | |
Name: Peter Thiel
|
|
Title: Managing Member |
|
THE FOUNDERS FUND MANAGEMENT, LLC | |
By: /s/ Peter Thiel |
|
Name: Peter Thiel |
|
Title: Managing Member |
THE FOUNDERS FUND II, LP | |
THE FOUNDERS FUND II ENTREPRENEURS FUND, LP | |
THE FOUNDERS FUND II PRINCIPALS FUND, LP | |
By: The Founders Fund II Management, LLC,
their General Partner
|
|
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member | |
THE FOUNDERS FUND II MANAGEMENT, LLC | |
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member | |
THE FOUNDERS FUND III, LP | |
THE FOUNDERS FUND III ENTREPRENEURS FUND, LP | |
THE FOUNDERS FUND III PRINCIPALS FUND, LP | |
By: The Founders Fund III Management, LLC, their General Partner | |
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member | |
THE FOUNDERS FUND III MANAGEMENT, LLC | |
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member | |
THE FOUNDERS FUND IV, LP | |
THE FOUNDERS FUND IV PRINCIPALS FUND, LP | |
By: The Founders Fund IV Management, LLC,
their General Partner
|
|
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member | |
THE FOUNDERS FUND IV MANAGEMENT, LLC | |
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member | |
FF PATHFINDER VI, LLC | |
By: The Founders Fund VI Management, LLC,
its Managing Member
|
|
By: /s/ Peter Thiel | |
Name: Peter Thiel | |
Title: Managing Member |
THE FOUNDERS FUND VI MANAGEMENT, LLC | |
By: /s/ Peter Thiel |
|
Name: Peter Thiel | |
Title: Managing Member | |
MITHRIL PAL-SPV 1, LLC
|
|
By: Mithril LP,
its Member
|
|
By: Mithril GP LP,
its General Partner
|
|
By: /s/ Ajay Royan
|
|
Name: Ajay Royan
|
|
Title: Authorized Signatory
|
|
MITHRIL LP
|
|
By: Mithril GP LP,
its General Partner
|
|
By: /s/ Ajay Royan
|
|
Name: Ajay Royan
|
|
Title: Authorized Signatory
|
|
MITHRIL GP LP
|
|
By: /s/ Ajay Royan
|
|
Name: Ajay Royan
|
|
Title: Authorized Signatory
|
THIEL CAPITAL LLC
|
|
By: /s/ Peter Thiel
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Name: Peter Thiel
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Title: Manager
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|
PLTR HOLDINGS LLC
|
|
By: /s/ Peter Thiel
|
|
Name: Peter Thiel
|
|
Title: Authorized Signatory
|
|
FF4 INVESTMENT LLC
|
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By: /s/ Peter Thiel
|
|
Name: Peter Thiel
|
|
Title: Authorized Signatory
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/s/ Peter Thiel
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Peter Thiel
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|
Exhibit | Title |
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1 | Joint Filing Agreement dated February 16, 2021 among the reporting persons (incorporated by reference to Exhibit 1 of Schedule 13G (File No. 005-92061) filed February 16, 2021). |