Item 5.07 – Submission of Matters to a Vote of Security Holders
On June 6, 2023, Palantir Technologies Inc. (the “Company”) held its 2023 annual
meeting of stockholders (the “Annual Meeting”). Holders of the Company’s Class A
common stock, par value $0.001 per share, were entitled to one vote on each
proposal for each share held as of the close of business on April 12, 2023 (the
“Record Date”); holders of the Company’s Class B common stock, par value $0.001
per share, were entitled to ten votes on each proposal for each share held as of
the close of business on the Record Date; and the holders of Class F common
stock, par value $0.001 per share, were entitled to approximately 901.926 votes
on Proposal 1 for each share held as of the close of business on the Record
Date, 0 votes on Proposal 2 for each share held as of the close of business on
the Record Date and 0 votes on Proposal 3 for each share held as of the close of
business on the Record Date. The matters voted on at the Annual Meeting are set
forth below:
Proposal 1 – Election of Directors.
Each of the following nominees was elected to serve as a director and to hold
office until the Company's next annual meeting of stockholders and until his or
her respective successor has been duly elected and qualified, or until such
director's earlier death, resignation or removal. After giving effect to the
voting power of the common stock, the number of votes cast for and withheld, and
the number of broker non-votes, with respect to each of the nominees are set
forth below:
Nominee For Withheld Broker Non-Votes
Alexander Karp 2,356,122,510 106,850,372 477,894,790
Stephen Cohen 2,326,219,112 136,753,770 477,894,790
Peter Thiel 2,254,313,028 208,659,854 477,894,790
Alexander Moore 2,289,053,740 173,919,142 477,894,790
Alexandra Schiff 2,301,172,266 161,800,616 477,894,790
Lauren Friedman Stat 2,450,302,154 12,670,728 477,894,790
Eric Woersching 2,450,955,611 12,017,271 477,894,790
Proposal 2 – Ratification of Appointment of Independent Registered Public
Accounting Firm.
The appointment of Ernst & Young as the Company’s independent registered public
accounting firm for the fiscal year ending December 31, 2023 was ratified. After
giving effect to the voting power of the common stock, the number of votes cast
for and against, and the number of abstentions and broker non-votes with respect
to, Proposal 2 are set forth below:
For Against Abstained Broker Non-Votes
2,019,792,840 11,770,948 2,867,852 0
Proposal 3 – Advisory Vote to Approve Named Executive Officer Compensation.
The stockholders approved, on an advisory basis, the compensation of the
Company’s named executive officers. After giving effect to the voting power of
the common stock, the number of votes cast for and against, and the number of
abstentions and broker non-votes with respect to, Proposal 3 are set forth
below:
For Against Abstained Broker Non-Votes
1,470,070,205 65,382,345 21,084,300 477,894,790
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