PALANTIR TECHNOLOGIES INC CLASS A (PLTR)

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2026 Annual Meeting Analysis

PALANTIR TECHNOLOGIES INC CLASS A · Meeting: June 3, 2026

Policy v1.2high confidenceView Filing ↗
For informational purposes only. This AI-generated analysis applies a published voting policy to publicly available proxy filings. It does not constitute investment advice, proxy voting advice, or a solicitation of any kind. AI analysis may be incomplete or inaccurate — always review the actual filing and make your own independent decision.

Directors FOR

7

Directors AGAINST

0

Say on Pay

FOR

Auditor

FOR

Director Elections

Election of Directors

7 FOR
✓ FOR
Alexander Karp

Karp is the co-founder and CEO; PLTR's 3-year total shareholder return of +1,654% outperforms the compensation peer group median by +1,649 percentage points, far exceeding the 65-point threshold required to trigger an against vote, and no overboarding, attendance, or independence concerns apply.

✓ FOR
Stephen Cohen

Cohen is a co-founder and President; the same exceptional stock performance record applies, no TSR trigger fires, and no other policy flags are present.

✓ FOR
Peter Thiel

Thiel is a co-founder and Chairman; PLTR's 3-year TSR massively outperforms peers, no TSR trigger applies, and while he is non-independent he does not sit on the audit or compensation committee and receives no board compensation.

✓ FOR
Alexander Moore

Moore is an independent director serving since July 2020; PLTR's extraordinary 3-year TSR (+1,654%) far exceeds any underperformance threshold, and no overboarding, attendance, or independence concerns are present.

✓ FOR
Alexandra Schiff

Schiff is an independent director serving since July 2020; no TSR trigger applies given PLTR's dominant peer outperformance, and no other policy flags are present.

✓ FOR
Lauren Friedman Stat

Stat is an independent director serving since January 2021; PLTR's 3-year TSR performance eliminates any underperformance concern, and the proxy confirms she met the 75% meeting attendance threshold.

✓ FOR
Eric Woersching

Woersching is an independent director and Audit Committee Chair serving since June 2022; no TSR trigger fires, he holds a CFA designation confirming financial expertise appropriate for audit committee service, and no other policy flags apply.

All seven director nominees pass policy screens. PLTR's 3-year total shareholder return of +1,654% outperforms the company-disclosed peer group median by approximately +1,649 percentage points — nearly 25 times the 65-point threshold required to trigger an against vote for a strong-positive-TSR company — eliminating any TSR-based concern for the entire slate. No director is overboarded, no attendance failures are disclosed, no non-independent director sits on the audit or compensation committee, and no familial relationships to senior management exist.

Say on Pay

✓ FOR

CEO

Alexander Karp

Total Comp

$8,623,000

Prior Support

95.8%%

CEO Alexander Karp's total reported compensation of $8,623,000 for 2025 consists primarily of a base salary of approximately $1.1 million (of which roughly 73% is a travel stipend) plus security, aircraft, tax, and other perquisites — with zero equity grants in 2025; this is modest relative to benchmark for a CEO of a $342 billion market-cap technology company. The prior say-on-pay vote in 2023 received approximately 95.8% support (1,470,070,205 for vs. 65,382,345 against), well above the 70% threshold that would require visible changes. Pay-for-performance alignment is strongly positive: PLTR's stock returned +1,654% over three years while most named executive officers' outstanding equity awards are tied to long-duration vesting schedules that require continued service, and the new 2025 stock appreciation rights granted to the CFO and CRO/CLO require the stock price to exceed $150 per share — significantly above the grant-date price — to be exercisable, embedding a meaningful performance hurdle.

Auditor Ratification

✓ FOR

Auditor

Ernst & Young LLP

Tenure

N/A

Audit Fees

$6,611,090

Non-Audit Fees

$33,210

Ernst & Young LLP is a Big 4 firm appropriate for a company of Palantir's size and complexity. Non-audit fees of $33,210 represent only 0.5% of audit fees of $6,611,090, well below the 50% threshold that would raise independence concerns. Auditor tenure is not disclosed in the proxy, so the tenure trigger cannot fire per policy; no material restatements are noted.

Stockholder Proposals

3 proposals submitted by shareholders

Proposal 4

Independent Report on Due Diligence Process

✗ AGAINST
Filed by:The Presbyterian Church, (U.S.A.)Ideological — ProgressiveDisclosure
Board recommends: AGAINST
ideological progressive filer

The lead filer, The Presbyterian Church (U.S.A.), is a faith-based advocacy organization whose proposal is framed around contested political and ethical judgments about U.S. defense, immigration enforcement, and foreign policy rather than neutral fiduciary risk management — a hallmark of ideological progressive filing. Under the voting policy, proposals from ideological filers are voted against regardless of surface framing, because they serve advocacy goals rather than the financial interests of ordinary shareholders. Even setting filer identity aside, Palantir's board credibly explains that a mandatory independent third-party report would be severely limited by classified government contracts and binding confidentiality obligations, meaning the deliverable would not provide material additional information to investors.

Proposal 5

Human Rights Impact Assessment

✗ AGAINST
Filed by:Sisters of St. Joseph of PeaceIdeological — ProgressiveDisclosure
Board recommends: AGAINST
ideological progressive filer

The lead filer, Sisters of St. Joseph of Peace, is a faith-based advocacy organization whose proposal reflects the same ideological progressive framework as Proposal 4 — using human rights language to press political positions on immigration enforcement, military contracting, and surveillance rather than making a neutral fiduciary argument. Per the voting policy, proposals from ideological filers on either side of the political spectrum are voted against because they serve advocacy rather than shareholder interests. Additionally, the board's opposition statement explains that a formal Human Rights Impact Assessment would be legally impossible to complete in a meaningful way for classified and confidential government work, meaning the report would impose cost without delivering material investor value.

Proposal 6

Political Spending Disclosure

✓ FOR
Filed by:New York State Common Retirement FundInstitutional PensionDisclosure
Board recommends: AGAINST
credible institutional pension filerdisclosure ask lower barmaterial governance risk given 55pct government revenue

The New York State Common Retirement Fund is a mainstream institutional pension fund — exactly the type of credible, fiduciary-motivated filer the policy treats seriously. The ask is purely a disclosure request: the company would report what corporate funds, if any, are spent to influence elections or candidates. This is the lowest-bar category under the policy framework. Palantir derives 55% of its revenues from government clients and has stated an intent to grow that share further; undisclosed political spending in that context creates a specific, material conflict-of-interest risk for ordinary shareholders who cannot assess whether spending supports or undermines the company's government contracting business. The board's opposition argument — that existing legal disclosure requirements are sufficient — is weak given that peers such as IBM and Microsoft voluntarily provide this disclosure, meaning Palantir is an outlier and the incremental cost is minimal.

Overall Assessment

The 2026 Palantir annual meeting presents a straightforward ballot: all seven directors and the auditor ratification receive FOR votes without qualification, supported by extraordinary stock performance that renders TSR-based governance concerns moot and clean auditor fee ratios. The three stockholder proposals divide on filer identity — the two faith-based human rights proposals (Proposals 4 and 5) are voted against as ideological advocacy filings, while the New York State Common Retirement Fund's political spending disclosure request (Proposal 6) earns a FOR vote as a low-cost, material governance improvement submitted by a credible fiduciary investor.

Filing date: April 24, 2026·Policy v1.2·high confidence

Compensation Peer Group

18 companies disclosed in 2026 proxy filing

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NETCloudflare, Inc.
CRWDCrowdStrike Holdings, Inc.
DDOGDatadog, Inc.
DOCUDocuSign, Inc.
FTNTFortinet, Inc.
HUBSHubSpot, Inc.
MDBMongoDB, Inc.
OKTAOkta, Inc.
PANWPalo Alto Networks, Inc.
PAYCPaycom Software Inc.
SNOWSnowflake Inc.
TTDThe Trade Desk, Inc.
TWLOTwilio Inc.
PATHUiPath Inc.
UUnity Software Inc.
WDAYWorkday, Inc.
ZSZscaler, Inc.