Well, that was quick.
This morning, I analyzed Palantir’s newly revealed fifth modification of its S-1 submitting with the SEC because it pursues a public direct itemizing on the NYSE. I known as the corporate “not a democracy” after it added new provisions to create a particular mechanism known as “Stockholder Party Excluded Shares” that will, within the language of Palantir, permit the corporate’s trio of founders to “unilaterally regulate their whole voting energy” at will, now and into the longer term.
In its fifth submitting with the SEC, Palantir lastly admits it’s not a democracy
Well, Palantir has now filed a sixth modification with the SEC only a few hours after it filed its earlier modification, and the corporate has eliminated all references to this particular mechanism from its SEC submitting.
The 19 mentions of “Stockholder Party Excluded Shares” and a number of sections the place the mechanism had been mentioned and defined have now been solely excised. In addition, the corporate’s line about its founders having the potential to “unilaterally regulate their whole voting energy” has additionally been equally eliminated.
Outside of these modifications, the 2 completely different variations of the corporate’s S-1 submitting are basically similar. And for these conserving rating from this morning, on this tenth rendition of the corporate’s public providing paperwork together with its earlier draft registration statements, the most recent submitting contains 168 mentions of “voting energy” — similar to the quantity this morning. Here’s an up to date chart:
It’s a fast about-face for the enterprise software program firm, which has spent weeks prepping for its direct itemizing, initially scheduled for September 23 and which has since been moved again to September 29. While company governance has actually gotten weaker over the previous few years, Palantir’s newly launched language this morning stretched the definition of shareholder governance fairly frankly to its breaking level. Walking again these modifications was the correct name.
There’s no telling whether or not the SEC, NYSE, potential traders within the direct itemizing, executives, or insiders pushed for these modifications. However, firms hardly ever make such fast modifications with their SEC filings (then once more, I’ve by no means seen an IPO with so many amendments within the first place, so we’re in uncharted territory). Palantir stays in an SEC-mandated quiet interval.
We’ll proceed to watch developments as Palantir heads to the general public markets presumably subsequent week.