---
schema_version: "secwatch.filing_event.v1"
accession: "0001836833-23-000063"
form_type: "8-K"
ticker: "PL"
cik: "0001836833"
company_name: "Planet Labs PBC"
filed_at: "2023-07-11T23:59:59+00:00"
generated_at: "2026-06-13T10:13:05.628075+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Planet Labs shareholders elect two Class II directors, ratify auditor at 2023 annual meeting

## Summary
- Niccolo de Masi elected with 472.7M votes; Vijaya Gadde with 481.2M votes (three-year term).
- Ratification of Ernst & Young as independent auditor for FY ending Jan 31, 2024: 547.2M for, 613.9K against.
- Non-binding advisory vote on executive compensation approved: 487.5M for, 1.1M against.
- Shareholders selected "1 Year" frequency for future say-on-pay votes: 494.4M votes for 1 year.
- Company to hold annual say-on-pay votes until at least 2029 meeting.

## SEC filing metadata
- accession: 0001836833-23-000063
- form_type: 8-K
- ticker: PL
- cik: 0001836833
- company_name: Planet Labs PBC
- filed_at: 2023-07-11T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1836833/000183683323000063/0001836833-23-000063-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1836833/000183683323000063/pl-20230711.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001836833-23-000063
- JSON: https://secwatch.observer/filing/0001836833-23-000063.json
- Plain text: https://secwatch.observer/filing/0001836833-23-000063.txt

## Key facts
- Shareholder Votes
  Planet Labs PBC shareholders approved Election of Class II Directors at the 2023-07-11 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-07-11
  source text: Proposal One: Election of Directors The Company’s stockholders elected Niccolo de Masi and Vijaya Gadde as members of the Company’s board of directors as Class II directors for a three-year term. The results of the vote were as follows: Nominee For Withheld Broker Non-Votes Vijaya Gadde 481,197,334 14,481,607 52,294,721 Niccolo de Masi 472,665,550 23,013,391 52,294,721
  evidence_url: https://www.sec.gov/Archives/edgar/data/1836833/000183683323000063/0001836833-23-000063-index.htm
- Shareholder Votes
  Planet Labs PBC shareholders approved Non-Binding Advisory Vote on the Frequency of Say-on-Pay Votes at the 2023-07-11 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-07-11
  source text: Proposal Four: Non-Binding Advisory Vote on the Frequency of Say-on-Pay Votes The Company’s stockholders recommended, on a non-binding advisory basis, “1 Year” as the frequency with which the Company should hold future non-binding advisory votes on the compensation of the Company’s named executive officers (“say-on-pay votes”). The results of the vote were as follows: 1 Year 2 Years 3 Years Abstain Broker Non-Votes 494,354,457 727,691 324,557 272,236 52,294,721
  evidence_url: https://www.sec.gov/Archives/edgar/data/1836833/000183683323000063/0001836833-23-000063-index.htm
- Shareholder Votes
  Planet Labs PBC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-07-11 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-07-11
  source text: Proposal Two: Ratification of Appointment of Independent Registered Public Accounting Firm The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2024. The results of the vote were as follows: For Against Abstain Broker Non-Votes 547,178,747 613,861 181,054 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1836833/000183683323000063/0001836833-23-000063-index.htm
- Shareholder Votes
  Planet Labs PBC shareholders approved Non-Binding Advisory Vote on the Compensation of Named Executive Officers at the 2023-07-11 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-07-11
  source text: Proposal Three: Non-Binding Advisory Vote on the Compensation of Named Executive Officers The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers for the fiscal year ended January 31, 2023, as disclosed in the Company’s proxy statement for the Annual Meeting pursuant to the compensation disclosure rules of the Securities and Exchange Commission. The results of the vote were as follows: For Against Abstain Broker Non-Votes 487,466,776 1,129,904 7,082,261 52,294,721
  evidence_url: https://www.sec.gov/Archives/edgar/data/1836833/000183683323000063/0001836833-23-000063-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.