Sector: Industrials
PLANET LABS CLASS A · Meeting: July 9, 2026
Directors FOR
3
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Re-Election of Class II Directors
Gadde has served since December 2021 and brings extensive technology-sector legal and governance experience; Planet's 3-year stock return of +1,060% outperforms the peer group median by +1,114 percentage points, far exceeding the 65-point threshold required to trigger an against vote, and no overboarding, attendance, or independence concerns apply.
Raymond joined in March 2025, less than 24 months before the meeting date, so he is fully exempt from the TSR underperformance trigger under policy; his background in space operations is directly relevant to Planet's satellite data business, and no other flags apply.
Reese joined in November 2025, well within the 24-month new-director exemption window, so the TSR trigger does not apply; his extensive software and product-development experience at Autodesk and GE Vernova is relevant to Planet's business, and no attendance, overboarding, or independence issues are present.
All three Class II nominees receive a FOR vote. Planet's stock has dramatically outperformed its peer group over the past three years (+1,114 percentage points above peer median), so the TSR underperformance trigger does not fire for any director. Two of the three nominees (Raymond and Reese) also qualify for the 24-month new-director exemption. No overboarding, poor attendance (noting Gary Smith's attendance issue applies to a non-nominee Class I director), or independence concerns affect any of the three nominees.
CEO
William Marshall
Total Comp
$4,746,341
Prior Support
97%%
CEO William Marshall received total compensation of approximately $4.75 million in fiscal year 2025 (the year reported in the CEO compensation block), which is modest for the CEO of a company that has grown to an $18 billion market cap and is reasonable relative to small-to-mid-cap technology sector peers. The pay program is well-structured: the majority of compensation is variable and at-risk, consisting of time-vesting restricted stock units and performance stock awards tied to objective financial metrics (revenue weighted 60%, adjusted EBITDA weighted 40%), with bonuses capped at 125% of target and no guaranteed payouts. Pay-for-performance alignment is strong — Planet's stock returned over 1,000% over three years, vastly outperforming peers, and the prior Say on Pay vote received 97% shareholder support with no unaddressed concerns.
Auditor
KPMG LLP
Tenure
2 yrs
Audit Fees
$3,222,000
Non-Audit Fees
$0
KPMG was only appointed in fiscal year 2025 (replacing Ernst & Young LLP), giving it approximately two years of tenure — well below the 25-year threshold that would raise independence concerns. All fees paid were pure audit fees with zero non-audit, audit-related, or tax fees in fiscal year 2026, meaning the non-audit fee ratio is 0%, comfortably within the 50% policy limit. KPMG is a Big 4 firm appropriate for a company of Planet's size and complexity, and no material restatements have been reported.
Planet Labs' 2026 annual meeting presents a straightforward ballot with no contentious proposals. All three director nominees, auditor ratification of KPMG, and the executive compensation program receive FOR votes, supported by exceptional stock performance that dwarfs peer comparisons, a clean auditor fee structure with zero non-audit fees, and a pay program that ties the majority of executive compensation to measurable financial outcomes.
16 companies disclosed in 2026 proxy filing
