THE FOLLOWING RECITATION DOES NOT CONSTITUTE FINDINGS OF THE COURT. THE COURT HAS MADE NO FINDINGS WITH RESPECT TO THE FOLLOWING MATTERS, AND THESE RECITATIONS SHOULD NOT BE UNDERSTOOD AS AN EXPRESSION OF ANY OPINION OF THE COURT AS TO THE MERITS OF ANY OF THE CLAIMS OR DEFENSES RAISED BY ANY OF THE SETTLING PARTIES.

Plaintiffs’ claims in this Action concern Defendants’ alleged impairment of dMY IV Class A common stockholders’ right to make an informed redemption decision in connection with the business combination between dMY IV and Planet Labs, Inc. (“Legacy Planet”). Plaintiffs alleged that the Defendants, dMY IV’s sponsor, directors and officers, were duty bound to provide dMY IV stockholders with all material information related to their redemption decision in an honest and forthright manner. Plaintiffs allege: (i) that the Defendants caused dMY IV to make materially false and misleading public statements about the benefits of the proposed business combination; and (ii) that the Defendants’ alleged breaches of fiduciary duty, and Defendants’ unjust enrichment, harmed the Class by, among other things, dissuading its members from redeeming their stock. In this Action, Plaintiffs sought an award of damages to themselves and the Class, and/or injunctive relief and/or corresponding declaratory relief.

Defendants have denied and continue to deny any and all allegations of fault, breach of fiduciary duty, liability, wrongdoing, or damages whatsoever in connection with the Action, including, but not limited to, any allegations that Defendants have committed any violations of law or breach of any duty owed to dMY IV stockholders; that Defendants have aided and abetted any breach of any duty owed to dMY IV stockholders; that the Merger was not entirely fair to, or in the best interests of, dMY IV stockholders; that Defendants have acted improperly in any way; that Defendants have any liability or owe any damages of any kind to Plaintiffs and/or the Class; and/or that Defendants were unjustly enriched in the Merger. Each of the Defendants maintain that their conduct was at all times proper, in good faith, and in compliance with applicable law and further maintain that their conduct was at all times in the best interests of dMY IV and all of its stockholders. Defendants deny that dMY IV’s stockholders were harmed by any conduct of Defendants that was alleged, or could have been alleged, in the Action. Nevertheless, Defendants have determined to enter into the Settlement and the Stipulation solely to avoid the substantial burden, expense, inconvenience, and distraction of continued litigation and to put the Released Plaintiffs’ Claims to rest, finally and forever.

Factual Background

On December 15, 2020, dMY IV, a special purpose acquisition company, was incorporated in Delaware.

On March 9, 2021, dMY IV completed its initial public offering (“IPO”) of 34,500,000 units which were sold to public investors (“Public Units”), at a price of $10.00 per unit, raising gross proceeds totaling $345 million. Each unit consisted of one share of dMY IV Class A common stock (“Common Stock”), and one-fifth of one whole dMY IV public warrant. Each whole dMY IV public warrant entitled the warrant-holder to purchase one share of dMY IV Class A Common Stock at a price of $11.50 per share.

The funds raised in the IPO were placed and maintained in a trust account for the benefit of the dMY IV public stockholders, who had the right to redeem some or all of their shares of Common Stock at a price equal to $10.00 per share plus interest.

On July 7, 2021, dMY IV, Photon Merger Sub, Inc., and Photon Merger Sub Two, LLC (“Merger Subs”), wholly owned subsidiaries of dMY IV, entered into an Agreement and Plan of Merger with Legacy Planet, pursuant to which the Merger Subs would merge with and into Legacy Planet, with Legacy Planet continuing as the surviving entity (the “Merger”) and becoming a wholly owned subsidiary of dMY IV, which concurrently with the Merger would change its legal name to Planet Labs PBC (“New Planet”).

On November 5, 2021, dMY IV filed with the United States Securities and Exchange Commission (“SEC”) a proxy statement and prospectus concerning the Merger (such proxy statement and together with any preliminary proxy filings, as well as any amendments or supplements thereto, the “Proxy”), which was mailed to dMY IV stockholders on or about November 8, 2021. The Proxy informed stockholders of a special meeting to be held on December 3, 2021 (the “Special Meeting”), at which dMY IV stockholders would vote whether to approve the Merger and related transactions. The Proxy also informed dMY IV stockholders that the deadline to redeem shares in connection with the Merger was 5:00 P.M. ET on December 1, 2021 (the “Redemption Deadline”).

Prior to the Special Meeting, the holders of 689,670 shares of dMY IV Common Stock (the “Redeeming Stockholders”), representing approximately 2% of the dMY IV public shares, exercised their right to redeem those shares.

On December 3, 2021, dMY IV stockholders voted to approve the Merger.

On December 7, 2021, the Merger closed.

On November 2, 2023, Plaintiff Montealegre made a demand to inspect certain of New Planet’s books and records pursuant to 8 Del. C. § 220, and subsequently received approximately 27 documents, a total of 832 pages, in response to his demand.

On August 19, 2024, Plaintiff Montealegre, on behalf of himself and similarly situated current and former New Planet stockholders, commenced an action, captioned Montealegre v. You, No. 2024-0869-BWD by filing a Verified Stockholder Class Action Complaint (the “Initial Complaint”) (Trans. ID 74091766). The Initial Complaint alleged claims against the Defendants, Charles E. Wert, and New Planet for breach of fiduciary duties, aiding and abetting breaches of fiduciary duties, and unjust enrichment in connection with the Merger.

On November 12, 2024, Defendants, Wert, and New Planet filed a Joint Opening Brief in Support of their Motion to Dismiss the Initial Complaint (Trans. ID 74988841).

On January 6, 2025, Plaintiff Montealegre and New Planet filed a Stipulation and [Proposed] Order to Dismiss New Planet without prejudice and subject to a tolling of the statute of limitations (“New Planet Dismissal”) (Trans. ID 75377961). On January 8, 2025, the Court granted the New Planet Dismissal (Trans. ID 75395814).

On January 10, 2025, Plaintiffs filed the Verified Amended Consolidated Class Action Complaint (“Complaint”) (Trans. ID 75412724). The Complaint alleged claims against the Defendants and Wert for breach of fiduciary duties and unjust enrichment in connection with the Merger.

On February 24, 2025, Defendants moved to dismiss the Complaint (“Motion to Dismiss”) and filed their opening brief in support thereof (Trans. ID 75696019).

On April 10, 2025, Plaintiffs filed their answering brief in opposition to Defendants’ Motion to Dismiss (Trans. ID 76042173).

On May 6, 2025, Defendants filed a Statement of Death Upon the Record of Charles E. Wert (Trans. ID 76215664).

On June 3, 2025, Defendants filed their reply brief in support of their Motion to Dismiss (Trans. ID 76386428).

On September 11, 2025, the Court held a hearing on Defendants’ Motion to Dismiss (Trans. ID 77061772).

On September 29, 2025, the Court rendered a bench ruling via teleconference, denying Defendants’ Motion to Dismiss in its entirety (Trans. ID 77203166), and granted a Stipulation of Dismissal of Charles E. Wert (Trans. ID 77192076).

On October 28, 2025, Plaintiffs served their First Request for Production of Documents Directed to Defendants (“Plaintiffs’ RFPs”) (Trans. ID 77465489).

On November 12, 2025, Defendants filed their Answer to the Complaint (Trans. ID 77752948).

On November 19, 2025, Defendants served their First Set of Interrogatories to Plaintiffs (“Defendants’ Interrogatories”) and their First Requests for Production of Documents to Plaintiffs (“Defendants’ RFPs”) (Trans. ID 77808710).

On November 25, 2025, Plaintiffs served their First Set of Interrogatories Directed to Individual Defendants (“Plaintiffs’ Interrogatories”) (Trans. ID 77869909).

On December 1, 2025, Defendants served their Responses and Objections to Plaintiffs’ RFPs (Trans. ID 77891871).

On December 2, 2025, the Settling Parties filed a Stipulation and [Proposed] Order Governing Case Schedule (“Case Schedule”) (Trans. ID 77902061).

On December 9, 2025, the Court granted the Case Schedule (Trans. ID 77962967).

On December 11, 2025, the Settling Parties filed a Stipulation and [Proposed] Order for the Production and Exchange of Confidential Information and Highly Confidential Information (“Confidentiality Stip.”), and a Stipulation and [Proposed] Order Governing Expert Discovery (“Expert Stip.”) (Trans. ID 77974778).

On December 12, 2025, the Court granted the Confidentiality Stip. (Trans. ID 77991618), and on December 15, 2025, granted the Expert Stip. (Trans. ID 78001987).

On December 19, 2025, Plaintiffs served their Responses and Objections to Defendants’ RFPs and their Responses and Objections to Defendants’ Interrogatories (Trans. ID. 78042489).

On January 23, 2026, Defendants served their Objections and Responses to Plaintiffs’ Interrogatories (Trans. ID 78278400).

On May 7, 2026, the Settling Parties participated in a full-day mediation (the “Mediation”) before David Murphy, Esq., of Phillips ADR. Although the Mediation session concluded without a settlement agreement, with the assistance of Mr. Murphy, the Settling Parties continued their arm’s-length negotiations, while also continuing discovery and moving the Action towards trial.

On May 21, 2026, Plaintiffs served Subpoenas Duces Tecum and Ad Testificandum on New Planet, Goldman Sachs & Co. LLC, Morgan Stanley & Co., LLC, and Needham & Company, LLC. (“Third Party Subpoenas”) (Trans. ID 79534839).

On June 2, 2026, the Settling Parties reached an agreement in principle to settle the Action, the definitive terms of which are reflected in the Stipulation. The Stipulation can be viewed on the Important Documents page on this website.

On September 9, 2026, the Court entered a Scheduling Order directing that the Notice of the Settlement be provided to potential Class Members, and scheduling the Settlement Hearing to, among other things, consider whether to grant final approval of the Settlement.

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