SEC Form 4 · accession 0001127602-16-037463
Meta Platforms, Inc. · META
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Colin Stretch
Officer — VP, Gen. Counsel & Secretary
Period of report
Jan 15, 2016
Accepted (ET)
Jan 20, 2016 · 6:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001326801
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jan 15, 2016 | C | 10,088 | $0.00 | A | 79,600 | D | |
| Class A Common StockF2 | Jan 15, 2016 | S | 3,877 | $93.78 | D | 75,723 | D | |
| Class A Common Stock | Jan 19, 2016 | S | 1,000 | $96.46 | D | 74,723 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU) (Class B)F4,F5,F6 | — | Jan 15, 2016 | M | 10,088 | D | — | Mar 24, 2021 | Class B Common Stock | 10,088 | 0 | D |
| Class B Common StockF6 | — | Jan 15, 2016 | M | 10,088 | A | — | — | Class A Common Stock | 10,088 | 10,088 | D |
| Class B Common StockF6,F7 | — | Jan 15, 2016 | C | 10,088 | D | — | — | Class A Common Stock | 10,088 | 0 | D |
Explanation of responses
- F1Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock in connection with the settlement of the Restricted Stock Units ("RSUs") listed in Table II.
- F2Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the RSUs listed in Table II. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
- F3The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F4Each RSU represents a contingent right to receive 1 share of the issuer's Class B Common Stock upon settlement.
- F5The RSUs vested as to 1/5th of the total shares on January 15, 2012 and then an additional 1/20th of the total shares vest quarterly thereafter, subject to continued service through each vesting date.
- F6The Class B Common Stock is convertible into the issuer's Class A Common Stock on a 1-for-1 basis (a) at the holder's option or (b) upon certain transfers of such shares, and has no expiration date.
- F7The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.