SEC Form 4 · accession 0001127602-16-050578
Meta Platforms, Inc. · META
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jan Koum
Director
Period of report
Apr 28, 2016
Accepted (ET)
May 2, 2016 · 7:51 pm EDT
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 StockF2,F3 | Apr 28, 2016 | S | 61,661 | $116.8614 | D | 37,012,004 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF4,F3 | Apr 28, 2016 | S | 129,053 | $117.6138 | D | 36,882,951 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF5,F3 | Apr 28, 2016 | S | 115,219 | $118.9748 | D | 36,767,732 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF6,F3 | Apr 28, 2016 | S | 247,649 | $119.6594 | D | 36,520,083 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF7,F3 | Apr 28, 2016 | S | 20,230 | $120.4715 | D | 36,499,853 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF9 | Apr 29, 2016 | J | 141,489 | $0.00 | D | 0 | I | By Jan Koum, Trustee of The Jan Koum Trust I U/A/D 4/29/2014 |
| Class A Common StockF3 | Apr 29, 2016 | J | 141,489 | $0.00 | A | 36,641,342 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF3 | Apr 29, 2016 | G | 3,500,000 | $0.00 | D | 33,141,342 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF11 | Apr 29, 2016 | G | 3,500,000 | $0.00 | A | 3,500,000 | I | By Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust IX U/A/D 4/13/2016 |
| Class A Common StockF12,F3 | May 2, 2016 | S | 646,895 | $117.3102 | D | 32,494,447 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF13,F3 | May 2, 2016 | S | 722,037 | $118.1248 | D | 31,772,410 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF14,F3 | May 2, 2016 | S | 65,598 | $118.6439 | D | 31,706,812 | I | By Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 |
| Class A Common StockF15 | holding | — | — | — | 3,500,000 | I | By Jan Koum and BNY Mellon Trust of Delaware Co-Trustees of The Jan Koum Trust VIII U/A/D 1/29/2016 | |
| Class A Common StockF16 | holding | — | — | — | 2,242,343 | I | By Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust IV U/A/D 2/4/2015 | |
| Class A Common StockF17 | holding | — | — | — | 3,500,000 | I | By Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust V U/A/D 4/29/2015 | |
| Class A Common StockF18 | holding | — | — | — | 3,500,000 | I | By Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust VI U/A/D 8/5/2015 | |
| Class A Common StockF19 | holding | — | — | — | 3,500,000 | I | By Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust VII U/A/D 10/20/2015 | |
| Class A Common StockF20 | holding | — | — | — | 141,489 | I | By Jan Koum, Trustee of The Jan Koum Trust II U/A/D 8/5/2014 | |
| Class A Common StockF21 | holding | — | — | — | 2,528,672 | I | By Jan Koum, Trustee of The Jan Koum Trust III U/A/D 10/9/2014 |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F10On April 29, 2016, Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004 contributed 3,500,000 shares of Class A common stock to Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust IX U/A/D 4/13/2016, a grantor retained annuity trust for the benefit of the reporting holder.
- F11Shares held of record by Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust IX U/A/D 4/13/2016.
- F12The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.61 to $117.605 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F13The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.61 to $118.605 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F14The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.61 to $118.725 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F15Shares held of record by Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust VIII U/A/D 1/29/2016.
- F16Shares held of record by Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust IV U/A/D 2/4/2015.
- F17Shares held of record by Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust V U/A/D 4/29/2015.
- F18Shares held of record by Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust VI U/A/D 8/5/2015.
- F19Shares held of record by Jan Koum and BNY Mellon Trust of Delaware, Co-Trustees of The Jan Koum Trust VII U/A/D 10/20/2015.
- F2The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.26 to $117.25 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F20Shares held of record by Jan Koum, Trustee of The Jan Koum Trust II U/A/D 8/5/2014.
- F21Shares held of record by Jan Koum, Trustee of The Jan Koum Trust III U/A/D 10/9/2014.
- F3Shares held of record by Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004.
- F4The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.26 to $118.25 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F5The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.26 to $119.25 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F6The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.26 to $120.255 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F7The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $120.26 to $120.76 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F8Represents the transfer of shares from Jan Koum, Trustee of The Jan Koum Trust I U/A/D 4/29/2014 to Jan Koum, Trustee of The Butterfly Trust U/A/D 1/20/2004. The reporting person remains the beneficial owner of all of the shares after the transfer.
- F9Shares held of record by Jan Koum, Trustee of The Jan Koum Trust I U/A/D 4/29/2014.