SEC Form 4 · accession 0001127602-16-053820
Meta Platforms, Inc. · META
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sheryl Sandberg
Officer — Chief Operating Officer · Director
Period of report
May 26, 2016
Accepted (ET)
May 27, 2016 · 6:17 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 StockF1 | May 26, 2016 | C | 52,404 | $10.388 | A | 4,923,036 | D | |
| Class A Common StockF3 | May 26, 2016 | S | 11,346 | $118.3789 | D | 4,911,690 | D | |
| Class A Common StockF4 | May 26, 2016 | S | 41,058 | $119.3566 | D | 4,870,632 | D | |
| Class A Common StockF5 | May 26, 2016 | S | 11,996 | $118.3691 | D | 4,858,636 | D | |
| Class A Common StockF6 | May 26, 2016 | S | 44,600 | $119.3554 | D | 4,814,036 | D | |
| Class A Common StockF7 | holding | — | — | — | 23,824 | I | By Sheryl K. Sandberg, Trustee of the Sandberg-Goldberg Family Trust Dated September 3, 2004 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy Class B Common Stock)F8,F9 | $10.388 | May 26, 2016 | M | 52,404 | D | — | Jul 22, 2020 | Class B Common Stock | 52,404 | 3,133,172 | D |
| Class B Common StockF9 | — | May 26, 2016 | M | 52,404 | A | — | — | Class A Common Stock | 52,404 | 52,404 | D |
| Class B Common StockF9,F10 | — | May 26, 2016 | C | 52,404 | D | — | — | Class A Common Stock | 52,404 | 0 | D |
Explanation of responses
- F1Represents the number of shares that were acquired upon the conversion of Class B Common Stock to Class A Common Stock in connection with the exercise of the stock options listed in Table II.
- F10The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.
- F2The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.97 to $118.96 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.
- F4The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.97 to $119.72 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 $117.95 to $118.94 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 $118.97 to $119.73 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.
- F7Shares held of record by Sheryl K. Sandberg, Trustee of the Sandberg-Goldberg Family Trust Dated September 3, 2004.
- F8The option vests as to 1/48th of the total shares monthly, beginning on May 1, 2013, subject to continued service through each vesting date.
- F9The 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.