SEC Form 4 · accession 0001127602-16-068703
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
Nov 21, 2016
Accepted (ET)
Nov 30, 2016 · 6:05 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 Stock | Nov 21, 2016 | G | 880,000 | $0.00 | D | 3,097,344 | D | |
| Class A Common StockF2 | Nov 28, 2016 | C | 52,404 | $10.388 | A | 3,149,748 | D | |
| Class A Common StockF4 | Nov 28, 2016 | S | 25,843 | $120.4313 | D | 3,123,905 | D | |
| Class A Common StockF5 | Nov 28, 2016 | S | 26,561 | $121.1244 | D | 3,097,344 | D | |
| Class A Common StockF6 | Nov 28, 2016 | S | 27,096 | $120.4201 | D | 3,070,248 | D | |
| Class A Common StockF7 | Nov 28, 2016 | S | 29,500 | $121.1174 | D | 3,040,748 | D | |
| Class A Common StockF8 | 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)F9,F10 | $10.388 | Nov 28, 2016 | M | 52,404 | D | — | Jul 22, 2020 | Class B Common Stock | 52,404 | 2,189,900 | D |
| Class B Common StockF10 | — | Nov 28, 2016 | M | 52,404 | A | — | — | Class A Common Stock | 52,404 | 52,404 | D |
| Class B Common StockF10,F11 | — | Nov 28, 2016 | C | 52,404 | D | — | — | Class A Common Stock | 52,404 | 0 | D |
Explanation of responses
- F1Represents shares of Class A Common Stock that the reporting person donated as a gift to the Sheryl Sandberg & Dave Goldberg Family Fund, a donor advised fund.
- F10The 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.
- F11The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.
- F2Represents 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 option listed in Table II.
- F3The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F4The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.88 to $120.87 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 $120.88 to $121.67 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 $119.86 to $120.85 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 $120.86 to $121.67 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.
- F8Shares held of record by Sheryl K. Sandberg, Trustee of the Sandberg-Goldberg Family Trust Dated September 3, 2004.
- F9The option vests as to 1/48th of the total shares monthly, beginning on May 1, 2013, subject to continued service through each vesting date.