SEC Form 4 · accession 0001127602-17-012005
Meta Platforms, Inc. · META
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Todd Schroepfer
Officer — Chief Technology Officer
Period of report
Mar 14, 2017
Accepted (ET)
Mar 16, 2017 · 6:25 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,F2 | Mar 14, 2017 | C | 66,256 | $1.854 | A | 648,073 | D | |
| Class A Common StockF4 | Mar 14, 2017 | S | 37,949 | $138.9026 | D | 610,124 | D |
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)F5,F6 | $1.854 | Mar 14, 2017 | M | 66,256 | D | — | Jan 11, 2019 | Class B Common Stock | 66,256 | 300,205 | D |
| Class B Common StockF6 | — | Mar 14, 2017 | M | 66,256 | A | — | — | Class A Common Stock | 66,256 | 66,256 | D |
| Class B Common StockF6,F7 | — | Mar 14, 2017 | C | 66,256 | D | — | — | Class A Common Stock | 66,256 | 0 | D |
| Restricted Stock Units (RSU) (Class A)F8,F9 | — | Mar 15, 2017 | A | 150,819 | A | — | Mar 14, 2027 | Class A Common Stock | 150,819 | 150,819 | 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.
- F2Reflects an additional 2,000 shares held by the reporting person that was previously omitted, due to a clerical error, from the reporting person's Form 4 filed on February 16, 2017.
- F3The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the holder.
- F4The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $138.53 to $139.36 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 option vested as to 1/5th of the total shares on October 29, 2009, after which 1/60th of the total shares vest monthly, subject to continued service through each vesting date. In connection with certain estate planning transfers, the reporting person transferred vested shares underlying the option to Michael Schroepfer and Erin Hoffman, Co-Trustees of The HS Trust u/a/d 9/28/11.
- 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.
- F8Each RSU represents a contingent right to receive 1 share of the issuer's Class A Common Stock upon settlement.
- F9The RSUs shall vest quarterly as to 1/16th of the total shares, commencing the first quarter following November 15, 2018, subject to continued service through each vesting date.