SEC Form 4 · accession 0001127602-17-017604
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
May 9, 2017
Accepted (ET)
May 10, 2017 · 6:28 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 9, 2017 | C | 66,256 | $1.854 | A | 733,360 | D | |
| Class A Common StockF3 | May 9, 2017 | S | 22,719 | $150.6347 | D | 710,641 | D | |
| Class A Common StockF4 | May 9, 2017 | S | 12,500 | $151.9932 | D | 698,141 | D | |
| Class A Common StockF5 | May 9, 2017 | S | 2,700 | $152.4259 | D | 695,441 | 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)F6,F7 | $1.854 | May 9, 2017 | M | 66,256 | D | — | Jan 11, 2019 | Class B Common Stock | 66,256 | 167,693 | D |
| Class B Common StockF7 | — | May 9, 2017 | M | 66,256 | A | — | — | Class A Common Stock | 66,256 | 66,256 | D |
| Class B Common StockF7,F8 | — | May 9, 2017 | C | 66,256 | D | — | — | Class A Common Stock | 66,256 | 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.
- F2The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the holder.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.27 to $151.24 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 $151.36 to $152.34 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 $152.36 to $152.55 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 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.
- F7The 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.
- F8The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.