SEC Form 4 · accession 0001127602-17-018558

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 15, 2017

Accepted (ET)

May 17, 2017 · 7:53 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
Class A Common Stock^F1	May 15, 2017	C	86,584	$0.00	A	782,025	D
Class A Common Stock^F2	May 15, 2017	F	45,180	$150.33	D	736,845	D
Class A Common Stock^F1	May 15, 2017	C	34,122	$0.00	A	770,967	D
Class A Common Stock^F2	May 15, 2017	F	17,805	$150.33	D	753,162	D
Class A Common Stock	May 15, 2017	M	10,022	$0.00	A	763,184	D
Class A Common Stock^F2	May 15, 2017	F	5,230	$150.33	D	757,954	D
Class A Common Stock	May 15, 2017	M	8,254	$0.00	A	766,208	D
Class A Common Stock^F2	May 15, 2017	F	4,307	$150.33	D	761,901	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Unit (RSU) (Class B)^F3,F4,F5	—	May 15, 2017	M	86,584	D	—	Aug 25, 2020	Class B Common Stock	86,584	346,336	D
Class B Common Stock^F5	—	May 15, 2017	M	86,584	A	—	—	Class A Common Stock	86,584	86,584	D
Class B Common Stock^F5,F6	—	May 15, 2017	C	86,584	D	—	—	Class A Common Stock	86,584	0	D
Restricted Stock Unit (RSU) (Class B)^F3,F7,F5	—	May 15, 2017	M	34,122	D	—	May 2, 2022	Class B Common Stock	34,122	170,612	D
Class B Common Stock^F5	—	May 15, 2017	M	34,122	A	—	—	Class A Common Stock	34,122	34,122	D
Class B Common Stock^F5,F6	—	May 15, 2017	C	34,122	D	—	—	Class A Common Stock	34,122	0	D
Restricted Stock Units (RSU) (Class A)^F8,F9	—	May 15, 2017	M	10,022	D	—	Mar 16, 2024	Class A Common Stock	10,022	110,248	D
Restricted Stock Units (RSU) (Class A)^F8,F10	—	May 15, 2017	M	8,254	D	—	Mar 15, 2025	Class A Common Stock	8,254	123,816	D

Explanation of responses

F1Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock in connection with the settlement of the Restricted Stock Units ("RSUs") listed in Table II.
F10The RSUs vest as to 1/16th of the total shares quarterly, beginning on May 15, 2017, subject to continued service through each vesting date.
F2Represents the number of shares of Class A Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the RSUs and does not represent a sale by the reporting person.
F3Each RSU represents a contingent right to receive 1 share of the issuer's Class B Common Stock upon settlement.
F4The RSUs were granted with both (a) a liquidity event-based vesting condition and (b) a service-based vesting condition, both of which conditions must be satisfied in order for the RSUs to vest. The liquidity event-based vesting condition was satisfied on November 17, 2012. The service-based vesting condition was satisfied as to 1/16th of the total number of shares on August 15, 2014, after which 1/16th of the total number of shares vest quarterly, subject to continued service through each vesting date.
F5The 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.
F6The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.
F7The RSUs vest as to 1/16th of the total shares quarterly, beginning on November 15, 2014, subject to continued service through each vesting date.
F8Each RSU represents a contingent right to receive 1 share of the issuer's Class A Common Stock upon settlement.
F9The RSUs vest as to 1/16th of the total shares quarterly, beginning on May 15, 2016, subject to continued service through each vesting date.