SEC Form 4 · accession 0001127602-17-029795

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

Oct 10, 2017

Accepted (ET)

Oct 12, 2017 · 7:41 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 Stock^F1,F2	Oct 10, 2017	C	66,256	$0.00	A	317,184	I	By The HS Trust U/A/D 9/28/2011
Class A Common Stock^F4,F2	Oct 10, 2017	S	36,558	$171.4764	D	280,626	I	By The HS Trust U/A/D 9/28/2011
Class A Common Stock^F5,F2	Oct 10, 2017	S	1,500	$172.3727	D	279,126	I	By The HS Trust U/A/D 9/28/2011
Class A Common Stock^F6	holding	—	—		—	30,121	I	By The Erin Hoffmann 2017 Annuity Trust U/A/D 6/29/2017
Class A Common Stock^F7	holding	—	—		—	30,121	I	By The Michael Schroepfer 2017 Annuity Trust U/A/D 6/29/2017
Class A Common Stock	holding	—	—		—	471,390	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)^F2,F8,F9	$2.954	Oct 10, 2017	M	66,256	D	—	Aug 18, 2019	Class B Common Stock	66,256	927,561	I
Class B Common Stock^F9,F2	—	Oct 10, 2017	M	66,256	A	—	—	Class A Common Stock	66,256	66,256	I
Class B Common Stock^F9,F10,F2	—	Oct 10, 2017	C	66,256	D	—	—	Class A Common Stock	66,256	0	I

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.
F2Shares held of record by Michael Schroepfer and Erin Hoffmann, Co-Trustees of The HS Trust U/A/D 9/28/2011.
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 $170.94 to $171.92 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 $171.97 to $172.79 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.
F6Shares held of record by Erin Hoffmann, Trustee of The Erin Hoffmann 2017 Annuity Trust U/A/D 6/29/2017, a grantor retained annuity trust for the benefit of the reporting person's spouse.
F7Shares held of record by Michael Schroepfer, Trustee of The Michael Schroepfer 2017 Annuity Trust U/A/D 6/29/2017, a grantor retained annuity trust for the benefit of the reporting person.
F8The option vested as to 1/5th of the total shares on July 15, 2010, 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.
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.