SEC Form 4 · accession 0001127602-17-031540
Meta Platforms, Inc. · META
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Zuckerberg
Officer — COB and CEO · Director · 10% Owner
Period of report
Nov 7, 2017
Accepted (ET)
Nov 7, 2017 · 8:02 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 StockF1 | Nov 7, 2017 | C | 11,300,900 | $0.00 | A | 11,300,900 | I | By CZI Holdings, LLC |
| Class A Common StockF1 | Nov 7, 2017 | G | 10,300,000 | $0.00 | D | 1,000,900 | I | By CZI Holdings, LLC |
| Class A Common StockF2 | Nov 7, 2017 | G | 10,300,000 | $0.00 | A | 10,300,000 | I | By Chan Zuckerberg Foundation |
| Class A Common StockF1 | Nov 7, 2017 | G | 900,800 | $0.00 | D | 100,100 | I | By CZI Holdings, LLC |
| Class A Common StockF1 | Nov 7, 2017 | G | 100,100 | $0.00 | D | 0 | I | By CZI Holdings, LLC |
| Class A Common StockF4 | Nov 7, 2017 | G | 100,100 | $0.00 | A | 100,100 | I | By Chan Zuckerberg Advocacy |
| Class A Common StockF6 | Nov 7, 2017 | J | 468,566 | $0.00 | D | 0 | I | By Mark Zuckerberg, Trustee Of The Mark Zuckerberg Trust Dated July 7, 2006 |
| Class A Common StockF1 | Nov 7, 2017 | J | 468,566 | $0.00 | A | 468,566 | I | By CZI Holdings, LLC |
| Class A Common StockF7 | holding | — | — | — | 587,633 | I | By Mark Zuckerberg, Trustee Of The Mark Zuckerberg 2014 GRAT No. 2 Dated 5/8/2014 | |
| Class A Common StockF8 | holding | — | — | — | 684,030 | I | By Mark Zuckerberg, Trustee Of The Mark Zuckerberg 2014 GRAT No. 3 Dated 5/8/2014 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF9,F1 | — | Nov 7, 2017 | C | 11,300,900 | D | — | — | Class A Common Stock | 11,300,900 | 389,357,310 | I |
| Class B Common StockF9,F1 | — | Nov 7, 2017 | J | 468,566 | D | — | — | Class A Common Stock | 468,566 | 388,888,744 | I |
| Class B Common StockF9,F6 | — | Nov 7, 2017 | J | 468,566 | A | — | — | Class A Common Stock | 468,566 | 5,676,058 | I |
| Class B Common StockF9,F2 | — | holding | — | — | — | — | — | Class A Common Stock | 2,241,685 | 2,241,685 | I |
Explanation of responses
- F1Shares held of record by CZI Holdings, LLC ("CZI"). Mark Zuckerberg, Trustee of The Mark Zuckerberg Trust dated July 7, 2006 ("2006 Trust") is the sole member of CZI. Mr. Zuckerberg is the sole trustee of the 2006 Trust and, therefore, is deemed to have sole voting and investment power over the securities held by CZI.
- F10Shares distributed from CZI to the 2006 Trust. The 2006 Trust is the sole member of CZI.
- F2Shares held of record by Mark Zuckerberg, Trustee and Settlor of the Chan Zuckerberg Foundation ("CZ Foundation"). The reporting person is deemed to have voting and investment power over the shares held by CZ Foundation, but has no pecuniary interest in these shares.
- F3Represents shares of Class A Common Stock that CZI donated as a gift to Silicon Valley Community Foundation ("SVCF"). Neither CZI nor the reporting person exercises voting or investment control, directly or indirectly, over SVCF or any of its affiliates, or over the donated shares following this transfer. Neither CZI nor the reporting person has any pecuniary interest in any shares held by SVCF.
- F4Shares held of record by Chan Zuckerberg Advocacy. The reporting person is deemed to have voting and investment power over the shares held by Chan Zuckerberg Advocacy, but has no pecuniary interest in these shares.
- F5Shares contributed from the 2006 Trust to CZI. The 2006 Trust is the sole member of CZI.
- F6Shares held of record by Mark Zuckerberg, Trustee of the 2006 Trust.
- F7Shares held of record by Mark Zuckerberg, Trustee of The Mark Zuckerberg 2014 GRAT No. 2, dated 5/8/2014.
- F8Shares held of record by Mark Zuckerberg, Trustee of The Mark Zuckerberg 2014 GRAT No. 3, dated 5/8/2014.
- 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.