| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Meta Platforms, Inc. [ META ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/20/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units (RSU) (Class A) | (1) | 03/20/2026 | A | 43,267 | (2) | (2) | Class A Common Stock | 43,267 | $0 | 43,267 | D | ||||
| Stock Options (right to buy) | $1,116.08 | 03/20/2026 | A | 12,806 | (3)(4) | 03/19/2031 | Class A Common Stock | 12,806 | $0 | 12,806 | D | ||||
| Stock Options (right to buy) | $1,393.87 | 03/20/2026 | A | 18,066 | (3)(4) | 03/19/2031 | Class A Common Stock | 18,066 | $0 | 18,066 | D | ||||
| Stock Options (right to buy) | $1,724.41 | 03/20/2026 | A | 29,340 | (3)(4) | 03/19/2031 | Class A Common Stock | 29,340 | $0 | 29,340 | D | ||||
| Stock Options (right to buy) | $2,114.87 | 03/20/2026 | A | 97,541 | (3)(4) | 03/19/2031 | Class A Common Stock | 97,541 | $0 | 97,541 | D | ||||
| Stock Options (right to buy) | $2,573.06 | 03/20/2026 | A | 155,491 | (3)(4) | 03/19/2031 | Class A Common Stock | 155,491 | $0 | 155,491 | D | ||||
| Stock Options (right to buy) | $3,107.44 | 03/20/2026 | A | 249,382 | (3)(4) | 03/19/2031 | Class A Common Stock | 249,382 | $0 | 249,382 | D | ||||
| Stock Options (right to buy) | $3,727.12 | 03/20/2026 | A | 91,239 | (3)(4) | 03/19/2031 | Class A Common Stock | 91,239 | $0 | 91,239 | D | ||||
| Explanation of Responses: |
| 1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement. |
| 2. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2026, subject to continued service through each vesting date. |
| 3. The stock options to acquire Issuer's Class A Common Stock (the "Options") vest and become exercisable as follows: from the date of grant up to and including February 14, 2028 (the "Price Vesting Period"), if the per share price of the Issuer's Class A Common Stock on NASDAQ meets or exceeds the per share exercise price relating to the applicable tranche of Options set forth above at any time during the Price Vesting Period, then each such tranche of Options will fully vest on such date, subject to the Reporting Person's continued service through each such date. |
| 4. Following the Price Vesting Period, any tranches of Options that did not vest during the Price Vesting Period will only vest with respect to 6/16ths of the total Options on February 15, 2028, and then 1/16th of the total Options quarterly thereafter, with the final 1/16th of the total Options vesting on August 15, 2030, with the vesting occurring equally across each tranche, subject to the Reporting Person's continued service through each such date. |
| /s/ Erin Guldiken, attorney-in-fact for Susan J. Li | 03/24/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||