Meta Platforms, Inc. — Director's Dealing 2014

Mar 26, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Facebook Inc (FB)
CIK: 0001326801
Period of Report: 2012-12-01

Reporting Person: Andreessen Marc L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-01	Class A Common Stock	J	428	$0.00	Acquired	3234497	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	3571431	Indirect
Class A Common Stock	13626	Indirect

Footnotes

F1: The 428 shares of Class A Common Stock reported on this Form 4 represent a pro rata distribution, and not a purchase or sale, of the shares by Benchmark Founders' Fund VI, L.P. to its partners without consideration (the "Distribution").

F2: This Form 4 is being filed to disclose the Distribution and reflects the beneficial holdings of the reporting person immediately following the Distribution. Subsequent Form 4 filings made after 12/1/2012 do not include these shares as beneficially owned by The Andreessen 1996 Living Trust. The total shares beneficially owned by The Andreessen 1996 Living Trust as of the date of this filing is 1,611,348.

F3: The reporting person and JP Morgan Trust Company, NA are the Trustees of The Andreessen 1996 Living Trust.

F4: The reporting person is one of the Managing Members of AH Equity Partners II, L.L.C., which is the General Partner of Andreessen Horowitz Fund II, L.P. as nominee ("AH Fund II"), and may be deemed to share voting and investment power over the securities held by AH Fund II. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F5: The reporting person and JP Morgan Trust Company, NA are the Trustees of The Andreessen 1996 Charitable Remainder Unitrust. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.