Meta Platforms, Inc. — Director's Dealing 2020

May 19, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Facebook Inc (FB)
CIK: 0001326801
Period of Report: 2020-05-15

Reporting Person: Wehner David M. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-15	Class A Common Stock	M	8433	—	Acquired	32917	Direct
2020-05-15	Class A Common Stock	M	9426	—	Acquired	42343	Direct
2020-05-15	Class A Common Stock	M	6848	—	Acquired	49191	Direct
2020-05-15	Class A Common Stock	M	7434	—	Acquired	56625	Direct
2020-05-15	Class A Common Stock	F	15938	$206.81	Disposed	40687	Direct
2020-05-19	Class A Common Stock	S	8000	$219.90	Disposed	31176	Direct
2020-05-15	Class A Common Stock	X	525	—	Acquired	3892	Indirect
2020-05-15	Class A Common Stock	X	651	—	Acquired	4543	Indirect
2020-05-15	Class A Common Stock	X	2462	—	Acquired	7005	Indirect
2020-05-15	Class A Common Stock	S	1795	$206.81	Disposed	5210	Indirect
2020-05-15	Class A Common Stock	M	674	—	Acquired	5884	Indirect
2020-05-15	Class A Common Stock	F	335	$206.81	Disposed	5549	Indirect
2020-05-19	Class A Common Stock	S	1843	$213	Disposed	3706	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	M	8433	Disposed	2026-03-14	Class A Common Stock (8433)	Direct
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	M	9426	Disposed	2027-03-14	Class A Common Stock (9426)	Direct
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	M	6848	Disposed	2028-03-19	Class A Common Stock (6848)	Direct
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	M	7434	Disposed	2029-03-19	Class A Common Stock (7434)	Direct
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	X	525	Disposed	2027-03-14	Class A Common Stock (525)	Indirect
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	X	651	Disposed	2028-03-19	Class A Common Stock (651)	Indirect
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	X	2462	Disposed	2029-03-19	Class A Common Stock (2462)	Indirect
2020-05-15	Restricted Stock Units (RSU) (Class A)	$	M	674	Disposed	2030-03-19	Class A Common Stock (674)	Indirect

Footnotes

F1: Represents 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 Restricted Stock Units ("RSUs") and does not represent a sale.

F2: The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F3: Since the date of the reporting person's May 15th transactions reported herein, he transferred 1,511 shares of the Issuer's Class A common stock in a transfer exempt from Section 16. Following this transfer, the reporting person does not have voting or investment power over, or a pecuniary interest in, the transferred shares.

F4: The Reporting Person disclaims Section 16 beneficial ownership over the securities reported except to the extent of his pecuniary interest therein, if any.

F5: Represents 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 an open market sale.

F6: The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person's spouse.

F7: Each RSU represents a contingent right to receive 1 share of the issuer's Class A Common Stock upon settlement.

F8: The RSUs vest quarterly as to 1/16th of the total shares, beginning on February 15, 2017, subject to continued service through each vesting date.

F9: The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2017, subject to continued service through each vesting date.

F10: The RSUs vest quarterly as to 1/16th of the total shares, beginning on February 15, 2020, subject to continued service through each vesting date.

F11: The RSUs vest quarterly as to 1/16th of the total shares, beginning on February 15, 2020, subject to continued service through each vesting date.

F12: The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2017, subject to continued service through each vesting date.

F13: The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2018, subject to continued service through each vesting date.

F14: The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2019, subject to continued service through each vesting date.

F15: The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2020, subject to continued service through each vesting date.