[Form 4] Meta Platforms, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Meta Platforms (NASDAQ:META) filed a Form 4 on 26 Jun 2025 disclosing insider sales by Chair/CEO Mark Zuckerberg.

• Shares sold: 13,793 Class A via Chan Zuckerberg Initiative Foundation
• Avg price: ≈ $708; gross proceeds ≈ $9.8 million
• Trading plan: Rule 10b5-1 adopted 1 Feb 2025
• Foundation holding post-sale: 71,326 shares
• Zuckerberg beneficial ownership: ≈ 342.6 million Class B (1-for-1 convertible)

The sale equals ~0.004 % of his voting stake, and the filing notes he has no pecuniary interest in Foundation shares. Governance control and float remain essentially unchanged, but the transaction exceeds the $1 M materiality threshold.

Positive

• None.

Negative

• Insider sale: CEO/10 % owner sold 13,793 Class A shares (~$9.8 M) via CZI Foundation under a 10b5-1 plan, exceeding $1 M materiality threshold.

Insights

Insider Trading Analyst

Modest philanthropic sale; neutral insider signal.

Only 13,793 shares (~$9.8 M) were sold, less than 0.01 % of Zuckerberg’s exposure. Executed through CZI Foundation under a pre-set 10b5-1 plan, proceeds are philanthropic and the CEO retains ≈342 M super-voting Class B shares. With control and economic alignment intact, the trade offers little directional insight. Investors may note cumulative activity, but this isolated event is immaterial to valuation or liquidity.

Portfolio Manager

Headline $9.8 M sale may pressure sentiment; fundamentals unaffected.

The dollar value looks large, yet represents 0.004 % of Zuckerberg’s voting stake and a negligible fraction of average daily volume. Because shares came from the CZI Foundation, cash does not reach the executive, and the Class B hoard remains untouched. Liquidity impact is imperceptible, but recurring Form 4s can feed a narrative of ongoing founder distribution, a mild sentiment overhang. Earnings, capital structure and governance power stay unchanged; thus, only modestly negative optics.

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Zuckerberg Mark

(Last) (First) (Middle)

C/O META PLATFORMS, INC.

1 META WAY

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Meta Platforms, Inc. [ META ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	COB and CEO

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Class A Common Stock	06/24/2025		S(1)		1,290	D	$704.0167(2)	83,829	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		674	D	$705.2814(4)	83,155	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		1,612	D	$706.1966(5)	81,543	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		1,189	D	$707.1398(6)	80,354	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		1,192	D	$708.5503(7)	79,162	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		1,388	D	$709.5362(8)	77,774	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		3,046	D	$710.5381(9)	74,728	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		2,347	D	$711.3851(10)	72,381	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/24/2025		S(1)		1,055	D	$712.389(11)	71,326	I	By Chan Zuckerberg Initiative Foundation(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	160,156,987		160,156,987	I	By CZI Holdings, LLC(13)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	3,388,097		3,388,097	I	By Mark Zuckerberg, Trustee Of The Mark Zuckerberg Trust Dated July 7, 2006(14)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	17,061,801		17,061,801	I	By Chan Zuckerberg Holdings, LLC(15)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	12,000,000		12,000,000	I	By CZI Holdings I, LLC(16)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings II, LLC(17)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings III, LLC(18)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	100		100	I	CZ Management, LLC(19)
Class B Common Stock(12)	(12)							(12)	(12)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings IV, LLC(20)

Explanation of Responses:

1. The sales reported were effected by the Chan Zuckerberg Initiative Foundation ("CZI Foundation") pursuant to the Rule 10b5-1 trading plan adopted by the reporting person on February 1, 2025.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $703.58 to $704.55 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. Shares held of record by CZI Foundation. The reporting person is deemed to have voting and investment power over the shares held by CZI Foundation, but has no pecuniary interest in these shares.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $704.68 to $705.67 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $705.80 to $706.76 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $706.82 to $707.79 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $708.00 to $708.90 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $709.00 to $709.83 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $710.00 to $710.98 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $711.00 to $711.97 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $712.00 to $712.85 per share. The holder undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

12. The 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.

13. Shares 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. The reporting person 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.

14. Shares held of record by Mark Zuckerberg, Trustee of the 2006 Trust.

15. Shares held of record by Chan Zuckerberg Holdings, LLC ("CZ Holdings"), which is beneficially owned by the reporting person. The reporting person is deemed to have sole voting and investment power over the securities held by CZ Holdings.

16. Shares held of record by CZI Holdings I, LLC ("CZI I"), which is beneficially owned by the reporting person. The reporting person is deemed to have sole voting and investment power over the securities held by CZI I.

17. Shares held of record by Chan Zuckerberg Holdings II, LLC ("CZ Holdings II"), which is beneficially owned by the reporting person. The reporting person is deemed to have sole voting and investment power over the securities held by CZ Holdings II.

18. Shares held of record by Chan Zuckerberg Holdings III, LLC ("CZ Holdings III"), which is beneficially owned by the reporting person. The reporting person is deemed to have sole voting and investment power over the securities held by CZ Holdings III.

19. Shares held of record by CZ Management, LLC ("CZ Management"), which is beneficially owned by the reporting person. The reporting person is deemed to have sole voting and investment power over the securities held by CZ Management.

20. Shares held of record by Chan Zuckerberg Holdings IV, LLC ("CZ Holdings IV"), which is beneficially owned by the reporting person. The reporting person is deemed to have sole voting and investment power over the securities held by CZ Holdings IV.

	/s/ Erin Guldiken, attorney-in-fact for Mark Zuckerberg	06/25/2025
	** 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.

FAQ

How many META shares did Mark Zuckerberg sell on 06/24/2025?

He sold 13,793 Class A shares through the Chan Zuckerberg Initiative Foundation.

What was the total value of Zuckerberg's June 2025 share sale?

Gross proceeds were approximately $9.8 million at weighted average prices of $703.58–$712.85 per share.

Was the transaction executed under a Rule 10b5-1 trading plan?

Yes. The filing states the sales were made under a 10b5-1 plan adopted on 02/01/2025.

How many META shares does the Chan Zuckerberg Initiative Foundation hold after the sale?

Post-transaction, the Foundation holds 71,326 Class A shares.

What is Mark Zuckerberg’s remaining Class B ownership after this filing?

He beneficially owns about 342.6 million Class B shares, convertible 1-for-1 into Class A.