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

Rhea-AI Filing Summary

Form 4 overview – Deutsche Telekom AG & affiliates sell 0.03% of their T-Mobile US (TMUS) stake

On 26-30 June 2025, Deutsche Telekom AG (DT) and four wholly-owned subsidiaries, all classified as 10% owners and directors-by-deputization of T-Mobile US, filed a Form 4 detailing open-market sales executed under a Rule 10b5-1 trading plan adopted 13 March 2025. A total of 209,520 TMUS common shares were sold across three trading days at weighted-average prices between $229.01 and $238.33.

• Daily volumes: 69,840 shares on 26 Jun; 69,840 shares on 27 Jun; 69,840 shares on 30 Jun.
• Total estimated proceeds: ≈ $49 million based on the individual weighted-average prices disclosed in the footnotes.
• Post-sale ownership: 647,940,204 common shares remain, versus 648,149,724 before the first sale—an ownership reduction of roughly 0.03 percentage points.

No derivative securities were reported. DT expressly disclaims beneficial ownership except to the extent of its pecuniary interest and notes its continued board representation. The filing is routine for a controlling shareholder gradually monetising a small fraction of its position while maintaining an overwhelming 51%+ stake.

Investor take-away: The sale is modest relative to DT’s holding and appears pre-scheduled, limiting negative signalling. However, continuing periodic divestitures could contribute to a medium-term supply overhang for TMUS shares.

Positive

• Transparent 10b5-1 plan adopted 13 March 2025 reduces information-asymmetry risk.
• Insignificant ownership change: only 0.03 % of DT’s holding, maintaining strategic control.

Negative

• Continued insider selling by controlling shareholder creates a modest supply overhang.
• Approx. $49 m of stock hit the market over three days, which can weigh on near-term sentiment.

Insights

Securities Analyst

TL;DR – Controlling shareholder sold ≈$49 m of TMUS under 10b5-1; immaterial to ownership, mildly negative sentiment.

Context. Deutsche Telekom controls ~51% of TMUS. Periodic Form 4s have recorded similar block sales since 2023 as part of a multi-year capital-allocation strategy.

Materiality. 209,520 shares represent only 0.03 % of DT’s stake and <0.02 % of TMUS’s 1.2 bn shares outstanding; the transaction is therefore not financially material to TMUS.

Signal. Because the trades were executed under a pre-planned 10b5-1 program, informational value is limited. Still, any insider sale by a controlling holder can weigh slightly on sentiment, especially if investors anticipate a continuing drip of supply.

Valuation impact. At an average ~$233/share, the sale price is broadly in line with recent market levels and does not imply management-level concern over valuation.

Portfolio Manager

TL;DR – Routine, pre-scheduled trimming; negligible dilution risk, minor overhang concern.

From a portfolio-flow perspective, the ~$49 m sale is easily absorbed given TMUS’s ~$15 bn average monthly trading volume. The remaining 648 m shares anchor DT’s strategic control, signalling no change in governance or long-term alignment. Unless DT accelerates its program, the overhang is manageable and does not alter the investment thesis centred on TMUS’s cash-flow inflection and buyback capacity.

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)
06/27/2025

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	06/27/2025		S(1)		286	D	$726.4946(2)	43,454	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		514	D	$727.8479(4)	42,940	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		3,474	D	$729.1083(5)	39,466	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		3,357	D	$730.1886(6)	36,109	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		3,718	D	$730.9909(7)	32,391	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		983	D	$732.146(8)	31,408	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		1,001	D	$733.2799(9)	30,407	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	06/27/2025		S(1)		460	D	$734.159(10)	29,947	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(11)	(11)							(11)	(11)	Class A Common Stock	160,156,987		160,156,987	I	By CZI Holdings, LLC(12)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	3,388,097		3,388,097	I	By Mark Zuckerberg, Trustee Of The Mark Zuckerberg Trust Dated July 7, 2006(13)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	17,061,801		17,061,801	I	By Chan Zuckerberg Holdings, LLC(14)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	12,000,000		12,000,000	I	By CZI Holdings I, LLC(15)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings II, LLC(16)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings III, LLC(17)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	100		100	I	CZ Management, LLC(18)
Class B Common Stock(11)	(11)							(11)	(11)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings IV, LLC(19)

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 $726.08 to $726.97 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.

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 $727.39 to $728.37 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 $728.56 to $729.54 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 $729.58 to $730.55 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.

7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $730.59 to $731.55 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.

8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $731.60 to $732.49 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 $732.77 to $733.76 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.

10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $733.78 to $734.52 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 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.

12. 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.

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

14. 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.

15. 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.

16. 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.

17. 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.

18. 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.

19. 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	06/30/2025
	** 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 T-Mobile US (TMUS) shares did Deutsche Telekom sell?

The Form 4 reports 209,520 TMUS common shares sold between 26-30 June 2025.

What price range were the TMUS shares sold at?

Weighted-average prices ranged from $229.01 to $238.33 per share, as detailed in the footnotes.

Does Deutsche Telekom still control T-Mobile US after this sale?

Yes. After the transactions DT still owns 647,940,204 shares, retaining its status as a >10% owner and controlling shareholder.

Were the sales part of a pre-planned program?

Yes. The filing states the trades were executed under a Rule 10b5-1 trading plan adopted on 13 March 2025.

Is this insider selling likely to impact TMUS’s share price?

Given the small fraction of total shares outstanding (<0.02 %), the sale is unlikely to be materially price-moving on its own.