Sec Form 4 Filing - Zuckerberg Mark @ Meta Platforms, Inc.

Insider filing report for Changes in Beneficial Ownership

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FORM 4

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person

Zuckerberg Mark

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

(Last)

(First)

(Middle)

C/O META PLATFORMS, INC., 1 META WAY

3. Date of Earliest Transaction (MM/DD/YY)
01/27/2025

(Street)

MENLO PARK, CA94025

4. If Amendment, Date Original Filed (MM/DD/YY)

6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

**Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned**
1.Title of Security (Instr. 3)	2. Transaction Date (MM/DD/YY)	2A. Deemed Execution Date, if any (MM/DD/YY)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (MM/DD/YY)	2A. Deemed Execution Date, if any (MM/DD/YY)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	01/27/2025		C		22,946	A	$ 0	22,946	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		52	D	$ 625.54	22,894	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		280	D	$ 627.3161 ^{( 3 )}	22,614	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		180	D	$ 629.595 ^{( 4 )}	22,434	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		470	D	$ 631.5918 ^{( 5 )}	21,964	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		898	D	$ 632.59 ^{( 6 )}	21,066	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		493	D	$ 633.9469 ^{( 7 )}	20,573	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		586	D	$ 634.7833 ^{( 8 )}	19,987	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		200	D	$ 635.785 ^{( 9 )}	19,787	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		655	D	$ 637.5142 ^{( 10 )}	19,132	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		780	D	$ 638.6215 ^{( 11 )}	18,352	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		326	D	$ 640.292 ^{( 12 )}	18,026	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		270	D	$ 641.7992 ^{( 13 )}	17,756	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		490	D	$ 642.7735 ^{( 14 )}	17,266	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		290	D	$ 644.1738 ^{( 15 )}	16,976	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		513	D	$ 645.5103 ^{( 16 )}	16,463	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		500	D	$ 646.82 ^{( 17 )}	15,963	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		684	D	$ 647.872 ^{( 18 )}	15,279	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		808	D	$ 648.9013 ^{( 19 )}	14,471	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		1,731	D	$ 649.9593 ^{( 20 )}	12,740	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		2,018	D	$ 650.8669 ^{( 21 )}	10,722	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		1,515	D	$ 651.9923 ^{( 22 )}	9,207	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		1,835	D	$ 653.1487 ^{( 23 )}	7,372	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		1,297	D	$ 654.2193 ^{( 24 )}	6,075	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		848	D	$ 655.1774 ^{( 25 )}	5,227	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		700	D	$ 656.0135 ^{( 26 )}	4,527	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		860	D	$ 657.4666 ^{( 27 )}	3,667	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		890	D	$ 658.3828 ^{( 28 )}	2,777	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		1,772	D	$ 659.4975 ^{( 29 )}	1,005	I	By CZI Holdings, LLC ^{( 1 )}
Class A Common Stock	01/27/2025		S^{( 2 )}		425	D	$ 660.55 ^{( 30 )}	580	I	By CZI Holdings, LLC ^{( 1 )}

< td style="text-align: center;"> 193,341,524

**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 (MM/DD/YY)	3A. Deemed Execution Date, if any (MM/DD/YY)	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 (MM/DD/YY)		7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (MM/DD/YY)	3A. Deemed Execution Date, if any (MM/DD/YY)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock ^{( 31 )}	^{( 31 )}	01/27/2025		C			22,946	^{( 31 )}	^{( 31 )}	Class A Common Stock	22,946	$ 0	I	By CZI Holdings, LLC ^{( 1 )}
Class B Common Stock ^{( 31 )}	^{( 31 )}							^{( 31 )}	^{( 31 )}	Class A Common Stock	3,388,197		3,388,197	I	By Mark Zuckerberg, Trustee Of The Mark Zuckerberg Trust Dated July 7, 2006 ^{( 32 )}
Class B Common Stock ^{( 31 )}	^{( 31 )}							^{( 31 )}	^{( 31 )}	Class A Common Stock	34,344,500		34,344,500	I	By Chan Zuckerberg Holdings, LLC ^{( 33 )}
Class B Common Stock ^{( 31 )}	^{( 31 )}							^{( 31 )}	^{( 31 )}	Class A Common Stock	12,000,000		12,000,000	I	By CZI Holdings I, LLC ^{( 34 )}
Class B Common Stock ^{( 31 )}	^{( 31 )}							^{( 31 )}	^{( 31 )}	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings II, LLC ^{( 35 )}
Class B Common Stock ^{( 31 )}	^{( 31 )}							^{( 31 )}	^{( 31 )}	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings III, LLC ^{( 36 )}

**Reporting Owners**
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Zuckerberg Mark C/O META PLATFORMS, INC. 1 META WAY MENLO PARK, CA94025	X	X	COB and CEO

**Signatures**
/s/ Erin Guldiken, attorney-in-fact for Mark Zuckerberg		01/29/2025
Signature of Reporting Person		Date

Explanation of Responses:

( 1 )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.
( 2 )The sales reported were effected by CZI pursuant to the Rule 10b5-1 trading plan adopted by the reporting person on August 9, 2024.
( 3 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $627.00 to $627.60 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.
( 4 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $629.54 to $629.65 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 $631.12 to $631.99 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 $632.14 to $633.05 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 $633.35 to $634.28 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 $634.56 to $635.08 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 $635.70 to $635.87 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 $636.95 to $637.91 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 $638.02 to $638.96 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 reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $639.85 to $640.45 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.
( 13 )The reported price in Column 4 is a we ighted average price. These shares were sold in multiple transactions at prices ranging from $641.45 to $642.1825 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.
( 14 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $642.60 to $642.97 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.
( 15 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $644.00 to $644.36 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.
( 16 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $645.09 to $645.83 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.
( 17 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $646.24 to $647.07 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.
( 18 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $647.35 to $648.23 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.
( 19 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $648.41 to $649.22 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.
( 20 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $649.45 to $650.42 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.
( 21 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $650.46 to $651.28 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.
( 22 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $651.66 to $652.6075 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.
( 23 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $652.66 to $653.59 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.
( 24 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $653.67 to $654.65 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.
( 25 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $654.79 to $655.55 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.
( 26 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $655.80 to $656.56 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
( 27 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $656.96 to $657.94 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.
( 28 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $657.99 to $658.87 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.
( 29 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $659.01 to $660.00 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
( 30 )The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $660.02 to $660.8925 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
( 31 )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.
( 32 )Shares held of record by Mark Zuckerberg, Trustee of the 2006 Trust.
( 33 )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.
( 34 )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.
( 35 )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.
( 36 )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.

Remarks:
The first of two Forms 4 being filed to report transactions by the reporting person that occurred on January 27, 2025. The additional Class A Common Stock holdings for CZI and Class A Common Stock holdings for the Chan Zuckerberg Initiative Foundation are reported on the second of these two forms.

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.

Sec Form 4 Filing - Zuckerberg Mark @ Meta Platforms, Inc. - 2025-01-27