Mark Zuckerberg Disposes 15.8K Meta Shares Under 10b5-1 Plan
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Form 4 filing for Meta Platforms (META) – Mark Zuckerberg
On 08/05/2025 Mr. Zuckerberg converted 15,847 Class B shares (held through CZI Holdings, LLC) into an equal number of Class A shares at a stated price of $0, then immediately sold the entire 15,847-share block in 17 open-market transactions executed under a Rule 10b5-1 trading plan adopted 02/01/25. Weighted-average selling prices ranged from $763.27 to $782.81, implying aggregate proceeds of roughly $12 million. After the sales, CZI Holdings’ Class A position was reduced to zero.
Mr. Zuckerberg continues to control substantial Meta equity through various entities and trusts, including 159.7 million Class B shares held indirectly by CZI Holdings and more than 133 million additional Class B shares spread across other Zuckerberg-controlled LLCs and trusts, all convertible 1-for-1 into Class A with no expiration.
No other securities were acquired or disposed of. The transaction represents a de-minimis (<0.01%) reduction in Mr. Zuckerberg’s total beneficial ownership and does not alter Meta’s capital structure.
Positive
- None.
Negative
- Insider selling by CEO can be viewed unfavorably by some investors despite being pre-planned, potentially adding minor negative sentiment.
Insights
TL;DR: CEO sold 15.8k META shares (~$12 M) via 10b5-1; negligible against 300 M+ stake—market impact minimal.
The filing shows routine liquidity management rather than a strategic shift. The conversion of 15,847 Class B into Class A and immediate sale eliminates that specific Class A block within CZI Holdings but leaves Mr. Zuckerberg’s voting control intact because Class B super-voting shares elsewhere remain unchanged. Proceeds amount to ≈0.02% of his Meta wealth and <0.005% of daily META trading volume, unlikely to pressure the stock. Use of a pre-established Rule 10b5-1 plan lowers the informational signal risk. Overall, the disclosure is neutral for long-term investors, though short-term sentiment could perceive insider selling negatively.
Insider Trade Summary
Net Seller: 15,847 shares ($12,202,548)
Net Sell
27 txns
Insider
Zuckerberg Mark
Role
COB and CEO
Sold
15,847 shs ($12.20M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 15,847 | $0.00 | -- |
| Conversion | Class A Common Stock | 15,847 | $0.00 | -- |
| Sale | Class A Common Stock | 982 | $763.8631 | $750K |
| Sale | Class A Common Stock | 2,211 | $764.8113 | $1.69M |
| Sale | Class A Common Stock | 1,814 | $765.6902 | $1.39M |
| Sale | Class A Common Stock | 1,942 | $766.8862 | $1.49M |
| Sale | Class A Common Stock | 1,763 | $767.7832 | $1.35M |
| Sale | Class A Common Stock | 1,506 | $768.7668 | $1.16M |
| Sale | Class A Common Stock | 347 | $770.1484 | $267K |
| Sale | Class A Common Stock | 302 | $771.4008 | $233K |
| Sale | Class A Common Stock | 190 | $772.0666 | $147K |
| Sale | Class A Common Stock | 563 | $773.6678 | $436K |
| Sale | Class A Common Stock | 710 | $775.408 | $551K |
| Sale | Class A Common Stock | 768 | $776.303 | $596K |
| Sale | Class A Common Stock | 717 | $777.662 | $558K |
| Sale | Class A Common Stock | 769 | $779.0441 | $599K |
| Sale | Class A Common Stock | 873 | $779.9961 | $681K |
| Sale | Class A Common Stock | 100 | $781.00 | $78K |
| Sale | Class A Common Stock | 290 | $782.4121 | $227K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 159,696,592 shares (Indirect, By CZI Holdings, LLC);
Class A Common Stock — 15,847 shares (Indirect, By CZI Holdings, LLC)
Footnotes (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. The sales reported were effected by CZI pursuant to the Rule 10b5-1 trading plan adopted by the reporting person on February 1, 2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $763.27 to $764.26 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $764.325 to $765.275 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $765.33 to $766.25 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $766.335 to $767.235 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $767.335 to $768.245 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $768.46 to $769.16 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $769.68 to $770.66 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $770.96 to $771.80 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $772.05 to $772.085 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $773.36 to $774.01 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $774.96 to $775.93 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $775.97 to $776.80 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $777.22 to $778.02 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $778.58 to $779.54 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $779.635 to $780.4775 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $782.00 to $782.805 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. Shares held of record by the Chan Zuckerberg Initiative Foundation ("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. 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. Shares held of record by Mark Zuckerberg, Trustee of the 2006 Trust. 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. 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. 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. 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. 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. 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.
FAQ
Was the sale under a Rule 10b5-1 plan?
Yes, the trades were executed pursuant to a 10b5-1 plan adopted on 02/01/2025.
How much of Zuckerberg’s total ownership did the sale represent?
The 15,847 shares are less than 0.01% of his total indirect Meta holdings.
Did Zuckerberg’s voting control change after the transaction?
No. He still controls hundreds of millions of Class B shares with super-voting rights.