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

Rhea-AI Filing Summary

Mercurity Fintech Holding Inc. (MFH) has filed Amendment No. 2 to its Form F-3 shelf registration, seeking authority to issue up to $500 million in ordinary shares, warrants, debt securities, rights and/or units. The ordinary shares trade on Nasdaq under the symbol “MFH” and last closed at $3.88 on 18 June 2025. The filing allows the company to raise capital from time to time at fixed, market or negotiated prices through a range of distribution structures.

Corporate structure & operations. MFH is a Cayman Islands holding company that conducts business through subsidiaries in the United States, Hong Kong and mainland China. Since 2022 the headquarters has been relocated to New York, with Hong Kong functioning as the Asia-Pacific hub. Key operating units include:

• MFH Tech – distributed computing & Web 3.0 storage (Filecoin mining)
• Chaince Securities Inc. & Chaince Securities LLC – business consultation and, following FINRA approval (Dec 2024 & Mar 2025 CMA), U.S. investment banking/broker-dealer services
• Ucon Capital (HK) Limited and Beijing Lianji Future – Asia-Pacific consulting support
• Aifinity Base Limited & Yingke Precision – planned manufacture of liquid-cooling panels for AI/HPC infrastructure

Capital flows. The prospectus discloses extensive intra-group cash and non-cash transfers. As of 31 Dec 2024 MFH Cayman had $20.8 million of receivables from subsidiaries, the largest being a $12.68 million balance due from MFH Tech and $2 million from Chaince Securities. No dividends have been paid within the group in the past three fiscal years and the company has no formal cash-management policy. Many inter-company balances have “no specific intention to settle” or may be converted into equity.

Regulatory environment. The filing devotes substantial disclosure to PRC-related risks: possible CSRC filing requirements for future offerings, data-security and cyber-review measures, potential HFCAA/AHFCAA delisting if PCAOB access is lost, and foreign-exchange controls that could restrict dividend remittance. MFH’s auditor is headquartered in Singapore and currently inspected by the PCAOB, reducing near-term HFCAA risk.

Business evolution. • Historical B2B food-service platform divested (2019). • VIE structure in China terminated (Jan 2022). • Bitcoin mining plans scaled back and fully cancelled (Mar 2024). • Digital payment initiative and MSB licence application terminated (Mar 2024). • Current focus areas are Filecoin-based distributed storage, investment banking/consulting and manufacturing of cooling panels for AI/HPC.

Risk highlights. The company reports continued operating losses, reliance on intra-group funding, potential PRC intervention, and uncertain profitability for MFH Tech’s Filecoin activities. Shelf proceeds would provide financial flexibility but may also dilute existing shareholders.

Positive

• $500 million shelf registration provides substantial funding flexibility for strategic growth and working-capital needs.
• Subsidiary Chaince Securities received FINRA approval (Dec 2024; CMA Mar 2025), enabling regulated U.S. investment-banking activities.
• Headquarters relocated to the United States, reducing direct exposure to PRC operational restrictions.
• Auditor headquartered in Singapore and currently inspected by PCAOB, lowering immediate HFCAA delisting risk.

Negative

• Extensive PRC regulatory and policy risks could disrupt operations or invalidate the holding-company structure.
• No history of profitability; significant outstanding inter-company loans with no clear repayment plan.
• Potential shareholder dilution if large amounts of securities are issued under the shelf at current price levels.
• Discontinued initiatives (Bitcoin mining, digital payment services) highlight strategic volatility and execution risk.
• Future HFCAA/AHFCAA developments could still lead to trading prohibitions if PCAOB access changes.

Insights

Financial Analyst

TL;DR – $500 m shelf boosts funding flexibility but dilution and regulatory overhang keep outlook neutral.

The shelf registration gives MFH a powerful tool to tap capital markets quickly as opportunities arise, important for cash-intensive Filecoin infrastructure and the build-out of Chaince’s broker-dealer platform. However, the company has not demonstrated sustainable profitability, and outstanding inter-company receivables exceed $20 million. Any issuance would likely be dilutive given the $3.88 share price. The filing does not include recent revenue metrics, making fundamental valuation difficult. Overall impact: modestly positive on liquidity, offset by dilution risk.

Regulatory Risk Specialist

TL;DR – Disclosure underscores heavy PRC, HFCAA and securities-law uncertainties; risk profile remains high.

The prospectus reiterates that MFH’s Cayman holding structure could be disallowed by Chinese regulators, potentially rendering the securities “worthless.” Although the auditor sits outside mainland China/Hong Kong, annual PCAOB determinations could change. Inter-company cash flows rely on SAFE and MOFCOM approvals, and no dividends are expected. Recent business shifts—terminating Bitcoin mining and payment services—reflect regulatory pressure. Investors should treat new offerings as high-risk capital until regulatory clarity improves.

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)
07/01/2025

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	07/01/2025		S(1)		326	D	$715.9125(2)	15,828	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		854	D	$717.296(4)	14,974	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		1,332	D	$718.7106(5)	13,642	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		2,415	D	$719.5012(6)	11,227	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		2,034	D	$720.521(7)	9,193	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		1,717	D	$721.5806(8)	7,476	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		611	D	$722.4216(9)	6,865	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		146	D	$724.0774(10)	6,719	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		281	D	$724.979(11)	6,438	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		396	D	$726.3086(12)	6,042	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		96	D	$727.28	5,946	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		147	D	$729.363(13)	5,799	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		104	D	$730.5102(14)	5,695	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		450	D	$732.2733(15)	5,245	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		584	D	$733.3454(16)	4,661	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		1,884	D	$734.4297(17)	2,777	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		196	D	$735.7565(18)	2,581	I	By Chan Zuckerberg Initiative Foundation(3)
Class A Common Stock	07/01/2025		S(1)		220	D	$737.1309(19)	2,361	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(20)	(20)							(20)	(20)	Class A Common Stock	160,156,987		160,156,987	I	By CZI Holdings, LLC(21)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	3,388,097		3,388,097	I	By Mark Zuckerberg, Trustee Of The Mark Zuckerberg Trust Dated July 7, 2006(22)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	17,061,801		17,061,801	I	By Chan Zuckerberg Holdings, LLC(23)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	12,000,000		12,000,000	I	By CZI Holdings I, LLC(24)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings II, LLC(25)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings III, LLC(26)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	100		100	I	CZ Management, LLC(27)
Class B Common Stock(20)	(20)							(20)	(20)	Class A Common Stock	50,000,000		50,000,000	I	By Chan Zuckerberg Holdings IV, LLC(28)

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 $715.805 to $716.25 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.

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 $716.99 to $717.75 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 $718.08 to $719.0101 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 $719.09 to $720.06 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 $720.10 to $721.025 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 $721.15 to $722.055 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 $722.20 to $722.79 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.

10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $723.65 to $724.30 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 $724.71 to $725.36 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.

12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $725.85 to $726.82 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 weighted average price. These shares were sold in multiple transactions at prices ranging from $729.08 to $729.72 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 $730.10 to $730.89 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 $731.79 to $732.72 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 $732.99 to $733.87 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.

17. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $734.00 to $734.98 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.

18. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $735.68 to $735.83 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.

19. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $737.00 to $737.20 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 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.

21. 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.

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

23. 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.

24. 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.

25. 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.

26. 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.

27. 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.

28. 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	07/02/2025
	** 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.
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FAQ

What is Mercurity Fintech Holding Inc. (MFH) registering in this Form F-3/A?

MFH seeks authority to issue up to $500 million of ordinary shares, warrants, debt securities, rights or units on a continuous basis.

How could the shelf registration affect existing MFH shareholders?

New issuances under the shelf may dilute existing holdings if securities are sold below prevailing market value, though they enhance MFH’s liquidity.

Where are MFH’s primary operations conducted?

Through subsidiaries in the United States, Hong Kong and mainland China; the parent is a Cayman Islands holding company.

Has MFH paid dividends in recent years?

No. No dividends were paid during 2022-2024, and the company states it intends to reinvest any future earnings.

What is MFH’s exposure to the HFCAA?

Current auditor Onestop Assurance PAC (Singapore) is PCAOB-inspected. MFH would face trading bans if future PCAOB access is lost for two consecutive years.

What recent regulatory approvals has MFH received?

Chaince Securities, LLC obtained FINRA continuing membership approval in March 2025, allowing U.S. broker-dealer operations.