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Meta Platforms (META) CFO stock awards lead to share tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Meta Platforms, Inc. (META) reported insider equity activity by Chief Financial Officer Susan J. Li. On 2026-08-15, Restricted Stock Units converted into 18,245 shares of Class A Common Stock for the Li-Hegeman Living Trust. The issuer withheld 2,127 shares at $689.85 and 6,922 shares at $589.85 to satisfy income tax withholding obligations in connection with RSU net settlement; these dispositions were not open-market sales.

Positive

  • None.

Negative

  • None.
Insider LI SUSAN J
Role Chief Financial Officer
Sold 2,127 shs ($1.47M)
Approx. gross sale proceeds $1.47M
Type Security Shares Price Value
Conversion Restricted Stock Units (RSU) (Class A) F3, F4 2,400 $0.00 $0.00
Conversion Restricted Stock Units (RSU) (Class A) F3, F5 1,888 $0.00 $0.00
Exercise Restricted Stock Units (RSU) (Class A) F3, F6 6,791 $0.00 $0.00
Exercise Restricted Stock Units (RSU) (Class A) F3, F7 2,679 $0.00 $0.00
Exercise Restricted Stock Units (RSU) (Class A) F3, F8 1,783 $0.00 $0.00
Exercise Restricted Stock Units (RSU) (Class A) F3, F9 2,704 $0.00 $0.00
Conversion Class A Common Stock 2,400 $0.00 $0.00
Conversion Class A Common Stock 1,888 $0.00 $0.00
Sale Class A Common Stock F1 2,127 $689.85 $1.47M
Exercise Class A Common Stock 6,791 $0.00 $0.00
Exercise Class A Common Stock 2,679 $0.00 $0.00
Exercise Class A Common Stock 1,783 $0.00 $0.00
Exercise Class A Common Stock 2,704 $0.00 $0.00
Tax Withholding Class A Common Stock F2 6,922 $589.85 $4.08M
Holdings After Transaction: Restricted Stock Units (RSU) (Class A) — 114,333 shares (Direct); Class A Common Stock — 22,382 shares (Indirect, Susan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012)
Footnotes (9)
  1. F1. Represents the number of shares of Class A Common Stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the Reporting Person's Restricted Stock Units ("RSUs") and does not represent an open market sale.
  2. F2. Represents the number of shares of Class A Common Stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the Reporting Person's RSUs and does not represent a sale.
  3. F3. Each RSU represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement.
  4. F4. The RSUs vest quarterly as to 1/20th of the total RSUs, beginning on February 15, 2023, subject to continued service through each vesting date.
  5. F5. The RSUs vest quarterly as to 1/20th of the total RSUs, beginning on February 15, 2024, subject to continued service through each vesting date.
  6. F6. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2023, subject to continued service through each vesting date.
  7. F7. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2024, subject to continued service through each vesting date.
  8. F8. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2025, subject to continued service through each vesting date.
  9. F9. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2026, subject to continued service through each vesting date.
RSU underlying shares converted 18,245 shares Total underlying shares in RSU exercises/conversions reported on 2026-08-15
Shares withheld (tax) – first block 2,127 shares Class A shares withheld by issuer at $689.85 for tax on RSU settlement
Per-share value for first withholding $689.85 per share Value used for 2,127 shares withheld for tax obligations
Shares withheld (tax) – second block 6,922 shares Class A shares withheld by issuer at $589.85 for tax on RSU settlement
Per-share value for second withholding $589.85 per share Value used for 6,922 shares withheld for tax obligations
Reported open-market sale shares 0 shares Footnotes F1 and F2 state dispositions were issuer withholdings, not open-market sales
Restricted Stock Units ("RSUs") financial
"in connection with the net settlement of the Reporting Person's Restricted Stock Units ("RSUs")"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
net settlement financial
"in connection with the net settlement of the Reporting Person's Restricted Stock Units"
income tax withholding and remittance obligations financial
"to satisfy its income tax withholding and remittance obligations in connection with the net settlement"
contingent right financial
"Each RSU represents a contingent right to receive 1 share of the Issuer's Class A"
vest quarterly financial
"The RSUs vest quarterly as to 1/20th of the total RSUs, beginning on February 15, 2023"

FAQ

What insider transactions did META CFO Susan Li report on August 15, 2026?
On 2026-08-15, META CFO Susan Li reported RSU conversions into 18,245 Class A shares held through the Li-Hegeman Living Trust. Some of these shares were subsequently withheld by the issuer to cover income tax obligations related to the RSU net settlement.

How many Meta (META) RSUs did Susan Li have converted to Class A shares?
Susan Li reported RSU transactions covering 18,245 underlying Class A shares. These came from multiple RSU awards vesting and converting on 2026-08-15, each RSU representing a contingent right to receive 1 share of Class A Common Stock upon settlement.

Were any of Susan Li’s META share dispositions open-market sales?
The filing states that 2,127 shares and 6,922 shares of META Class A stock were withheld by the issuer to satisfy income tax withholding in RSU net settlement and "do not represent" open-market sales, characterizing them as tax-related share withholdings.

At what prices were META shares withheld for Susan Li’s tax obligations?
META shares were withheld at per-share values of $689.85 for 2,127 shares and $589.85 for 6,922 shares. These prices reflect values used in connection with the issuer’s income tax withholding and remittance on RSU net settlement.

How are Susan Li’s META shares held according to this Form 4?
The non-derivative META Class A shares in this report are held indirectly by the Li-Hegeman Living Trust, with Susan Li and John Hegeman named as co-trustees. The transactions are therefore attributed to the trust as the holding entity.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
LI SUSAN J
(Last)(First)(Middle)
C/O META PLATFORMS, INC.
1 META WAY
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Meta Platforms, Inc. [ META ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/15/2026C2,400A$015,586ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026C1,888A$017,474ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026S2,127(1)D$689.8515,347ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026M6,791A$022,138ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026M2,679A$024,817ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026M1,783A$026,600ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026M2,704A$029,304ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
Class A Common Stock08/15/2026F6,922(2)D$589.8522,382ISusan Li and John Hegeman, Co-Trustees of The Li-Hegeman Living Trust u/t/a dated November 30, 2012
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units (RSU) (Class A)(3)08/15/2026C2,400 (4) (4)Class A Common Stock2,400$011,997D
Restricted Stock Units (RSU) (Class A)(3)08/15/2026C1,888 (5) (5)Class A Common Stock1,888$016,994D
Restricted Stock Units (RSU) (Class A)(3)08/15/2026M6,791 (6) (6)Class A Common Stock6,791$013,582D
Restricted Stock Units (RSU) (Class A)(3)08/15/2026M2,679 (7) (7)Class A Common Stock2,679$016,077D
Restricted Stock Units (RSU) (Class A)(3)08/15/2026M1,783 (8) (8)Class A Common Stock1,783$017,824D
Restricted Stock Units (RSU) (Class A)(3)08/15/2026M2,704 (9) (9)Class A Common Stock2,704$037,859D
Explanation of Responses:
1. Represents the number of shares of Class A Common Stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the Reporting Person's Restricted Stock Units ("RSUs") and does not represent an open market sale.
2. Represents the number of shares of Class A Common Stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the Reporting Person's RSUs and does not represent a sale.
3. Each RSU represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement.
4. The RSUs vest quarterly as to 1/20th of the total RSUs, beginning on February 15, 2023, subject to continued service through each vesting date.
5. The RSUs vest quarterly as to 1/20th of the total RSUs, beginning on February 15, 2024, subject to continued service through each vesting date.
6. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2023, subject to continued service through each vesting date.
7. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2024, subject to continued service through each vesting date.
8. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2025, subject to continued service through each vesting date.
9. The RSUs vest quarterly as to 1/16th of the total RSUs, beginning on May 15, 2026, subject to continued service through each vesting date.
/s/ Erin Guldiken, attorney-in-fact for Susan J. Li08/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR