STOCK TITAN

Mark Zuckerberg/CZI sells 15,847 META shares at ~$765–$773 per share

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Mark Zuckerberg filed a Form 4 reporting transactions in Meta Platforms, Inc. (META) dated 08/11/2025. The filing shows a conversion (Code C) of 15,847 Class B/Common-equivalent shares into Class A and a series of sales (Code S) of a combined 15,847 Class A shares by CZI Holdings, LLC executed under a Rule 10b5-1 trading plan. The sales were completed in multiple tranches with weighted-average prices reported in tranche footnotes and aggregate per-tranche price ranges from $765.04 to $773.14 per share. Following the final sale reported, CZI Holdings' direct Class A holdings related to these tranches are shown as 0.

The filing also discloses larger indirect and derivative positions held by related entities: CZI Holdings is shown with 159,633,204 Class A-equivalent shares beneficially owned following the reported transactions; the Chan Zuckerberg Initiative Foundation holds 397,007 Class A shares (the reporting person has voting and investment power but no pecuniary interest in those shares). Several affiliated entities are listed with specific Class A-equivalent amounts, including 3,388,097, 17,061,801, 12,000,000, and multiple 50,000,000 holdings as detailed in the form.

Positive

  • Sales were executed under a pre-established Rule 10b5-1 trading plan, which documents intent and timing in advance.
  • Form 4 provides transparent detail including exact share counts, weighted-average tranche prices, and entity-level beneficial ownership figures.

Negative

  • None.

Insights

TL;DR Routine, pre-planned sale of 15,847 META shares under a 10b5-1 plan; prices disclosed and ownership allocations clarified.

The Form 4 documents that CZI Holdings converted and sold 15,847 Class A-equivalent shares on 08/11/2025 via a Rule 10b5-1 plan adopted February 1, 2025. Sales were executed in multiple tranches with weighted-average per-tranche prices reported and tranche price ranges spanning approximately $765.04 to $773.14. The form clearly allocates beneficial ownership across related entities and shows direct Class A shares tied to these tranches reduced to 0 for CZI Holdings while large indirect/derivative holdings remain in affiliated entities. For market impact, the sold amount is small relative to the multi-hundred-million share positions disclosed.

TL;DR Compliant disclosure showing pre-established trading plan, trustee attribution, and detailed beneficial ownership across related entities.

The filing attributes voting and investment power consistently: the reporting person is identified as trustee of the 2006 Trust and is deemed to control CZI and related entities. Sales were effected pursuant to a documented 10b5-1 trading plan and the form includes explanatory footnotes about price ranges and relationships among entities. The filing was signed by an attorney-in-fact, indicating delegated filing authority. The record distinguishes voting/investment power from pecuniary interest for the Chan Zuckerberg Initiative Foundation, which the filer controls for voting but not economically.

Insider Zuckerberg Mark
Role COB and CEO
Sold 15,847 shs ($12.19M)
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 1,157 $765.3947 $886K
Sale Class A Common Stock 1,397 $766.6281 $1.07M
Sale Class A Common Stock 2,934 $767.894 $2.25M
Sale Class A Common Stock 2,776 $768.7521 $2.13M
Sale Class A Common Stock 2,171 $769.8262 $1.67M
Sale Class A Common Stock 1,747 $770.9555 $1.35M
Sale Class A Common Stock 2,705 $771.8145 $2.09M
Sale Class A Common Stock 960 $772.7094 $742K
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 — 159,633,204 shares (Indirect, By CZI Holdings, LLC); Class A Common Stock — 15,847 shares (Indirect, By CZI Holdings, LLC)
Footnotes (1)
  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 $765.04 to $766.03 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 $766.24 to $767.225 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 $767.28 to $768.27 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 $768.28 to $769.26 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 $769.35 to $770.31 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 $770.38 to $771.37 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $771.38 to $772.325 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 $772.41 to $773.14 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.
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)
08/11/2025
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 08/11/2025 C 15,847 A $0 15,847 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 1,157 D $765.3947(3) 14,690 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 1,397 D $766.6281(4) 13,293 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 2,934 D $767.894(5) 10,359 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 2,776 D $768.7521(6) 7,583 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 2,171 D $769.8262(7) 5,412 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 1,747 D $770.9555(8) 3,665 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 2,705 D $771.8145(9) 960 I By CZI Holdings, LLC(1)
Class A Common Stock 08/11/2025 S(2) 960 D $772.7094(10) 0 I By CZI Holdings, LLC(1)
Class A Common Stock 397,007 I By Chan Zuckerberg Initiative Foundation(11)
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(12) (12) 08/11/2025 C 15,847 (12) (12) Class A Common Stock 15,847 $0 159,633,204 I By CZI Holdings, LLC(1)
Class B Common Stock(12) (12) (12) (12) 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(12) (12) (12) (12) Class A Common Stock 17,061,801 17,061,801 I By Chan Zuckerberg Holdings, LLC(14)
Class B Common Stock(12) (12) (12) (12) Class A Common Stock 12,000,000 12,000,000 I By CZI Holdings I, LLC(15)
Class B Common Stock(12) (12) (12) (12) Class A Common Stock 50,000,000 50,000,000 I By Chan Zuckerberg Holdings II, LLC(16)
Class B Common Stock(12) (12) (12) (12) Class A Common Stock 50,000,000 50,000,000 I By Chan Zuckerberg Holdings III, LLC(17)
Class B Common Stock(12) (12) (12) (12) Class A Common Stock 100 100 I CZ Management, LLC(18)
Class B Common Stock(12) (12) (12) (12) Class A Common Stock 50,000,000 50,000,000 I By Chan Zuckerberg Holdings IV, LLC(19)
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 February 1, 2025.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $765.04 to $766.03 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 $766.24 to $767.225 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 $767.28 to $768.27 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 $768.28 to $769.26 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.
7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $769.35 to $770.31 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 $770.38 to $771.37 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.
9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $771.38 to $772.325 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 $772.41 to $773.14 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. 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.
12. 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.
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 08/13/2025
** 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

What transactions did Mark Zuckerberg report on the META Form 4?

The form reports a conversion and sales on 08/11/2025: a conversion (Code C) of 15,847 shares and sales (Code S) totaling 15,847 Class A shares by CZI Holdings, LLC.

How many META shares were sold and at what prices?

A total of 15,847 Class A shares were sold in multiple tranches with weighted-average tranche prices and tranche price ranges reported across footnotes, spanning approximately $765.04 to $773.14 per share.

Were the sales part of a 10b5-1 trading plan?

Yes. Footnote (2) states the sales were effected by CZI pursuant to the Rule 10b5-1 trading plan the reporting person adopted on February 1, 2025.

How did these transactions change CZI Holdings' direct Class A position?

Table I shows CZI Holdings' direct Class A holdings tied to these reported tranches decreased to 0 after the final sale reported on 08/11/2025.
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