Form Type: 4

SEC EDGAR Link
Acccession Number:0001127602-19-028771
Date:2019-09-16
Issuer: FACEBOOK INC (FB)
Original Submission Date:

Reporting Person:

ZUCKERBERG MARK
C/O FACEBOOK, INC.
1601 WILLOW ROAD MENLO PARK, CA 94025

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2019-09-17 S 99 d $188.10 158,066 indirect f10
CLASS A COMMON STOCK 2019-09-17 S 166 d $188.10 201,181 indirect f13
CLASS A COMMON STOCK 2019-09-17 S 171 d $187.07 201,347 indirect f13
CLASS A COMMON STOCK 2019-09-17 S 341 d $187.14 158,165 indirect f10
CLASS A COMMON STOCK 2019-09-16 S 627 d $187.24 203,431 indirect f13
CLASS A COMMON STOCK 2019-09-17 S 704 d $187.82 261,869 indirect f17
CLASS A COMMON STOCK 2019-09-16 S 708 d $187.22 159,916 indirect f10
CLASS A COMMON STOCK 2019-09-16 S 1,142 d $186.25 160,624 indirect f10
CLASS A COMMON STOCK 2019-09-17 S 1,410 d $186.19 158,506 indirect f10
CLASS A COMMON STOCK 2019-09-16 S 1,623 d $186.31 204,058 indirect f13
CLASS A COMMON STOCK 2019-09-17 S 1,636 d $187.91 0 indirect f5
CLASS A COMMON STOCK 2019-09-17 S 1,913 d $186.26 201,518 indirect f13
CLASS A COMMON STOCK 2019-09-17 S 2,193 d $186.81 262,573 indirect f17
CLASS A COMMON STOCK 2019-09-16 S 2,732 d $187.17 269,369 indirect f17
CLASS A COMMON STOCK 2019-09-17 S 4,603 d $186.00 264,766 indirect f17
CLASS A COMMON STOCK 2019-09-16 S 4,768 d $186.22 272,101 indirect f17
CLASS A COMMON STOCK 2019-09-17 S 4,873 d $186.83 1,636 indirect f5
CLASS A COMMON STOCK 2019-09-16 S 6,490 d $187.20 0 indirect f5
CLASS A COMMON STOCK 2019-09-17 S 7,754 d $187.93 7,495,125 indirect f3
CLASS A COMMON STOCK 2019-09-17 S 12,491 d $186.03 6,509 indirect f5
CLASS A COMMON STOCK 2019-09-16 S 12,510 d $186.20 6,490 indirect f5
CLASS A COMMON STOCK 2019-09-16 C 19,000 a $0.00 19,000 indirect f5
CLASS A COMMON STOCK 2019-09-17 C 19,000 a $0.00 19,000 indirect f5
CLASS A COMMON STOCK 2019-09-17 S 26,923 d $186.85 7,502,879 indirect f3
CLASS A COMMON STOCK 2019-09-16 S 34,467 d $187.17 7,590,125 indirect f3
CLASS A COMMON STOCK 2019-09-17 S 60,323 d $186.03 7,529,802 indirect f3
CLASS A COMMON STOCK 2019-09-16 S 60,533 d $186.17 7,624,592 indirect f3
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B COMMON STOCK 0.0 deemed execution date 0 ( ) class a common stock 1,908,602 $0.00 1,908,602 indirect by chan zuckerberg foundation
CLASS B COMMON STOCK 0.0 deemed execution date 0 ( ) class a common stock 5,676,058 $0.00 5,676,058 indirect by mark zuckerberg, trustee of the mark zuckerberg trust dated july 7, 2006
CLASS B COMMON STOCK 0.0 2019-09-16 deemed execution date C 19,000 (d) class a common stock 19,000 $0.00 357,106,780 indirect by czi holdings, llc
CLASS B COMMON STOCK 0.0 2019-09-17 deemed execution date C 19,000 (d) class a common stock 19,000 $0.00 357,087,780 indirect by czi holdings, llc
Footnotes
IDfootnote
f1 the sales reported were effected by mark zuckerberg, trustee and settlor of the chan zuckerberg foundation ("cz foundation") and czi holdings, llc ("czi"), as applicable, pursuant to their rule 10b5-1 trading plans.
f2 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.785 to $186.78 per share, inclusive. 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.
f3 shares held of record by cz foundation. the reporting person is deemed to have voting and investment power over the shares held by cz foundation, but has no pecuniary interest in these shares.
f4 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.785 to $187.70 per share, inclusive. 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.
f5 shares held of record by czi. mark zuckerberg, trustee of the mark zuckerberg trust dated july 7, 2006 ("2006 trust") is the sole member of czi. mr. zuckerberg 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.
f6 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.845 to $186.82 per share, inclusive. 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.
f7 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.88 to $187.675 per share, inclusive. 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.
f8 the sales reported were effected by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 2, dated 5/8/2014 and mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 3, dated 5/8/2014, as applicable, pursuant to their rule 10b5-1 trading plans.
f9 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.93 to $186.88 per share, inclusive. 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.
f10 shares held of record by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 2, dated 5/8/2014.
f11 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.93 to $187.55 per share, inclusive. 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.
f12 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.88 to $186.79 per share, inclusive. 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.
f13 shares held of record by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 3, dated 5/8/2014.
f14 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.93 to $187.67 per share, inclusive. 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.
f15 the sales reported were effected by chan zuckerberg advocacy pursuant to its rule 10b5-1 trading plan.
f16 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.885 to $186.875 per share, inclusive. 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.
f17 shares held of record by chan zuckerberg advocacy. the reporting person is deemed to have voting and investment power over the shares held by chan zuckerberg advocacy, but has no pecuniary interest in these shares.
f18 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.93 to $187.63 per share, inclusive. 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.
f19 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.57 to $186.565 per share, inclusive. 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.
f20 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.575 to $187.405 per share, inclusive. 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.
f21 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $187.63 to $188.29 per share, inclusive. 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.
f22 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.555 to $186.545 per share, inclusive. 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.
f23 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.56 to $187.205 per share, inclusive. 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.
f24 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $187.62 to $188.20 per share, inclusive. 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.
f25 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.785 to $186.66 per share, inclusive. 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.
f26 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.865 to $187.765 per share, inclusive. 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.
f27 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.85 to $186.825 per share, inclusive. 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.
f28 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.855 to $187.215 per share, inclusive. 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.
f29 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.57 to $186.54 per share, inclusive. 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.
f30 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.595 to $187.20 per share, inclusive. 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.
f31 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $187.645 to $188.10 per share, inclusive. 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.
f32 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.
f33 shares held of record by mark zuckerberg, trustee of the 2006 trust.

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