Form Type: 4

SEC EDGAR Link
Acccession Number:0001127602-19-030661
Date:2019-10-15
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 2019-10-15 S 3,134 d $184.05 5,787,273 indirect f3
CLASS A COMMON STOCK 2019-10-15 S 6,521 d $185.49 5,780,752 indirect f3
CLASS A COMMON STOCK 2019-10-15 S 7,897 d $186.45 5,772,855 indirect f3
CLASS A COMMON STOCK 2019-10-15 S 4,732 d $187.37 5,768,123 indirect f3
CLASS A COMMON STOCK 2019-10-15 S 12,415 d $188.39 5,755,708 indirect f3
CLASS A COMMON STOCK 2019-10-15 S 54,162 d $189.35 5,701,546 indirect f3
CLASS A COMMON STOCK 2019-10-15 S 6,139 d $190.02 5,695,407 indirect f3
CLASS A COMMON STOCK 2019-10-15 C 19,000 a $0.00 19,000 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 622 d $183.97 18,378 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 1,438 d $185.53 16,940 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 1,912 d $186.61 15,028 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 2,566 d $188.21 12,462 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 11,291 d $189.33 1,171 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 1,171 d $190.02 0 indirect f10
CLASS A COMMON STOCK 2019-10-15 S 16 d $183.80 124,793 indirect f18
CLASS A COMMON STOCK 2019-10-15 S 254 d $185.26 124,539 indirect f18
CLASS A COMMON STOCK 2019-10-15 S 166 d $186.75 124,373 indirect f18
CLASS A COMMON STOCK 2019-10-15 S 456 d $188.55 123,917 indirect f18
CLASS A COMMON STOCK 2019-10-15 S 727 d $189.42 123,190 indirect f18
CLASS A COMMON STOCK 2019-10-15 S 231 d $190.10 122,959 indirect f18
CLASS A COMMON STOCK 2019-10-15 S 20 d $183.80 160,539 indirect f24
CLASS A COMMON STOCK 2019-10-15 S 267 d $185.24 160,272 indirect f24
CLASS A COMMON STOCK 2019-10-15 S 258 d $186.65 160,014 indirect f24
CLASS A COMMON STOCK 2019-10-15 S 725 d $188.70 159,289 indirect f24
CLASS A COMMON STOCK 2019-10-15 S 980 d $189.58 158,309 indirect f24
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 2019-10-15 deemed execution date C 19,000 (d) class a common stock 19,000 $0.00 356,734,531 indirect by czi holdings, llc
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
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 $183.74 to $184.67 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.
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 $184.885 to $185.86 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 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 $186.725 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.
f6 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.885 to $187.87 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 $187.89 to $188.88 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.
f8 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $188.89 to $189.875 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.
f9 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $189.89 to $190.29 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.
f10 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.
f11 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $183.78 to $184.33 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 $185.045 to $186.03 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 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.23 to $187.12 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.
f14 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $187.73 to $188.70 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.
f15 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $188.85 to $189.835 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.
f16 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $189.895 to $190.275 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 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.
f18 shares held of record by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 2, dated 5/8/2014.
f19 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.00 to $185.425 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 $186.64 to $186.865 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 $187.955 to $188.90 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 $188.96 to $189.64 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 $189.985 to $190.16 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 shares held of record by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 3, dated 5/8/2014.
f25 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $185.00 to $185.39 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 $186.39 to $187.105 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 $188.10 to $189.055 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 $189.19 to $190.16 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 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.
f30 shares held of record by mark zuckerberg, trustee of the 2006 trust.

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