Form Type: 4

SEC EDGAR Link
Acccession Number:0001127602-19-030979
Date:2019-10-22
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 2019-10-22 S 4,823 d $182.29 5,310,584 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 28,192 d $183.42 5,282,392 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 11,494 d $184.32 5,270,898 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 5,383 d $185.40 5,265,515 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 4,730 d $186.56 5,260,785 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 1,577 d $187.33 5,259,208 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 5,859 d $188.85 5,253,349 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 29,485 d $189.83 5,223,864 indirect f3
CLASS A COMMON STOCK 2019-10-22 S 900 d $190.53 5,222,964 indirect f3
CLASS A COMMON STOCK 2019-10-22 C 18,225 a $0.00 18,225 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 1,766 d $182.62 16,459 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 5,199 d $183.55 11,260 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 1,800 d $184.40 9,460 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 1,169 d $185.61 8,291 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 922 d $186.75 7,369 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 323 d $187.81 7,046 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 2,234 d $189.31 4,812 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 4,812 d $189.95 0 indirect f12
CLASS A COMMON STOCK 2019-10-22 S 102 d $182.25 115,457 indirect f22
CLASS A COMMON STOCK 2019-10-22 S 798 d $183.78 114,659 indirect f22
CLASS A COMMON STOCK 2019-10-22 S 147 d $186.09 114,512 indirect f22
CLASS A COMMON STOCK 2019-10-22 S 100 d $187.46 114,412 indirect f22
CLASS A COMMON STOCK 2019-10-22 S 200 d $189.36 114,212 indirect f22
CLASS A COMMON STOCK 2019-10-22 S 503 d $190.20 113,709 indirect f22
CLASS A COMMON STOCK 2019-10-22 S 531 d $182.87 148,778 indirect f27
CLASS A COMMON STOCK 2019-10-22 S 489 d $183.97 148,289 indirect f27
CLASS A COMMON STOCK 2019-10-22 S 166 d $185.36 148,123 indirect f27
CLASS A COMMON STOCK 2019-10-22 S 179 d $186.73 147,944 indirect f27
CLASS A COMMON STOCK 2019-10-22 S 450 d $189.54 147,494 indirect f27
CLASS A COMMON STOCK 2019-10-22 S 435 d $190.14 147,059 indirect f27
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 2019-10-22 deemed execution date C 18,225 (d) class a common stock 18,225 $0.00 356,640,306 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 $181.93 to $182.89 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 $182.93 to $183.92 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 $183.93 to $184.875 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.
f6 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $184.96 to $185.825 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.
f7 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.03 to $187.015 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 $187.04 to $187.52 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 $188.36 to $189.33 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.
f10 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $189.44 to $190.35 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.
f11 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $190.44 to $190.62 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 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.
f13 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $182.02 to $183.015 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 $183.135 to $184.125 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 $184.18 to $184.685 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 $185.26 to $186.22 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 reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.395 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.
f18 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $187.52 to $188.465 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 $188.67 to $189.59 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 $189.67 to $190.47 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 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.
f22 shares held of record by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 2, dated 5/8/2014.
f23 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $183.335 to $184.215 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.
f24 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $188.985 to $189.74 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 $190.00 to $190.63 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.
f26 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $182.25 to $183.20 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.
f27 shares held of record by mark zuckerberg, trustee of the mark zuckerberg 2014 grat no. 3, dated 5/8/2014.
f28 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $183.615 to $184.56 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 $185.35 to $186.33 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.
f30 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $186.69 to $186.73 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 $188.99 to $189.88 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.
f32 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $190.00 to $190.25 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.
f33 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.
f34 shares held of record by mark zuckerberg, trustee of the 2006 trust.

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