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Filing Details

Accession Number:: 0001209191-14-055089
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-08-29 17:57:29
Reporting Period:: 2014-08-27

Filing Date:: 2014-08-29
Accepted Time:: 2014-08-29 17:57:29
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1326801	Facebook Inc	FB	Services-Computer Programming, Data Processing, Etc. (7370)	201665019

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1211060	Peter Thiel	C/O Facebook, Inc. 1601 Willow Road Menlo Park CA 94025		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2014-08-27	29,654	$74.83	No	4	S	Indirect	By Lembas, LLC
Class A Common Stock	Disposition	2014-08-27	293,096	$74.82	No	4	S	Indirect	By PT Ventures, LLC
Class A Common Stock	Disposition	2014-08-27	20,568	$74.83	No	4	S	Indirect	By Thiel Capital LLC
Class A Common Stock	Disposition	2014-08-27	37,242	$74.82	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By Lembas, LLC
No	4	S	Indirect	By PT Ventures, LLC
No	4	S	Indirect	By Thiel Capital LLC
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	2,144,066	Indirect	By Rivendell One LLC

Footnotes

The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
The reporting person is the Manager of Lembas, LLC ("Lembas"), and has sole voting and investment power over the securities held by Lembas. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Of the 293,096 shares sold, 70,509 shares were received by PT Ventures, LLC ("PTV") from The Founders Fund, LP following a pro rata distribution to its partners, without consideration, exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.7967 to $74.8279 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4).
The reporting person is the Manager of PTV, and has sole voting and investment power over the securities held by PTV. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Of the 20,568 shares sold, 16,989 shares were received by Thiel Capital LLC ("TC") from The Founders Fund Management, LLC and 3,579 shares were received by TC from The Founders Fund II Management, LLC following pro rata distributions by those entities to their members, without consideration, exempt from Section 16 pursuant to Rule 16a-13 under the Exchange Act.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.803 to $74.8379 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (7).
The reporting person is the Manager of TC, and has sole voting and investment power over the securities held by TC.
Of the 37,242 shares sold, 17,541 shares were received by the reporting person from The Founders Fund II, LP and 15,956 shares were received by the reporting person from The Founders Fund II Principals Fund, LP following pro rata distributions by those entities to their partners, without consideration, exempt from Section 16 pursuant to Rule 16a-13 under the Exchange Act.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.7967 to $74.9772 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (10).
The reporting person is the beneficial owner of Rivendell One LLC ("Rivendell"), and has sole voting and investment power over the securities held by Rivendell.