Filing Details

Accession Number:
0001127602-18-006850
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-02-16 19:14:59
Reporting Period:
2018-02-14
Accepted Time:
2018-02-16 19:14:59
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
1366010 Sheryl Sandberg C/O Facebook, Inc.
1601 Willow Road
Menlo Park CA 94025
Chief Operating Officer Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2018-02-14 55,000 $0.00 1,495,352 No 4 C Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-14 1,900 $173.46 1,493,452 No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-14 10,900 $174.97 1,482,552 No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-14 6,300 $176.54 1,476,252 No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-14 12,525 $177.14 1,463,727 No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-14 10,500 $178.32 1,453,227 No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-14 12,875 $179.32 1,440,352 No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-15 233 $0.00 0 No 5 G Indirect By investment LLC
Class A Common Stock Acquisiton 2018-02-15 233 $0.00 1,440,585 No 5 G Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Acquisiton 2018-02-15 34,364 $0.00 1,474,949 No 4 M Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-15 17,038 $179.52 1,457,911 No 4 F Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Acquisiton 2018-02-15 13,030 $0.00 1,470,941 No 4 M Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-15 6,461 $179.52 1,464,480 No 4 F Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Acquisiton 2018-02-15 16,508 $0.00 1,480,988 No 4 M Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Class A Common Stock Disposition 2018-02-15 8,185 $179.52 1,472,803 No 4 F Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 S Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 5 G Indirect By investment LLC
No 5 G Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 M Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 F Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 M Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 F Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 M Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
No 4 F Indirect By Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Stock Option (Right to Buy Class B Common Stock) Disposition 2018-02-14 55,000 $0.00 55,000 $15.00
Class A Common Stock Class B Common Stock Acquisiton 2018-02-14 55,000 $0.00 55,000 $0.00
Class A Common Stock Class B Common Stock Disposition 2018-02-14 55,000 $0.00 55,000 $0.00
Class A Common Stock Restricted Stock Units (RSU) (Class A) Disposition 2018-02-15 34,364 $0.00 34,364 $0.00
Class A Common Stock Restricted Stock Units (RSU) (Class A) Disposition 2018-02-15 13,030 $0.00 13,030 $0.00
Class A Common Stock Restricted Stock Units (RSU) (Class A) Disposition 2018-02-15 16,508 $0.00 16,508 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
1,145,000 2020-10-17 No 4 M Indirect
55,000 No 4 M Indirect
0 No 4 C Indirect
515,464 2023-05-05 No 4 M Direct
104,235 2024-03-16 No 4 M Direct
181,592 2025-03-15 No 4 M Direct
Footnotes
  1. Represents the number of shares that were acquired upon the conversion of Class B Common Stock to Class A Common Stock in connection with the exercise of the stock option listed in Table II.
  2. Shares held of record by Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004.
  3. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the holder.
  4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.43 to $173.49 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.
  5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.65 to $175.61 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.
  6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.85 to $176.81 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.
  7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $176.85 to $177.79 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.
  8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.85 to $178.84 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.
  9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.87 to $179.69 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.
  10. This transaction represents the transfer of securities by the reporting person to a revocable trust, and not a sale of securities.
  11. Represents shares held by the reporting person's investment LLC, whose sole member is the Sheryl K. Sandberg Revocable Trust.
  12. Represents the number of shares of Class A Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the RSUs and does not represent a sale by the reporting person.
  13. The option vests as to (a) 260,000 shares in equal monthly installments over 48 months, beginning on May 1, 2013 and then (b) the remaining 940,000 shares vest in equal monthly installments over the following 12 months, subject to continued service through each vesting date.
  14. Options held of record by Sheryl K. Sandberg, Trustee of Sheryl K. Sandberg Revocable Trust UTA dated September 3, 2004.
  15. 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.
  16. The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis.
  17. Each RSU represents a contingent right to receive 1 share of the issuer's Class A Common Stock upon settlement.
  18. The RSUs vest as to 1/16th of the total shares quarterly, beginning on November 15, 2017, subject to continued service through each vesting date.
  19. The RSUs vest as to 1/16th of the total shares quarterly, beginning on May 15, 2016, subject to continued service through each vesting date.
  20. The RSUs vest as to 1/12th of the total shares quarterly, beginning on February 15, 2018, subject to continued service through each vesting date.