Wehner David M. Form 4 Meta Platforms / David M. Wehner ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Wehner David M.

(Last) (First) (Middle)

C/O META PLATFORMS, INC.

1601 WILLOW ROAD

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Meta Platforms, Inc. [ META ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/15/2022		M		6,848	A	$0	59,690	D
Class A Common Stock	08/15/2022		M		7,434	A	$0	67,124	D
Class A Common Stock	08/15/2022		M		5,998	A	$0	73,122	D
Class A Common Stock	08/15/2022		M		4,720	A	$0	77,842	D
Class A Common Stock	08/15/2022		M		5,470	A	$0	83,312	D
Class A Common Stock	08/15/2022		F		15,110(1)	D	$180.5	68,202	D
Class A Common Stock	08/15/2022		C		2,463	A	$0	15,882	I	By Spouse(2)
Class A Common Stock	08/15/2022		S		1,222(3)	D	$180.5	14,660	I	By Spouse(2)
Class A Common Stock	08/15/2022		M		675	A	$0	15,335	I	By Spouse(2)
Class A Common Stock	08/15/2022		M		767	A	$0	16,102	I	By Spouse(2)
Class A Common Stock	08/15/2022		M		889	A	$0	16,991	I	By Spouse(2)
Class A Common Stock	08/15/2022		F		1,157(1)	D	$180.5	15,834	I	By Spouse(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			6,848	(5)	03/19/2028	Class A Common Stock	6,848	$0	34,240	D
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			7,434	(6)	03/19/2029	Class A Common Stock	7,434	$0	37,172	D
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			5,998	(7)	03/19/2030	Class A Common Stock	5,998	$0	53,986	D
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			4,720	(8)	03/21/2031	Class A Common Stock	4,720	$0	56,645	D
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			5,470	(9)	03/20/2032	Class A Common Stock	5,470	$0	82,054	D
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		C			2,463	(10)	03/19/2029	Class A Common Stock	2,463	$0	4,926	I	By Spouse(2)
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			675	(11)	03/19/2030	Class A Common Stock	675	$0	4,050	I	By Spouse(2)
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			767	(12)	03/21/2031	Class A Common Stock	767	$0	7,671	I	By Spouse(2)
Restricted Stock Units (RSU) (Class A)	(4)	08/15/2022		M			889	(13)	03/20/2032	Class A Common Stock	889	$0	12,446	I	By Spouse(2)

Explanation of Responses:

1. 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 Restricted Stock Units ("RSUs") and does not represent a sale.

2. The Reporting Person disclaims Section 16 beneficial ownership over the securities reported except to the extent of his pecuniary interest therein, if any.

3. 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 an open market sale.

4. Each RSU represents a contingent right to receive 1 share of the issuer's Class A Common Stock upon settlement.

5. The RSUs vest quarterly as to 1/16th of the total shares, beginning on February 15, 2020, subject to continued service through each vesting date.

6. The RSUs vest quarterly as to 1/16th of the total shares, beginning on February 15, 2020, subject to continued service through each vesting date.

7. The RSUs vest quarterly as to 1/16th of the total shares, beginning on February 15, 2021, subject to continued service through each vesting date.

8. The RSUs vest quarterly as to 1/16th of the total shares, beginning on November 15, 2021, subject to continued service through each vesting date.

9. The RSUs vest quarterly as to 1/16th of the total shares, beginning on August 15, 2022, subject to continued service through each vesting date.

10. The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2019, subject to continued service through each vesting date.

11. The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2020, subject to continued service through each vesting date.

12. The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2021, subject to continued service through each vesting date.

13. The RSUs vest quarterly as to 1/16th of the total shares, beginning on May 15, 2022, subject to continued service through each vesting date.

	/s/ Erin Guldiken, attorney-in-fact for David M. Wehner	08/17/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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