X0306 4 2014-01-31 0 0001326801 Facebook Inc FB 0001160077 Andreessen Marc L C/O ANDREESSEN HOROWITZ 2865 SAND HILL RD., STE. 101 MENLO PARK CA 94025 1 0 0 0 Class A Common Stock 2014-01-31 4 S 0 459000 60.7573 D 815869 I By Andreessen Horowitz Fund II, L.P. as nominee Class A Common Stock 2014-01-31 4 S 0 815869 61.5036 D 0 I By Andreessen Horowitz Fund II, L.P. as nominee Class A Common Stock 1610920 I By The Andreessen 1996 Living Trust Class A Common Stock 34084 I By The Andreessen 1996 Charitable Remainder Unitrust The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.18 to $61.17 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 (1). The reporting person is one of the Managing Members of AH Equity Partners II, L.L.C., which is the General Partner of Andreessen Horowitz Fund II, L.P. as nominee ("AH Fund II"), and may be deemed to share voting and investment power over the securities held by AH Fund II. 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.20 to $61.705 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 (3). The reporting person and JPMorgan Chase Bank, N.A. (successor-in-interest to J.P. Morgan Trust Company, N.A.) are the Trustees of The Andreessen 1996 Living Trust. The reporting person and JPMorgan Chase Bank, N.A. (successor-in-interest to J.P. Morgan Trust Company, N.A.) are the Trustees of The Andreessen 1996 Charitable Remainder Unitrust. 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. /s/ Michael Johnson as attorney-in-fact for Marc L. Andreessen 2014-02-03