0001127602-17-027461.txt : 20170914 0001127602-17-027461.hdr.sgml : 20170914 20170914213802 ACCESSION NUMBER: 0001127602-17-027461 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170912 FILED AS OF DATE: 20170914 DATE AS OF CHANGE: 20170914 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schroepfer Michael Todd CENTRAL INDEX KEY: 0001509441 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35551 FILM NUMBER: 171086737 MAIL ADDRESS: STREET 1: C/O FACEBOOK INC. STREET 2: 1601 WILLOW ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Facebook Inc CENTRAL INDEX KEY: 0001326801 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 201665019 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1601 WILLOW ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-618-7714 MAIL ADDRESS: STREET 1: 1601 WILLOW ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2017-09-12 0001326801 Facebook Inc FB 0001509441 Schroepfer Michael Todd C/O FACEBOOK, INC. 1601 WILLOW ROAD MENLO PARK CA 94025 1 Chief Technology Officer Class A Common Stock 2017-07-24 5 G 0 E 30121 0 D 252848 I By The HS Trust U/A/D 9/28/2011 Class A Common Stock 2017-07-24 5 G 0 E 30121 0 A 30121 I By The Michael Schroepfer 2017 Annuity Trust U/A/D 6/29/2017 Class A Common Stock 2017-07-24 5 G 0 E 30121 0 D 222727 I By The HS Trust U/A/D 9/28/2011 Class A Common Stock 2017-07-24 5 G 0 E 30121 0 A 30121 I By The Erin Hoffmann 2017 Annuity Trust U/A/D 6/29/2017 Class A Common Stock 2017-08-18 5 G 0 E 125093 0 D 533937 D Class A Common Stock 2017-08-18 5 G 0 E 62547 0 D 471390 D Class A Common Stock 2017-09-12 4 C 0 66256 0 A 288983 I By The HS Trust U/A/D 9/28/2011 Class A Common Stock 2017-09-12 4 S 0 32144 172.5105 D 256839 I By The HS Trust U/A/D 9/28/2011 Class A Common Stock 2017-09-12 4 S 0 5911 173.069 D 250928 I By The HS Trust U/A/D 9/28/2011 Stock Option (Right to Buy Class B Common Stock) 2.954 2017-09-12 4 M 0 66256 0 D 2019-08-18 Class B Common Stock 66256 993817 I By The HS Trust U/A/D 9/28/2011 Class B Common Stock 2017-09-12 4 M 0 66256 A Class A Common Stock 66256 66256 I By The HS Trust U/A/D 9/28/2011 Class B Common Stock 2017-09-12 4 C 0 66256 D Class A Common Stock 66256 0 I By The HS Trust U/A/D 9/28/2011 Stock Option (Right to Buy Class B Common Stock) 1.854 2019-01-11 Class B Common Stock 26940 26940 I By The Clover Irrevocable Nonexempt Trust Shares held of record by Michael Schroepfer and Erin Hoffmann, Co-Trustees of The HS Trust U/A/D 9/28/2011. Previously reported as held directly by the reporting person. Shares held of record by Michael Schroepfer, Trustee of The Michael Schroepfer 2017 Annuity Trust U/A/D 6/29/2017, a grantor retained annuity trust for the benefit of the reporting person. Shares held of record by Erin Hoffmann, Trustee of The Erin Hoffmann 2017 Annuity Trust U/A/D 6/29/2017, a grantor retained annuity trust for the benefit of the reporting person's spouse. Represents shares of Class A Common Stock that the reporting person donated as a gift to a charitable entity. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the holder. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.88 to $172.87 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.88 to $173.56 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. The option vested as to 1/5th of the total shares on July 15, 2010, after which 1/60th of the total shares vest monthly, subject to continued service through each vesting date. In connection with certain estate planning transfers, the reporting person transferred vested shares underlying the option to Michael Schroepfer and Erin Hoffman, Co-Trustees of The HS Trust u/a/d 9/28/11. 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. Options held of record by Michael Schroepfer and Erin Hoffmann, Co-Trustees of The HS Trust U/A/D 9/28/2011. The holder elected to convert the shares of Class B Common Stock into Class A Common Stock on a 1-for-1 basis. The option was 100% vested on August 13, 2013. Shares held of record by Michael T. Schroepfer and Erin Hoffmann, Co-Trustees of The Clover Irrevocable Nonexempt Trust U/A/D 6/27/11. /s/ Michael Johnson as attorney-in-fact for Michael T. Schroepfer 2017-09-14