0001127602-18-014424.txt : 20180411
0001127602-18-014424.hdr.sgml : 20180411
20180411200729
ACCESSION NUMBER: 0001127602-18-014424
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180410
FILED AS OF DATE: 20180411
DATE AS OF CHANGE: 20180411
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: 18751006
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
2018-04-10
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
2018-04-10
4
C
0
66256
0
A
486486
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
1500
157.91
D
484986
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
5700
159.4356
D
479286
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
15000
160.298
D
464286
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
6559
161.416
D
457727
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
800
162.1325
D
456927
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
1600
163.75
D
455327
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
5845
164.9226
D
449482
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
2018-04-10
4
S
0
1100
165.6364
D
448382
I
By The HS Trust U/A/D 9/28/2011
Class A Common Stock
30121
I
By The Erin Hoffmann 2017 Annuity Trust U/A/D 6/29/2017
Class A Common Stock
30121
I
By The Michael Schroepfer 2017 Annuity Trust U/A/D 6/29/2017
Class A Common Stock
465130
D
Stock Option (Right to Buy Class B Common Stock)
2.954
2018-04-10
4
M
0
66256
0
D
2019-08-18
Class B Common Stock
66256
530025
I
By The HS Trust U/A/D 9/28/2011
Class B Common Stock
2018-04-10
4
M
0
66256
0
A
Class A Common Stock
66256
66256
I
By The HS Trust U/A/D 9/28/2011
Class B Common Stock
2018-04-10
4
C
0
66256
0
D
Class A Common Stock
66256
0
I
By The HS Trust U/A/D 9/28/2011
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 options listed in Table II.
Shares held of record by Michael Schroepfer and Erin Hoffmann, Co-Trustees of The HS Trust U/A/D 9/28/2011.
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 $157.69 to $158.28 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 $158.84 to $159.83 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 $159.87 to $160.84 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.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $160.90 to $161.89 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 $161.91 to $162.38 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 $163.35 to $164.22 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 $164.36 to $165.35 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 $165.44 to $165.95 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.
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.
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.
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.
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 Hoffmann, Co-Trustees of The HS Trust U/A/D 9/28/11.
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.
/s/ Michael Johnson as attorney-in-fact for Michael T. Schroepfer
2018-04-11