X0306 4 2013-10-01 0 0001326801 Facebook Inc FB 0001509441 Schroepfer Michael Todd C/O FACEBOOK, INC. 1601 WILLOW ROAD MENLO PARK CA 94025 0 1 0 0 Chief Technology Officer Class A Common Stock 2013-10-01 4 C 0 9379 0.00 A 631641 D Restricted Stock Unit (RSU) 2013-10-01 4 M 0 19615 0.00 D 2019-01-11 Class B Common Stock 19615 19615 D Class B Common Stock 2013-10-01 4 M 0 19615 0.00 A Class A Common Stock 19615 19615 D Class B Common Stock 2013-10-01 4 F 0 10236 0.00 D Class A Common Stock 10236 9379 D Class B Common Stock 2013-10-01 4 C 0 9379 0.00 D Class A Common Stock 9379 0 D Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock in connection with the net settlement of restricted stock units (the "RSUs") listed in Table II, based on a price of $50.24 per share, which represented the closing price of the issuer's Class A Common Stock on September 30, 2013. Each RSU represents a contingent right to receive 1 share of the issuer's Class B Common Stock upon settlement. The RSUs were granted with both (a) a liquidity event-based vesting condition and (b) a service-based vesting condition, both of which conditions must be satisfied in order for the RSUs to vest. The liquidity event-based vesting condition was satisfied on November 17, 2012. Pursuant to the terms of the RSU award, the service-based vesting condition was satisfied as to 1/5th of the total number of shares on November 1, 2009 and then 1/60th of the total number of shares vest monthly thereafter, subject to continued service through each vesting date. 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. Represents shares of Class B 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. Represents shares of Class B Common Stock that have been converted to Class A Common Stock in connection with the net settlement of the RSUs. /s/ Michael Johnson as attorney-in-fact for Michael T. Schroepfer 2013-10-02