Filing Details

Accession Number:
0001209191-13-017284
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-03-18 18:00:44
Reporting Period:
2013-03-14
Filing Date:
2013-03-18
Accepted Time:
2013-03-18 18:00:44
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1326801 Facebook Inc FB Services-Computer Programming, Data Processing, Etc. (7370) 201665019
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1214123 A David Ebersman C/O Facebook, Inc.
1601 Willow Road
Menlo Park CA 94025
Chief Financial Officer No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Disposition 2013-03-14 11,700 $27.10 2,251,800 No 4 S Direct
Class A Common Stock Disposition 2013-03-15 11,700 $27.02 2,240,100 No 4 S Direct
Class A Common Stock Acquisiton 2013-03-15 53,797 $0.00 2,293,897 No 4 C Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 S Direct
No 4 C Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Restricted Stock Units (RSU) Disposition 2013-03-15 112,500 $0.00 112,500 $0.00
Class A Common Stock Class B Common Stock Acquisiton 2013-03-15 112,500 $0.00 112,500 $0.00
Class A Common Stock Class B Common Stock Disposition 2013-03-15 58,703 $0.00 58,703 $0.00
Class A Common Stock Class B Common Stock Disposition 2013-03-15 53,797 $0.00 53,797 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
2,025,000 2019-10-25 No 4 M Direct
112,500 No 4 M Direct
53,797 No 4 F Direct
0 No 4 C Direct
Footnotes
  1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
  2. 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 $27.04 per share, which represented the closing price of the issuer's Class A Common Stock on March 14, 2013.
  3. Each RSU represents a contingent right to receive 1 share of the issuer's Class B Common Stock upon settlement.
  4. 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. The service-based vesting condition was satisfied as to 1/5th of the total number of shares on September 15, 2010 and then 1/60th of the total number of shares vest monthly thereafter, subject to continued service through each vesting date.
  5. 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.
  6. 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.
  7. 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.