Form Type: 4

SEC EDGAR Link
Accession Number:0001127602-18-037505
Date:2018-12-27
Issuer: FACEBOOK INC (FB)
Original Submission Date:

Reporting Person:

SANDBERG SHERYL
C/O FACEBOOK, INC.
1601 WILLOW ROAD MENLO PARK, CA 94025

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2018-12-27 C 55,000 a $0.00 1,290,157 indirect f2
CLASS A COMMON STOCK 2018-12-27 S 10,678 d $130.60 1,279,479 indirect f2
CLASS A COMMON STOCK 2018-12-27 S 16,421 d $131.46 1,263,058 indirect f2
CLASS A COMMON STOCK 2018-12-27 S 15,611 d $132.49 1,247,447 indirect f2
CLASS A COMMON STOCK 2018-12-27 S 7,246 d $133.51 1,240,201 indirect f2
CLASS A COMMON STOCK 2018-12-27 S 5,044 d $134.26 1,235,157 indirect f2
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY CLASS B COMMON STOCK) 10.388 2018-12-27 deemed execution date M 55,000 (d) 2020-07-22 class b common stock 55,000 $10.39 213,334 indirect by sheryl k. sandberg, trustee of sheryl k. sandberg revocable trust uta dated september 3, 2004
CLASS B COMMON STOCK 0.0 2018-12-27 deemed execution date M 55,000 (a) class a common stock 55,000 $0.00 55,000 indirect by sheryl k. sandberg, trustee of sheryl k. sandberg revocable trust uta dated september 3, 2004
CLASS B COMMON STOCK 0.0 2018-12-27 deemed execution date C 55,000 (d) class a common stock 55,000 $0.00 0 indirect by sheryl k. sandberg, trustee of sheryl k. sandberg revocable trust uta dated september 3, 2004
Footnotes
IDfootnote
f1 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 option listed in table ii.
f2 shares held of record by sheryl k. sandberg, trustee of sheryl k. sandberg revocable trust uta dated september 3, 2004.
f3 the sales reported on this form 4 were effected pursuant to a rule 10b5-1 trading plan adopted by the holder.
f4 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $129.965 to $130.95 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.
f5 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $130.985 to $131.945 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.
f6 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $132.00 to $132.955 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.
f7 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $133.055 to $134.035 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.
f8 the reported price in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $134.12 to $134.535 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.
f9 the option vests as to 1/48th of the total shares monthly, beginning on may 1, 2013, subject to continued service through each vesting date.
f10 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.
f11 options held of record by sheryl k. sandberg, trustee of sheryl k. sandberg revocable trust uta dated september 3, 2004.
f12 the holder elected to convert the shares of class b common stock into class a common stock on a 1-for-1 basis.
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