4//SEC Filing
Spillane David 4
Accession 0001209191-13-010254
CIK 0001326801other
Filed
Feb 19, 7:00 PM ET
Accepted
Feb 20, 5:28 PM ET
Size
24.4 KB
Accession
0001209191-13-010254
Insider Transaction Report
Form 4
Spillane David
Chief Accounting Officer
Transactions
- Exercise/Conversion
Restricted Stock Unit (RSU)
2013-02-15−7,080→ 21,240 totalExp: 2022-05-02→ Class B Common Stock (7,080 underlying) - Exercise/Conversion
Class B Common Stock
2013-02-15+7,080→ 7,080 total→ Class A Common Stock (7,080 underlying) - Tax Payment
Class B Common Stock
2013-02-15−3,695→ 3,385 total→ Class A Common Stock (3,695 underlying) - Conversion
Class B Common Stock
2013-02-15−3,385→ 0 total→ Class A Common Stock (3,385 underlying) - Conversion
Class A Common Stock
2013-02-15+6,773→ 157,816 total - Exercise/Conversion
Class B Common Stock
2013-02-15+7,085→ 7,085 total→ Class A Common Stock (7,085 underlying) - Exercise/Conversion
Restricted Stock Units (RSU)
2013-02-15−7,085→ 28,340 totalExp: 2020-02-25→ Class B Common Stock (7,085 underlying) - Tax Payment
Class B Common Stock
2013-02-15−3,697→ 3,388 total→ Class A Common Stock (3,697 underlying) - Conversion
Class B Common Stock
2013-02-15−3,388→ 0 total→ Class A Common Stock (3,388 underlying)
Footnotes (7)
- [F1]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 $28.50 per share, which represented the closing price of the issuer's Class A Common Stock on February 14, 2013.
- [F2]Each RSU represents a contingent right to receive 1 share of the issuer's Class B Common Stock upon settlement.
- [F3]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 1/4th of the total shares on February 15, 2011 and then, beginning on February 15, 2013, an additional 1/16th of the total number of shares vest quarterly thereafter, subject to continued service through each vesting date.
- [F4]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.
- [F5]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.
- [F6]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.
- [F7]The RSUs vest as to 1/4th of the total number of shares on February 15, 2013, and then 1/16th of the total number of shares vest quarterly thereafter, subject to continued service through each vesting date.
Documents
Issuer
Facebook Inc
CIK 0001326801
Entity typeother
Related Parties
1- filerCIK 0001548761
Filing Metadata
- Form type
- 4
- Filed
- Feb 19, 7:00 PM ET
- Accepted
- Feb 20, 5:28 PM ET
- Size
- 24.4 KB