Meta Platforms, Inc. 8-K

What Happened
Meta Platforms announced the appointment of Dina Powell McCormick, age 52, as President and Vice Chairman, effective January 12, 2026. Ms. Powell McCormick most recently served as Vice Chair, President and Head of Global Client Services at BDT & MSD Partners (May 2023–Jan 2026), previously spent 16 years at Goldman Sachs in senior leadership, and held senior U.S. government roles. She served on Meta’s Board from April–December 2025 and as an external advisor from December 2025 until her start date.

Key Details

• Annual base salary: $1,000,000. One-time cash sign-on bonus: $2,000,000.
• Bonus target under Meta’s bonus plan: 200% of base salary.
• Equity: subject to Board approval, a grant of RSUs under the 2025 Equity Incentive Plan with an initial equity value of $60,000,000; RSUs vest quarterly over four years beginning May 15, 2026.
• Existing award protection: if Meta terminates her without cause or she leaves for good reason before the second anniversary (subject to a release), she will receive a lump-sum payment equal to the value of the unvested portion of her Existing Equity Award that would have vested before that second anniversary.
• Meta intends to enter into its standard indemnification agreement; no related-person transactions or family relationships were reported.

Why It Matters
This 8-K reports a senior executive appointment with significant cash and equity compensation, which affects executive leadership and potential dilution from a large RSU grant ($60M initial value). Investors should note the timing of vesting (quarterly over four years starting May 15, 2026) and the severance-related protection for previously granted equity if Ms. Powell McCormick departs within two years under certain conditions.