Meta Platforms, Inc.
For the period ended Dec 31, 2025. Filed Apr 16, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 31, 2025 · Filed Apr 16, 2026
Contents
Cover page
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant. ý Filed by a Party other than the Registrant. ¨
Check the appropriate box:
| ¨ | Preliminary Proxy Statement |
|---|---|
| ¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ý | Definitive Proxy Statement |
| ¨ | Definitive Additional Materials |
| ¨ | Soliciting Material under § 240.14a-12 |
Meta Platforms, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ý | No fee required. |
|---|---|
| ¨ | Fee paid previously with preliminary materials. |
| ¨ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| INTRODUCTION | Page No. |
|---|---|
| Letters to Our Shareholders | 2 |
| Notice of Annual Meeting | 4 |
| Proxy Statement Summary | 5 |
| CORPORATE GOVERNANCE | |
| Director Nominees and Executive Officers | 12 |
| Proposal One: Election of Directors | 24 |
| Corporate Governance | 25 |
| Responsible Business Practices | 34 |
| Shareholder Engagement | 34 |
| Related Party Transactions | 36 |
| Report of the Audit & Privacy Committee | 37 |
| Proposal Two: Ratification of Appointment of Independent Registered Public Accounting Firm | 38 |
| COMPENSATION AND SECURITY OWNERSHIP | |
| Executive Compensation, Including Compensation Discussion and Analysis | 39 |
| Report of the Compensation, Nominating & Governance Committee | 59 |
| Director Compensation | 60 |
| Security Ownership of Certain Beneficial Owners and Management | 63 |
| SHAREHOLDER PROPOSALS TO BE VOTED ON AT THE ANNUAL MEETING | |
| Shareholder Proposals | 67 |
| Proposal Three: Shareholder Proposal Regarding Report on AI Data Usage Oversight | 67 |
| Proposal Four: Shareholder Proposal Regarding Annual Vote Regarding Executive Pay | 70 |
| Proposal Five: Shareholder Proposal Regarding Dual Class Capital Structure | 71 |
| Proposal Six: Shareholder Proposal Regarding Disclosure of Voting Results By Share Class | 73 |
| Proposal Seven: Shareholder Proposal Regarding Report on Human Rights Due Diligence | 75 |
| Proposal Eight: Shareholder Proposal Regarding Report on Addressing Antisemitism and Hate in Online Platforms | 77 |
| Proposal Nine: Shareholder Proposal Regarding Report on Climate Change-Related Commitments | 79 |
| Proposal Ten: Shareholder Proposal Regarding Report on Integrating Child Safety Improvements into the Executive Compensation Program | 81 |
| Proposal Eleven: Shareholder Proposal Regarding Data Protection Impact Assessment on Generative AI Chatbots | 83 |
| Proposal Twelve: Shareholder Proposal Regarding Report on Risks of Anti-American Discrimination from H-1B Visa Program Use | 85 |
| INFORMATION ABOUT THE ANNUAL MEETING | |
| Questions and Answers about the Proxy Materials and the Annual Meeting | 88 |
| Other Matters | 93 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.