$META · Meta Platforms, Inc.

Meta Platforms, Inc. filed a pricing term sheet dated October 26, 2026 for two concurrent offerings. The company increased the size of its Class A common stock offering to $25.0 billion, consisting of 40,000,000 shares at a public offering price of $625.00 per share. The underwriters have an option to purchase up to 6,000,000 additional shares, which would bring the total to 46,000,000 shares. The trade date is October 27, 2026, and settlement is expected on October 29, 2026.

In connection with the common stock offering, Meta entered into forward sale agreements with Morgan Stanley Capital Services LLC and Goldman Sachs & Co. LLC covering the 40,000,000 shares. The initial forward sale price is $622.91875 per share, subject to daily adjustments based on the overnight bank funding rate less a spread, and to decreases tied to expected dividends. Under certain conditions involving a Class C trigger event or effective date, the forward sale agreements may reference or settle through Class C common stock.

Meta is also offering 250,000,000 Series A depositary shares, each representing a 1/20th interest in a share of 6.50% Series A Mandatory Convertible Preferred Stock. The two offerings are not conditioned on each other, and the depositary share offering has the same trade and expected settlement dates.