Meta Platforms, Inc. filed a Form 8‑K on October 21, 2026, accepted at 20:03 UTC. At a board meeting on October 19, directors approved an amendment and restatement of the company's certificate of incorporation aimed at reshaping its capital structure by adding a non‑voting Class C common stock with a par value of $0.000006.
Shareholders ratified the amendment through written consent on October 20. Meta intends to file the revised charter with the Delaware Secretary of State around October 21, with an effective date projected for January 19, 2027.
The board also declared a one‑time stock dividend of one Class C share for each outstanding Class A and Class B share, contingent on the charter becoming effective. The record and payment dates will be set later, but the Founder Alignment Agreement stipulates that payment must occur no later than the fifth business day after effectiveness.
On October 20, Meta and its founder, Mark Zuckerberg, entered into a Founder Alignment Agreement that limits Zuckerberg’s and certain permitted transferees’ ability to transfer shares.