Meta Platforms announced a recapitalization plan on October 21–22, 2026, introducing a new class of non-voting Class C common stock. Existing holders of Class A and Class B shares will receive one Class C share for each share held, with the distribution scheduled for January 19, 2027.
The Founder Alignment Agreement allows Mark Zuckerberg to sell up to 20% of the Class C shares he receives, representing about 10% of his total economic interest in the company. These sales will not affect his voting power, which stood at approximately 60.6% as of early October 2026 through his Class B holdings.
The new share structure aims to facilitate future fundraising, acquisitions, and employee compensation without diluting voting control. This strategy supports Meta’s AI investment plans, which include capital expenditures of $135–145 billion in 2026 alone.
As part of the agreement, Zuckerberg has committed to maintaining residency in California for the next eight years, a move linked to the state's proposed wealth tax. The recapitalization was approved directly by entities controlled by Zuckerberg and Priscilla Chan without a separate shareholder vote.
