Meta Platforms

On May 28, 2022, Sheryl Sandberg informed Meta Platforms, Inc. (the “Company”) of her decision to resign from her position as Chief Operating Officer of the Company after a transition period. Following her resignation as Chief Operating Officer, Ms. Sandberg will continue to serve as a member of the Company’s Board of Directors (the “Board”). The Board expects to appoint Javier Olivan as Chief Operating Officer of the Company, to be effective upon the conclusion of such transition period. Mr. Olivan has served in various positions with the Company since October 2007, most recently as the Company’s Chief Growth Officer and Vice President, Cross-Meta Products and Infrastructure since January 2022. Mr.

(b) (e) As previously disclosed by Meta Platforms, Inc. (the “Company”) on a Current Report on Form 8-K filed on September 22, 2021, Mike Schroepfer informed the Company on September 20, 2021 of his intention to resign from his position as Chief Technology Officer of the Company and to become a Senior Fellow at the Company following a transition period. On February 23, 2022, it was determined that, effective March 14, 2022, Mr. Schroepfer will no longer serve as the Company’s Chief Technology Officer and will become a Senior Fellow at the Company, in which role he will work on initiatives such as recruiting and developing technical talent and fostering the company's artificial intelligence investments . In connection with this new part-time role, Mr.

On January 11, 2022, Meta Platforms, Inc. (the “Company”) filed a Current Report on Form 8-K disclosing, among other things, that Tony Xu was elected to the Company’s Board of Directors (the “Board”) on January 10, 2022, effective January 11, 2022. At the time of his election, the Board had not made a final determination regarding the committees of the Board to which Mr. Xu would be appointed. On February 10, 2022, the Board appointed Mr. Xu to the Compensation, Nominating & Governance Committee of the Board, effective immediately.

On February 5, 2022, Peter Thiel notified Meta Platforms, Inc. (the “Company”) that he will not stand for re-election to the Company’s Board of Directors (the “Board”) at the Company’s 2022 Annual Meeting of Shareholders (the “Annual Meeting”). Mr. Thiel will continue to serve as a director until the date of the Annual Meeting. Following Mr. Thiel’s decision, the Board approved a reduction in the size of the Board to nine (9) members, effective as of the Annual Meeting.

On January 10, 2022, the Board of Directors (the "Board") of Meta Platforms, Inc. (the "Company") elected Tony Xu as a member of the Board, effective January 11, 2022. A copy of the press release announcing the election is attached as Exhibit 99.1 to this report. The Board has determined that Mr. Xu qualifies as an independent director under the corporate governance standards of the Nasdaq Stock Market LLC. As of the time of this filing, the Board has not made a final determination regarding the committees of the Board, if any, to which Mr. Xu will be appointed. Mr. Xu will receive compensation for his service as a non-employee member of the Board as set forth in the Company's Director Compensation Policy. There are no arrangements or understandings between Mr. Xu and any other person pursuant to which Mr.

(b) On September 20, 2021, Mike Schroepfer informed Facebook, Inc. ("Facebook") of his intention to resign from his position as Chief Technology Officer of Facebook after a transition period. In 2022, Mr. Schroepfer will become a Senior Fellow at Facebook, in which role he will work on initiatives such as recruiting and developing technical talent and fostering the company's artificial intelligence investments. The effective date of the transition and the compensation terms of such arrangement have not yet been determined.

(b) On March 23, 2020, Jeffrey D. Zients informed Facebook, Inc. (the "Company") that he will not stand for re-election to the Board of Directors of the Company (the "Board") at the Company's 2020 Annual Meeting of Stockholders (the "Annual Meeting") in order to devote more time to his business and other professional interests. Mr. Zients will continue to serve as a director until the date of the Annual Meeting. (d) On March 25, 2020, the Board appointed Robert M. Kimmitt as a member of the Board, effective March 26, 2020. In addition, the independent members of the Board have appointed Mr. Kimmitt as Lead Independent Director of the Board. A copy of the press release announcing the appointment is attached as Exhibit 99.1 to this report. As of the time of this filing, the Board has not made a final determination regarding the committees of the Board, if any, to which Mr.

(b) On March 11, 2020, Kenneth I. Chenault informed Facebook, Inc. (the “Company”) that he will not stand for re-election to the Board of Directors of the Company at the Company’s 2020 Annual Meeting of Stockholders (the “Annual Meeting”) in order to pursue other opportunities. Mr. Chenault will continue to serve as a director until the date of the Annual Meeting.

On March 5, 2020, the Board of Directors (the "Board") of Facebook, Inc. (the "Company") appointed each of Nancy Killefer and Tracey T. Travis as a member of the Board, effective March 9, 2020. In addition, the Board appointed Ms. Travis as a member of the Audit & Risk Oversight Committee of the Board, effective March 9, 2020. A copy of the press release announcing the appointments is attached as Exhibit 99.1 to this report. As of the time of this filing, the Board has not made a final determination regarding the committees of the Board, if any, to which Ms. Killefer will be appointed. Mses. Killefer and Travis will receive compensation similar to the amounts and forms paid to other non-employee members of the Board as described in the Company's Proxy Statement for the 2019 Annual Meeting of Stockholders as filed with the Securities and Exchange Commission on April 12, 2019.

On February 3, 2020, the Board of Directors (the “Board”) of Facebook, Inc. (the “Company”) appointed Andrew W. Houston as a member of the Board, effective immediately. A copy of the press release announcing the appointment is attached as Exhibit 99.1 to this report. As of the time of this filing, the Board has not made a final determination regarding the committees of the Board, if any, to which Mr. Houston will be appointed. Mr. Houston will receive compensation similar to the amounts and forms paid to other non-employee members of the Board as described in the Company’s Proxy Statement for the 2019 Annual Meeting of Stockholders as filed with the Securities and Exchange Commission on April 12, 2019.

(b) On October 27, 2019, Susan D. Desmond-Hellmann informed Facebook that she will resign as a member of the Board of Directors of Facebook (the "Board"), effective as of October 30, 2019. Dr. Desmond-Hellmann's decision to resign was based on personal reasons and was not due to any disagreement with Facebook on any matter relating to its operations, policies or practices.

On April 10, 2019, the Board of Directors (the "Board") of Facebook, Inc. (the "Company") approved and adopted an updated form of indemnification agreement to be entered into by the Company with its directors, executive officers and certain other key employees (the "Indemnification Agreement"). The Indemnification Agreement was adopted in order to incorporate certain updates that reflect current market indemnification practices and will supersede any previous indemnification agreement entered into by the Company with the respective director, executive officer or other key employee.

(b) On March 11, 2019, Christopher K. Cox informed Facebook, Inc. (the "Company") of his intention to resign from his position as Chief Product Officer of the Company after a brief transition period.

On May 7, 2018, the Board of Directors (the “Board”) of Facebook, Inc. (the “Company”) appointed Jeffrey D. Zients as a member of the Board and as a member of the Audit Committee of the Board (the “Audit Committee”), in each case effective immediately following the conclusion of the Company’s 2018 Annual Meeting of Stockholders (the “2018 Annual Meeting”). A copy of the Company’s Newsroom post announcing the appointment is attached as Exhibit 99.1 to this report. There is no arrangement or understanding with any person pursuant to which Mr. Zients was appointed as a member of the Board. In accordance with the Company’s existing compensation policy with respect to non-employee directors who are sitting members of the Board as of the date of its annual meeting of stockholders, Mr.

On January 18, 2018, Facebook, Inc. (the “Company”) filed a Current Report on Form 8-K disclosing, among other things, that Kenneth I. Chenault was appointed to the Company’s Board of Directors (the “Board”), effective February 5, 2018. At the time of the appointment, the Board had not made a final determination regarding the committees of the Board to which Mr. Chenault would be appointed. On May 7, 2018, the Board appointed Mr. Chenault to the Audit Committee of the Board, effective immediately.

(b) On April 30, 2018, in connection with his resignation from his position as Chief Executive Officer of WhatsApp Inc., Jan Koum informed Facebook, Inc. (the “Company”) that he will not stand for re-election to the Board of Directors of the Company at the Company’s 2018 Annual Meeting of Stockholders (the “2018 Annual Meeting”). The Company will file a supplement to its proxy statement for the 2018 Annual Meeting to reflect the changes described in this Current Report on Form 8-K.

On January 17, 2018, the Board of Directors (the “Board”) of Facebook, Inc. (the “Company”) appointed Kenneth I. Chenault as a member of the Board, effective February 5, 2018. A copy of the press release announcing the appointment is attached as Exhibit 99.1 to this report. As of the time of this filing, the Board has not made a final determination regarding the committees of the Board, if any, to which Mr. Chenault will be appointed. There is no arrangement or understanding with any person pursuant to which Mr. Chenault was appointed as a member of the Board. In accordance with the Company’s existing compensation policy with respect to non-employee directors, the Board approved that Mr.

On March 6, 2017, the Board of Directors (the “Board”) of Facebook, Inc. (the “Company”) appointed Susan Taylor, age 48, to serve as Chief Accounting Officer of the Company (including as its Principal Accounting Officer), effective April 17, 2017. Jas Athwal, the Company’s previous Chief Accounting Officer, notified the Company of his intent to resign as Chief Accounting Officer on November 14, 2016 effective February 17, 2017. Ms. Taylor is the Vice President, Controller, and Chief Accounting Officer of LinkedIn Corporation, a professional social networking company, having served in such roles since January 2012. She will resign from such roles effective March 24, 2017. From August 2009 to January 2012, Ms.

On November 14, 2016, Jas Athwal notified Facebook, Inc. (the "Company") of his decision to resign from his position as the Company’s Chief Accounting Officer ("CAO") after nearly nine years with the Company. Mr. Athwal's resignation will be effective February 17, 2017. Mr. Athwal will continue to serve as the Company's CAO until that date, during which time the Company expects to complete its year-end audit and file its Annual Report on Form 10-K. In the meantime, the Company plans to launch a search for a new CAO, and Mr. Athwal will assist with the transition.