Zuckerberg plans to hold Facebook stock; company faces $1.9 billion tax bill

Several interesting tidbits in an SEC filing today by Facebook. Weary investors apparently at least found something to like and drove Facebook stock up $.34 to $18.07 in early after-hours trading.

The headlines from the 8-K filing:

  • “As of the date of this report, Mark Zuckerberg has not adopted a Rule 10b5-1 Plan and has informed us that he has no intention to conduct any sale transactions in our securities for at least 12 months.”
  • “We understand that two of our non-employee directors, Marc Andreessen and Donald Graham, intend to satisfy taxes incurred in connection with the vesting or settlement of their RSU awards by effecting sales of our common stock. Any such sales will be conducted through Rule 10b5-1 Plans adopted in accordance with our securities trading policies. Other than such tax-related sales, Mr. Andreessen and Mr. Graham have no present intention to sell any shares of our common stock held by them personally.”
  • “Assuming the price of our common stock at the time of settlement was equal to $19.09, the closing price of our Class A common stock on August 30, 2012, we estimate that the aggregate tax obligation for the settlement of these RSUs would be approximately $1.9 billion.” Facebook says it will pay that tax bill using existing cash or credit, not by issuing more stock. Which is probably a relief to investors, because…
  • There is a boatload of Facebook shares that will be eligible to sold into the market starting in late October (Which we knew, but…). About 1.34 billion shares, starting in late October and rolling gradually through next March.

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