META Meta Platforms, Inc. - 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 27, 2026, Meta Platforms, Inc. (the "Company") held its annual meeting of shareholders via live audio webcast (the "Annual Meeting"). At the Annual Meeting, the Company's shareholders voted on twelve proposals, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 16, 2026 (the "Proxy Statement"). At the beginning of the Annual Meeting, there were 1,758,006,749 shares of Class A common stock and 342,307,492 shares of Class B common stock present or represented by proxy at the Annual Meeting, which represented 92.19% of the combined voting power of the shares of Class A common stock and Class B common stock entitled to vote at the Annual Meeting (voting together as a single class), and which constituted a quorum for the transaction of business. Holders of the Company's Class A common stock were entitled to one vote for each share held as of the close of business on April 1, 2026 (the "Record Date"), and holders of the Company's Class B common stock were entitled to ten votes for each share held as of the Record Date.

The shareholders of the Company voted on the following proposals at the Annual Meeting:

1. To elect the twelve directors nominated by the Company's board of directors, all of whom are currently serving on the Company's board of directors, each to serve until the next annual meeting of shareholders and until his or her successor has been elected and qualified, or until his or her earlier death, resignation, or removal.

2. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

3. A shareholder proposal regarding report on AI data usage oversight.

4. A shareholder proposal regarding annual vote regarding executive pay.

5. A shareholder proposal regarding dual class capital structure.

6. A shareholder proposal regarding disclosure of voting results by share class.

7. A shareholder proposal regarding report on human rights due diligence.

8. A shareholder proposal regarding report on addressing antisemitism and hate in online platforms.

9. A shareholder proposal regarding report on climate change-related commitments.

10. A shareholder proposal regarding report on integrating child safety improvements into the executive compensation program.

11. A shareholder proposal regarding data protection impact assessment on generative AI chatbots.

12. A shareholder proposal regarding report on risks of anti-American discrimination from H-1B visa program use.

1. Election of Directors

Nominee

For

Withheld

Broker Non-Votes

Peggy Alford

4,291,140,639

677,536,447

212,856,564

Marc L. Andreessen

4,766,747,193

201,929,893

212,856,564

John Arnold

4,919,233,923

49,443,163

212,856,564

Patrick Collison

4,919,253,388

49,423,698

212,856,564

John Elkann

4,110,029,835

858,647,251

212,856,564

Andrew W. Houston

4,525,080,688

443,596,398

212,856,564

Nancy Killefer

4,834,303,472

134,373,614

212,856,564

Robert M. Kimmitt

4,826,084,255

142,592,831

212,856,564

Charles Songhurst

4,921,551,531

47,125,555

212,856,564

Dana White

4,542,071,550

426,605,536

212,856,564

Tony Xu

4,530,138,488

438,538,598

212,856,564

Mark Zuckerberg

4,650,180,275

318,496,811

212,856,564

Each of the twelve nominees for director was elected to serve until the next annual meeting of shareholders and until his or her successor has been elected and qualified, or until his or her earlier death, resignation, or removal.

2. Ratification of Appointment of Independent Registered Public Accounting Firm

For

Against

Abstentions

5,148,139,817

29,583,257

3,810,576

There were no broker non-votes on this proposal.

The shareholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

3. Shareholder Proposal Regarding Report on AI Data Usage Oversight

For

Against

Abstentions

Broker Non-Votes

503,719,383

4,446,931,952

18,025,751

212,856,564

The shareholders did not approve the shareholder proposal regarding report on AI data usage oversight.

4. Shareholder Proposal Regarding Annual Vote Regarding Executive Pay

For

Against

Abstentions

Broker Non-Votes

1,347,044,885

3,615,585,963

6,046,238

212,856,564

The shareholders did not approve the shareholder proposal regarding annual vote regarding executive pay.

5. Shareholder Proposal Regarding Dual Class Capital Structure

For

Against

Abstentions

Broker Non-Votes

1,312,681,056

3,647,675,248

8,320,782

212,856,564

The shareholders did not approve the shareholder proposal regarding dual class capital structure.

6. Shareholder Proposal Regarding Disclosure of Voting Results By Share Class

For

Against

Abstentions

Broker Non-Votes

998,846,306

3,963,963,497

5,867,283

212,856,564

The shareholders did not approve the shareholder proposal regarding disclosure of voting results by share class.

7. Shareholder Proposal Regarding Report on Human Rights Due Diligence

For

Against

Abstentions

Broker Non-Votes

205,947,302

4,728,098,574

34,631,210

212,856,564

The shareholders did not approve the shareholder proposal regarding report on human rights due diligence.

8. Shareholder Proposal Regarding Report on Addressing Antisemitism and Hate in Online Platforms

For

Against

Abstentions

Broker Non-Votes

325,276,488

4,618,279,838

25,120,760

212,856,564

The shareholders did not approve the shareholder proposal regarding report on addressing antisemitism and hate in online platforms.

9. Shareholder Proposal Regarding Report on Climate Change-Related Commitments

For

Against

Abstentions

Broker Non-Votes

342,645,684

4,612,538,135

13,493,267

212,856,564

The shareholders did not approve the shareholder proposal regarding report on climate change-related commitments.

10. Shareholder Proposal Regarding Report on Integrating Child Safety Improvements into the Executive Compensation Program

For

Against

Abstentions

Broker Non-Votes

169,180,929

4,776,963,503

22,532,654

212,856,564

The shareholders did not approve the shareholder proposal regarding report on integrating child safety improvements into the executive compensation program.

11. Shareholder Proposal Regarding Data Protection Impact Assessment on Generative AI Chatbots

For

Against

Abstentions

Broker Non-Votes

327,510,658

4,629,435,907

11,730,521

212,856,564

The shareholders did not approve the shareholder proposal regarding data protection impact assessment on generative AI chatbots.

12. Shareholder Proposal Regarding Report on Risks of Anti-American Discrimination from H-1B Visa Program Use

For

Against

Abstentions

Broker Non-Votes

11,628,532

4,943,493,011

13,555,543

212,856,564

The shareholders did not approve the shareholder proposal regarding report on risks of anti-American discrimination from H-1B visa program use.