Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On October 28, 2021, Facebook, Inc. (the “Company”) changed its corporate name to Meta Platforms, Inc., pursuant to an amended and restated certificate of incorporation filed with the Delaware Secretary of State on October 28, 2021 (the “Name Change”). Pursuant to Delaware law, a shareholder vote was not necessary to effectuate the Name Change and it does not affect the rights of the Company’s shareholders. The Company also amended and restated its bylaws on October 28, 2021 to reflect the Name Change.
The Company also announced that it intends for its Class A common shares to cease trading under the ticker symbol “FB” and begin trading under its new ticker symbol, “MVRS”, on the Nasdaq Global Select Market, which the Company expects to be effective on December 1, 2021.
Copies of the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws are filed as Exhibit 3.1 and Exhibit 3.2, respectively, with this Current Report on Form 8-K and are incorporated herein by reference. The only change to the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws is the change of the Company’s corporate name from Facebook, Inc. to Meta Platforms, Inc. in each document.
Item 8.01 Other Events.
On October 25, 2021, the Company announced that, beginning in the fourth quarter of 2021, it will implement a new financial reporting segment structure with two reportable segments: Family of Apps and Facebook Reality Labs. Following the Name Change, the two reportable segments will be:
•Family of Apps (FoA), which includes Facebook, Instagram, Messenger, WhatsApp and other services.
•Reality Labs (RL), which includes augmented and virtual reality related consumer hardware, software and content.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
|
|
|
|
|
|
Exhibit Number
|
Exhibit Title or Description
|
3.1
|
|
3.2
|
|
104
|
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)
|