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META 424B5: Shelf registration

Filed with the SEC on · accession 0001193125-26-448015

META filed a 424B5 (prospectus (offering)) with the SEC on Nov 5, 2026. Meta Platforms, Inc. priced a $15 billion offering of senior notes across five tranches with maturities ranging from 2031 to 2056, issued under its existing shelf registration statement. The stock moved -4.0% by the first close after the filing.

Summary of the filing

Meta Platforms, Inc. priced a $15 billion offering of senior notes across five tranches with maturities ranging from 2031 to 2056, issued under its existing shelf registration statement. The notes are unsecured obligations with interest payable semi-annually beginning May 15, 2027.

For details, click here →How to read a 424B5 →

Key details

Total offering amount$15.0B
5.850% Senior Notes due 2031$3.3B
6.250% Senior Notes due 2033$3.3B
6.550% Senior Notes due 2036$4.0B
7.350% Senior Notes due 2046$1.8B
7.500% Senior Notes due 2056$2.8B
Total proceeds before expenses$14.9B
Total underwriting discount$33.0M
IssuerMeta Platforms, Inc.
Joint book-running managerCitigroup
Joint book-running managerMorgan Stanley
Passive joint bookrunnerGoldman Sachs & Co. LLC
Passive joint bookrunnerBofA Securities
Passive joint bookrunnerJ.P. Morgan
Co-managerBlaylock Van, LLC
Co-managerCastleOak Securities, L.P.
Co-managerR.Seelaus & Co., LLC
Co-managerSiebert Williams Shank

How META stock reacted

Close before

$630.00

Nov 4, 2026

First close after

-3.96%

$605.08

5 trading days

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Since filing

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Frequently asked questions

What did META file with the SEC on Nov 5, 2026?

META filed a 424B5 (Shelf registration). Meta Platforms, Inc. priced a $15 billion offering of senior notes across five tranches with maturities ranging from 2031 to 2056, issued under its existing shelf registration statement. The notes are unsecured obligations with interest payable semi-annually beginning May 15, 2027.

What does a shelf registration mean for META stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B5?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B5 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did META stock react to this filing?

META closed at $630.00 before the filing and $605.08 on Nov 5, 2026 (-3.96%).

Other META SEC filings

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