# Meta Platforms, Inc. (META) — Current Events Brief

## Filings that contain financial statements

The following 8-Ks furnish Exhibit 99.1 earnings press releases with full results tables (condensed consolidated income statement, balance sheet, and cash flow statement) for the periods noted:

- **Accession 0001326801-25-000014** (filed January 29, 2025) — results for Q4 and full year ended December 31, 2024.
- **Accession 0001326801-25-000050** (filed April 30, 2025) — results for the quarter ended March 31, 2025.
- **Accession 0001628280-25-036719** (filed July 30, 2025) — results for the quarter ended June 30, 2025.
- **Accession 0001628280-25-047114** (filed October 29, 2025) — results for the quarter ended September 30, 2025.
- **Accession 0001628280-26-003832** (filed January 28, 2026) — results for Q4 and full year ended December 31, 2025.
- **Accession 0001628280-26-028364** (filed April 29, 2026) — results for the quarter ended March 31, 2026 (most recent quarter).

## Earnings and guidance

**Q1 2026 (reported April 29, 2026; accession 0001628280-26-028364).** Revenue was $56.31 billion, up 33% year-over-year (29% on a constant-currency basis), driven by 19% growth in ad impressions and 12% growth in average price per ad. Operating income was $22.87 billion (41% margin). Net income was $26.77 billion and diluted EPS was $10.44, both boosted by an $8.03 billion income-tax benefit tied to U.S. Treasury Notice 2026-7, which addressed Corporate Alternative Minimum Tax treatment of capitalized R&D costs and partially offset a $15.93 billion non-cash tax charge booked in Q3 2025. Excluding the benefit, EPS would have been $3.13 lower. Capital expenditures (including finance-lease principal payments) were $19.84 billion. Cash and marketable securities stood at $81.18 billion; free cash flow was $12.39 billion. For Q2 2026, the company guided to revenue of $58–61 billion. Full-year 2026 expense guidance was reiterated at $162–169 billion, but full-year 2026 capital expenditure guidance was raised to $125–145 billion (from $115–135 billion), citing higher component pricing and additional data-center costs to support future capacity. Management said it expects 2026 operating income to exceed 2025's.

**Q4 and full-year 2025 (reported January 28, 2026; accession 0001628280-26-003832).** Q4 revenue was $59.89 billion (up 24% y/y); full-year revenue was $200.97 billion (up 22% y/y) — the first year above $200 billion. Full-year net income was $60.46 billion (down 2% y/y) and diluted EPS was $23.49 (down 2% y/y), reflecting the one-time tax charge taken in Q3 2025 (effective tax rate for the year was 30%, or 13% excluding the valuation-allowance charge). Full-year capital expenditures were $72.22 billion; Q4 alone was $22.14 billion. Long-term debt stood at $58.74 billion at year-end, up from $28.83 billion a year earlier, reflecting the November 2025 bond issuance described below. Full-year share repurchases were $26.26 billion and dividends/dividend equivalents were $5.32 billion. For Q1 2026 the company guided to revenue of $53.5–56.5 billion, and initiated full-year 2026 guidance of $162–169 billion in total expenses and $115–135 billion in capital expenditures, both driven by continued infrastructure investment tied to Meta Superintelligence Labs.

**Q3 2025 (reported October 29, 2025; accession 0001628280-25-047114).** Revenue was $51.24 billion, up 26% y/y. Reported net income fell 83% y/y to $2.71 billion (diluted EPS $1.05) because of a one-time, non-cash income-tax charge of $15.93 billion tied to the implementation of the One Big Beautiful Bill Act, which triggered a valuation allowance against U.S. federal deferred tax assets under the Corporate Alternative Minimum Tax. Excluding that charge, net income would have been $18.64 billion and diluted EPS $7.25. Capital expenditures were $19.37 billion for the quarter; full-year 2025 capex guidance was raised again, to $70–72 billion. Full-year 2025 expense guidance was raised to $116–118 billion. Guidance for Q4 2025 revenue was $56–59 billion.

**Q2 2025 (reported July 30, 2025; accession 0001628280-25-036719).** Revenue was $47.52 billion, up 22% y/y; diluted EPS was $7.14. Capital expenditures were $17.01 billion for the quarter. Full-year 2025 capex guidance was raised to $66–72 billion (from $64–72 billion, up roughly $30 billion y/y at the midpoint), and management flagged that 2026 capex growth would be similarly large. The company also noted an expected reduction in U.S. federal cash taxes following the new tax law, with the final accounting treatment still being evaluated at the time.

**Q1 2025 (reported April 30, 2025; accession 0001326801-25-000050).** Revenue was $42.31 billion, up 16% y/y; diluted EPS was $6.43. Full-year 2025 capex guidance was raised to $64–72 billion (from $60–65 billion) to fund additional AI data-center investment and higher infrastructure-hardware costs. Management also disclosed that the European Commission had found Meta's "subscription for no ads" model non-compliant with the Digital Markets Act, warning of a potential material impact on European revenue as early as Q3 2025, which Meta said it would appeal.

**Q4 and full-year 2024 (reported January 29, 2025; accession 0001326801-25-000014).** Q4 revenue was $48.39 billion (up 21% y/y); full-year revenue was $164.50 billion (up 22% y/y). Full-year net income was $62.36 billion and diluted EPS was $23.86, both up about 59–60% y/y. Full-year capital expenditures were $39.23 billion. The company guided full-year 2025 total expenses to $114–119 billion and flagged infrastructure costs (higher opex and depreciation) as the largest driver of 2025 expense growth.

## Capital markets: large senior notes offerings

- **November 3, 2025 (accession 0001193125-25-262593).** Meta completed a $30 billion senior notes offering across six tranches: $4.0B of 4.200% notes due 2030, $4.0B of 4.600% notes due 2032, $6.5B of 4.875% notes due 2035, $4.5B of 5.500% notes due 2045, $6.5B of 5.625% notes due 2055, and $4.5B of 5.750% notes due 2065, issued under the company's shelf registration and a fourth supplemental indenture with U.S. Bank Trust Company as trustee.
- **May 4, 2026 (accession 0001193125-26-204128).** Meta completed a second large offering, $25 billion across six tranches: $3.0B of 4.550% notes due 2031, $2.0B of 4.875% notes due 2033, $6.0B of 5.250% notes due 2036, $4.0B of 6.200% notes due 2046, $6.0B of 6.300% notes due 2056, and $4.0B of 6.450% notes due 2066, under a fifth supplemental indenture with the same trustee.

The November 2025 offering accounts for the bulk of the rise in long-term debt from $28.83 billion at year-end 2024 to $58.74 billion at year-end 2025. The May 2026 offering came after the March 31, 2026 quarter-end and so is not reflected in the balance sheet reported for that quarter; together the two offerings raised $55 billion of new long-term debt, funding the company's sharply higher AI infrastructure capital expenditures.

## Legal: Facebook Inc. Derivative Litigation settlement

A stockholder derivative action pending since 2018 in the Delaware Court of Chancery (*In re Facebook Inc. Derivative Litigation*, Consolidated C.A. No. 2018-0307-KSJM), concerning historical board oversight of the company's privacy practices, reached a settlement in principle on July 17, 2025. Under the Stipulation and Agreement of Settlement dated November 20, 2025 (filed as an exhibit to the 8-K dated December 12, 2025, accession 0001628280-25-056768), the individual defendants' insurers agreed to pay Meta a Monetary Settlement Amount of $190 million, an all-in figure that also covers plaintiffs' counsel fees and expenses (capped at 30% of that amount) and litigation expenses. The defendants denied wrongdoing. The Delaware Court of Chancery entered a scheduling order on December 5, 2025 setting a settlement approval hearing for April 7, 2026.

## Board and management changes

- **December 30, 2024** — the Board was expanded to 13 members with the election of Dana White, John Elkann, and Charles Songhurst as independent directors (accession 0001326801-25-000005).
- **February 13, 2025** — the Compensation, Nominating & Governance Committee raised the target annual bonus percentage for named executive officers other than the CEO from 75% to 200% of base salary, moving target total cash compensation from roughly the 15th to the 50th percentile of the company's compensation peer group (accession 0001326801-25-000021).
- **April 11, 2025** — the Board was expanded to 15 members with the election of Dina Powell McCormick and Patrick Collison as independent directors (accession 0001326801-25-000027).
- **December 19, 2025** — Dina Powell McCormick resigned from the Board of Directors, effective immediately (accession 0001628280-25-058337).
- **January 12, 2026** — Dina Powell McCormick was appointed President and Vice Chairman of the company, an executive (non-board) role (accession 0001628280-26-002429).
- **April 8, 2026** — directors Hock E. Tan and Tracey T. Travis notified the company they will not stand for re-election at the 2026 annual meeting, continuing to serve until that meeting (accession 0001628280-26-025108).
- **May 27–29, 2026** — at the annual meeting, shareholders voted on twelve proposals per the April 16, 2026 proxy statement, with 92.19% of combined voting power present or represented (accession 0001628280-26-039193). A year earlier, the May 28, 2025 annual meeting saw shareholders vote on fourteen proposals with 92.61% of combined voting power represented (accession 0001326801-25-000090).

## Other

No 8-K has been filed reflecting any acquisition, divestiture, restructuring/impairment charge, dividend change, or going-concern matter beyond the items above. The company's disclosed capital-return activity in recent quarters has been dividends only (share repurchases were nil in Q1 2026 per the results release), a shift from the larger buyback pace seen in 2024 and early 2025, coinciding with the step-up in capital expenditures and debt issuance for AI infrastructure.