Zuckerberg told Meta directors he might leave California, where he could lose billions to a wealth tax. Meta answered with a new class of stock

Meta CEO Mark Zuckerberg intends to maintain control over the company he founded in 2004 and a new class of stock will help him do just that.

On Wednesday as Meta released third quarter earnings results, the company announced that it would issue a new share class of Class C stock.

The share class, which is technically a one-for-one stock dividend of new Class C shares, will be distributed to all shareholders.

It was conceived following months of extensive negotiation that grew contentious at times between Zuckerberg and board members, including DoorDash CEO Tony Xu, Ambassador Robert Kimmitt, and ex- Microsoft executive Charles Songhurst.

Xu disclosed his personal friendship with Zuckerberg but said it wouldn’t impair his judgement.

At one point, the committee even talked about resigning if they couldn’t come to a resolution.

According to a Meta filing with the Securities & Exchange Commission, Zuckerberg wanted to be able to maintain his voting control, meet his pledges to fund the Chan Zuckerberg Initiative with his Meta stock, and be prepared to pay billions to the state of California if a proposed wealth tax is approved by voters in November.

The proposed wealth tax, however, came around the same time as a decision by the company in late 2025 that Meta needed to raise outside capital to help fund the AI boom.

Zuckerberg holds about 60.6% of voting control at Meta, while his stake is about 13.4% of the company.

Like other major tech companies, Meta maintains a dual-class share structure, where Class A shares trade on Nasdaq as a one-vote-one-share stock.

Conversely, Zuckerberg’s holdings are made up of mostly Class B shares, which carry 10 votes per share, which is how he maintains majority control.

The condition on the supercharged Class B shares is if Zuckerberg sells them, they convert to Class A.

Many companies require this condition for super-voting shares to ensure that outsiders don’t start to gain control of companies from founders seeking liquidity.

The rub is if Meta issues more Class A shares, which it does in order to make equity grants to employees, make acquisitions or raise capital, Zuckerberg’s stake gets diluted.