Meta Approves Non-Voting Stock Class to Help Mark Zuckerberg Pay California Wealth Tax

Meta’s board has approved a new class of non-voting stock designed to help CEO Mark Zuckerberg pay for California’s proposed billionaire tax without surrendering his majority voting control of the company. The new Class C common stock takes effect in January and stems from discussions that began as early as July.

Meta plans to issue the shares through a one-time, two-for-one stock dividend, giving holders one non-voting share for every existing share. According to SEC filings, Zuckerberg pressed the board for a protection plan after discussing Proposition 40 in September, threatening to sell his Palo Alto property if an agreement was not reached.

Under the plan, Zuckerberg can sell up to 20% of his new Class C shares—representing 10% of his total economic stake—to cover potential tax liabilities. Meta stated the move helps retain Zuckerberg in California, where he oversees management and proximity to Meta Superintelligence Labs. Proposition 40 proposes a 5% wealth tax on hundreds of state billionaires, potentially raising up to $100 billion over five years for healthcare, education, and food assistance.

While the measure has drawn fierce opposition and campaign spending from tech leaders like Google co-founder Sergey Brin, Meta’s strategy illustrates how executives might navigate the