Mark Zuckerberg Pushed Meta to Shield Him from California's Proposed Wealth Tax
nytimes.com
nytimes.com
But it would have been easier to relocate to the border in Tahoe than fill out mountains of paperwork; he lives on an estate in a Maui bunker anyway, not spoilt for housing options...
Not very good with building technology; he lost 80 billion on a nonexistent metaverse fail. Is that now a tax loss?
https://www.sec.gov/Archives/edgar/data/1326801/000162828026...
NOTE: Look for "Founder Alignment Agreement" in the above doc as an example if you're doing a quick scan.
https://www.sec.gov/Archives/edgar/data/1326801/000162828026...
https://investor.atmeta.com/investor-news/press-release-deta...
Guardian: Meta strikes deal with Zuckerberg to protect him from California wealth tax (39 points, 2 days ago, 33 comments) https://news.ycombinator.com/item?id=50193581
Wired: Mark Zuckerberg Agrees to Stay in California Despite Billionaires' Tax Measure (5 points, 2 days ago, 3 comments) https://news.ycombinator.com/item?id=50188801
Telegraph: Meta strikes deal to protect Zuckerberg from California billionaire tax (9 points, 2 days ago) https://news.ycombinator.com/item?id=50191129
WSJ: Mark Zuckerberg Threatened to Leave California. Meta’s Board Cut Him a Deal (4 points, 2 days ago) https://news.ycombinator.com/item?id=50193052 (30 points, 1 day ago, 40 comments) https://news.ycombinator.com/item?id=50199284
(I thought it was just archive.today that was untrustworthy—it seems it's also archive.ph and archive.is, and perhaps others. It would be nice if there were a substitute already.)
So basically meta stepped in to say they'd pay a portion of zucks tax burden to protect the supply/demand ratio of the stock, which protects the overall market price of Facebook stock and the valuation of the company as a whole.
Wealth taxes are inherently stupid in our modern financial system and this is a clear example of why.
https://www.bloomberg.com/opinion/newsletters/2026-10-22/zuc...
> The solution is a quasi-share split: Meta is creating a new Class C stock, with zero votes per share. Shareholders will get one no-vote Class C share for every one-vote Class A share or 10-vote Class B share that they currently own. Zuckerberg, who owns about 341 million high-vote Class B shares (and like 1 million low-vote shares), will get about 342 million new zero-vote shares; all the other shareholders, who own about 3.4 billion low-vote shares, will get 3.4 billion new no-vote shares.
And in the footnotes:
> Stock exchange rules prevent already-public companies from creating new high-vote shares, or from distributing new low/zero-vote shares in non-proportional ways. So Meta could not, for instance, give Zuckerberg a big dividend of voting shares while giving everyone else a big dividend of zero-vote shares. But this mechanism — giving everyone the same dividend of zero-voting shares — works.
"our modern financial system" is what is left of a reasonable but by now largely dismantled financial system that used to exist between roughly the 1930s and 1980s.
The entire phrase "Wealth taxes are inherently stupid in our modern financial system" has "throwing up my hands" and "there's nothing we can possibly do" written all over it. The financial system is a societal construct, not a natural constant like, say, the speed of light.
If not "wealth taxes", then what? Poverty taxes?
We are on HN. Do you have any doubts about the demographic here would prefer?
Gotta brown nose those corporate overlords.
It isn't stupid. Multi hundred billionaires shouldn't exist. Then this wouldn't be a "problem".
One of the bigger failings of the US government over the last half century is allowing corporations to grow and merge their way to become as large as many have. Stronger enforcement of anti-trust would have both significantly reduced wealth inequality in this country as well as siphoned off much of the growing political power corporations have relative to regular citizens.
OK, to be more precise: it would still have a market cap of "multiple hundred billions of dollars" if it never acquired or merged with any other companies.
It's arguable how much of Facebook's current size is a result of natural growth versus what it's gained through said mergers and acquisitions. I'm far more concerned about the fact it's a trillion-dollar company and how large a proportion of people exclusively get their news and other facts from Facebook.
The company is in desperate need of splitting up.
Walk me through that. In 1999, some people proposed splitting up Microsoft. One spinoff would own Internet Explorer, another would own the office suite, a third would own Windows.
You could spin off Instagram and Whatsapp, but after you do that, Facebook is still really big -- worth many 100s of billions. How to split that up?
Every user east of the Mississippi ends up in Facebook East and every user to the west in Facebook West??
Monopolies are not good things. I've been boycotting Amazon for almost 10 years, you can too.
We might explore breaking up the data centers from the software lines of business across Google, Amazon, Microsoft, Meta, and more. We have become enamored with vertical integration and acquisitions to the determent of vibrancy in our economy.
There is some reason to think that personal AI agents like Meta Muse will disrupt Amazon's retail business. Amazon currently blocks those bots and doesn't seem to have a strategy to address them.
Pick one: total and complete control over your company, or give it up to the market. Why should owners get the best of both worlds, and at this point trillions of capital themselves?
Honestly if any one has more than $999 the government should take it from them.
Billionaires exert a lot of influence on elections and political parties. When they want a bill killed, they can make that happen with enough money. Is this 100%? No, but looking at races around the country they clearly win enough times.
Billionaires can use their wealth to shield themselves from the law in a way few but the most powerful leaders. I can't do that.
Billionaires decide if our food is safe to eat, unless the pesky FDA gets in the way. Good thing Billionaires can also stop the FDA.
Billionaires destroy public trust in healthcare through "wellness" and "holistic care", because of course there is money to be made there (10x more than "Big Pharma"). Big Pharma is also capable of sabotaging health for their own profits. The Sacklers?
Billionaires direct (the US) government to engage in wars the people don't want.
I could go on for how many industries they control with zero input, or the bare minimum, from the rest of us.
But sure, tell me how a "thousandaire" is directing entire markets and countries to act as they singly wish. I have to coordinate with hundreds of thousands, or even millions, to get policies I like. But a single billionaire? They can stand in the way and make that entire fight so, so much harder. And its painfully obvious the only reason they do so is to further enrich themselves.
My guess is you can expect a stock price crash if your founder-star CEO moves away from HQ? It would mean tech stocks behave quite differently from e.g. Starbucks. Also seems like a literal chicken race since Mark would be affected even more than the board if that happened on top of everything else.
I guess most likely is they just needed a reason of some sort to report to the SEC so that's what they used. Much nicer sounding than Mark threatening to replace the board, or the board are obviously his puppets, or anything else that happens at a founder-controlled (via low-vote shares) company.
That is all this is, a guy giving himself a pay increase, which almost everyone would if they could.
I mean maybe that is "shielding" but it's not like they are getting him out of paying the tax if it passes
This is proven by looking at the disastrous Trump admin. Who came in thinking "Uh government is so bloated we need to spend smarter and cut waste" and did DOGE for a bit, then quit, and added more money to our deficit and barely saved anything and spent more money hiring back essential people bc they couldn't distinguish essential spend from frivolous spend
There will almost never be a government that does this because the incentives are not there.
There are more incentives in prolonging a problem than there are in solving it.
> Or run for office yourself
Winning an election against career politicians is difficult and next to impossible. There is virtually no way to do this without having backing. As soon as you have backing you have new incentives. The purpose of a career politician and the machine behind them is to win elections. That may or may not involve solving problems that matter to constituents.
A government that gets elected by cutting income taxes? You're right you aren't cut out for politics.
That's a wealth tax by another name.
https://en.wikipedia.org/wiki/Swedish_financial_transaction_...
> As a result, revenues from these taxes were disappointing. For example, revenues from the tax on fixed-income securities were initially expected to amount to 1,500 million Swedish kronor per year. They did not amount to more than 80 million Swedish kronor in any year and the average was closer to 50 million.[4] In addition, as taxable trading volumes fell, so did revenues from capital gains taxes, entirely offsetting revenues from the equity transactions tax that had grown to 4,000 million Swedish kronor by 1988
So off by an order of magnitude in their estimates _and_ nuked revenue from the capital gains taxes. Overall probably one of the dumbest ideas ever executed because it was so easy to forecast the second order effects.
Property taxes, paid by every single homeowner, are a wealth tax. The difference is that for most homeowners, their house is their most valuable asset. Not the case for billionaires.
And it's a logical motivator, not an emotional one as you state. You can't take money from people who don't have money.
Says who? Taxes don't exist to "punish" the rich or successful businesses. They exist to pay for things. If someone is mostly looking forward to the taking of money rather than the building of things with that money, they are being ridiculous.
Isn't that what you said? https://news.ycombinator.com/item?id=50223139 You didn't say anything about punishment.
I agree taxes are to pay for stuff. Taxing people with money makes the most sense.
Not "because they can afford it" but "because it doesn't hurt." The "hurt" I'm referring to isn't the wallets of the rich, rather the existing revenue, the balance of things, society, etc.
The true sentiments will always depend on who/what is being taxed and who/what is advocating for the tax. Almost everyone I see supporting this particular tax is supporting it more as a means of "punishment" that can be levied against the rich.
> Taxing people with money makes the most sense.
Sure. Not sure how you would tax people without money... but it is always going to come down to "how much" and "what for", more than anything. Then you have to contend with downstream effects. People with money can and will move if they feel they are being taxed too much. This is no different than setting the price of a widget. You can always raise it but then you will have less buyers.
Which mistakes of France and GB are you referring to? The money (90%) will go to health care spending. So, yes - vastly overpriced crap - France spends half for universal care with better outcomes.
Let’s assume a founder has 10%. There are two options to prevent them from becoming a billionaire. Either that company cannot grow past a 10 billion market cap. That would destroy retirement for most normal Americans. The other option is to force the founder to liquidate to pay taxes. If so, then yes, they would stop further building out these companies at a certain market cap once they have no real stake or say in them anymore. Why would they work for free once they are at the limit. I wouldn’t and I think almost nobody would.
Billionaires are a symptom of a problem that the US had under control for almost half a century until Reagan basically broke American economic policy.
FWIW I think this is better than avoiding the tax.
In some sense Meta has doubled the voting power of Zuckerberg's shares. Previously he had X shares with 10X votes. Now he has 2X shares, can sell half of them for close to the market price, and still keep his 10X votes.
https://www.sec.gov/Archives/edgar/data/1326801/000162828026...
"The board establishes a new Class C share type with no votes. It also announces a one-time dividend of a Class C share for each Class A and B share outstanding".
Please tell me what I got wrong.
"If Zuckerberg needs to pay taxes, he can sell his new zero-vote shares to raise money without diluting his voting rights. Not too many: He can “immediately sell or transfer up to 20% of the shares of Class C common stock that he receives in the Dividend, representing 10% of his overall economic stake in the Company, for any reason,” but the board “negotiated for and obtained Mr. Zuckerberg’s agreement that 80% of the shares of Class C common stock that he receives in the Dividend be subject to the Stapling Condition,” under which he can’t sell those no-vote shares without also selling some high-vote shares. The basic deal remains intact — he needs to own a meaningful chunk of shares to keep voting control — but there’s a liquidity buffer for taxes."
On the other hand, once the non-voting shares exist, he's going to sell them some day.
I do think it would be a good idea to look at additional regulation regarding the public companies that pension and major index funds can invest in. I'm not crazy about being forced to own Musk properties just because I hold an S&P index, for example.
*Source: am a moron.
Emotions about the executives and founders aside, it may be worthwhile to exclude securities with multiple concentrated voting classes (like Meta) or those with one owner with more than X% of the float (like SpaceX).
I suspect they don’t because such a fund would have missed out on a ton of growth captured by the less “picky” indexes of the last quarter century.
Society? Why are you less crazy about Musk properties than any of the rest of the S&P? Does that suggest that a system that allows such concentrations of wealth and control in so few individuals might be flawed?
IMO, let the unicorns leave. Europe figured it out. Get the vast majority of the benefits of their contributions without being sucked dry and subjected to their whims in whatever other domains they fancy.
My man renamed the damn corp to "Meta" and proceeded to YOLO nearly triple digit billions USD on fire, shamelessly pivots to AI like all the other bros, while holding a solid majority of voting stock, and now we have to listen to him and his pals complain they might have to give something back.
Gross.
He is going to pay, he just didn’t want to sell his normal shares, so he doesn’t lose his voting control. So instead, they are creating new class of shares that he can sell to pay the taxes.
Let's not act like oligarch's don't have a massive influence in society as a single person.
This wealth tax is poorly planned, tax the wealth, but find a better way.