Meta plans non-voting Class C shares to fund AI as 2026 capex seen at $135B-$145B

Meta is adding a new non-voting share class to help pay for its AI push, acquisitions and employee compensation, according to TechCrunch, The Economic Times and The Verge. The shares will be called Class C. Every current Class A and Class B share will be matched with one Class C share, which works like a two-for-one split, first reported by The Economic Times. Trading is due to begin in January 2027.

Mark Zuckerberg, Meta's CEO, controls the company through super-voting Class B shares. The Economic Times first reported that, as of Oct 1, 2026, he held about 341.2 million Class B and 1.2 million Class A shares. That gives him 60.6% of voting power and 13.4% ownership. He is set to be given about 342.4 million Class C shares. The same outlet reported that only 20% of the Class C shares the Holder Group receives will be freely saleable immediately, with the rest subject to restrictions. It also reported that a special committee proposed sunset provisions, but Zuckerberg would not support them.

The money need is large. The Economic Times and The Verge put Meta's 2026 capital expenditure forecast at $135 billion to $145 billion. The Verge first reported the earlier estimate as $130 billion and $145 billion. Susan Li, Meta's chief financial officer, said the new class is meant to give a public non-voting stock for raising capital, paying staff and making deals, without diluting the voting power of current holders, as first reported by TechCrunch. Meta also said debt on this scale can hurt credit ratings, which makes equity more attractive. TechCrunch first reported Q3 revenue of $64 billion, up 26% year on year, with costs up 68%.