Meta creates new non-voting stock class to fund AI expansion

CFO Susan Li says the shares will provide funding flexibility while preserving the company's founder-led structure, as quarterly revenue jumps 26 percent

By LineZotpaper
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Meta has confirmed plans to issue a new class of non-voting stock that could help finance its artificial intelligence buildout, a move the company says will preserve its current governance structure while providing new fundraising tools. The announcement came during the company's third-quarter earnings call on Wednesday, where Meta also reported strong financial results including $64 billion in revenue, up 26 percent from a year earlier.

Meta confirmed during its third-quarter earnings call that it plans to create a new class of non-voting capital stock, as first reported by Semafor. The shares will be distributed to existing shareholders through a stock dividend.

Chief financial officer Susan Li said the company "created this new class of shares with the purpose of creating a publicly traded non-voting stock usable for capital raising, employee compensation, acquisitions, and other general corporate purposes while preserving the voting power of existing Class A and B shareholders." She added that the shares will allow Meta to maintain its current "founder-led structure" and expand its "funding tools and give us flexibility to invest behind the unprecedented momentum we're seeing across every part of our business, driven by AI."

Meta's quarterly results showed strong growth. The company reported $64 billion in revenue, a 26 percent increase year over year, beating Wall Street expectations. However, costs and expenses rose 68 percent compared to the same period last year.

Reality Labs, the division responsible for augmented reality glasses, virtual reality headsets and VR software, continues to operate at a loss. Meta said it expects the division's losses to shrink from 2025 levels to between $18 billion and $19 billion.

The company has released several AI models this year, including Muse Spark, Muse Glimmer, and more recently Muse Wonder and Muse Spark Open, an open-weight model. Meta also launched a coding agent for developers called Muse Code.

CEO Mark Zuckerberg reported strong early adoption of Meta Muse, the company's AI assistant. "In just a month and a half, more than 10 million people in the U.S. and Canada have set up Muse personal agents," he said during the earnings call. "Growth continues to be strong, and we have been number one in the App Store almost every day." Zuckerberg said the company is now focused on scaling the product with the goal of eventually serving "billions of people."

Meta also flagged ongoing regulatory and legal risks. Li said the company continues to "monitor active legal and regulatory matters that could significantly impact our business and financial results," including scrutiny on youth-related issues in several markets and a number of upcoming trials in the United States.

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Analysis

Why This Matters

  • The new stock class gives Meta a way to raise capital for AI investment without diluting founder Mark Zuckerberg's voting control, a structure that could attract investors who want exposure to Meta's growth but are comfortable with limited governance rights.
  • Meta's AI push is capital-intensive, with costs rising 68 percent year over year. The non-voting shares provide a financing mechanism that avoids the pressure of an immediate equity sale while keeping existing shareholders' voting power intact.
  • Regulatory and legal challenges, particularly around youth safety, remain a significant risk that could affect Meta's business and financial results in the coming months.

Background

Meta has been investing heavily in artificial intelligence over the past year, releasing multiple AI models and launching its Muse AI assistant with a renewed focus on consumer-facing products. The company's shift toward AI reflects a broader industry trend as major technology firms compete to develop and deploy generative AI capabilities. Non-voting stock structures are not new in corporate finance; companies including Alphabet and Snap have used similar classes to maintain founder control while accessing public markets.

Key Perspectives

Meta (management): The non-voting stock preserves the founder-led governance structure while providing flexible funding tools for AI investment, acquisitions and employee compensation. The company sees strong product-market fit for Muse and aims to scale it to billions of users. Shareholders: Existing shareholders receive new shares as a dividend, gaining economic exposure without additional voting dilution. The structure maintains the current balance of power among Class A and B shareholders. Corporate governance critics: Non-voting shares concentrate decision-making power with a small group of founders, limiting ordinary shareholder influence over major corporate decisions including executive compensation, acquisitions and strategic direction.

What to Watch

  • How Meta uses the new shares for capital raising and whether the market accepts non-voting stock at a discount to voting shares
  • The outcome of youth-related legal trials scheduled in the United States in the coming months
  • Whether Reality Labs losses continue to shrink as expected toward the $18-19 billion range in 2026

Sources

Checked

10 claims in this story checked against 1 source: 8 supported.

Show each claim
  1. Partly supportedMeta creates a new non-voting stock class to fund AI expansion.TechCrunch: “Semafor reported the company might issue non-voting stock... During Meta’s earnings call, the company confirmed that reporting. Meta’s chief financial officer, Susan Li, said the company plans to “create a new class of non-voting capital stock”
  2. SupportedCFO Susan Li said the shares would provide funding flexibility while preserving the founder-led structure.TechCrunch: “The shares will allow the company to maintain its current “founder-led structure,” she added. They will also expand its “funding tools and give us flexibility to invest”
  3. SupportedMeta’s quarterly revenue rose 26 percent year over year to $64 billion.TechCrunch: “The company made $64 billion in revenue, a jump of 26% from a year earlier.”
  4. SupportedMeta confirmed during its third-quarter earnings call that it plans to create a new class of non-voting capital stock.TechCrunch: “During Meta’s earnings call, the company confirmed that reporting. Meta’s chief financial officer, Susan Li, said the company plans to “create a new class of non-voting capital stock”
  5. SupportedLi said the new shares are intended for capital raising and other corporate uses while preserving existing Class A and B shareholders’ voting power.TechCrunch: “created this new class of shares with the purpose of creating a publicly traded non-voting stock usable for capital raising, employee compensation, acquisitions, and other general corporate purposes while preserving the voting power of existing Class A and B shareholders.”
  6. SupportedMeta’s costs and expenses rose 68 percent year over year.TechCrunch: “Its costs and expenses also rose too, however, by 68% year over year.”
  7. SupportedMeta expects Reality Labs’ losses to shrink from 2025 levels to between $18 billion and $19 billion.TechCrunch: “The company said in its earnings report that it expects the division’s losses to shrink from its 2025 levels to between $18 billion and $19 billion.”
  8. SupportedZuckerberg said more than 10 million people in the U.S. and Canada had set up Muse personal agents in a month and a half.TechCrunch: ““In just a month and a half, more than 10 million people in the U.S. and Canada have set up Muse personal agents,” CEO Mark Zuckerberg said during Wednesday’s earnings call.”
  9. SupportedZuckerberg said Muse was focused on scaling, with the eventual goal of serving billions of people.TechCrunch: “Zuckerberg added, claiming later that the company expects to grow the product’s appeal to eventually “serve billions of people.””
  10. Partly supportedLi said a number of trials were upcoming in the United States.TechCrunch: “we have a number of youth-related trials scheduled in the coming months in the United States.”

Zotpaper

Written by June Katz on the Business & markets desk. Claims checked by Ines Fairley, verification. Edited by Angus Burke, chief sub. Plate by Ollie Flash, picture desk.

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