Meta Approves Nonvoting Class C Shares to Fund AI

Meta approved the creation of a publicly traded Class C share class without voting rights. The class is expected to take effect in January 2027.

Meta Class C shares are intended to create a new publicly traded class of common stock without voting rights. The company’s board approved the move on October 21, 2026, with the new class planned to take effect in January 2027.

The new structure is intended to expand Meta’s financing options for its large-scale investments in artificial intelligence infrastructure. It is also intended to allow the company to raise capital without weakening the voting control of its founder and CEO, Mark Zuckerberg.

Meta Class C shares without voting rights

Class C shares will not grant holders voting rights. Meta could therefore use the instrument to manage its capital structure without extending voting influence to new investors in the same way as with voting shares.

Approval of the new class does not mean that the terms of its issuance are already known. Meta has not yet confirmed the number of Class C shares, the issuance terms or the amount of capital it could raise through them. It has also not disclosed specific AI projects or potential acquisitions that would be funded with the proceeds.

AI infrastructure spending reaches tens of billions

Meta announced approval of the new share class on the same day it released its results for the third quarter of 2026. The company also said that its capital expenditures for the full year 2026 are expected to range from $135 billion to $145 billion.

This spending range provides context for the decision to expand financing. Building and operating AI infrastructure requires major capital investments, and Meta is creating another mechanism through the new share class to finance those investments while preserving existing voting control.

What comes next

For investors, the documents filed with the U.S. Securities and Exchange Commission (SEC) will be particularly important. They should clarify the exact terms of Class C, including any issuance or distribution mechanism.

The start date for trading in the new class and Meta’s investment outlook for 2027 will also need to be monitored. So far, only approval of the nonvoting class and its planned effectiveness in January 2027 have been confirmed—not the extent of its practical use.

Sources

  • Associated Press – Confirms approval of the nonvoting Class C share class, its January effectiveness and the stated purpose related to AI investments.
  • Meta Investor Relations – Confirms that Meta held a conference call on October 21, 2026, regarding its third-quarter 2026 results.
  • The Verge – Corroborates that the new nonvoting class is intended to support AI initiatives, potential acquisitions and employee compensation.

Verified and updated: October 22, 2026, 06:21

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