Meta launches a $35 billion stock sale to pay for AI, the first step in a $95 billion equity plan, and Nvidia, AMD and Broadcom want in
Meta Platforms said on Monday, Oct. 26, 2026, that it had launched about $35 billion of underwritten stock offerings and plans an approximately $60 billion at-the-market program later, as it funds $135 billion to $145 billion of capital spending this year.
Meta made $97 billion of operating cash in nine months and is still asking the stock market for $95 billion more, which tells you everything about the size of the AI bill. The cleverest piece is the plumbing: the $60 billion program waits for the new no-vote Class C shares to start trading, and the preferred can convert into Class C, so new money can come in without new votes, and Mark Zuckerberg's control stays put while everyone else's stake gets thinner. The strangest piece is the buyer list. Nvidia, AMD and Broadcom lining up for $5 billion of Meta stock means the companies selling Meta the chips are helping fund the purchase of the chips, a loop the market has been side-eyeing for a year. It is not illegal, it is disclosed, and it is very 2026.
Meta launched about $35 billion of concurrent underwritten public offerings on Oct. 26, 2026. About $22.5 billion is Class A common stock. About $12.5 billion is depositary shares representing Series A mandatory convertible preferred stock. Underwritten means banks have agreed to run the sale. Concurrent means the two sales are happening together. Those lines are Meta's.
The common stock is being sold in connection with forward sale agreements with Morgan Stanley and Goldman Sachs, initially covering an aggregate $22.5 billion of Class A shares. A forward sale agreement is a contract to deliver shares later. Those lines are Meta's.
The preferred offering is 250 million depositary shares. Each one represents a 1/20th interest in a preferred share with a $1,000 liquidation preference. A depositary share is a slice of a preferred share that can trade on its own. A liquidation preference is what that preferred share would be owed ahead of common stock if the company were wound up. One-twentieth of $1,000 is $50. Two hundred fifty million slices at $50 comes to $12.5 billion, the size Meta states for that offering. That product is arithmetic on the filing's share count and the $1,000 preference. Unless converted earlier, the preferred automatically converts for settlement around Aug. 15, 2029, into Class A shares, or into the new Class C shares once those are issued. Automatically converts means the holder does not choose to stay in the preferred. Meta intends to list the depositary shares on Nasdaq under the symbol "METAM." The dividend rate and the conversion terms will be set at pricing, so they are not in the announcement. Those lines are Meta's, except the $50 and the $12.5 billion product, which are arithmetic.
Meta plans to launch an approximately $60 billion at-the-market program once its previously announced non-voting Class C common stock begins trading. An at-the-market program sells shares into the market over time at the going price, rather than in one big offering. Non-voting means those Class C shares do not get a vote. Meta says it has not entered into any agreement for that program, and its timing, size, and terms have not been determined. Together the plan totals about $95 billion. About $35 billion now, plus about $60 billion later, is that total. Those lines are Meta's.
Nvidia, AMD, and Broadcom have, severally and not jointly, indicated interest in buying up to an aggregate $5 billion of the Class A common stock in the offering, at the same price as other buyers. Severally and not jointly means each company is speaking for itself, not promising the others' money. The indications are not binding. Those lines are Meta's.
Meta expects $135 billion to $145 billion of capital expenditures in 2026. Capital expenditures are money spent on long-lived assets, such as data centers and chips. It generated $97 billion of operating cash flow in the first three quarters of 2026. Operating cash flow is cash the business brought in before that capital spending. It had about $82 billion of cash, cash equivalents, and marketable securities at the end of the third quarter. Cash equivalents and marketable securities are holdings that can be turned into cash. Those figures are Meta's.
Meta says it is building four superclusters with more than one gigawatt of capacity each, and is on track to nearly double total infrastructure capacity in 2026. A supercluster, here, is a very large group of computers for AI. A gigawatt is a billion watts, a measure of electrical power. Third-quarter revenue was $64.6 billion, up 26%, with net income of $9.9 billion. Up 26% means about $1.26 of revenue for every $1 a year earlier. Those lines are Meta's.
The picture is Meta CEO Mark Zuckerberg, in a dark waffle-knit sweater and a gold pendant, photographed against a black background in September 2025. The credit is Jeff Sainlar / Meta, CC BY-SA 4.0, via Wikimedia Commons.
In plain terms, Meta on Monday launched about $35 billion of stock sales: about $22.5 billion of Class A shares, tied to forward sales with Morgan Stanley and Goldman Sachs, and about $12.5 billion of preferred slices that convert into stock by around Aug. 15, 2029. A further $60 billion program is a plan, not a signed deal, and it waits until the new no-vote Class C shares start trading. Nvidia, AMD, and Broadcom have said they may buy up to $5 billion of the Class A stock. That interest is not a promise. Meta expects to spend $135 billion to $145 billion on capital projects this year. It made $97 billion of operating cash in nine months and held about $82 billion of cash and securities at the end of September.
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Sources
- SEC EDGAR — Meta Platforms free writing prospectus, 26 Oct 2026
sec.gov
- SEC EDGAR — Meta Platforms 424B5, depositary shares, 26 Oct 2026
sec.gov
- SEC EDGAR — Meta Platforms 424B5, Class A common stock, 26 Oct 2026
sec.gov
- CNBC — Meta launches $35 billion stock offering to fund AI expansion, 26 Oct 2026
cnbc.com
