Meta’s new share class keeps Zuckerberg in California as voters weigh a billionaire tax

California voters are about to decide whether the mega-rich among them should hand over billions of dollars to pay for improvements to healthcare¹. The measure has been described as potentially the world’s first tax on billionaires¹.

At the same time, Meta plans a new class of stock⁵. Meta’s board rewrote the company’s capital structure in a way designed to keep Mark Zuckerberg from moving, according to a critique of the change⁴. On its face, that critique says, the change looks like a conventional move to raise capital for AI expansion, but its features were designed to address Zuckerberg’s personal circumstances⁴.

Coverage differs on what the deal means for the tax. One account says the Meta deal shields Zuckerberg from the billionaire tax³. Campaigners for the wealth tax, however, have seized on Zuckerberg’s deal to stay in California and cheered it².

Why it matters to investors

For Meta shareholders, a new share class is a governance question as well as a financing one^4,5. If the structure was built around the personal position of the controlling shareholder, as critics argue, outside investors will want to know how it affects their voting power and their claim on future capital raises⁴.

The financing backdrop is demanding. Hyperscaler capital spending is hitting a funding wall, with SpaceX guiding to fourth-quarter spending of $35B-$40B while Meta plans its new class of stock⁵. That puts Meta’s capital structure change in the context of the industry’s search for money to pay for AI^4,5.

For California, the vote tests whether a state can tax the very wealthy without driving them away¹. Supporters of the tax have used Zuckerberg’s decision to stay as evidence for their case, while other coverage argues the same deal leaves him outside the tax’s reach^2,3.

What to watch

The result of the California vote will settle whether the billionaire tax goes ahead¹. If it passes, attention will turn to whether arrangements like Meta’s protect founders from it, as one account says, or keep them within the state’s tax base, as campaigners suggest^2,3.

Meta’s own disclosures on the new share class, including who can hold it and what rights it carries, will show how much of the change serves AI funding and how much serves Zuckerberg’s personal position^4,5.

Other technology founders weighing whether to remain in California will be watching both the vote and the reaction to Meta’s move^1,2.