Meta AI Funding: $35 Billion Depositary Share and Stock Sale Priced

Meta AI funding took a concrete step forward this week as Meta Platforms priced depositary shares tied to its Series A preferred stock, paired with a forward-sale offering of Class A shares that ranks among the biggest equity raises attempted by a major technology firm. The concurrent offerings launched on October 26, 2026, and together aim to raise approximately $35 billion in the near term.

The money is earmarked largely for one purpose: feeding Meta's appetite for AI infrastructure. The company has said proceeds will go toward general corporate purposes, though projections put its AI infrastructure bill at $135 billion to $145 billion for 2026 alone, and this round's proceeds equal only about a quarter of that projected spend.

Terms of the Meta AI funding depositary shares

The depositary share leg prices 250 million Series A units at $50 apiece, for gross proceeds near $12.5 billion. Liquidation preference comes to $50 per depositary share, compared with $1,000 for each underlying preferred share, working out to 20 depositary shares per preferred share.

Conversion into Class A common stock is mandatory and scheduled for around August 15, 2029, meaning holders get a preferred-style instrument now and Meta common stock later. According to Yahoo Finance, depositary share owners receive a proportional slice of the preferred stock's rights and preferences, spanning conversion, dividend, liquidation and voting rights, subject to a deposit agreement.

Yahoo Finance reported that Meta expects about $12.5 billion in net proceeds from the depositary share sale, rising to roughly $14.3 billion if the banks use their full over-allotment option, once the underwriting discount and estimated expenses are deducted. Underwriters received a 30-day greenshoe covering as many as 37,500,000 extra depositary shares, priced at the public offering price minus the applicable discount and available only to cover over-allotments.

There is currently no public market for the depositary shares or the preferred stock, Yahoo Finance reported. A listing application for the depositary shares has been filed with the Nasdaq Global Select Market under the ticker "METAM," and the offering is expected to close on October 29, 2026, subject to closing conditions.

Forward sale agreements on Class A stock

The second piece of the raise consists of Class A common stock worth $22.5 billion, placed via forward sale agreements, with Morgan Stanley and Goldman Sachs leading the underwriting. A 30-day greenshoe lets the banks purchase as many as 37.5 million extra shares.

In a typical forward structure, the banks place shares with buyers immediately, while the company delivers newly issued stock to those banks at a later date. That gives Meta pricing certainty without issuing everything at once: it locks in a price now but can settle later, which provides flexibility on timing.

Meta appears to be managing how much new stock hits the market at any given moment by dividing the raise among separate share classes and staggered settlement dates. Existing shareholders will not see the preferred shares become common stock until around August 2029, and the forward agreements push part of the common stock settlement into the future as well.

A program that could reach $95 billion

CNBC reported that Meta plans to raise up to $95 billion through stock and preferred-stock sales to pay for AI compute. Under that plan, the initial underwritten offering would supply roughly $35 billion, with a further $60 billion or so coming through an at-the-market program expected to begin no earlier than the first quarter of 2027.

Should the second wave go ahead as outlined, the combined equity financing program at Meta could come close to $95 billion. The headline number is a ceiling rather than a cash balance: reports describe $95 billion of planned financing capacity, and Meta has not confirmed it will raise the full amount. Final prices, closing dates and whether Meta will raise the full amount are not confirmed.

The deferred structure gives the market time to absorb the $35 billion first tranche and gives Meta room to read demand before committing to the bigger sale. Meta might not raise the full $95 billion, especially if its stock falls during the at-the-market window.

The initial $35 billion includes about $22.5 billion of Class A common stock and about $12.5 billion of depositary shares representing preferred stock. By simple division of the reported figures, about 64% of the initial tranche is common stock and about 36% is preferred.

Why Meta is selling ownership for AI compute

Meta framed the raise in a single statement. "Meta is investing to expand the infrastructure and compute capacity needed to support these opportunities and to bring personal superintelligence to billions of people and businesses," the company said.

The phrase "personal superintelligence" carries most of the strategic weight, signaling that Meta sees consumer-facing AI agents, not only internal ranking and ad models, as the product its compute should serve. Reports identify the Muse AI agent among the opportunities the new capacity supports, alongside data centers, cloud computing and related infrastructure and Meta's family of apps, though the company has not published a dollar split across these buckets.

Meta's 2026 capital-expenditure forecast sits at $135 billion to $145 billion. Meta is taking a different route from some peers by selling ownership instead of borrowing: Elon Musk said SpaceX closed a $40 billion GPU debt deal, while Meta is raising equity.

NVIDIA, Advanced Micro Devices and Broadcom expressed interest in buying up to $5 billion of shares in total, according to the reports. These are Meta's main suppliers of AI accelerators and networking silicon, so they would be buying into a customer, though allocation among investors remains unconfirmed.

Market reaction and what holders should watch

Yahoo Finance ran the headline that Meta stock slipped as Zuckerberg sought $95 billion, a typical response when a company announces a large share sale. The Economic Times called it a record equity raise in its headline, while Investopedia's market update framed the plan as a way to fund AI goals.

Dilution is the practical cost of the plan. Every new Class A share Meta sells shrinks the percentage of the company that existing holders own, unless the proceeds earn more than the dilution costs, and the at-the-market program would dilute gradually, one broker order at a time, and only if Meta chooses to run it.

Analyst forecasts show why companies are willing to dilute shareholders to buy capacity. Gartner stated that "Worldwide AI spending is forecast to total approximately USD 1.5 trillion in 2025," according to its September 2025 press release, while IDC said that "AI infrastructure spending is forecast to rise from USD 401 billion in 2025 to USD 1.45 trillion annually in 2030."

Until Meta files final terms and the first tranche closes, every figure in the plan describes intent. Readers who hold Meta stock should check the final prospectus for dilution math instead of relying on press summaries.

Conclusion

Meta has priced a roughly $35 billion equity raise split between $12.5 billion of Series A preferred depositary shares at $50 each and $22.5 billion of Class A common stock sold through forward sale agreements, with the proceeds directed at general corporate purposes and, in practice, AI infrastructure. The depositary shares offering is expected to close on October 29, 2026, and Meta has applied to list the shares on Nasdaq under the symbol "METAM." The next concrete step is that closing, followed by final terms, with a potential $60 billion at-the-market program not expected before the first quarter of 2027.

Frequently Asked Questions

How much is Meta raising in its October 2026 equity offering?

The concurrent offerings launched on October 26, 2026 aim to raise approximately $35 billion in the near term. That includes 250 million Series A depositary shares at $50 each, roughly $12.5 billion, plus $22.5 billion in Class A common stock sold through forward sale agreements.

What are Meta's Series A depositary shares priced at $50?

Meta is offering 250 million depositary shares at $50 each, totaling roughly $12.5 billion. Each carries a $50 liquidation preference, with 20 depositary shares per underlying preferred share, which carries a $1,000 preference. They convert mandatorily into Class A common stock around August 15, 2029.

When will Meta's depositary shares list on Nasdaq under METAM?

Meta has applied to list the depositary shares on the Nasdaq Global Select Market under the symbol "METAM," according to Yahoo Finance. The depositary shares offering is expected to close on October 29, 2026, subject to satisfaction of closing conditions. There is currently no public market for the shares.

Could Meta's total equity financing program reach $95 billion?

CNBC reported Meta plans to raise up to $95 billion through stock and preferred-stock sales to pay for AI compute: roughly $35 billion from the initial underwritten offering and roughly $60 billion from a later at-the-market program not expected before the first quarter of 2027. Meta has not confirmed it will raise the full amount.

Why is Meta selling stock instead of borrowing for AI infrastructure?

Meta is taking a different route from some peers by selling ownership instead of borrowing, with proceeds earmarked largely for AI infrastructure. Its AI infrastructure costs have been projected at $135 billion to $145 billion within 2026 alone, and the roughly $35 billion raised covers about a quarter of that projected spend.