Meta Plans to Sell Up to $95B of Stock, and Its Chip Suppliers Want In

For five years, Meta was one of the biggest buyers of its own stock. On the morning of October 26, it switched to the sell side.

At 6:58 a.m. ET (1:58 p.m. in Istanbul), the company launched a $35B stock sale. It also plans up to $60B of additional sales starting in the first quarter of 2027.

Meta's own chip suppliers are among the prospective buyers. Nvidia, AMD and Broadcom indicated interest in buying up to $5B of shares in aggregate.

A Sale in Three Parts

The first part is $22.5B of Class A common stock. Affiliates of Morgan Stanley and Goldman Sachs sell the shares now, while Meta collects the cash on dates it picks through November 19, 2027.

The second part is $12.5B of mandatory convertible preferred depositary shares. Meta will issue 250 million at $50 each, converting into common around August 15, 2029. The dividend rate will be set at pricing.

The third part is a $60B sale of Class C shares, with no agreement signed yet. That class carries no vote.

Why the Cash Pile Fell Short

Meta's third-quarter capex was $34.9B against $32.8B of operating cash flow. The gap turned negative for the first time since 2012: Meta's Capex Outran the Cash It Earned.

The 2026 budget is $135B to $145B, and about $86B had been spent by the end of September. According to the 10-Q, Meta holds $84B of bonds against $82.5B of cash.

Debt is getting pricier, too. Meta's five-year credit default swaps hit a record near 114.5 basis points on October 22, according to reports. In its release, Meta said its Aa3/AA- ratings still let it borrow and called the equity a complementary source.

This looks like a software company raising money. In practice, it is an industrial company financing its factories.

The Dilution Math

The buyback effect runs in reverse the same way. Diluted shares fell from 2.96 billion in 2017 to 2.573 billion; the new plan gives back about 38% of that 387 million reduction.

Share buybacks shrink the share count, while new stock expands it. Meta spent $148.6B on buybacks from 2021 to 2025 but bought none in the first nine months of 2026. The new sale plan equals roughly two-thirds of that sum.

The Vote Is Not on Offer

As of October 1, Mark Zuckerberg controlled 60.6% of the votes but 13.4% of the economic interest. Class C was built to preserve exactly that balance.

The company's information statement says so plainly: "raise critical equity capital without impacting Mr. Zuckerberg's voting power." The same filing concedes that Class C will likely trade at a discount to Class A.

How the Market Responded

Rising chip stocks and their falling customer parted ways on Monday. Anthropic's IPO filing lifted AI stocks, and the Nasdaq Composite gained 0.83%.

Meta closed at $630.56. The decline is close to the roughly 2% dilution from the first $35B tranche, though sources do not draw that link themselves.

To see the sale plan against the past three months of trading:

The resulting loop is simple: part of the money Meta raises to buy chips may come from the companies selling those chips.

Full quarterly analysis: Meta Q3 2026 earnings. On reading cash flow statements: Cash Flow.

What It Means for Investors

• The market priced dilution from the first tranche; the second $60B tranche from 2027 has no agreement yet and does not look fully priced.
• For Nvidia, AMD and Broadcom, it signals orders will continue even when Meta's own cash falls short; Meta shareholders' stakes foot the bill.
• The threshold to watch is whether Meta's fourth-quarter operating cash flow again exceeds capex; if not, the second tranche's size gets tested.
• The risk that breaks the thesis is AI revenue growing slower than investment; then chip suppliers also carry losses on the Meta shares they bought.

Sources: The structure, sizes and chipmakers' interest come from Meta's October 26 press release and its S-3ASR filing with the SEC. Share counts, voting split and debt figures come from the company's 10-Q and its October 21 information statement. Closing data come from Reuters and StockAnalysis, and credit swap data from FinanceFeeds, citing Reuters and Markit. The per-share sale price had not been announced at publication.