Meta prices upsized stock sale at $625 a share as Nvidia says it will invest $3 billion

As of 9:12 a.m. ET, Oct. 27, 2026

Meta Platforms priced its two concurrent stock offerings late Monday, upsizing the Class A common stock sale to $25.0 billion at $625.00 a share, from a previously announced $22.5 billion, the company said in a release issued at 1:01 a.m. ET Tuesday.

Meta also priced 250 million depositary shares at $50 each, each representing a 1/20th interest in a share of its new 6.50% Series A Mandatory Convertible Preferred Stock. Both offerings are expected to close on Oct. 29, subject to closing conditions, Meta said. Neither offering is conditioned on the other.

Separately, Nvidia said on Oct. 26 that it "will invest $3 billion in Meta's equity offering," as part of an announcement that the two companies will expand their work on Meta's Muse family of AI models.

Meta said the raise will support its investments in artificial intelligence infrastructure, CNBC reported. When it launched the offerings on Oct. 26, Meta described about $35 billion in underwritten equity, plus a separate $60 billion at-the-market program for its planned Class C stock whose timing, size and terms were undetermined.

The preferred stock

Meta said net proceeds from the depositary shares will be about $12.5 billion, or about $14.3 billion if underwriters exercise in full a 30-day option to buy up to 37.5 million more depositary shares. The company said it intends to use the proceeds for general corporate purposes.

The preferred stock carries a 6.50% annual dividend on a $1,000 liquidation preference per share, payable quarterly from Feb. 15, 2027, through Aug. 15, 2029, in cash, Class A stock or a combination, Meta said. Unless converted earlier, each preferred share will automatically convert on or about Aug. 15, 2029, into between 1.3620 and 1.6000 Class A shares, which works out to between 0.0681 and 0.0800 Class A shares per depositary share, based on a 20-trading-day average price.

Once Meta issues its planned Class C common stock and other conditions are met, the preferred will instead convert into Class C shares, and holders will gain an early-conversion option, the release said. Meta has applied to list the depositary shares on the Nasdaq Global Select Market under the symbol "METAM."

The common stock forward sale

The Class A common stock is being sold under forward sale agreements with Morgan Stanley Capital Services and Goldman Sachs, covering 40 million shares, Meta said. The forward purchasers or their affiliates are expected to borrow the shares and sell them to underwriters, so Meta does not expect to receive proceeds from that sale right away.

At an initial forward price of about $622.92 a share, Meta said it expects net proceeds, before expenses, of about $24.9 billion, or about $28.7 billion if underwriters fully exercise a 30-day option for up to $3.75 billion of additional shares. Meta said it expects to settle the forward agreements on or before Nov. 19, 2027, and will use those proceeds for general corporate purposes.

Morgan Stanley and Goldman Sachs are lead joint bookrunning managers for both offerings, the company said.

Nvidia's stake and the Muse deal

In its announcement, Nvidia said the companies will partner to improve inference and training performance for Muse and the Muse family of models, and will consider further work on Nvidia's OpenShell reference architecture and its Sentry agent-monitoring tool. Meta intends to expand its deployment of Nvidia infrastructure, including Vera Rubin systems and Vera CPUs, along with Spectrum-X Ethernet networking and BlueField-4, Nvidia said.

"NVIDIA and Meta are expanding our partnership to optimize the computing infrastructure end to end for capable, efficient and secure AI agents," Nvidia founder and CEO Jensen Huang said in the release.

"Muse is how we bring personal superintelligence to everyone. We're excited to keep working with NVIDIA to deliver the best personal agents and frontier models for billions of people," Meta founder and CEO Mark Zuckerberg said in the same release.

CNBC also reported the Nvidia investment.

What is not known

Nvidia did not say which of the two offerings, the Class A common stock or the depositary shares, its $3 billion will buy, or at what point its purchase settles. Nvidia's release describes its investment as forward-looking and refers to its "anticipated completion and any applicable closing conditions."

Meta's pricing release does not mention Nvidia. It is not known whether underwriters will exercise their options for additional shares, or when Meta will issue its planned Class C stock, which affects how the preferred converts and how the forward agreements settle.