Christopher Cox
About Christopher Cox
Christopher K. Cox is Chief Product Officer at Meta Platforms, Inc., serving in this role from 2014–2019 and again from 2020–present; he previously held Vice President, Product (2009–2014) and earlier roles (2005–2009). He is 42 years old and holds a B.S. in Symbolic Systems with a concentration in artificial intelligence from Stanford University . Company performance during 2024 included revenue of $164.50 billion (+22% YoY), operating income of $69.38 billion (42% margin), net income of $62.36 billion, and cumulative TSR of $286.35 for the 12/31/2019–12/31/2024 measurement period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Meta Platforms, Inc. | Chief Product Officer | 2014–2019; 2020–present | Not disclosed in proxy |
| Meta Platforms, Inc. | Vice President, Product | 2009–2014 | Not disclosed in proxy |
| Meta Platforms, Inc. | Various roles | 2005–2009 | Not disclosed in proxy |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | None disclosed (no current or recent public company directorships) | — | — |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 893,846 | 936,346 | 996,289 |
| Target Bonus (% of Salary) | — | 75% | 75% |
| Actual Bonus Paid ($) | 940,214 | 1,053,392 | 923,799 |
- 2024 salaries for named executive officers were increased to align closer to peer medians; Cox’s base salary moved to $995,000 (approved) with actual earnings of $996,289 due to payroll timing .
- Starting with 2025, target bonus for named executive officers (excluding CEO) increased to 200% of base salary (from 75%) to position total cash around the 50th percentile of the updated 2025 peer group .
Performance Compensation
Annual Bonus Plan (2024)
| Metric | Weighting | Target | Actual | Payout to Cox | Vesting/Payout Timing |
|---|---|---|---|---|---|
| Company Performance % (based on 2024 priorities) | 100% | 100% | 125% | $923,799 | Paid annually (for 2024 performance) |
- 2024 priorities: Build awesome things; Make our business successful; Make progress on societal issues; Go out and tell our story. No specific weights or dollar targets assigned; committee exercised judgment informed by launches (e.g., Llama 3, Instagram Teen Accounts), scaling Meta AI, strong engagement, and 22% revenue growth to set Company Performance % at 125% .
- Pay-versus-performance disclosure identifies “Revenue” as the selected financial measure used to link compensation actually paid to performance; however, bonus plan did not assign explicit metric weightings .
Equity Awards (RSUs)
| Grant | Approval Date | Grant Date | Shares | Grant-Date Fair Value ($) | Sizing Basis | Vesting Start | Vesting Schedule |
|---|---|---|---|---|---|---|---|
| 2024 RSU (Cox) | 3/18/2024 | 3/20/2024 | 42,870 | 21,671,642 (at $505.52/share) | Initial equity value $20,000,000 sized at $466.53/share (Q4’23 post-earnings average), rounded up | 5/15/2024 | 1/16 quarterly thereafter, subject to continued service |
- Program design is heavily weighted to RSUs with service-based vesting; no PSUs or options disclosed for named executive officers .
Equity Ownership & Alignment
Beneficial Ownership (as of April 1, 2025)
| Holder | Class A Shares | Class B Shares | % of Class A | % Total Voting Power | Notes |
|---|---|---|---|---|---|
| Christopher K. Cox | 360,632 | — | <1% | <1% | Includes 288,686 Class A held by Cox Revocable Trust; 55,046 by Cox‑Vadakan Irrevocable Remainder Trust; 16,900 RSUs settleable within 60 days of April 1, 2025 |
- Stock ownership guidelines require executive officers to own the lesser of 24,400 shares or $4.0 million within five years or by September 2023; if below thresholds due to factors beyond control, sales limited to ≤50% of newly acquired shares until compliance. As of December 31, 2024, all executive officers met or were within permitted time to attain required ownership .
- Hedging, short sales, margin accounts, and pledging are prohibited unless approved by the compensation committee; no pledging disclosed for Cox (Zuckerberg has a board-approved capped pledging arrangement) .
- Options: Company reports no outstanding options; equity is issued primarily as RSUs .
Vested vs. Unvested and Vesting Pressure
| Measure | 2022 | 2023 | 2024 |
|---|---|---|---|
| Shares Acquired on Vesting (Cox) | — | — | 122,143 |
| Value Realized on Vesting ($) | — | — | 61,466,243 |
- Outstanding unvested RSUs at 12/31/2024 for Cox: 34,832 from 2024 grant; 61,119 from 2023; 27,352 from 2022; 4,721 from 2021. All vest 1/16 quarterly (some earlier grants started as noted) .
- 2024 grant began vesting 5/15/2024; 3 quarterly tranches vested during 2024 totaling 8,038 shares, with 34,832 remaining unvested at year-end .
Employment Terms
| Term | Detail |
|---|---|
| Offer Letter | Effective June 2020; at-will employment |
| Current Role & Salary | CPO; annual base salary $995,000 as of 12/31/2024; actual salary earned $996,289 in 2024 |
| Bonus Eligibility | Eligible for annual bonus under Bonus Plan; 2024 target 75% of salary; 2025 target increased to 200% |
| Severance | None disclosed; at-will employment |
| Change-of-Control | Named executive officers are not entitled to payments or equity acceleration upon termination or change in control; beneficiaries are entitled to cash-out of outstanding unvested RSUs upon death (cap $2,000,000 per officer). Mr. Olivan may have local-law entitlements |
| Clawback | Compensation Recoupment Policy for incentive-based compensation in event of accounting restatement (see 10-K Exhibit 97.1) |
| Other Policies | Prohibitions on hedging, short sales, margin accounts, and pledging (unless approved) |
Performance Compensation Details
| Element | Description | Metrics/Weighting | 2024 Outcomes |
|---|---|---|---|
| Annual Cash Bonus | Company performance-based payout only; no individual modifier | Four priorities; no explicit weights; committee judgment | Company Performance % set at 125% given launches, AI scaling, engagement, and 22% revenue growth; Cox payout $923,799 |
| Equity (RSUs) | Service-based vesting; four-year quarterly schedule | N/A (service-based) | 2024 grant 42,870 RSUs; fair value $21,671,642; initial vest 5/15/2024; quarterly thereafter |
Compensation Structure Analysis
- Equity-heavy mix: Meta delivers the substantial majority of executive compensation via RSUs with service-based vesting; cash compensation is generally below peer market (target total direct compensation ~75th percentile when equity included) .
- Bonus design: Shift from 75% to 200% target bonus starting in 2025 increases cash-at-risk, potentially reducing reliance on equity for retention, while aligning total cash near peer median; plan remains judgment-based without fixed metric weightings .
- Clawback and risk: Compensation risk assessment concluded programs are not reasonably likely to have a material adverse effect; clawback policy in place for restatements .
Related Party Transactions and Perquisites
- Cox “All Other Compensation” included personal security services and associated tax gross-ups in 2023 and 2022; 2024 showed personal security costs and 401(k) matching contributions (no tax gross-up noted for Cox in 2024) .
- No related-party transactions disclosed involving Cox; broader related-party transactions summarized for other executives and directors (e.g., Broadcom) are reviewed under policy oversight .
Investment Implications
- Alignment/Retention: Cox’s significant unvested RSU balance across 2021–2024 grants and 4-year schedules supports retention; ownership guidelines and prohibitions on hedging/pledging (with no Cox pledges disclosed) reinforce alignment with shareholders .
- Selling Pressure: 2024 vesting of 122,143 shares with $61.5 million realized indicates ongoing quarterly liquidity from RSU settlements; continued vesting through 2025–2028 could sustain supply, though actual selling depends on personal decisions and policy windows .
- Pay-for-performance: Bonus plan links payouts to company-wide progress with committee judgment; 2024’s 22% revenue growth and AI product momentum drove a 125% company performance outcome. With 2025 target bonus at 200% of salary, cash variability—and scrutiny on qualitative performance assessment—will increase .
- Change-of-control/severance: Absence of severance and CoC acceleration for named executive officers reduces transaction-related payout risk and potential entrenchment concerns; death benefit RSU cash-out capped at $2 million limits contingent liabilities .
- Company performance context: Strong 2024 financials (revenue $164.50B, net income $62.36B) and cumulative TSR of $286.35 since 2019 support the efficacy of equity-heavy incentives over Cox’s tenure in product leadership roles .
Note: Insider Form 4 activity is not included in the proxy; additional analysis of real-time insider transactions would require current Form 4 data outside this filing.