GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P.

SEC source: 0000769993-12-000528 · ownershipdoc08062012091548.xml · derivative · entry 3

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

GS Direct, L.L.C. · CIK 0001415176 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P. · CIK 0001420393 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS GP, LLC · CIK 0001420390 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY CONCENTRATED HEALTHCARE OFFSHORE ADVISORS,INC. · CIK 0001554868 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY CONCENTRATED HEALTHCARE FUND OFFSHORE HOLDINGS, L.P. · CIK 0001554841 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY PARTNERS 2004, L.P. · CIK 0001473569 · 10% owner

GOLDMAN SACHS PEP 2004 ADVISORS, L.L.C. · CIK 0001473555 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Class A Common Stock · 7,089,681 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: See Exhibit 99.1 for text of footnote (3).

F3 · price: See Exhibit 99.1 for text of footnote (3).

F3 · derivative.exercise_date: See Exhibit 99.1 for text of footnote (3).

F3 · derivative.expiration_date: See Exhibit 99.1 for text of footnote (3).

F1 · ownership.nature: See Exhibit 99.1 for text of footnote (1).

F2 · ownership.nature: See Exhibit 99.1 for text of footnote (2).

F3 · ownership.nature: See Exhibit 99.1 for text of footnote (3).

F4 · ownership.nature: See Exhibit 99.1 for text of footnote (4).

F5 · ownership.nature: See Exhibit 99.1 for text of footnote (5).

SEC source: 0000769993-12-000528 · ownershipdoc08062012091548.xml · derivative · entry 2

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

GS Direct, L.L.C. · CIK 0001415176 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P. · CIK 0001420393 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS GP, LLC · CIK 0001420390 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY CONCENTRATED HEALTHCARE OFFSHORE ADVISORS,INC. · CIK 0001554868 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY CONCENTRATED HEALTHCARE FUND OFFSHORE HOLDINGS, L.P. · CIK 0001554841 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY PARTNERS 2004, L.P. · CIK 0001473569 · 10% owner

GOLDMAN SACHS PEP 2004 ADVISORS, L.L.C. · CIK 0001473555 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Class B Common Stock · 7,089,681 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: See Exhibit 99.1 for text of footnote (3).

F3 · price: See Exhibit 99.1 for text of footnote (3).

F3 · derivative.exercise_date: See Exhibit 99.1 for text of footnote (3).

F3 · derivative.expiration_date: See Exhibit 99.1 for text of footnote (3).

F1 · ownership.nature: See Exhibit 99.1 for text of footnote (1).

F2 · ownership.nature: See Exhibit 99.1 for text of footnote (2).

F3 · ownership.nature: See Exhibit 99.1 for text of footnote (3).

SEC source: 0000769993-12-000528 · ownershipdoc08062012091548.xml · nonDerivative · entry 1

GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

GS Direct, L.L.C. · CIK 0001415176 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P. · CIK 0001420393 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS GP, LLC · CIK 0001420390 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY CONCENTRATED HEALTHCARE OFFSHORE ADVISORS,INC. · CIK 0001554868 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY CONCENTRATED HEALTHCARE FUND OFFSHORE HOLDINGS, L.P. · CIK 0001554841 · 10% owner

GOLDMAN SACHS PRIVATE EQUITY PARTNERS 2004, L.P. · CIK 0001473569 · 10% owner

GOLDMAN SACHS PEP 2004 ADVISORS, L.L.C. · CIK 0001473555 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 7,643,526

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · price: See Exhibit 99.1 for text of footnote (3).

F1 · ownership.nature: See Exhibit 99.1 for text of footnote (1).

F2 · ownership.nature: See Exhibit 99.1 for text of footnote (2).

F3 · ownership.nature: See Exhibit 99.1 for text of footnote (3).

F4 · ownership.nature: See Exhibit 99.1 for text of footnote (4).

F5 · ownership.nature: See Exhibit 99.1 for text of footnote (5).

SEC source: 0000769993-12-000344 · fb420120517gsis_ex.xml · nonDerivative · entry 1

GS INVESTMENT STRATEGIES, LLC · CIK 0001420392 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P. · CIK 0001420393 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS GP, LLC · CIK 0001420390 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS PRIVATE OPPORTUNITIES HOLDINGS, L.P. · CIK 0001550048 · 10% owner

GOLDMAN SACHS INVESTMENT PARTNERS PRIVATE OPPORTUNITIES HOLDINGS ADVISORS, INC. · CIK 0001550049 · 10% owner

FBDC INVESTORS OFFSHORE HOLDINGS, L.P. · CIK 0001550044 · 10% owner

FBDC ADVISORS OFFSHORE, INC. · CIK 0001550047 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 32,650,733

F1 · shares: In accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned by certain operating units (collectively, the "Goldman Sachs Reporting Units") of The Goldman Sachs Group, Inc. and its subsidiaries and affiliates (collectively, "GSG"). This filing does not reflect securities, if any, beneficially owned by any operating units of GSG whose ownership of securities is disaggregated from that of the Goldman Sachs Reporting Units in accordance with the Release.

F2 · shares: The Goldman Sachs Reporting Units disclaim beneficial ownership of the securities beneficially owned by (i) any client accounts with respect to which the Goldman Sachs Reporting Units or their employees have voting or investment discretion or both, or with respect to which there are limits on their voting or investment authority or both and (ii) certain investment entities of which the Goldman Sachs Reporting Units act as the general partners, managing general partner or other manager, to the extent interests in such entities are held by persons other than the Goldman Sachs Reporting Units.

F3 · shares: This statement is being filed by GS Investment Strategies, LLC ("GSIS"), FBDC Investors Offshore Holdings, L.P. ("FBDC"), FBDC Advisors Offshore, Inc. ("FBDC Advisors"), Goldman Sachs Investment Partners Master Fund, L.P. ("GSIP Master"), Goldman Sachs Investment Partners GP, LLC ("GSIP GP"), Goldman Sachs Investment Partners Private Opportunities Holdings, L.P. ("GSIP Private Opportunities") and Goldman Sachs Investment Partners Private Opportunities Holdings Advisors, Inc. ("GSIP Advisors" and together with GSIS, FBDC, FBDC Advisors, GSIP Master, GSIP GP and GSIP Private Opportunities, the "Reporting Persons").

F4 · shares: Pursuant to an underwriting agreement, dated May 17, 2012 (the "Underwriting Agreement"), and in connection with the registered public offering (the "Offering") of shares of Class A common stock, par value $0.000006 (the "Common Stock"), of Facebook, Inc. (the "Company"), FBDC sold 17,750,421 shares of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, FBDC sold an aggregate of 17,750,421 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $667,096,322.022. Following such sale, FBDC beneficially owns directly 30,372,774 shares of Common Stock, which may be deemed to be beneficially owned indirectly by FBDC's general partner, FBDC Advisors.

F5 · shares: Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Master sold 958,522 shares of Common Stock. The public offering price in the offering of Common Stock by the Company was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Master sold an aggregate of 958,522 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $36,023,173.804. Following such sale, GSIP Master beneficially owns directly 1,640,130 shares of Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Master's general partner, GSIP GP.

F6 · shares: Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Private Opportunities sold 372,758 shares of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Private Opportunities sold an aggregate of 372,758 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $14,008,991.156. Following such sale, GSIP Private Opportunities beneficially owns directly 637,829 shares of Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Private Opportunities' general partner, GSIP Advisors.

F4 · price: Pursuant to an underwriting agreement, dated May 17, 2012 (the "Underwriting Agreement"), and in connection with the registered public offering (the "Offering") of shares of Class A common stock, par value $0.000006 (the "Common Stock"), of Facebook, Inc. (the "Company"), FBDC sold 17,750,421 shares of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, FBDC sold an aggregate of 17,750,421 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $667,096,322.022. Following such sale, FBDC beneficially owns directly 30,372,774 shares of Common Stock, which may be deemed to be beneficially owned indirectly by FBDC's general partner, FBDC Advisors.

F5 · price: Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Master sold 958,522 shares of Common Stock. The public offering price in the offering of Common Stock by the Company was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Master sold an aggregate of 958,522 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $36,023,173.804. Following such sale, GSIP Master beneficially owns directly 1,640,130 shares of Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Master's general partner, GSIP GP.

F6 · price: Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Private Opportunities sold 372,758 shares of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Private Opportunities sold an aggregate of 372,758 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $14,008,991.156. Following such sale, GSIP Private Opportunities beneficially owns directly 637,829 shares of Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Private Opportunities' general partner, GSIP Advisors.

F1 · ownership.nature: In accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned by certain operating units (collectively, the "Goldman Sachs Reporting Units") of The Goldman Sachs Group, Inc. and its subsidiaries and affiliates (collectively, "GSG"). This filing does not reflect securities, if any, beneficially owned by any operating units of GSG whose ownership of securities is disaggregated from that of the Goldman Sachs Reporting Units in accordance with the Release.

F2 · ownership.nature: The Goldman Sachs Reporting Units disclaim beneficial ownership of the securities beneficially owned by (i) any client accounts with respect to which the Goldman Sachs Reporting Units or their employees have voting or investment discretion or both, or with respect to which there are limits on their voting or investment authority or both and (ii) certain investment entities of which the Goldman Sachs Reporting Units act as the general partners, managing general partner or other manager, to the extent interests in such entities are held by persons other than the Goldman Sachs Reporting Units.

F3 · ownership.nature: This statement is being filed by GS Investment Strategies, LLC ("GSIS"), FBDC Investors Offshore Holdings, L.P. ("FBDC"), FBDC Advisors Offshore, Inc. ("FBDC Advisors"), Goldman Sachs Investment Partners Master Fund, L.P. ("GSIP Master"), Goldman Sachs Investment Partners GP, LLC ("GSIP GP"), Goldman Sachs Investment Partners Private Opportunities Holdings, L.P. ("GSIP Private Opportunities") and Goldman Sachs Investment Partners Private Opportunities Holdings Advisors, Inc. ("GSIP Advisors" and together with GSIS, FBDC, FBDC Advisors, GSIP Master, GSIP GP and GSIP Private Opportunities, the "Reporting Persons").

F4 · ownership.nature: Pursuant to an underwriting agreement, dated May 17, 2012 (the "Underwriting Agreement"), and in connection with the registered public offering (the "Offering") of shares of Class A common stock, par value $0.000006 (the "Common Stock"), of Facebook, Inc. (the "Company"), FBDC sold 17,750,421 shares of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, FBDC sold an aggregate of 17,750,421 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $667,096,322.022. Following such sale, FBDC beneficially owns directly 30,372,774 shares of Common Stock, which may be deemed to be beneficially owned indirectly by FBDC's general partner, FBDC Advisors.

F5 · ownership.nature: Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Master sold 958,522 shares of Common Stock. The public offering price in the offering of Common Stock by the Company was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Master sold an aggregate of 958,522 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $36,023,173.804. Following such sale, GSIP Master beneficially owns directly 1,640,130 shares of Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Master's general partner, GSIP GP.

F6 · ownership.nature: Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Private Opportunities sold 372,758 shares of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Private Opportunities sold an aggregate of 372,758 shares of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount of $14,008,991.156. Following such sale, GSIP Private Opportunities beneficially owns directly 637,829 shares of Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Private Opportunities' general partner, GSIP Advisors.

F7 · ownership.nature: GSIS may be deemed to beneficially own, indirectly, in the aggregate, all of the Common Stock owned directly by FBDC, GSIP Master and GSIP Private Opportunities because GSIS is the investment manager of each of FBDC, GSIP Master and GSIP Private Opportunities. In addition, affiliates of GSIS may be deemed to have an indirect pecuniary interest in the shares of Common Stock held by FBDC and GSIP Private Opportunities by virtue of a profits interest based on the investment performance of such shares.

F8 · ownership.nature: The Reporting Persons disclaim beneficial ownership of all shares of Common Stock in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.