Mark Zuckerberg is creating a new class of nonvoting stock to fund his AI spending spree while permanently locking in his personal control over the company that decides what billions of people are allowed to say online — and ordinary shareholders will carry the financial risk without getting a vote.

The move, announced alongside Meta's third-quarter earnings Wednesday, is a two-for-one stock split executed through a dividend of new Class C shares. Holders of existing Class A and B shares each get one new share, but the new shares carry zero votes. The result: Zuckerberg can raise capital, pay employees, and fund acquisitions without surrendering a single ounce of power. He currently controls about 60.6% of the voting power on just a 13.4% economic stake, according to an information statement Meta filed today.

CFO Susan Li told analysts the new shares preserve Meta's "founder-led structure" and give the company "flexibility to invest behind the unprecedented momentum we're seeing across every part of our business, driven by AI." A special committee of independent directors recommended the change. But "independent" only goes so far when the founder holds a supermajority of the votes and can fire the board at will.

The capital needs are enormous. Meta's capital expenditures hit $34.91 billion in the quarter — more than the $32.79 billion its operations generated in cash. Free cash flow was negative $2.12 billion. The company raised its full-year capex outlook to $135 billion to $145 billion, Bloomberg Tax reported, bumping the low end up from $130 billion. Reality Labs, the metaverse division, is still expected to incinerate $18 billion to $19 billion this year.

Operating margin got cut in half, falling to 20% from 40%, as total costs and expenses surged 68% year over year to $51.61 billion. Revenue was strong — $64.6 billion, up 26%, beating Wall Street's $63.3 billion expectation. Diluted earnings per share of $3.83 beat estimates of $3.56, though that number absorbed a $9.89 billion charge from Meta's settlement with 52 attorneys general over teen mental health harms. Total payments under that deal could reach $18.59 billion.

Zuckerberg also signed what Meta calls a Founder Alignment Agreement restricting his ability to sell the new shares. Only 20% of his Class C shares can be sold freely; selling the rest requires also offloading a Class A share or converting a Class B share, either of which trims his voting control. The restricted shares unlock at 2.5% per quarter as long as he stays on as full-time executive or executive chair. The deal also locks him into California residency for eight years — a provision tied to Proposition 40, a wealth tax measure on the Nov. 3 ballot. If it passes, Zuckerberg could owe billions. He had told the committee he was weighing a move out of state.

TechCrunch framed the story around Meta's "AI buildout" and the "flexibility" the new shares provide. Bloomberg Tax led with the spending outlook and treated the stock class as a straightforward funding tool. SiliconANGLE was the only outlet to report Zuckerberg's exact voting control — 60.6% on a 13.4% stake — and the Proposition 40 tax implications. The other two either buried or omitted those facts entirely.

Zuckerberg told analysts that Muse, Meta's AI personal agent, has "clear product-market fit," with more than 10 million people in the U.S. and Canada setting up accounts in about six weeks. Daily active people across Meta's apps averaged 3.64 billion in September.

One man controls what 3.64 billion people can say, see, and share online. He just made it structurally impossible for anyone to vote him out. The stock will trade on Nasdaq. The votes will stay with him.