Meta wants outside money for AI. Zuckerberg keeps the votes.

The AI Power Dossier · Evidence checked through 11 November 2026

On 21 October 2026, two documents showed what Meta owes for the business it built and how it intends to finance the next one. In New Mexico, a judge entered a $25 billion civil penalty following a jury’s findings over public statements about Facebook. In its quarterly results, Meta announced a new class of non-voting stock. It could sell those shares to raise money, pay employees or buy companies while preserving Mark Zuckerberg’s voting control. New Mexico judgment, pp. 16 and 20 · Meta third-quarter results

Meta has made some of its best-known AI models downloadable and kept others inside its own services. This investigation asks what the releases, financing and shareholder records reveal about that choice, who can steer it and what might force a change.

Meta’s November shareholder statement puts Zuckerberg’s economic interest at 13.4% and his voting power at 60.6% on 1 October 2026. Class A shares carry one vote each and Class B shares carry ten. The difference gives Zuckerberg a majority on ordinary shareholder matters when the voting classes vote together, including the election of directors. These are dated ownership figures. Meta definitive Schedule 14C, ownership and voting tables

The charter filed in October creates non-voting Class C shares and provides for a one-for-one distribution to eligible Class A and B holders. Meta expected the restated charter to take effect on 19 January 2027. The initial distribution preserves the relative stakes of existing holders. Subsequent Class C issuance can dilute economic ownership without adding votes. The special committee says it considered retaining Zuckerberg’s leadership beneficial. An investor may accept that judgment and still ask what recourse shareholders have if they disagree with the next investment. Verified for the filed structure, stated rationale and dated holdings. Meta definitive Schedule 14C, recapitalisation and committee rationale

In July 2024 Zuckerberg said Meta had little reason to sell access to models as its business model and wanted to avoid depending on a competitor’s closed technology. Downloadable model weights let developers run and adapt a model within the licence. Access to the weights leaves separate questions about licence terms, training material and how the model was made. In April 2025 Meta offered downloads for Llama 4 Maverick and Scout. Its announcement also promoted a leaderboard score for an experimental chat version of Maverick. The version disclosed in the announcement matters when comparing that score with the model someone can download. Any historical ranking or finding of a rule breach remains Unresolved here. Zuckerberg’s 2024 essay · Meta’s Llama 4 launch

Meta launched Muse Spark in April 2026 through its app and website, with a private interface preview for selected partners. Later releases widened access. On 10 August Meta released Muse Glimmer 30B, whose published artefacts carry the Apache 2.0 licence. On 15 October it released Muse Spark Open with downloadable BF16 and NVFP4 checkpoints. Hugging Face requires users to sign in and accept the access conditions. Meta’s card describes the Open version as having additional safety post-training. Equivalent capabilities to the hosted Spark and reproducibility of the training process remain unverified. Meta’s April Muse Spark launch · Glimmer launch announcement, 10 August 2026 · Meta’s Muse Glimmer model card · Meta’s Muse Spark Open model card and licence

Muse Spark Open’s licence permits commercial use subject to attribution and a usage policy. A licensee or affiliate offering models as a service must notify Meta and enter a separate agreement before offering Muse Spark Open or derivatives through that business if the licensee and affiliates exceed $20 million in combined gross revenue over any consecutive 12 months. The clause excludes internal use, research and commercial uses outside model-as-a-service, including features in the licensee’s own product when the product is outside that category. Meta’s Muse Spark Open model card and licence

There is a serious case for giving a founder time to make investments others might reject too soon. Downloadable Llama models also give developers practical options even when the release serves Meta’s commercial interests. The case for the investment would be stronger if future results showed how much new business the models generate, and how much capacity Meta needs to keep them competitive.

Meta reported $32.79 billion of operating cash flow in the September quarter and $34.91 billion of capital spending, including finance-lease principal. That left $2.12 billion of negative free cash flow on its definition. It guided to $135 billion to $145 billion of capital spending for 2026. The quarterly gap measures cash generation against that spending over three months. It does not isolate the cost or return of an individual model. Meta third-quarter results and cash flow reconciliation

From May through early November, the dollar notes amounted to $40 billion in aggregate principal. Meta separately offered €9 billion in euro-note principal. The common and preferred offerings totalled $43.125 billion at public offering prices, including exercised options. That includes $28.75 billion of common shares at their public price. Meta’s own eventual common-share proceeds depend on the settlement and adjusted prices of forward sales. These measures describe different financing commitments and transactions. Adding them into a single cash figure would overstate what the filings establish. October pricing terms · 5 November Form 8-K · Euro-note supplement, Recent Developments

The chip deals also carry conditions. AMD reported that Meta initially committed to buy one gigawatt’s worth of qualifying accelerators. AMD issued a warrant for up to 160 million shares at one cent each. Full vesting depends on the equivalent of six gigawatts of purchases and on stock-price and other conditions. Verified for those disclosed terms. A value for the whole deal or an assumption of full vesting would go beyond them. AMD February 2026 Form 8-K, Item 1.01

New Mexico’s October judgment records a calculation of nearly $219.5 billion before the court set the civil penalty at $25 billion. The judgment sets the amount ordered. The current appeal or stay status and any final payment remain Unresolved in this review. Meta said it expected to prevail on appeal. The October case is separate from the state’s child-safety case. The latter’s August decision included chatbot safeguards in its order. Meta says it developed teen protections and proposed further parental controls. The safeguards order does not establish every allegation reported about internal decisions. October judgment · September Form 10-Q, legal proceedings · August judgment, paragraphs 157–159 · Meta’s account of its teen protections

The investigation compares company and counterparty filings with original releases and the two New Mexico orders. It treats product announcements as evidence of offered access and company statements as evidence of a position. The current official appellate dockets, an underlying January pleading and internal chatbot standards were unavailable in the records reviewed.

The strongest evidence concerns the share structure, release terms and disclosed spending. The Muse releases show that Meta gives developers different routes to run its models. Independent comparisons would show how the downloadable checkpoints perform against hosted Muse Spark on the same tasks. Adoption under the published terms and the long-term commercial effects remain open. Forward settlements, capital spending and operating cash flow will show how the financing translates into cash. Updated court records will show what legal exposure has changed and what remains disputed.