Startups Stack Exchange Archive

Voting agreements and super voting stocks

According to this wall street journal article, mark zuckerburg has 57% voting rights although he has only 28% of super voting stock.

Can someone explain how this works. Here is the snippet from that article?

Zuckerberg only owns about 28% of those super-voting Class B shares, so where does his control come from? He has voting agreements with many of his fellow shareholders that give him a proxy to vote enough additional shares to give him voting rights to a total of around 57% of the super-voting stock, the S1 shows. More than enough to give him control over the company.

Answer 12593

As mentioned in the short paragraph you gave us, he has voting agreements with enough shareholders to reach that 57% mark. He agreed with them that they will be voting as he wishes, but I could not find a source showing off typical agreements. It is possible that they were allowed to buy those shares to a lower price or something along those lines.


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