SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
DST USA Ltd

(Last) (First) (Middle)
C/O TULLOCH & CO., 4 HILL STREET

(Street)
LONDON X0 W1J 5NE

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/17/2012
3. Issuer Name and Ticker or Trading Symbol
Facebook Inc [ FB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 3,945,582 D(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (2) (3) Class A Common Stock 13,490,139 (2) D(1)
Series A Preferred Stock (2) (3) Class B Common Stock 3,630,428 (2) D(1)
Series E Preferred Stock (2) (3) Class B Common Stock 7,169,880 (2) D(1)
1. Name and Address of Reporting Person*
DST USA Ltd

(Last) (First) (Middle)
C/O TULLOCH & CO., 4 HILL STREET

(Street)
LONDON X0 W1J 5NE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
DST Holdings Ltd

(Last) (First) (Middle)
C/O TULLOCH & CO., 4 HILL STREET

(Street)
LONDON X0 W1J 5NE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
United Venture Ltd

(Last) (First) (Middle)
C/O TULLOCH & CO., 4 HILL STREET

(Street)
LONDON X0 W1J 5NE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Orland Properties Ltd

(Last) (First) (Middle)
C/O TULLOCH & CO., 4 HILL STREET

(Street)
LONDON X0 W1J 5NE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Channel Trustees Ltd as trustee of the Yury Milner Trust

(Last) (First) (Middle)
C/O TULLOCH & CO., 4 HILL STREET

(Street)
LONDON X0 W1J 5NE

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These shares are owned directly by DST USA Limited, whose majority ordinary shareholder is DST Holdings Limited, whose majority ordinary shareholder is United Venture Limited, a wholly-owned subsidiary of Orland Properties Limited, which is controlled by The Yury Milner Trust. Each reporting person other than DST USA Limited and The Yury Milner Trust may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
2. The Series A Preferred Stock and Series E Preferred Stock will automatically convert into shares of Class B Common Stock on a l-for-1 basis in connection with consummation of an initial public offering. The Class B Common Stock is convertible on a l-for-1 basis into shares of Class A Common stock (i) at any time at the option of the holder, and (ii) mandatorily upon the occurrence of specified events.
3. No expiration date.
Remarks:
Exhibit List: Exhibit 99 - Joint Filer Information
DST USA Limited, By: DST Holdings Limited, its manager, By: /s/ Alastair Tulloch, Secretary 05/17/2012
DST Holdings Limited, By: /s/ Alastair Tulloch, Secretary 05/17/2012
United Venture Limited, By: /s/ Alastair Tulloch, Secretary 05/17/2012
Orland Properties Limited, By: /s/ Alastair Tulloch, Secretary 05/17/2012
The Yury Milner Trust, By: /s/ Alastair Tulloch, Trustee 05/17/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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