Share Classes Explained: Class A vs. Class B & Voting Rights
Episode
45 min
Read time
2 min
Topics
Investing, Startups, Fundraising & VC
AI-Generated Summary
Key Takeaways
- ✓Berkshire Hathaway dual structure: Class A shares trade at $715,000 each with full voting rights, while Class B shares (created in 1996) cost 1/1500th the price with proportionally reduced voting power. Buffett established Class B shares to prevent financial products from repackaging Berkshire with fees and to make ownership accessible to smaller investors before fractional shares existed.
- ✓Google's three-tier system: Class A shares (GOOGL ticker) provide one vote per share for public investors. Class B shares give founders Larry Page and Sergey Brin 10 votes per share, maintaining control despite lower economic ownership. Class C shares trade publicly with zero voting rights, allowing capital raising without diluting founder control of corporate decisions.
- ✓Meta's founder control: Zuckerberg owns approximately 60% of voting power through Class B shares despite holding a smaller economic stake. This structure enabled him to pursue the metaverse investment during the 2022 stock decline when shareholders opposed the spending, demonstrating how dual-class structures protect visionary but unpopular decisions from activist pressure.
- ✓Proxy statement research: Search for "voting power" using Control-F in proxy statements to identify discrepancies between share ownership percentages and actual control. Red flags include CEOs who chair compensation committees or serve as sole compensation board members, indicating potential conflicts where executives determine their own pay without independent oversight.
- ✓Activist investor mechanics: Investors like Bill Ackman acquire significant share positions (often 5-10% or more) to gain board seats through shareholder votes, then force management changes. This strategy works only in companies without majority-controlled share structures, making ownership analysis essential for understanding whether management accountability mechanisms exist or founders have unilateral control.
What It Covers
This episode examines corporate share class structures, explaining how Class A versus Class B shares affect voting rights and investor control. The hosts analyze Berkshire Hathaway, Google, Meta, and Tesla's ownership structures, discussing how founders like Zuckerberg maintain control despite minority economic stakes, and what this means for individual investors evaluating companies.
Key Questions Answered
- •Berkshire Hathaway dual structure: Class A shares trade at $715,000 each with full voting rights, while Class B shares (created in 1996) cost 1/1500th the price with proportionally reduced voting power. Buffett established Class B shares to prevent financial products from repackaging Berkshire with fees and to make ownership accessible to smaller investors before fractional shares existed.
- •Google's three-tier system: Class A shares (GOOGL ticker) provide one vote per share for public investors. Class B shares give founders Larry Page and Sergey Brin 10 votes per share, maintaining control despite lower economic ownership. Class C shares trade publicly with zero voting rights, allowing capital raising without diluting founder control of corporate decisions.
- •Meta's founder control: Zuckerberg owns approximately 60% of voting power through Class B shares despite holding a smaller economic stake. This structure enabled him to pursue the metaverse investment during the 2022 stock decline when shareholders opposed the spending, demonstrating how dual-class structures protect visionary but unpopular decisions from activist pressure.
- •Proxy statement research: Search for "voting power" using Control-F in proxy statements to identify discrepancies between share ownership percentages and actual control. Red flags include CEOs who chair compensation committees or serve as sole compensation board members, indicating potential conflicts where executives determine their own pay without independent oversight.
- •Activist investor mechanics: Investors like Bill Ackman acquire significant share positions (often 5-10% or more) to gain board seats through shareholder votes, then force management changes. This strategy works only in companies without majority-controlled share structures, making ownership analysis essential for understanding whether management accountability mechanisms exist or founders have unilateral control.
Notable Moment
The hosts reveal that Steve Jobs was ousted from Apple because he lacked a protective share structure with enhanced voting rights. Had Jobs controlled Apple through a dual-class system like modern tech founders, the board could not have removed him, fundamentally altering technology history and demonstrating how ownership structures shape corporate destinies.
Episode Transcript
They have never split their shares through the years since the, Berkshire Hathaway was publicly founded as a holding company. And they are selling for a cool $715,000 a share right now. So, yeah. It it, they're very, very expensive. The class b shares are what most of us normies buy, and those were established in 1996. And so starting something new isn't just hard, it's terrifying. So much work goes into this thing that you're not entirely sure how it'll work out, and it could be hard to make that leap of faith. Trust me. I know. When I started this podcast, I wasn't even sure what I was doing. What if no one listens? What if I make a fool of myself? What if no one buys my products? Now I know that I was right in believing in myself and launching our podcast, Investing for Beginners. Despite all the fears and hesitations, it also helps when you have a partner like Shopify on your side to help. Shopify is the commerce platform behind millions of businesses around the world and 10% of all ecommerce in The US. From household names like Gymshark and Allbirds to brands just getting started. Get started with your own design studio with hundreds of ready to use templates. Shopify helps you build a beautiful online store that matches your brand style. Accelerate your efficiency whether you're uploading new products or trying to improve existing ones. Shopify is packed with helpful AI tools that write product descriptions, page headlines, and even enhance your product photography. Get the word out like you have a marketing team behind you. Easily create email and social media campaigns wherever your customers are scrolling or strolling. Best yet, Shopify is your commerce expert with world class expertise in everything from managing inventory to international shipping to processing returns and beyond. Did I mention that iconic purple shop pay button that's used by millions of businesses around the world? It's why Shopify has the best converting checkout on the planet. It also helps boost conversions, meaning less carts going abandoned and more sales for you. It's time to turn those what ifs into with Shopify today. Sign up for your $1 per month trial today at shopify.com/beginners. Go to shopify.com/beginners. That's shopify.com/beginners. This show is sponsored by Liquid IV. Want to know a counterintuitive investing truth? Taking breaks actually accelerates progress. I used to power through exhaustion, thinking more hours meant better analysis. Wrong. I'd missed crucial details and financial statements because my brain was fried. Now I prioritize recovery and hydration, and my work quality has never been better. That's why I use LiquidIV's hydration multiplier sugar free hydration. Whether you're a post workout, traveling, or just tackling a demanding day, Proper hydration is non negotiable for peak performance. The formula is science backed with an optimized ratio of electrolytes, essential vitamins, and clinically tested nutrients. I love how convenient it is. I keep packets in my carry …
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Books, tools, and gear mentioned in this episode
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Tools
“SPONSORS: Function Health (functionhealth.com/investing)”
“SPONSORS: SelectQuote (selectquote.com/beginners)”
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company
“Meta's founder control: Zuckerberg owns approximately 60% of voting power through Class B shares despite holding a smaller economic stake. This structure enabled him to pursue the metaverse investment during the 2022 stock decline when shareholders opposed the spending.”
“The hosts analyze Berkshire Hathaway, Google, Meta, and Tesla's ownership structures, discussing how founders like Zuckerberg maintain control despite minority economic stakes.”
“Google's three-tier system: Class A shares (GOOGL ticker) provide one vote per share for public investors. Class B shares give founders Larry Page and Sergey Brin 10 votes per share, maintaining control despite lower economic ownership.”
“The hosts reveal that Steve Jobs was ousted from Apple because he lacked a protective share structure with enhanced voting rights. Had Jobs controlled Apple through a dual-class system like modern tech founders, the board could not have removed him.”
“The hosts analyze Berkshire Hathaway, Google, Meta, and Tesla's ownership structures... Class A shares trade at $715,000 each with full voting rights, while Class B shares (created in 1996) cost 1/1500th the price with proportionally reduced voting power.”
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