SEC Form 4 · accession 0001065088-15-000196
EBAY INC · EBAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F1 | $66.29 | Jul 17, 2015 | A | 19,145 | A | — | Jul 17, 2022 | Common Stock | 19,145 | 19,145 | D |
| Restricted Stock Units -5F2,F3,F4 | — | Jul 17, 2015 | A | 9,573 | A | — | — | Common Stock | 9,573 | 9,573 | D |
Explanation of responses
- F1The option grant is subject to a four-year vesting schedule, vesting 12.5% on 01/17/16 and 1/48th per month thereafter (See Remark below).
- F2Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.
- F3The reporting person received 9,573 restricted stock units subject to a four-year vesting schedule, vesting 25% on 7/17/16 and 25% each year thereafter. Upon vesting, the reporting person will receive a number of shares of common stock equal to the number of restricted stock units that have vested. (See Remark below).
- F4Not Applicable.
Remarks
In addition to the equity grants described above, the compensation committee has approved additional performance-based restricted stock units for the reporting person, which are contingent upon the attainment of certain performance criteria over a two-year period (2015-2016). If the performance criteria are achieved, the reporting person will be granted shares of common stock in 2017, which will vest one year later in 2018 (assuming eligibility requirements have been met). Target awards were established in eBay common stock, converted in the manner described below. Pursuant to the Employee Matters Agreement between eBay Inc. ("eBay") and PayPal Holdings, Inc. ("PayPal") relating to the July 17, 2015 distribution (the "Distribution") by eBay to its stockholders of all of the outstanding shares of the common stock of PayPal, each of the equity awards held by the reporting person, including the equity awards reported on this Form 4, were converted to PayPal equity awards at the effective time of the Distribution.