SEC Form 4 · accession 0001065088-15-000200
EBAY INC · EBAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 225,878 | D |
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 | $26.92 | Jul 17, 2015 | A | 47,144 | A | — | Jul 17, 2022 | Common Stock | 19,145 | 47,144 | D |
| Restricted Stock Units -7F2,F3,F4 | — | Jul 17, 2015 | A | 23,573 | A | — | — | Common Stock | 23,573 | 23,573 | D |
| Non-Qualified Stock Option (right to buy)F5 | $13.69 | holding | — | — | — | — | Oct 14, 2018 | Common Stock | 134,207 | 134,207 | D |
| Non-Qualified Stock Option (right to buy)F5 | $14.67 | holding | — | — | — | — | Apr 13, 2019 | Common Stock | 134,207 | 134,207 | D |
| Non-Qualified Stock Option (right to buy)F6 | $14.86 | holding | — | — | — | — | Apr 2, 2019 | Common Stock | 83,108 | 83,108 | D |
| Non-Qualified Stock Option (right to buy)F7 | $20.41 | holding | — | — | — | — | Oct 15, 2021 | Common Stock | 111,183 | 111,183 | D |
| Non-Qualified Stock Option (right to buy)F8 | $22.63 | holding | — | — | — | — | Apr 1, 2020 | Common Stock | 139,563 | 139,563 | D |
| Non-Qualified Stock Option (right to buy)F9 | $22.76 | holding | — | — | — | — | Apr 1, 2021 | Common Stock | 126,982 | 126,982 | D |
| Non-Qualified Stock Option (right to buy)F10 | $23.21 | holding | — | — | — | — | Apr 1, 2022 | Common Stock | 224,595 | 224,595 | D |
| Restricted Stock Units -1F2,F11,F4 | — | holding | — | — | — | — | — | Common Stock | 151,708 | 151,708 | D |
| Restricted Stock Units -2F2,F12,F4 | — | holding | — | — | — | — | — | Common Stock | 16,621 | 16,621 | D |
| Restricted Stock Units -3F2,F13,F4 | — | holding | — | — | — | — | — | Common Stock | 34,888 | 34,888 | D |
| Restricted Stock Units -4F2,F14,F4 | — | holding | — | — | — | — | — | Common Stock | 47,619 | 47,619 | D |
| Restricted Stock Units -5F2,F15,F4 | — | holding | — | — | — | — | — | Common Stock | 55,592 | 55,592 | D |
| Restricted Stock Units -6F2,F16,F4 | — | holding | — | — | — | — | — | Common Stock | 112,299 | 112,299 | 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
- F10The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/15 and 1/48th per month thereafter.
- F11The reporting person received 246,437 restricted stock units subject to a four-year vesting schedule, vesting 25% on 10/14/12 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.
- F12The reporting person received 27,000 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/13 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.
- F13The reporting person received 28,338 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/14 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.
- F14The reporting person received 25,784 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/15 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.
- F15The reporting person received 22,576 restricted stock units subject to a four-year vesting schedule, vesting 25% on 10/15/15 and 25% each 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.
- F16The reporting person received 45,604 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/16 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.
- F2Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.
- F3The reporting person received 23,573 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.
- F4Not Applicable.
- F5The option grant is subject to a four-year vesting schedule, vesting 25% on 9/26/12 and 1/48th per month thereafter.
- F6The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/12 and 1/48th per month thereafter.
- F7The option grant is subject to a four-year vesting schedule, vesting 12.5% on 3/30/15 and 1/48th per month thereafter.
- F8The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/13 and 1/48th per month thereafter.
- F9The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/14 and 1/48th per month thereafter.
Remarks
The terms of each of the reporting person's outstanding options and restricted stock units were adjusted pursuant to the Employee Matters Agreement between eBay Inc. ("eBay") and PayPal Holdings, Inc. ("PayPal") relating to the July 17, 2015 distribution by eBay to its stockholders of all of the outstanding shares of the common stock of PayPal. All information regarding such options and restricted stock units is shown on this Form 4 on a post-adjustment basis. 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 above. In addition, Table I, Column 5, includes 484 shares acquired under eBay's Employee Stock Purchase Plan on April 30, 2015.