SEC Form 4/A · accession 0001193125-26-274337
PayPal Holdings, Inc. · PYPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Jamie S Miller
Officer — Chief Fin & Op Officer
Period of report
Jun 15, 2026
Accepted (ET)
Jun 17, 2026 · 4:55 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001633917
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jun 15, 2026 | M | 9,094 | $0.00 | A | 80,123 | D | |
| Common Stock | Jun 15, 2026 | M | 2,910 | $0.00 | A | 83,033 | D | |
| Common StockF2 | Jun 15, 2026 | F | 6,129 | $41.53 | D | 76,904 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock Units 1F3,F4,F5 | — | Jun 15, 2026 | A | 146,778 | A | — | — | Common Stock | 146,778 | 146,778 | D |
| Restricted Stock Units -1F6,F7,F5 | — | Jun 15, 2026 | M | 9,094 | D | — | — | Common Stock | 9,094 | 18,188 | D |
| Restricted Stock Units -2F6,F7,F5 | — | Jun 15, 2026 | M | 2,910 | D | — | — | Common Stock | 2,910 | 5,820 | D |
Explanation of responses
- F1This Form 4/A amends the Form 4 filed on June 16, 2026 to correct the transaction code for the disposition of shares used to satisfy tax withholding obligations in connection with the vesting of restricted share units. The transaction was incorrectly reported as an open market or private purchase of non-derivative or derivative security (Code P) and should have been reported as a withholding of shares for tax obligations (Code F). No shares were purchased by the reporting person.
- F2Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units granted to the reporting person.
- F3Each performance stock unit represents a contingent right to receive one share of PayPal's common stock.
- F4The reporting person received a one-time performance-based restricted stock unit ("PSU") grant on June 15, 2026. The number of PSUs that may be earned is based on achievement of Company common stock price hurdles during the performance period beginning on March 1, 2029 and ending on March 1, 2031, with potential payouts at 0%, 100%, 175%, and 250% of the target number of PSUs. A stock price hurdle is attained when, at any time during the performance period, the Company's average closing price over a 60-calendar day period equals or exceeds the stock price hurdle. Upon attainment of a stock price hurdle, 25% of the earned PSUs will vest upon certification of the achievement and 75% will vest on March 1, 2031, in each case generally subject to the reporting person's continued employment through the vesting date.
- F5Not applicable.
- F6Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock.
- F7The reporting person received a restricted stock unit grant on December 15, 2023, subject to a three-year vesting schedule, vesting 1/3 on the one year anniversary of the grant date of the restricted stock unit award, and 1/12 on each quarterly anniversary of the grant date thereafter until the third anniversary of the grant date, on which date the grant shall be fully vested. 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.