SEC Form 4 · accession 0001633917-16-000121
PayPal Holdings, Inc. · PYPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary J Marino
Officer — SVP, Americas & Credit Product
Period of report
Mar 1, 2016
Accepted (ET)
Mar 3, 2016 · 6:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001633917
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 1, 2016 | M | 3,234 | $0.00 | A | 3,234 | D | |
| Common StockF1 | Mar 1, 2016 | A | 13,960 | $0.00 | A | 17,194 | D | |
| Common StockF2 | Mar 1, 2016 | F | 1,098 | $39.25 | D | 16,096 | D | |
| Common StockF2 | Mar 1, 2016 | F | 2,370 | $39.25 | D | 13,726 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units -4F3,F4,F5 | — | Mar 1, 2016 | M | 3,234 | D | — | — | Common Stock | 3,234 | 0 | D |
| Non-Qualified Stock Option (right to buy)F6 | $0.00 | holding | — | — | — | — | Mar 1, 2017 | Common Stock | 63,694 | 63,694 | D |
| Non-Qualified Stock Option (right to buy)F6 | $0.00 | holding | — | — | — | — | Mar 1, 2018 | Common Stock | 47,770 | 47,770 | D |
| Non-Qualified Stock Option (right to buy)F6 | $0.00 | holding | — | — | — | — | Apr 2, 2019 | Common Stock | 24,044 | 24,044 | D |
| Non-Qualified Stock Option (right to buy)F6 | $0.00 | holding | — | — | — | — | Apr 1, 2020 | Common Stock | 18,051 | 18,051 | D |
| Non-Qualified Stock Option (right to buy)F6 | $0.00 | holding | — | — | — | — | Apr 1, 2021 | Common Stock | 16,423 | 16,423 | D |
| Non-Qualified Stock Option (right to buy)F6 | $0.00 | holding | — | — | — | — | Apr 1, 2022 | Common Stock | 48,413 | 48,413 | D |
| Restricted Stock Units -1F3,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 3,004 | 3,004 | D |
| Restricted Stock Units -2F3,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 4,512 | 4,512 | D |
| Restricted Stock Units -3F3,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 6,157 | 6,157 | D |
| Restricted Stock Units -5F3,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 8,070 | 8,070 | D |
| Restricted Stock Units -6F3,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 16,138 | 16,138 | D |
Explanation of responses
- F1The reporting person was granted 13,960 shares of common stock as a result of the company's achievement of certain performance criteria for 2014/2015 (the award was originally allocated to the reporting person as performance-based restricted stock units). 50% of the shares vested on the date of grant and the remainder will vest on 3/1/17.
- F2Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of (a) 3,234 shares of restricted stock granted to the Reporting Person on 3/2/15 as a result of the company's achievement of certain performance criteria for 2013/2014 (the award was originally allocated to the reporting person as performance-based restricted stock units) and (b) 6,980 shares of restricted stock granted to the Reporting Person on 3/1/16 (see footnote 1).
- F3Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock.
- F4The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on the one year anniversary date of the restricted stock unit 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.
- F5Not applicable.
- F6The option grant is subject to a four-year vesting schedule, vesting 12.5% on the 6 month anniversary of the grant and 1/48th per month thereafter.