SEC Form 4 · accession 0001633917-17-000040

PayPal Holdings, Inc. · PYPL

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Gary J Marino

Officer — EVP, Chief Commercial Officer

Period of report

Mar 1, 2017

Accepted (ET)

Mar 3, 2017 · 9:11 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
Common Stock^F1	Mar 1, 2017	F	3,389	$42.43	D	40,740	D
Common Stock^F2	Mar 1, 2017	A	6,993	$0.00	A	47,733	D
Common Stock^F3	Mar 1, 2017	F	2,374	$42.43	D	45,359	D
Common Stock^F2	Mar 1, 2017	A	13,987	$0.00	A	59,346	D
Common Stock^F3	Mar 1, 2017	F	6,537	$42.43	D	52,809	D
Common Stock	Mar 1, 2017	M	376	$34.99	A	53,185	D
Common Stock^F4	Mar 1, 2017	S	376	$42.31	D	52,809	D
Common Stock	Mar 1, 2017	M	342	$35.20	A	53,151	D
Common Stock^F4	Mar 1, 2017	S	342	$42.31	D	52,809	D
Common Stock	Mar 1, 2017	M	336	$35.88	A	53,145	D
Common Stock^F4	Mar 1, 2017	S	336	$42.31	D	52,809	D
Common Stock	Mar 1, 2017	M	672	$35.88	A	53,481	D
Common Stock^F4	Mar 1, 2017	S	672	$42.31	D	52,809	D
Common Stock^F4,F5	Mar 2, 2017	S	15,660	$42.6609	D	37,149	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)^F6	$34.99	Mar 1, 2017	M	376	D	—	Apr 1, 2020	Common Stock	376	377	D
Non-Qualified Stock Option (right to buy)^F6	$35.20	Mar 1, 2017	M	342	D	—	Apr 1, 2021	Common Stock	342	4,448	D
Non-Qualified Stock Option (right to buy)^F7,F6	$35.88	Mar 1, 2017	M	336	D	—	Apr 1, 2022	Common Stock	336	25,888	D
Non-Qualified Stock Option (right to buy)^F7,F6	$35.88	Mar 1, 2017	M	672	D	—	Apr 1, 2022	Common Stock	672	25,216	D
Restricted Stock Units -6^F8,F9,F10	—	Mar 1, 2017	A	72,777	A	—	—	Common Stock	72,777	72,777	D
Restricted Stock Units -7^F8,F2,F10	—	Mar 1, 2017	A	6,993	A	—	—	Common Stock	6,993	6,993	D
Restricted Stock Units -8^F8,F2,F10	—	Mar 1, 2017	A	13,986	A	—	—	Common Stock	13,986	13,986	D
Restricted Stock Units -1^F8,F11,F10	—	holding	—	—	—	—	—	Common Stock	2,256	2,256	D
Restricted Stock Units -2^F8,F11,F10	—	holding	—	—	—	—	—	Common Stock	4,104	4,104	D
Restricted Stock Units -3^F8,F11,F10	—	holding	—	—	—	—	—	Common Stock	6,052	6,052	D
Restricted Stock Units -4^F8,F11,F10	—	holding	—	—	—	—	—	Common Stock	12,103	12,103	D
Restricted Stock Units -5^F8,F9,F10	—	holding	—	—	—	—	—	Common Stock	37,770	37,770	D

Explanation of responses

F1Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of 6,980 shares subject to restricted stock units granted to the reporting person in respect of performance-based restricted stock units (PBRSUs) for the 2014-2015 performance period.
F10Not applicable.
F11The 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.
F2The reporting person earned 41,959 shares in respect of performance-based restricted stock units (PBRSUs) for the 2015-2016 performance period, which were granted to the reporting person as restricted stock units on 3/1/17. Amount represents 50% of the shares subject to such restricted stock units vesting on the first anniversary of the date of grant.
F3Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of a total of 20,980 shares (see footnote 2) subject to restricted stock units granted to the Reporting Person in respect of PBRSUs for the 2015-2016 performance period.
F4The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
F5Represents the weighted average price of shares sold at prices that ranged from $42.23 to $42.85.
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.
F7Total represents an aggregate amount of 25,216 shares beneficially held after both exercises are reflected.
F8Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock.
F9The reporting person received a restricted stock unit grant subject to a three-year vesting schedule, vesting 33.34% on the one year anniversary date of the restricted stock unit, 33.33% on the second year anniversary, and 33.33% on the third year anniversary. 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.