SEC Form 4 · accession 0001633917-18-000041
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
Feb 15, 2018
Accepted (ET)
Feb 20, 2018 · 5:41 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 StockF1 | Feb 15, 2018 | A | 18,670 | $0.00 | A | 55,819 | D | |
| Common StockF2 | Feb 15, 2018 | F | 6,683 | $78.295 | D | 49,136 | 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)F3 | $35.20 | holding | — | — | — | — | Apr 1, 2021 | Common Stock | 2,737 | 2,737 | D |
| Non-Qualified Stock Option (right to buy)F3 | $35.88 | holding | — | — | — | — | Apr 1, 2022 | Common Stock | 20,173 | 20,173 | D |
| Restricted Stock Units -2F6,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 2,052 | 2,052 | D |
| Restricted Stock Units -3F6,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 4,034 | 4,034 | D |
| Restricted Stock Units -4F6,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 8,068 | 8,068 | D |
| Restricted Stock Units -5F6,F7,F5 | — | holding | — | — | — | — | — | Common Stock | 25,179 | 25,179 | D |
| Restricted Stock Units -6F6,F7,F5 | — | holding | — | — | — | — | — | Common Stock | 72,777 | 72,777 | D |
| Restricted Stock Units -7F6,F8,F5 | — | holding | — | — | — | — | — | Common Stock | 6,993 | 6,993 | D |
| Restricted Stock Units -8F6,F8,F5 | — | holding | — | — | — | — | — | Common Stock | 13,986 | 13,986 | D |
Explanation of responses
- F1AIP share footnote: The reporting person earned 18,670 shares in respect of performance-based restricted stock unit units (PBRSUs) based on the company's achievement of certain performance targets for the 2017 performance period, which were vested as shares of common stock on 2/15/18.
- F2Tax withholding footnote: Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of 18,670 shares of common stock underlying PBRSUs on 2/15/18 (see footnote 1).
- F3The 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.
- 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.
- 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 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.
- F8The 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.