SEC Form 4 · accession 0001633917-18-000065
PayPal Holdings, Inc. · PYPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adele Louise Pentland
Officer — EVP, CHF Bus. Aff. & Legal OFC
Period of report
Mar 1, 2018
Accepted (ET)
Mar 5, 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 Stock | Mar 1, 2018 | M | 20,217 | $0.00 | A | 73,124 | D | |
| Common StockF1 | Mar 1, 2018 | F | 10,024 | $78.64 | D | 63,100 | D | |
| Common Stock | Mar 1, 2018 | M | 21,190 | $0.00 | A | 84,290 | D | |
| Common StockF2 | Mar 1, 2018 | F | 10,507 | $78.64 | D | 73,783 | D | |
| Common StockF3,F4 | Mar 2, 2018 | S | 20,876 | $77.5959 | D | 52,907 | 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 -4F5,F6,F7 | — | Mar 1, 2018 | M | 20,217 | D | — | — | Common Stock | 20,217 | 40,430 | D |
| Restricted Stock Units -5F5,F8,F7 | — | Mar 1, 2018 | M | 21,190 | D | — | — | Common Stock | 21,190 | 0 | D |
| Restricted Stock Units -6F5,F6,F7 | — | Mar 1, 2018 | A | 50,300 | A | — | — | Common Stock | 50,300 | 50,300 | D |
| Non-Qualified Stock Option (right to buy)F9 | $37.31 | holding | — | — | — | — | May 15, 2022 | Common Stock | 14,262 | 14,262 | D |
| Restricted Stock Units -1F5,F10,F7 | — | holding | — | — | — | — | — | Common Stock | 12,224 | 12,224 | D |
| Restricted Stock Units -2F5,F10,F7 | — | holding | — | — | — | — | — | Common Stock | 54,332 | 54,332 | D |
| Restricted Stock Units -3F5,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 33,572 | 33,572 | D |
Explanation of responses
- F1Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units granted to the Reporting Person.
- F10The 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.
- F2Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares subject to restricted stock units granted to the Reporting Person in respect of PBRSUs for the 2015-2016 performance period.
- F3The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
- F4Represents the weighted average price of shares sold at prices that ranged from $77.04 to $77.92.
- F5Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock.
- F6The 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.
- F7Not applicable.
- F8The reporting person earned a total of 42,380 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 the remaining 50% of the shares subject to such restricted stock units which vested on 3/1/18.
- F9Options become exercisable as to 25% on the one year anniversary date of the grant and 1/48th monthly thereafter.