SEC Form 4 · accession 0001633917-19-000057
PayPal Holdings, Inc. · PYPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adele Louise Pentland
Officer — EVP, Chief Bus. Affairs
Period of report
Feb 15, 2019
Accepted (ET)
Feb 20, 2019 · 6:58 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, 2019 | A | 9,178 | $0.00 | A | 62,085 | D | |
| Common StockF2 | Feb 15, 2019 | F | 3,221 | $94.91 | D | 58,864 | D | |
| Common StockF3,F4 | Feb 19, 2019 | S | 5,957 | $94.4481 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F5 | $37.31 | holding | — | — | — | — | May 15, 2022 | Common Stock | 3,057 | 3,057 | D |
| Restricted Stock Units -1F8,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 6,112 | 6,112 | D |
| Restricted Stock Units -2F8,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 27,166 | 27,166 | D |
| Restricted Stock Units -3F8,F9,F7 | — | holding | — | — | — | — | — | Common Stock | 16,786 | 16,786 | D |
| Restricted Stock Units -4F8,F9,F7 | — | holding | — | — | — | — | — | Common Stock | 40,430 | 40,430 | D |
| Restricted Stock Units -6F8,F9,F7 | — | holding | — | — | — | — | — | Common Stock | 50,300 | 50,300 | D |
Explanation of responses
- F1Represents shares earned in respect to performance-based restricted stock units (PBRSUs) based on the achievement by PayPal of certain performance targets for the 2018 performance period, which were vested as shares of common stock on 2/15/2019.
- F2Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of common stock underlying PBRSUs on 2/15/2019.
- 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 $94.15 to $94.70.
- F5The 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.
- F6The 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.
- F7Not applicable.
- 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.