SEC Form 4 · accession 0001633917-19-000078

PayPal Holdings, Inc. · PYPL

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

Reporting owner

Adele Louise Pentland

Officer — EVP, Chief Bus. Aff. & Legal O

Period of report

Mar 1, 2019

Accepted (ET)

Mar 5, 2019 · 9:26 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, 2019	A	109,828	$0.00	A	162,735	D
Common Stock	Mar 1, 2019	M	20,215	$0.00	A	182,950	D
Common Stock	Mar 1, 2019	M	16,768	$0.00	A	199,718	D
Common Stock^F2	Mar 1, 2019	F	72,790	$98.80	D	126,928	D
Common Stock^F3,F4	Mar 4, 2019	S	19,848	$95.7473	D	107,080	D
Common Stock^F3,F5	Mar 4, 2019	S	24,393	$97.0686	D	82,687	D
Common Stock^F3,F6	Mar 4, 2019	S	28,280	$97.9483	D	54,407	D
Common Stock^F3,F7	Mar 4, 2019	S	1,500	$98.4413	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 -4^F8,F9,F10	—	Mar 1, 2019	M	20,215	D	—	—	Common Stock	20,215	20,215	D
Restricted Stock Units -6^F8,F9,F10	—	Mar 1, 2019	M	16,768	D	—	—	Common Stock	16,768	33,532	D
Restricted Stock Units -7^F8,F9,F10	—	Mar 1, 2019	A	48,339	A	—	—	Common Stock	48,339	48,339	D
Non-Qualified Stock Option (right to buy)^F11	$37.31	holding	—	—	—	—	May 15, 2022	Common Stock	3,057	3,057	D
Restricted Stock Units -1^F8,F12,F10	—	holding	—	—	—	—	—	Common Stock	6,112	6,112	D
Restricted Stock Units -2^F8,F12,F10	—	holding	—	—	—	—	—	Common Stock	27,166	27,166	D
Restricted Stock Units -3^F8,F9,F10	—	holding	—	—	—	—	—	Common Stock	16,786	16,786	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 2016-2018 performance period, which were vested as shares of common stock on 3/1/2019.
F10Not applicable.
F11The 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.
F12The 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 of restricted stock units granted to the Reporting Person.
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 that ranged from $95.39 to $96.38.
F5Represents the weighted average price of shares sold that ranged from $96.40 to $97.39.
F6Represents the weighted average price of shares sold that ranged from $97.40 to $98.38.
F7Represents the weighted average price of shares sold that ranged from $98.40 to $98.49.
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.