SEC Form 4 · accession 0001633917-19-000086
PayPal Holdings, Inc. · PYPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary J Marino
Officer — Chief Commercial Officer
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 9:38 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 | Mar 1, 2019 | A | 82,372 | $0.00 | A | 128,394 | D | |
| Common Stock | Mar 1, 2019 | M | 24,259 | $0.00 | A | 152,653 | D | |
| Common Stock | Mar 1, 2019 | M | 14,671 | $0.00 | A | 167,324 | D | |
| Common StockF2 | Mar 1, 2019 | F | 58,591 | $98.80 | D | 108,733 | 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 -6F3,F4,F5 | — | Mar 1, 2019 | M | 24,259 | D | — | — | Common Stock | 24,259 | 24,258 | D |
| Restricted Stock Units -9F3,F4,F5 | — | Mar 1, 2019 | M | 14,671 | D | — | — | Common Stock | 14,671 | 29,341 | D |
| Non-Qualified Stock Option (right to buy)F6 | $35.88 | holding | — | — | — | — | Apr 1, 2022 | Common Stock | 2,018 | 2,018 | D |
| Restricted Stock Units -3F3,F7,F5 | — | holding | — | — | — | — | — | Common Stock | 2,017 | 2,017 | D |
| Restricted Stock Units -4F3,F7,F5 | — | holding | — | — | — | — | — | Common Stock | 4,034 | 4,034 | D |
| Restricted Stock Units -5F3,F4,F5 | — | holding | — | — | — | — | — | Common Stock | 12,589 | 12,589 | 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.
- F2Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units granted to the Reporting Person.
- F3Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock.
- F4The 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.
- F5Not applicable.
- 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.
- F7The 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.