Statement of Changes in Beneficial Ownership (4)
December 23 2019 - 06:41PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Auerbach Jonathan |
2. Issuer Name and Ticker or Trading Symbol
PayPal Holdings, Inc.
[
PYPL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, Chief Stategy Grow & Data |
(Last)
(First)
(Middle)
C/O PAYPAL HOLDINGS, INC., 2211 NORTH FIRST STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/19/2019 |
(Street)
SAN JOSE, CA 95131
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | | | | | | | | 115157 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Performance Stock Units | $0.0 | 12/19/2019 | | A | | 2403 (1) | | (1) | 12/16/2022 | Common Stock | 2403 | $0.0 | 2403 | D | |
Non-Qualified Stock Option (right to buy) | $37.31 | | | | | | | (2) | 5/15/2022 | Common Stock | 81498 | | 81498 | D | |
Restricted Stock Units -4 | (5) | | | | | | | (3) | (4) | Common Stock | 12129 | | 12129 | D | |
Restricted Stock Units -6 | (5) | | | | | | | (3) | (4) | Common Stock | 16766 | | 16766 | D | |
Restricted Stock Units -7 | (5) | | | | | | | (3) | (4) | Common Stock | 32226 | | 32226 | D | |
Explanation of Responses: |
(1) | Each performance stock unit represents a contingent right to receive one share of PayPal's common stock. One-half of the performance stock units were earned upon the completion of the acquisition of a 70% equity interest in Guofubao Information Technology Co., Ltd. (GoPay) on December 19, 2019. The other one-half of the performance stock units are earned upon, and subject to, the completion of the acquisition of Honey Sciences Corporation on or before June 30, 2020. To the extent earned, the performance stock units will vest ratably on the first, second and third anniversaries of the December 16, 2019 grant date. |
(2) | Options become exercisable as to 25% on the one year anniversary date of the grant and 1/48th monthly thereafter. |
(3) | The 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. |
(4) | Not applicable. |
(5) | Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Auerbach Jonathan C/O PAYPAL HOLDINGS, INC. 2211 NORTH FIRST STREET SAN JOSE, CA 95131 |
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| EVP, Chief Stategy Grow & Data |
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Signatures
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By: Brian Yamasaki For: Jonathan Auerbach | | 12/23/2019 |
**Signature of Reporting Person | Date |
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