SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
WENIG DEVIN

(Last) (First) (Middle)
C/O EBAY INC.
2145 HAMILTON AVE.

(Street)
SAN JOSE CA 95125

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EBAY INC [ EBAY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/01/2016 A 77,249(1) A $0.0 382,320 D
Common Stock 03/01/2016 A 67,637(2) A $0.0 449,957 D
Common Stock 03/01/2016 F 20,155(3) D $24.25 429,802 D
Common Stock 03/01/2016 F 17,647(4) D $24.25 412,155 D
Common Stock 03/01/2016 F 13,048(5) D $24.25 399,107 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Non-Qualified Stock Option (right to buy) $13.69 (6) 10/14/2018 Common Stock 134,207 134,207 D
Non-Qualified Stock Option (right to buy) $14.67 (6) 04/13/2019 Common Stock 134,207 134,207 D
Non-Qualified Stock Option (right to buy) $14.86 (7) 04/02/2019 Common Stock 83,108 83,108 D
Non-Qualified Stock Option (right to buy) $20.41 (8) 10/15/2021 Common Stock 111,183 111,183 D
Non-Qualified Stock Option (right to buy) $22.63 (9) 04/01/2020 Common Stock 139,563 139,563 D
Non-Qualified Stock Option (right to buy) $22.76 (10) 04/01/2021 Common Stock 126,982 126,982 D
Non-Qualified Stock Option (right to buy) $23.21 (11) 04/01/2022 Common Stock 224,595 224,595 D
Non-Qualified Stock Option (right to buy) $26.92 (12) 07/17/2022 Common Stock 47,144 47,144 D
Restricted Stock Units -2 (15) (13) (14) Common Stock 16,621 16,621 D
Restricted Stock Units -3 (15) (16) (14) Common Stock 34,888 34,888 D
Restricted Stock Units -4 (15) (17) (14) Common Stock 47,619 47,619 D
Restricted Stock Units -5 (15) (18) (14) Common Stock 41,694 41,694 D
Restricted Stock Units -6 (15) (19) (14) Common Stock 112,299 112,299 D
Restricted Stock Units -7 (15) (20) (14) Common Stock 23,573 23,573 D
Explanation of Responses:
1. The reporting person was granted 77,249 restricted stock units as a result of the company's achievement of certain performance criteria for 2014/2015 (the award was originally allocated to the reporting person as performance-based restricted stock units in April 2015). 50% of the shares vested on the date of grant and the remainder will vest on 3/1/17.
2. The reporting person was granted 67,637 restricted stock units as a result of the company's achievement of certain performance criteria for 2014/2015 (the award was originally allocated to the reporting person as performance-based restricted stock units in October 2015). 50% of the shares vested on the date of grant and the remainder will vest on 3/1/17.
3. Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of 38,625 restricted stock units granted to the Reporting Person on 3/1/16 as a result of the company's achievement of certain performance criteria for 2014/2015 (the annual award was originally allocated to the reporting person as performance-based restricted stock units in April 2015)(see footnote 1).
4. Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of 33,819 restricted stock units granted to the Reporting Person on 3/1/16 as a result of the company's achievement of certain performance criteria for 2014/2015 (the award was originally allocated to the reporting person as performance-based restricted stock units in October 2015 in connection to the spin-off)(see footnote 2).
5. Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of 25,004 restricted stock units granted to the Reporting Person on 3/2/15 as a result of the company's achievement of certain performance criteria for 2013/2014 (the award was originally allocated to the reporting person as performance-based restricted stock units).
6. The option grant is subject to a four-year vesting schedule, vesting 25% on 9/26/12 and 1/48th per month thereafter.
7. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/12 and 1/48th per month thereafter.
8. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 3/30/15 and 1/48th per month thereafter.
9. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/13 and 1/48th per month thereafter.
10. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/14 and 1/48th per month thereafter.
11. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/15 and 1/48th per month thereafter.
12. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 01/17/16 and 1/48th per month thereafter.
13. The reporting person received 27,000 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/13 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.
14. Not Applicable.
15. Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.
16. The reporting person received 28,338 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/14 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.
17. The reporting person received 25,784 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/15 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.
18. The reporting person received 22,576 restricted stock units subject to a four-year vesting schedule, vesting 25% on 10/15/15 and 25% each 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.
19. The reporting person received 45,604 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/16 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.
20. The reporting person received 23,573 restricted stock units subject to a four-year vesting schedule, vesting 25% on 7/17/16 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.
Remarks:
In addition, Table I, Column 5, includes 1 share acquired under eBay's Employee Stock Purchase Plan on October 30, 2015.
Devin Norse Wenig 03/02/2016
** Signature of Reporting Person Date
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