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*
Carges Mark T

(Last) (First) (Middle)
C/O EBAY INC.
2065 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)
Chief Technology Officer
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2014
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 04/01/2014 M 9,035 A $0.0 119,760 D
Common Stock 04/01/2014 F 4,716(1) D $56.04 115,044 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) $56.04 04/01/2014 A 30,941 (2) 04/01/2021 Common Stock 30,941 $0.0 30,941 D
Restricted Stock Units -6 (3) 04/01/2014 M 4,500 (4) (5) Common Stock 4,500 $0.0 9,000 D
Restricted Stock Units -7 (3) 04/01/2014 M 4,535 (6) (5) Common Stock 4,535 $0.0 13,602 D
Restricted Stock Units -8 (3) 04/01/2014 A 15,471 (7) (5) Common Stock 15,471 $0.0 15,471 D
Non-Qualified Option (right to buy) $55.71 (8) 04/01/2020 Common Stock 36,274 36,274 D
Non-Qualified Stock Option (right to buy) $23.88 (9) 03/01/2017 Common Stock 2,084 2,084 D
Non-Qualified Stock Option (right to buy) $32.29 (10) 03/01/2018 Common Stock 23,214 23,214 D
Non-Qualified Stock Option (right to buy) $36.59 (11) 04/02/2019 Common Stock 19,500 19,500 D
Restricted Stock Units -4 (3) (12) (5) Common Stock 14,287 14,287 D
Restricted Stock Units -5 (3) (13) (5) Common Stock 64,388 64,388 D
Explanation of Responses:
1. Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of (a) 4,500 shares of restricted stock granted to the Reporting Person on 4/2/12 and (b) 4,535 shares of restricted stock granted to the Reporting Person on 4/1/13.
2. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/14 and 1/48th per month thereafter.
3. Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.
4. The reporting person received 18,000 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.
5. Not Applicable.
6. The reporting person received 18,137 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.
7. The reporting person received 15,471 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.
8. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/13 and 1/48th per month thereafter.
9. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/10 and 1/48th per month thereafter.
10. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/11 and 1/48th per month thereafter.
11. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/12 and 1/48th per month thereafter.
12. The reporting person received 57,150 restricted stock units subject to a four-year vesting schedule, vesting 25% on 3/1/12 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.
13. The reporting person received 128,778 restricted stock units subject to a four-year vesting schedule, vesting 25% on 10/14/12 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 to the equity grants described above, the compensation committee has approved additional performance-based restricted stock units for the reporting person, which are contingent upon the attainment of certain performance criteria over a two-year period (2014-2015). If the performance criteria are achieved, the reporting person will be granted shares of eBay common stock in 2016, which will be 50% vested on the date of the grant. The remainder of the shares will vest one year later in 2017 (assuming eligibility requirements have been met).
Mark Thomas Carges 04/02/2014
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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