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*
Donahoe John J

(Last) (First) (Middle)
2211 NORTH FIRST STREET

(Street)
SAN JOSE CA 95131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PayPal Holdings, Inc. [ PYPL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/27/2015
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 07/27/2015 S 5,895(1) A $36.85(2) 680,484 D
Common Stock 07/27/2015 S 369,948(1) A $36.71(3) 310,536 D
Common Stock 07/27/2015 S 4,700(1) A $37.29(4) 305,836 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) $6.6 (5) 03/02/2016 Common Stock 280,938(6) 280,938(6) D
Non-Qualified Stock Option (right to buy) $15 (5) 03/01/2017 Common Stock 483,515(6) 483,515(6) D
Non-Qualified Stock Option (right to buy) $20.28 (5) 03/01/2018 Common Stock 342,790(6) 342,790(6) D
Non-Qualified Stock Option (right to buy) $22.98 (5) 04/02/2019 Common Stock 164,461(6) 164,461(6) D
Non-Qualified Stock Option (right to buy) $34.99 (5) 04/01/2020 Common Stock 121,737(6) 121,737(6) D
Non-Qualified Stock Option (right to buy) $35.19 (5) 04/01/2021 Common Stock 141,819(6) 141,819(6) D
Non-Qualified Stock Option (right to buy) $33.29 (5) 04/01/2021 Common Stock 104,957(6) 104,957(6) D
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
2. Represents the weighed average price of shares sold at a price that ranged from $36.54 to $37.29.
3. Represents the weighed average price of shares sold at a price that ranged from $36.24 to $37.24.
4. Represents the weighed average price of shares sold at a price that ranged from $37.25 to $37.38.
5. The option grant is fully vested.
6. The number of shares has been corrected from the Form 4 filed by the reporting person on July 21, 2015 due to a calculation error.
Remarks:
By: Russell S. Elmer For: John J. Donahoe 07/27/2015
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.