UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On March 25, 2024, Belinda Johnson informed PayPal Holdings, Inc. (“PayPal” or the “Company”) that she will not stand for re-election to PayPal’s Board of Directors (“Board”) when her current term expires at PayPal’s 2024 Annual Meeting of Stockholders (“2024 Annual Meeting”). Ms. Johnson’s decision was not a result of any disagreement with the Company. The Board anticipates that it will reduce the size of the Board to 11 directors effective immediately before the 2024 Annual Meeting.
Item 8.01. Other Events
On March 28, 2024, the Company announced that the Board plans to appoint Carmine Di Sibio as a director effective July 1, 2024. Mr. Di Sibio is currently Global Chair and CEO of EY (“EY”), and has previously announced that he will retire from EY in June 2024. In accordance with EY policy and practice, he is unable to join a public company board prior to his retirement.
A copy of the Company’s press release announcing Ms. Johnson’s decision not to stand for re-election and the Board’s plans to appoint Mr. Di Sibio is attached as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| 99.1 | Press Release dated March 28, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PayPal Holdings, Inc. | ||||||
| (Registrant) | ||||||
| Date: March 28, 2024 |
/s/ Brian Y. Yamasaki | |||||
| Name: Brian Y. Yamasaki | ||||||
| Title: Vice President, Corporate Legal and Secretary | ||||||