EBAY (NASDAQ: EBAY) legal chief logs RSU vesting, tax-share withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

EBAY INC executive Samantha Wellington reported routine equity compensation activity involving common stock and restricted stock units. She exercised derivative awards to acquire 1,835 shares of common stock and had 974 shares withheld in a tax-withholding disposition valued at $116.13 per share.

Following these transactions, she directly holds 13,702 shares of common stock and 18,354 restricted stock units. The RSUs vest over four years, with 25% vesting on 11/15/2025 and the remainder vesting in equal quarterly installments of one‑sixteenth each quarter.

Insider Trade Summary

1,835 shares exercised/converted

Mixed 3 txns

Insider WELLINGTON SAMANTHA

Role SVP, Chief Legal Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units -1	1,835	$0.00	--
Exercise	Common Stock	1,835	$0.00	--
Tax Withholding	Common Stock	974	$116.13	$113K

Holdings After Transaction: Restricted Stock Units -1 — 18,354 shares (Direct, null); Common Stock — 14,676 shares (Direct, null)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 11/15/2025 and 1/16th each quarter 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. Not Applicable.

Key Figures

Tax-withheld shares: 974 shares Tax-withholding price: $116.13 per share Shares acquired via exercise: 1,835 shares +4 more

7 metrics

Tax-withheld shares 974 shares Common stock disposed in tax-withholding at $116.13 on May 15, 2026

Tax-withholding price $116.13 per share Value assigned to 974 shares used for tax payment

Shares acquired via exercise 1,835 shares Common stock from derivative exercise coded M on May 15, 2026

Direct common shares held 13,702 shares Total EBAY common stock directly owned after transactions

Restricted stock units held 18,354 RSUs Total RSUs following derivative transaction on May 15, 2026

Initial RSU vesting date November 15, 2025 25% of RSUs vest on 11/15/2025 under four-year schedule

Quarterly vesting fraction 1/16 each quarter Remaining RSUs vest quarterly after initial 25% tranche

Key Terms

restricted stock unit, four-year vesting schedule, tax-withholding disposition, derivative security, +1 more

5 terms

restricted stock unit financial

"Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

four-year vesting schedule financial

"The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 11/15/2025 and 1/16th each quarter thereafter."

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

exercise or conversion financial

"Exercise or conversion of derivative security"

Form 4 Insider Transactions: What Each Field Means →

05/19/2026 - 04:30 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

WELLINGTON SAMANTHA

(Last)

(First)

(Middle)

C/O EBAY INC. 2025 HAMILTON AVE.

(Street)

SAN JOSE

CALIFORNIA

95125

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)
	SVP, Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/15/2026		M		1,835	A	$0	14,676	D
Common Stock	05/15/2026		F		974	D	$116.13	13,702	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units -1	⁽¹⁾	05/15/2026		M			1,835	⁽²⁾	⁽³⁾	Common Stock	1,835	$0	18,354	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

2. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 11/15/2025 and 1/16th each quarter 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.

3. Not Applicable.

Remarks:

In addition, Table I, Column 5, includes 430 shares acquired under eBay's Employee Stock Purchase Plan on April 30, 2026.

	By: Oliver Cohen For: Samantha Wellington	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did EBAY SVP Samantha Wellington report on this Form 4?

Samantha Wellington reported exercising derivative awards for 1,835 EBAY common shares and a tax-withholding disposition of 974 shares at $116.13 per share. These actions reflect routine equity compensation and related tax payments rather than discretionary open-market buying or selling.

How many EBAY shares does Samantha Wellington hold after the reported Form 4 transactions?

After the reported transactions, Samantha Wellington directly holds 13,702 shares of EBAY common stock. This figure reflects her position following both the derivative exercise and the tax-withholding share disposition disclosed for the May 15, 2026 transaction date.

What was the purpose of the 974 EBAY shares disposed of by Samantha Wellington?

The 974 EBAY shares were disposed of to cover tax obligations, not as an open-market sale. The filing classifies this as a tax-withholding disposition, valued at $116.13 per share, related to her equity compensation activity on May 15, 2026.

How many EBAY shares did Samantha Wellington acquire through derivative exercise on this Form 4?

She acquired 1,835 EBAY common shares through a derivative exercise. The transaction is coded as an exercise or conversion of a derivative security, with a per-share transaction price of $0.00, reflecting the mechanics of her equity award rather than a market purchase.

What restricted stock unit holdings and vesting schedule does Samantha Wellington have at EBAY?

Samantha Wellington holds 18,354 EBAY restricted stock units. These RSUs vest over four years: 25% on November 15, 2025, and the remaining units vest in equal quarterly installments of one‑sixteenth each quarter, delivering common shares as they vest.

Do Samantha Wellington’s EBAY Form 4 transactions indicate open-market buying or selling?

The Form 4 does not show open-market buying or selling. It reports a derivative exercise and a tax-withholding disposition, which are routine compensation and tax events, rather than discretionary trades that would change her exposure through market purchases or sales.