PayPal restructures leadership and business units

PayPal Holdings, Inc. disclosed a strategic reorganization of its business and executive leadership team aimed at accelerating execution of its long-term growth priorities, streamlining decision-making, and driving innovation.

Rhea-AI Filing Summary

PayPal Holdings, Inc. disclosed a strategic reorganization of its business and executive leadership team aimed at accelerating execution of its long-term growth priorities, streamlining decision-making, and driving innovation. The company will move to a simplified three-business operating model covering Checkout Solutions & PayPal, Consumer Financial Services & Venmo, and Payment Services & Crypto.

As part of the reorganization, effective June 2, 2026, Michelle Gill will cease serving as EVP, General Manager, Small Business and Financial Services, and Diego Scotti will cease serving as EVP, General Manager, Consumer Group. Gill will receive severance payments and benefits applicable to a termination without cause under PayPal’s Executive Change in Control and Severance Plan. A press release dated April 29, 2026 provides additional detail, and the company plans to discuss the new operating model on its May 5 earnings call.

Insights

Corporate governance and strategy analyst

PayPal pairs leadership exits with a major operating model redesign.

PayPal is consolidating its activities into three businesses—Checkout Solutions & PayPal, Consumer Financial Services & Venmo, and Payment Services & Crypto—to align structure with long-term priorities. This kind of reorganization typically seeks clearer accountability and faster decision-making across product lines.

Two executive vice presidents leading the Consumer Group and Small Business & Financial Services will depart, with one receiving severance under the Executive Change in Control and Severance Plan. Leadership turnover alongside structural change can create near-term execution risk, but the company indicates it will provide more detail on the May 5 earnings call, which may clarify how responsibilities and growth goals are reassigned.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Effective date of executive departures: June 2, 2026 Press release date: April 29, 2026 Separation agreement date: April 27, 2026 +2 more

5 metrics

Effective date of executive departures June 2, 2026 Date when Gill and Scotti cease serving as EVPs

Press release date April 29, 2026 Date of PayPal announcement on reorganization

Separation agreement date April 27, 2026 Date of Michelle Gill’s separation and release agreement

Earnings call reference date May 5 Call when PayPal will provide more detail on operating model

Markets served approximately 200 markets Scope of PayPal’s global consumer and business reach

Key Terms

strategic reorganization, Executive Change in Control and Severance Plan, severance payments and benefits, operating model, +1 more

5 terms

strategic reorganization financial

"today announced a strategic reorganization of its business and executive leadership team"

Executive Change in Control and Severance Plan financial

"under the Company’s Executive Change in Control and Severance Plan"

severance payments and benefits financial

"eligible to receive the severance payments and benefits applicable upon a termination without cause"

operating model financial

"transition to a simplified three-business operating model"

An operating model is the way a company organizes and manages its resources, processes, and activities to deliver its products or services. It acts like a blueprint that shows how different parts of the business work together to create value. For investors, understanding a company's operating model helps assess how efficiently it operates and how well it can adapt to change or grow over time.

forward-looking statements regulatory

"This announcement contains “forward-looking” statements within the meaning of applicable securities laws"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What strategic changes did PayPal (PYPL) announce in this 8-K filing?

PayPal announced a strategic reorganization to support long-term growth. It is moving to three operating businesses—Checkout Solutions & PayPal, Consumer Financial Services & Venmo, and Payment Services & Crypto—to streamline decision-making and better align structure with its strategy.

Which PayPal executives are leaving as part of the April 2026 reorganization?

EVP and General Manager, Consumer Group, Diego Scotti, and EVP and General Manager, Small Business & Financial Services Group, Michelle Gill, will depart. Both previously led major consumer and small business initiatives across Venmo, financial services, and new product launches.

When will the PayPal leadership changes for Michelle Gill and Diego Scotti become effective?

The changes become effective June 2, 2026. On that date, Michelle Gill will cease serving as EVP, General Manager, Small Business and Financial Services, and Diego Scotti will cease serving as EVP, General Manager, Consumer Group, in connection with the broader reorganization.

What severance arrangements did PayPal disclose for Michelle Gill in this filing?

PayPal disclosed that Michelle Gill entered a separation and release agreement on April 27, 2026. She will be eligible for severance payments and benefits applicable to a termination without cause under the company’s Executive Change in Control and Severance Plan.

How will PayPal’s new three-business operating model be structured?

The new structure includes Checkout Solutions & PayPal, unifying consumer and merchant ecosystems; Consumer Financial Services & Venmo, expanding Venmo into broader financial services; and Payment Services & Crypto, combining processing, platform capabilities, Braintree, SMB processing, value-added services, and crypto offerings such as PYUSD.

When will PayPal provide more details on its new operating model for investors?

PayPal stated it will provide additional details on the new operating model during its earnings call on May 5. Investors can expect further explanation of responsibilities, priorities, and how the three-business structure supports the company’s growth plans.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/30/2026 - 04:33 PM EDT Learn about SEC filing dates

NASDAQ false 0001633917 0001633917 2026-04-24 2026-04-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2026

PayPal Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-36859		47-2989869
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

2211 North First Street

San Jose, CA 95131

(Address of principal executive offices)

(408) 967-1000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, $0.0001 par value per share		PYPL		NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 29, 2026, PayPal Holdings, Inc. (the “Company”) announced that, effective as of June 2, 2026, Michelle Gill will cease to serve as the EVP, General Manager, Small Business and Financial Services of the Company and Diego Scotti will cease to serve as the EVP, General Manager, Consumer Group of the Company.

In connection with Ms. Gill’s departure, the Company and Ms. Gill entered into a separation and release agreement on April 27, 2026, which provides that Ms. Gill will be eligible to receive the severance payments and benefits applicable upon a termination without cause (and not in connection with a change in control of the Company) under the Company’s Executive Change in Control and Severance Plan.

Item 7.01. Financial Statements and Exhibits.

On April 29, 2026, the Company issued a press release announcing the departure of Ms. Gill and Mr. Scotti. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 7.01, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Exhibit Title or Description
99.1		Press Release dated April 29, 2026
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: April 30, 2026						/s/ Brian Y. Yamasaki
						Name: Brian Y. Yamasaki
						Title: Vice President, Corporate Legal and Secretary

Exhibit 99.1

Apr 29, 2026

PayPal Announces Strategic Reorganization to Accelerate Growth

SAN JOSE, Calif., April 29, 2026 /PRNewswire/ -- PayPal Holdings, Inc. (NASDAQ: PYPL) today announced a strategic reorganization of its business and executive leadership team to accelerate execution of its long-term growth priorities, streamline decision-making, and drive innovation. As part of the reorganization, PayPal will transition to a simplified three-business operating model: Checkout Solutions & PayPal, Consumer Financial Services & Venmo, and Payment Services & Crypto.

The company also announced several leadership appointments:

• Frank Keller appointed President, Checkout Solutions & PayPal

• Alexis Sowa appointed interim lead, Consumer Financial Services & Venmo

• Jeff Pomeroy appointed interim lead, Payment Services & Crypto

• Antonio Lucio joins PayPal as Chief Marketing & Corporate Affairs Officer

• Anshu Bhardwaj appointed Chief AI Transformation & Simplification Officer

“To accelerate growth and unlock our full potential, we need to recommit to our fundamentals—getting much closer to the consumer, aligning the company around three strong businesses, simplifying how we work, sharpening accountability, and prioritizing operational excellence,” said Enrique Lores, President and CEO, PayPal. “By aligning our structure with our strategy in this simplified approach, we will be better equipped to drive sustainable growth and value creation for PayPal, our customers, and our shareholders.”

The Checkout Solutions & PayPal business will bring together the company’s consumer and merchant ecosystems under a unified strategy. Consumer Financial Services & Venmo will build on Venmo’s strong momentum and expand it into a broader consumer financial services platform. The Payment Services & Crypto division will unify the company’s processing and platform capabilities – including Braintree, SMB processing, value-added services, and crypto (including PYUSD) – into a single, scalable offering for merchants.

Diego Scotti, who served as EVP and General Manager, Consumer Group, is leaving PayPal to begin his next chapter. During his tenure, Scotti drove the acceleration of Venmo’s growth and monetization and led the launch of new products and businesses, including PayPal Everywhere, PayPal+, and PayPal Ads. Michelle Gill, who served as EVP and General Manager, Small Business & Financial Services Group, will also depart PayPal. Gill strengthened the company’s capabilities in small business, financial services, and agentic commerce by simplifying how small businesses transact across channels, expanding flexible payment options like buy now, pay later, and establishing the company’s foundation in AI-driven payment experiences.

The company will provide additional details on the new operating model during its earnings call on May 5.

About PayPal

Creating innovative experiences that make moving money, selling, and shopping simple, personalized, and secure, PayPal empowers consumers and businesses in approximately 200 markets to join and thrive in the global economy. For more information, visit https://www.paypal.com, https://about.pypl.com/, and https://investor.pypl.com/.

Forward-Looking Statements

This announcement contains “forward-looking” statements within the meaning of applicable securities laws relating to, among other things, the Company’s plans with respect to its business structure and operating model, and the anticipated benefits. Forward looking statements may be identified by words such as “may,” “will,” “would,” “should,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “continue,” “strategy,” “future,” “opportunity,” “plan,” “project,” “forecast,” and other similar expressions. Forward-looking statements involve risks and uncertainties which may cause actual results to differ materially from the statements made, and, accordingly, readers should not place undue reliance on forward-looking statements and information.

More information about these and other factors that could adversely affect PayPal’s results of operations, financial condition and prospects or that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found in PayPal Holdings, Inc.’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other filings with the Securities and Exchange Commission (the “SEC”), and its future filings with the SEC. The forward-looking statements contained in this announcement speak only as of the date hereof. PayPal expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the expectations with regard thereto or any change in events, conditions, or circumstances on which any such statement is based.

Investor Relations Contact:

investorrelations@paypal.com

Media Relations Contact:

mediarelations@paypal.com

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 10.4 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB