PayPal (NASDAQ: PYPL) CFO awarded 146,778 PSUs and corrects Form 4 tax entry
Filing Impact
Filing Sentiment
Form Type
4/A
Rhea-AI Filing Summary
PayPal Holdings, Inc. executive Jamie S. Miller, Chief Financial & Operating Officer, reported equity compensation and a correction to a prior insider report. The Form 4/A clarifies that 6,129 shares of common stock at $41.53 were withheld on June 15, 2026 to cover tax obligations from vesting restricted stock units, not purchased in the market.
Miller also exercised restricted stock units into 2,910 and 9,094 shares of common stock and held 83,033 common shares directly after the transactions. In addition, she received a one-time grant of 146,778 performance stock units, each representing a right to one PayPal share, that can be earned based on stock price hurdles during a performance period from March 1, 2029 to March 1, 2031, with potential payouts ranging from 0% to 250% of the target amount.
Positive
- None.
Negative
- None.
Insider Trade Summary
12,004 shares exercised/converted
Mixed
6 txns
Insider
Miller Jamie S
Role
Chief Fin & Op Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Performance Stock Units 1 | 146,778 | $0.00 | -- |
| Exercise | Restricted Stock Units -1 | 9,094 | $0.00 | -- |
| Exercise | Restricted Stock Units -2 | 2,910 | $0.00 | -- |
| Exercise | Common Stock | 9,094 | $0.00 | -- |
| Exercise | Common Stock | 2,910 | $0.00 | -- |
| Tax Withholding | Common Stock | 6,129 | $41.53 | $255K |
Holdings After Transaction:
Performance Stock Units 1 — 146,778 shares (Direct, null);
Restricted Stock Units -1 — 18,188 shares (Direct, null);
Restricted Stock Units -2 — 5,820 shares (Direct, null);
Common Stock — 80,123 shares (Direct, null)
Footnotes (1)
- This Form 4/A amends the Form 4 filed on June 16, 2026 to correct the transaction code for the disposition of shares used to satisfy tax withholding obligations in connection with the vesting of restricted share units. The transaction was incorrectly reported as an open market or private purchase of non-derivative or derivative security (Code P) and should have been reported as a withholding of shares for tax obligations (Code F). No shares were purchased by the reporting person. Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units granted to the reporting person. Each performance stock unit represents a contingent right to receive one share of PayPal's common stock. The reporting person received a one-time performance-based restricted stock unit ("PSU") grant on June 15, 2026. The number of PSUs that may be earned is based on achievement of Company common stock price hurdles during the performance period beginning on March 1, 2029 and ending on March 1, 2031, with potential payouts at 0%, 100%, 175%, and 250% of the target number of PSUs. A stock price hurdle is attained when, at any time during the performance period, the Company's average closing price over a 60-calendar day period equals or exceeds the stock price hurdle. Upon attainment of a stock price hurdle, 25% of the earned PSUs will vest upon certification of the achievement and 75% will vest on March 1, 2031, in each case generally subject to the reporting person's continued employment through the vesting date. Not applicable. Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock. The reporting person received a restricted stock unit grant on December 15, 2023, subject to a three-year vesting schedule, vesting 1/3 on the one year anniversary of the grant date of the restricted stock unit award, and 1/12 on each quarterly anniversary of the grant date thereafter until the third anniversary of the grant date, on which date the grant shall be fully vested. 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.
Key Figures
Shares withheld for taxes: 6,129 shares at $41.53
RSUs converted to shares: 2,910 shares
Additional RSUs converted: 9,094 shares
+4 more
7 metrics
Shares withheld for taxes
6,129 shares at $41.53
Tax withholding on RSU vesting, June 15, 2026
RSUs converted to shares
2,910 shares
RSU conversion to common stock on June 15, 2026
Additional RSUs converted
9,094 shares
Second RSU conversion to common stock on June 15, 2026
Common shares held after
83,033 shares
Direct PayPal common stock holding following transactions
Performance stock units granted
146,778 PSUs
One-time PSU grant on June 15, 2026
PSU performance period
March 1, 2029–March 1, 2031
Window to achieve stock price hurdles for PSU payouts
PSU payout range
0% to 250% of target
Potential payout levels based on stock price hurdle achievement
Key Terms
restricted stock unit, performance stock unit, tax withholding obligations, stock price hurdle, +1 more
5 terms
restricted stock unit financial
"vesting of shares of restricted stock units granted to the reporting person"
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.
performance stock unit financial
"The reporting person received a one-time performance-based restricted stock unit ("PSU") grant"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
tax withholding obligations financial
"shares withheld to satisfy tax withholding obligations in connection with the vesting"
stock price hurdle financial
"based on achievement of Company common stock price hurdles during the performance period"
FAQ
What does the latest Form 4/A for PayPal (PYPL) disclose about Jamie Miller?
The Form 4/A shows Jamie S. Miller had shares withheld for taxes, exercised restricted stock units, and received a large performance stock unit grant, all as part of equity compensation rather than open-market stock purchases or sales.
Why was Jamie Miller’s earlier PayPal (PYPL) Form 4 corrected?
The amendment corrects a prior filing that mistakenly used purchase code P. It clarifies that 6,129 shares were withheld to satisfy tax obligations on vesting restricted stock units, using code F, and confirms no shares were purchased by the reporting person.
What equity did Jamie Miller hold after these PayPal transactions?
After the reported transactions, Jamie S. Miller directly held 83,033 shares of PayPal common stock. She also held restricted stock units and 146,778 performance stock units that each represent a contingent right to receive one additional share of PayPal common stock.
What are the key terms of Jamie Miller’s 146,778 PayPal performance stock units?
Each performance stock unit equals one PayPal share if earned. The number earned depends on stock price hurdles during March 1, 2029 to March 1, 2031, allowing payouts of 0%, 100%, 175%, or 250% of target, with vesting split between certification and March 1, 2031.
How were Jamie Miller’s PayPal restricted stock units structured and vested?
A restricted stock unit grant dated December 15, 2023 vests over three years: one-third after one year, then one-twelfth on each quarterly anniversary until the third year. Upon each vest, Miller receives common shares equal to the number of vested restricted stock units.