PayPal (PYPL) CFO Jamie Miller awarded 176,151 RSUs, covers taxes with shares

Rhea-AI Filing Summary

PayPal Holdings, Inc. executive Jamie S. Miller, EVP and Chief Financial & Operating Officer, reported multiple equity transactions tied to restricted stock units. On March 1, 2026, 29,656 restricted stock units were exercised and converted into 29,656 shares of common stock, increasing her directly held common shares to 76,664.

The same day, Miller received a new grant of 176,151 restricted stock units, each representing a contingent right to one share of PayPal common stock. These RSUs vest over three years, with one-third vesting on the first anniversary of the grant date and the remainder vesting quarterly until the third anniversary.

Also on March 1, 2026, 15,140 shares of common stock were disposed of to cover tax withholding obligations related to RSU vesting, leaving Miller with 61,524 shares of common stock directly owned.

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).

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^*

Miller Jamie S

(Last) (First) (Middle)

C/O PAYPAL HOLDINGS, INC.

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Fin & Op Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		29,656	A	$0.0	76,664	D
Common Stock	03/01/2026		F		15,140(1)	D	$0.0	61,524	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
Restricted Stock Units -3	(2)	03/01/2026		M			29,656	(3)	(4)	Common Stock	29,656	$0.0	59,308	D
Restricted Stock Units -4	(2)	03/01/2026		A		176,151		(5)	(4)	Common Stock	176,151	$0.0	176,151	D

Explanation of Responses:

1. Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units granted to the reporting person.

2. Each restricted stock unit represents a contingent right to receive one share of PayPal's common stock.

3. The reporting person received a restricted stock unit grant on March 1, 2025, 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.

4. Not applicable.

5. The reporting person received a restricted stock unit grant on March 1, 2026, 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.

	By: Brian Yamasaki For: Jamie S Miller	03/03/2026
	** 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).
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FAQ

What insider transactions did PayPal (PYPL) executive Jamie Miller report?

Jamie Miller reported RSU-related transactions including conversion of 29,656 restricted stock units into common shares, a new grant of 176,151 RSUs, and the disposition of 15,140 common shares to satisfy tax withholding obligations tied to RSU vesting on March 1, 2026.

How many PayPal (PYPL) restricted stock units were granted to Jamie Miller?

Jamie Miller received a grant of 176,151 restricted stock units on March 1, 2026. Each unit represents a contingent right to one share of PayPal common stock, subject to a three-year vesting schedule with annual and quarterly vesting milestones until fully vested.

Why did Jamie Miller dispose of PayPal (PYPL) shares in this Form 4?

The 15,140 PayPal common shares disposed of were withheld to satisfy tax withholding obligations arising from the vesting of restricted stock units. This tax-withholding disposition is coded as an “F” transaction, meaning it is not an open-market sale but settlement of tax liabilities.

What is the vesting schedule for Jamie Miller’s new PayPal (PYPL) RSU grant?

The RSU grant received March 1, 2026 vests over three years: one-third on the first anniversary of the grant date, then one-twelfth on each quarterly anniversary until the third anniversary, when the award becomes fully vested and converts into PayPal common shares.

How many PayPal (PYPL) common shares does Jamie Miller own after these transactions?

After the March 1, 2026 transactions, Jamie Miller directly owns 61,524 shares of PayPal common stock. This balance reflects RSU conversions that increased her holdings and the share disposition used to cover tax withholding obligations on vested restricted stock units.

What does each PayPal (PYPL) restricted stock unit represent in Jamie Miller’s Form 4?

Each restricted stock unit reported represents a contingent right to receive one share of PayPal common stock. Upon vesting under the applicable three-year schedule, the vested RSUs convert into an equal number of common shares delivered to Jamie Miller, subject to applicable tax withholding.