PayPal (NASDAQ: PYPL) CAO gets new RSU grant and shares withheld

Rhea-AI Filing Summary

PayPal Holdings, Inc. senior vice president and chief accounting officer Chris Natali reported several equity award transactions. On March 1, 2026, restricted stock units covering 4,091 and 410 shares were exercised into the same number of common shares, and a new restricted stock unit grant for 11,744 units was awarded.

After these transactions, Natali directly held 3,348 shares of PayPal common stock. The filing also shows continuing restricted stock unit holdings of 8,180, 818, and 11,744 units, each representing the right to receive one share upon vesting under multi-year vesting schedules. Separately, 1,557 shares were withheld to satisfy tax obligations tied to the vesting.

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^*

Natali Chris

(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)
	SVP, Chief Accounting 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		4,091	A	$0.0	4,495	D
Common Stock	03/01/2026		M		410	A	$0.0	4,905	D
Common Stock	03/01/2026		F		1,557(1)	D	$0.0	3,348	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 -2	(2)	03/01/2026		M			4,091	(3)	(4)	Common Stock	4,091	$0.0	8,180	D
Restricted Stock Units -3	(2)	03/01/2026		M			410	(5)	(4)	Common Stock	410	$0.0	818	D
Restricted Stock Units -4	(2)	03/01/2026		A		11,744		(6)	(4)	Common Stock	11,744	$0.0	11,744	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 15, 2025, subject to a three-year vesting schedule, vesting 1/3 on March 1, 2026, and 1/12 each quarter thereafter until March 1, 2028, 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.

6. 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: Chris Natali	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did PayPal (PYPL) report for Chris Natali?

Chris Natali reported exercises of restricted stock units into PayPal common stock, a new restricted stock unit grant, and shares withheld for taxes. These transactions reflect equity compensation vesting and awards rather than open-market share purchases or sales.

How many PayPal (PYPL) shares did Chris Natali acquire through RSU vesting?

On March 1, 2026, Chris Natali acquired 4,091 and 410 PayPal common shares through the vesting and conversion of restricted stock units. Each unit converts into one share upon vesting under the company’s equity award terms and vesting schedules.

What new restricted stock unit grant did PayPal (PYPL) award to Chris Natali?

Chris Natali received a new grant of 11,744 restricted stock units on March 1, 2026. These units vest over a three-year schedule, with portions vesting annually and quarterly, and deliver one PayPal common share per unit when the vesting requirements are met.

Why were PayPal (PYPL) shares withheld from Chris Natali’s holdings?

PayPal withheld 1,557 shares from Chris Natali to cover tax withholding obligations tied to restricted stock unit vesting. This tax-withholding disposition reduces the number of shares delivered but does not reflect an open-market sale initiated for investment purposes.

How many PayPal (PYPL) shares does Chris Natali hold directly after these transactions?

Following the March 1, 2026 transactions, Chris Natali directly held 3,348 shares of PayPal common stock. He also held several tranches of restricted stock units that will convert into additional shares as they vest under their respective multi-year vesting schedules.

What do the restricted stock units reported by PayPal (PYPL) represent?

Each restricted stock unit reported for Chris Natali represents a contingent right to receive one PayPal common share. Units vest over defined three-year schedules, and upon each vesting date, vested units convert into an equal number of common shares delivered to the insider.