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PayPal (PYPL) exec Keller logs RSU vesting and 5,709 shares withheld for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PayPal Holdings, Inc. executive Frank Keller reported routine equity compensation activity. On June 1, 2026, restricted stock units vested and were converted into common stock, and 5,709 shares of common stock were withheld at $44.75 per share to cover tax obligations. The filing shows derivative exercises and related tax withholding, with no open-market purchases or sales.

Positive

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Negative

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Insider Keller Frank
Role Pres., Checkout Sol. & PayPal
Type Security Shares Price Value
Exercise Restricted Stock Units -7 3,418 $0.00 --
Exercise Restricted Stock Units -9 6,903 $0.00 --
Exercise Common Stock 3,418 $0.00 --
Exercise Common Stock 6,903 $0.00 --
Tax Withholding Common Stock 5,709 $44.75 $255K
Holdings After Transaction: Restricted Stock Units -7 — 10,254 shares (Direct, null); Restricted Stock Units -9 — 48,315 shares (Direct, null); Common Stock — 44,985 shares (Direct, null)
Footnotes (1)
  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. 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 March 1, 2024, 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. Not applicable. 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.
Tax-withheld shares 5,709 shares Common stock withheld to satisfy tax obligations at $44.75 per share
Tax-withholding price $44.75/share Implied value for shares withheld for tax obligations
RSUs converted (grant 2024) 6,903 units Restricted stock units converting into PayPal common stock
RSUs converted (grant 2025) 3,418 units Restricted stock units converting into PayPal common stock
Vesting period 3 years Each RSU grant vests over three years with quarterly installments after year one
restricted stock unit financial
"The reporting person received a restricted stock unit grant on March 1, 2024, subject to a three-year vesting schedule"
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.
tax withholding obligations financial
"Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units"
derivative security financial
"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.
vesting schedule financial
"subject to a three-year vesting schedule, vesting 1/3 on the one year anniversary"
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Keller Frank
(Last)(First)(Middle)
C/O PAYPAL HOLDINGS, INC.
2211 NORTH FIRST STREET
(Street)
SAN JOSE CALIFORNIA 95131
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
PayPal Holdings, Inc. [ PYPL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Pres., Checkout Sol. & PayPal
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026M3,418A$0.044,985D
Common Stock06/01/2026M6,903A$0.051,888D
Common Stock06/01/2026F5,709(1)D$44.7546,179D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units -7(2)06/01/2026M3,418 (3) (4)Common Stock3,418$0.010,254D
Restricted Stock Units -9(2)06/01/2026M6,903 (5) (4)Common Stock6,903$0.048,315D
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, 2024, 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, 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.
By: Brian Yamasaki For: Frank Keller06/02/2026
** Signature of Reporting PersonDate
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 did PayPal (PYPL) executive Frank Keller report in this Form 4?

Frank Keller reported vesting of restricted stock units that converted into PayPal common shares, plus shares withheld for taxes. These are compensation-related events rather than open-market trades, reflecting standard equity vesting rather than a discretionary stock purchase or sale.

How many PayPal shares were withheld for taxes in Frank Keller's filing?

The filing shows 5,709 shares of PayPal common stock withheld at $44.75 per share to satisfy tax withholding obligations. This tax-withholding disposition is not an open-market sale and does not represent a discretionary decision to sell shares.

What restricted stock unit activity did PayPal (PYPL) disclose for Frank Keller?

The report shows restricted stock units converting into common stock in two blocks of 6,903 and 3,418 units. Each restricted stock unit represents a contingent right to receive one PayPal common share once vesting conditions under the grant schedules are met.

How are Frank Keller's PayPal restricted stock units structured to vest?

Keller received RSU grants on March 1, 2024 and March 1, 2025, each with a three-year vesting schedule. They vest one-third after one year, then one-twelfth each quarter until the third anniversary, when the award becomes fully vested in PayPal common shares.

Does Frank Keller's PayPal Form 4 show open-market buying or selling?

The transactions reflect RSU vesting, derivative exercises, and tax-withholding dispositions, not open-market buys or sells. Code F indicates shares withheld for taxes, while code M entries show conversion of restricted stock units into PayPal common stock as part of equity compensation.