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PayPal Board Member Opts for Stock Payment Over Cash for Risk Committee Role

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

Rhea-AI Filing Summary

PayPal Holdings director David W. Dorman reported a new acquisition of 146 shares of common stock on June 23, 2025. The shares were received in lieu of cash compensation for his role on the company's Risk and Compliance Committee, valued at $10,465.75.

Following the transaction, Dorman's holdings include:

  • 68,615 shares held directly
  • 1,547 shares held indirectly through various 2021 Family Trusts

The stock award represents Dorman's prorated committee member retainer of $20,000 for the period from his appointment through December 31, 2025. The number of shares was calculated by dividing the prorated retainer by PayPal's closing stock price on the grant date. This equity-based compensation aligns with PayPal's Independent Director Compensation Policy and demonstrates the company's commitment to aligning director interests with shareholders.

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Insider DORMAN DAVID W
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 146 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 68,615 shares (Direct); Common Stock — 495 shares (Indirect, 2021 Family Trust 1)
Footnotes (1)
  1. [object Object]
Form 4 Insider Transactions: What Each Field Means →
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
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*
DORMAN DAVID W
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/23/2025
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 06/23/2025 A 146(1) A $0.0 68,615 D
Common Stock 495 I 2021 Family Trust 1
Common Stock 605 I 2021 Family Trust 2
Common Stock 150 I 2021 Family Trust 3
Common Stock 72 I 2021 Family Trust 4
Common Stock 225 I 2021 Family Trust 5
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
Explanation of Responses:
1. Pursuant to the Company's Independent Director Compensation Policy, the reporting person has elected to receive common stock in lieu of the annual retainer fees payable in connection with his appointment as a member of the Company's Risk and Compliance Committee, effective as of June 23, 2025. The number of shares of common stock awarded represent the quotient of (A) $10,465.75 (representing the reporting person's Risk and Compliance Committee member retainer of $20,000, prorated to reflect the number of days from the date of his appointment to December 31, 2025), divided by (B) the Company's closing stock price on the date of grant, rounded up to the nearest whole share of common stock.
By: Brian Yamasaki For: David Wyatt Dorman 06/24/2025
** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

How many PYPL shares did Director David Dorman acquire on June 23, 2025?

Director David Dorman acquired 146 shares of PYPL common stock on June 23, 2025, as part of his compensation for serving on the company's Risk and Compliance Committee.

What was the total value of PYPL shares granted to David Dorman for his committee role?

The shares granted were worth $10,465.75, which represents a prorated portion of his $20,000 annual Risk and Compliance Committee member retainer for the period from June 23, 2025 to December 31, 2025.

How many PYPL shares does David Dorman own directly after the June 23, 2025 transaction?

Following the transaction, David Dorman directly owns 68,615 shares of PayPal (PYPL) common stock.

What is the indirect ownership structure of PYPL shares for David Dorman?

David Dorman indirectly owns PYPL shares through five family trusts: 495 shares in 2021 Family Trust 1, 605 shares in Trust 2, 150 shares in Trust 3, 72 shares in Trust 4, and 225 shares in Trust 5, totaling 1,547 indirect shares.

Why did PYPL director David Dorman receive shares instead of cash compensation?

According to the filing, Dorman elected to receive common stock in lieu of annual retainer fees under PayPal's Independent Director Compensation Policy for his role on the Risk and Compliance Committee.