PayPal Holdings (PYPL) EVP Scotti reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

PayPal Holdings, Inc. executive Diego Scotti reported routine equity compensation activity. On January 15, 2026, restricted stock units covering 8,588 shares of PayPal common stock vested, converting into the same number of common shares at an exercise price of $0.0 per share.

To cover tax withholding obligations tied to this vesting, 3,629 shares of common stock were withheld at a price of $57.66 per share, as noted in the footnotes. After these transactions, Scotti directly owned 21,948 shares of PayPal common stock and 34,351 restricted stock units, which are scheduled to vest over a three-year period based on the grant’s vesting schedule.

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^*

Scotti Diego

(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, GM Consumer Group & Globa

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		M		8,588	A	$0.0	25,577	D
Common Stock	01/15/2026		F		3,629(1)	D	$57.66	21,948	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 -1	(2)	01/15/2026		M			8,588	(3)	(4)	Common Stock	8,588	$0.0	34,351	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 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 (the 'Grant Date'), 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.

	By: Brian Yamasaki For: Diego Scotti	01/16/2026
	** 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.
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.

FAQ

What insider transaction did PayPal (PYPL) executive Diego Scotti report?

EVP Diego Scotti reported the vesting of 8,588 restricted stock units, which converted into an equal number of PayPal common shares at an exercise price of $0.0 per share on January 15, 2026.

How many PayPal RSUs vested for Diego Scotti on January 15, 2026?

On January 15, 2026, 8,588 restricted stock units vested for Diego Scotti, resulting in the issuance of 8,588 shares of PayPal common stock.

Why were some PayPal shares withheld in Diego Scottis Form 4 filing?

The filing states that 3,629 shares of PayPal common stock were withheld to satisfy tax withholding obligations arising from the vesting of restricted stock units, at a price of $57.66 per share.

How many PayPal shares does Diego Scotti own after these transactions?

Following the reported transactions, Diego Scotti directly owned 21,948 shares of PayPal common stock, as disclosed in the Form 4.

How many restricted stock units does Diego Scotti still hold in PayPal?

After the January 15, 2026 vesting, Diego Scotti beneficially owned 34,351 restricted stock units, each representing a contingent right to receive one share of PayPal common stock.

What is the vesting schedule for Diego Scottis PayPal restricted stock units?

The RSU grant follows a three-year vesting schedule: 1/3 vests on the one-year anniversary of the grant date, and 1/12 vests on each quarterly anniversary thereafter until the third anniversary, when the award becomes fully vested.