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PayPal Holdings executive Frank Keller reported a small planned stock sale. On February 6, 2026, he sold 3,478 shares of PayPal common stock at $40.20 per share. After the sale, he directly owned 51,567 shares of PayPal common stock.
The filing notes that this transaction was made under a pre-arranged Rule 10b5-1 trading plan adopted on October 30, 2025, which is designed to allow insiders to sell shares on a scheduled basis.
A holder of PYPL common stock has filed a notice of proposed sale under Rule 144 covering 3,478 shares. These shares have an aggregate market value of $138,772.20 and are planned to be sold on 02/06/2026 through Morgan Stanley Smith Barney LLC on the NASDAQ exchange.
The securities were acquired as restricted stock units from the issuer on 12/01/2025, with the same date shown as the payment date. The filer represents that they are not aware of any material adverse, nonpublic information about the issuer’s current or prospective operations.
PayPal Holdings director David W. Dorman reported receiving stock-based compensation in the form of common shares. On February 2, 2026, he acquired 564 shares of PayPal common stock at $0 under the company’s Independent Director Compensation Policy as a fully vested stock payment tied to his appointment as Chair of the Board.
On the same date, he also acquired 1,521 shares at $0 by electing to receive common stock instead of cash retainer fees for his Chair role. The first grant reflects a value of $29,486.30, and the fee-related award reflects $79,589.04, both prorated amounts derived from an annual Chair equity or retainer figure of $87,500. After these grants, he directly owned 72,850 shares, and additional common stock was held indirectly through several 2021 Family Trusts.
PayPal Holdings, Inc. announced a major leadership transition, appointing Enrique Lores as President and Chief Executive Officer effective March 1, 2026. Alex Chriss ceased serving as President and CEO and resigned from the Board effective February 2, 2026, with a separation agreement providing severance under PayPal’s Executive Change in Control and Severance Plan.
Board member Jamie Miller, currently Chief Financial and Operating Officer, was named Interim President and CEO and received a $3,000,000 cash retention award vesting 67% on February 2, 2027 and 33% on February 2, 2028. Lores’ offer includes a $1,450,000 base salary, a target annual bonus equal to 200% of salary, and multiple equity awards, including $20,000,000 in make-whole RSUs, 2026 RSUs and PSUs each with grant date or target values of $16,500,000, additional 2027-related RSUs valued at $11,000,000, and one-time PSUs with a $25,000,000 target grant value and a maximum payout of 250% of target based on stock price performance.
PayPal Holdings, Inc. describes how it operates a global two‑sided digital payments platform connecting consumers and merchants in about 200 markets. In 2025, it processed $1.79 trillion in total payment volume, up 7% from 2024, across 25.4 billion transactions, which fell 4%.
Active accounts reached 439 million as of December 31, 2025, up 1% year over year. PayPal highlights strengths such as its trusted PayPal and Venmo brands, broad funding options, global scale, risk and compliance capabilities, and extensive regulatory licenses.
The report details consumer and merchant solutions, including digital wallets, buy now, pay later products, in‑person point‑of‑sale tools, and merchant financing. It also emphasizes heavy technology and cybersecurity investment, with research and development expense of $1.5 billion in both 2025 and 2024, and outlines extensive risk factors spanning cyberattacks, regulation, competition, cryptocurrency, and AI.
PayPal Holdings, Inc. furnished a Form 8-K to note that it issued a press release announcing its financial results for the quarter and year ended December 31, 2025. The press release is provided as Exhibit 99.1 and is incorporated by reference into this report.
The company specifies that the information under Item 2.02, including Exhibit 99.1, is being furnished rather than filed, so it is not subject to certain liability provisions of the Exchange Act and will not be automatically incorporated into other Securities Act or Exchange Act filings.
The Vanguard Group has reported a significant ownership position in PayPal Holdings Inc. Vanguard disclosed beneficial ownership of 90,375,902 shares of PayPal common stock, representing 9.65% of the outstanding class as of the event date.
Vanguard reports shared voting power over 8,798,288 shares and shared dispositive power over 90,375,902 shares, with no sole voting or dispositive power. The filing states these securities are held in the ordinary course of business and not for the purpose of changing or influencing control of PayPal. Vanguard also notes an internal realignment effective January 12, 2026, after which certain subsidiaries or business divisions are expected to report beneficial ownership separately while pursuing the same investment strategies as before.
PayPal Holdings executive Frank Keller reported routine equity compensation activity. On January 15, 2026, restricted stock units vested, delivering 1,639 shares of PayPal common stock to him at an exercise price of $0.0. After this vesting, he held 55,793 shares of common stock directly.
To cover tax withholding on the vesting, 748 shares of common stock were withheld and disposed of at a price of $57.66 per share, leaving Keller with 55,045 shares of PayPal common stock owned directly. The derivative table shows that following this transaction, he also held 8,195 restricted stock units, each representing a contingent right to receive one share of PayPal common stock under a three-year vesting schedule.
PayPal Holdings, Inc. EVP and Global Chief Risk Officer Aaron Webster reported routine equity award activity on January 15, 2026. He converted 5,900 and 2,623 restricted stock units into PayPal common stock at an exercise price of $0.0 per share, reflecting scheduled vesting of prior grants. In connection with this vesting, 2,772 shares of common stock were disposed of at $57.66 per share to cover tax withholding obligations, rather than a discretionary open-market sale.
After these transactions, Webster directly owned 41,450 shares of PayPal common stock, along with 29,501 and 13,110 remaining restricted stock units tied to PayPal shares. Each restricted stock unit represents the right to receive one share of common stock as it vests under a three-year schedule, with portions vesting on the first anniversary of the grant date and quarterly thereafter until fully vested.
PayPal Holdings, Inc. Senior Vice President and Chief Accounting Officer Chris Natali reported routine equity compensation activity. On January 15, 2026, 2,726 shares of common stock were acquired through the vesting and settlement of previously granted restricted stock units at an exercise price of $0.0 per share. On the same date, 1,109 shares of common stock were surrendered at a price of $57.66 per share to cover tax withholding obligations tied to this vesting, leaving 1,617 shares of common stock directly owned after the transactions. Following these events, Natali also directly held 16,355 restricted stock units, each representing a contingent right to receive one share of PayPal common stock subject to a three-year vesting schedule.