Schenkel Scott F. Form 3 EBAY / Scott F. Schenkel ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Schenkel Scott F.

(Last)

(First)

(Middle)

C/O EBAY INC.

2065 HAMILTON AVE.

(Street)

SAN JOSE

95125

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/17/2015

3. Issuer Name and Ticker or Trading Symbol
EBAY INC [ EBAY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP & CFO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	5,001⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	⁽²⁾	04/02/2019	Common Stock	10,157	14.86	D
Non-Qualified Stock Option (right to buy)	⁽³⁾	10/15/2021	Common Stock	47,252	20.41	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	04/01/2020	Common Stock	27,914	22.63	D
Non-Qualified Stock Option (right to buy)	⁽⁵⁾	04/01/2021	Common Stock	43,174	22.76	D
Non-Qualified Stock Option (right to buy)	⁽⁶⁾	04/01/2022	Common Stock	84,847	23.21	D
Non-Qualified Stock Option (right to buy)	⁽⁷⁾	07/17/2022	Common Stock	108,432	26.92	D
Restricted Stock Units -1	⁽⁸⁾	⁽⁹⁾	Common Stock	59,459	⁽¹⁰⁾	D
Restricted Stock Units -2	⁽¹¹⁾	⁽⁹⁾	Common Stock	5,540	⁽¹⁰⁾	D
Restricted Stock Units -3	⁽¹²⁾	⁽⁹⁾	Common Stock	6,978	⁽¹⁰⁾	D
Restricted Stock Units -4	⁽¹³⁾	⁽⁹⁾	Common Stock	16,190	⁽¹⁰⁾	D
Restricted Stock Units -5	⁽¹⁴⁾	⁽⁹⁾	Common Stock	23,627	⁽¹⁰⁾	D
Restricted Stock Units -7	⁽¹⁵⁾	⁽⁹⁾	Common Stock	42,423	⁽¹⁰⁾	D
Restricted Stock Units -8	⁽¹⁶⁾	⁽⁹⁾	Common Stock	7,072	⁽¹⁰⁾	D
Restricted Stock Units -9	⁽¹⁷⁾	⁽⁹⁾	Common Stock	47,144	⁽¹⁰⁾	D

Explanation of Responses:

1. Represents 5,001 shares of common stock that remain unvested and which were a portion of the shares of common stock granted as a result of the company's achievement of certain performance criteria for 2013/2014 (the award was originally allocated to the reporting person as performance-based restricted stock units). 50% of the shares vested on the date of grant and the remainder will vest on 3/1/16.

2. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/12 and 1/48th per month thereafter.

3. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 3/30/15 and 1/48th per month thereafter.

4. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/13 and 1/48th per month thereafter.

5. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/14 and 1/48th per month thereafter.

6. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/15 and 1/48th per month thereafter.

7. The option grant is subject to a four-year vesting schedule, vesting 100% on 7/17/18.

8. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 10/14/12 and 25% each year thereafter. 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.

9. Not Applicable.

10. Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.

11. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/2013 and 25% each year thereafter. 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.

12. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/2014 and 25% each year thereafter. 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.

13. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/2015 and 25% each year thereafter. 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.

14. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 10/15/15 and 25% each year thereafter. 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.

15. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/2016 and 25% each year thereafter. 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.

16. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 25% on 7/17/16 and 25% each year thereafter. 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.

17. The reporting person received restricted stock units subject to a four-year vesting schedule, vesting 100% on 7/17/18. 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.

Remarks:

The terms of each of the reporting person's outstanding options and restricted stock units were adjusted pursuant to the Employee Matters Agreement between eBay Inc. ("eBay") and PayPal Holdings, Inc. ("PayPal") relating to the July 17, 2015 distribution by eBay to its stockholders of all of the outstanding shares of the common stock of PayPal. All information regarding such options and restricted stock units is shown on this Form 3 on a post-adjustment basis.

	Scott F. Schenkel	07/24/2015
	** 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 5 (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.

Schenkel Scott F. Form 3EBAY / Scott F. Schenkel ownership change