Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management

The following table sets forth certain information known to us with respect to beneficial ownership of our common stock as of April 1, 2019 by (1) each stockholder known to us to be the beneficial owner of more than 5% of our common stock, (2) each director and nominee for director, (3) each of the executive officers named in the 2018 Summary Compensation Table below, and (4) all executive officers and directors as a group. Unless otherwise indicated below, the address for each of our executive officers and directors is c/o eBay Inc., 2025 Hamilton Avenue, San Jose, California 95125.

        *      Less than one percent

  1. This table is based upon information supplied by officers, directors, and principal stockholders and any Schedules 13D and 13G filed with the SEC. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Unless otherwise indicated in the footnotes to this table, the persons and entities named in the table have sole voting and sole investment power with respect to all shares beneficially owned, subject to community property laws where applicable. Shares of our common stock subject to options that are currently exercisable or exercisable within 60 days of April 1, 2019 and restricted stock units (“RSUs”) that are scheduled to vest within 60 days of April 1, 2019 are deemed to be outstanding for the purpose of computing the percentage ownership of the person holding those options, but are not treated as outstanding for the purpose of computing the percentage ownership of any other person. The percentage of beneficial ownership is based on 877,040,841 shares of common stock outstanding as of April 1, 2019.

  2. The Vanguard Group and its affiliates and subsidiaries have beneficial ownership of an aggregate of 65,664,433 shares of the Company’s common stock; The Vanguard Group has sole power to vote 1,071,060 shares of the Company’s common stock, shared power to vote 249,370 shares of the Company’s common stock, sole power to dispose of 64,356,459 shares of the Company’s common stock and shared power to dispose of 1,307,974 shares of the Company’s common stock. The address for The Vanguard Group is 100 Vanguard Boulevard, Malvern, Pennsylvania 19355.

  3. BlackRock, Inc., and its affiliates and subsidiaries have beneficial ownership of an aggregate of 54,163,262 shares of the Company’s common stock; BlackRock, Inc. has sole power to vote 46,168,521 shares of the Company’s common stock and sole power to dispose of 54,163,262 shares of the Company’s common stock. The address for BlackRock, Inc. is 55 East 52nd Street, New York, New York 10055.

  4. Mr. Omidyar is our founder and a member of our Board. Includes 34,000 shares held by his spouse.

  5. Mr. Wenig is our President and CEO and a member of our Board. Includes 647,502 shares Mr. Wenig has the right to acquire pursuant to outstanding options exercisable within 60 days of April 1, 2019.

  6. Mr. Schenkel is our Senior Vice President, Finance and CFO. Includes 209,554 shares Mr. Schenkel has the right to acquire pursuant to outstanding options exercisable within 60 days of April 1, 2019.

  7. Mr. Fisher is our Senior Vice President, Chief Technology Officer. Includes 9,099 shares Mr. Fisher has the right to acquire pursuant to outstanding options exercisable within 60 days of April 1, 2019.

  8. Ms. Jones is our Senior Vice President, Global Customer Experience & Operations. Includes 18,103 shares Ms. Jones has the right to acquire pursuant to outstanding options exercisable within 60 days of April 1, 2019 and 5,782 RSUs that are scheduled to vest within 60 days of April 1, 2019.

  9. Mr. Lee is our Senior Vice President, General Manager, eBay Markets. Includes 8,319 shares Mr. Lee has the right to acquire pursuant to outstanding options exercisable within 60 days of April 1, 2019.

  10. Mr. Pittman’s employment with the Company was terminated on July 2, 2018.

  11. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019. The address for Mr. Anderson is c/o Elevation Partners, 3000 Sand Hill Road, Suite 4-140, Menlo Park, California 94025.

  12. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019.

  13. Includes 140 shares owned through a trust and 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019.

  14. The address for Ms. Farrell is c/o JP Morgan Chase & Co Institute, 601 Pennsylvania Avenue NW, Floor 07 – Suite 700 North, Washington, DC 20004.

  15. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019. The address for Mr. Green is c/o Lyft, 185 Berry Street, Suite 5000, San Francisco, California 94107.

  16. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019. The address for Ms. Hammer is c/o NBCUniversal, 30 Rockefeller Plaza, Suite 2187E, New York, New York 10112.

  17. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019.

  18. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019. The address for Mr. Pressler is c/o Clayton, Dubilier & Rice, LLC, 375 Park Avenue, 18th Floor, New York, New York 10152.

  19. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019. The address for Mr. Swan is c/o Intel Corporation, 2200 Mission College Blvd., Santa Clara, California 95054.

  20. Includes 9,248 RSUs that are scheduled to vest within 60 days of April 1, 2019. The address for Mr. Tierney is c/o The Bridgespan Group, 2 Copley Place, 7th Floor, Suite 3700B, Boston, Massachusetts 02116.

  21. Includes 6,606 RSUs that are scheduled to vest within 60 days of April 1, 2019.

  22. Includes 892,577 shares subject to options exercisable within 60 days of April 1, 2019. Also, includes 81,090 RSUs scheduled to vest within 60 days of April 1, 2019.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our directors, executive officers, and holders of more than 10% of our common stock to file reports regarding their ownership and changes in ownership of our securities with the SEC and to furnish us with copies of all Section 16(a) reports that they file.

We believe that during the fiscal year ended December 31, 2018, our directors, executive officers, and holders of more than 10% of our common stock complied with all applicable Section 16(a) filing requirements except for the filing of four Form 4s one day late due to administrative error. These Form 4s were for our Board members Messrs. Pressler, Swan, Tierney and Traquina and were filed on November 6, 2018 to report the common stock issued in lieu of cash retainer fees payable for service on the Company’s Board. In making this statement, we have relied upon a review of the copies of Section 16(a) reports furnished to us and the written representations of our directors and executive officers.

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