EBAY INC — Director's Dealing 2011

Mar 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EBAY INC (EBAY)
CIK: 0001065088
Period of Report: 2011-03-01

Reporting Person: Marks Alan Lee (SVP, Corporate Communications)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-01	Common Stock	M	25688	—	Acquired	40962	Direct
2011-03-01	Common Stock	A	10368	—	Acquired	51330	Direct
2011-03-01	Common Stock	F	12371	$32.29	Disposed	38959	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-01	Non-Qualified Stock Option (right to buy)	$32.29	A	64290	Acquired	2018-03-01	Common Stock (64290)	Direct
2011-03-01	Restricted Stock Units -1	$	M	21000	Disposed		Common Stock (21000)	Direct
2011-03-01	Restricted Stock Units -3	$	M	4688	Disposed		Common Stock (4688)	Direct
2011-03-01	Restricted Stock Units -4	$	A	16075	Acquired		Common Stock (16075)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$10.5	2016-03-02	Common Stock (72500)	72500	Direct
Non-Qualified Stock Option (right to buy)	$23.88	2017-03-01	Common Stock (75000)	75000	Direct
Restricted Stock Units -2	$		Common Stock (9375)	9375	Direct

Footnotes

F1: The reporting person was granted 10,368 shares of common stock as a result of the company's achievement of certain performance criteria for 2009/2010 (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 3/1/12.

F2: Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of (a) 21,000 shares of restricted stock granted to the Reporting Person on 3/2/09 (b) 4,688 shares of restricted stock granted to the Reporting Person on 3/1/10 and (c) 5,184 shares of restricted stock granted to the Reporting Person on 3/1/2011 (see footnote 1).

F3: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/11 and 1/48th per month thereafter.

F4: Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.

F5: The reporting person received 84,000 restricted stock units subject to a four-year vesting schedule, vesting 25% on 3/1/10 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.

F6: Not Applicable.

F7: The reporting person received 18,750 restricted stock units subject to a four-year vesting schedule, vesting 25% on 3/1/11 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.

F8: The reporting person received 16,075 restricted stock units subject to a four-year vesting schedule, vesting 25% on 3/1/12 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.

F9: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/09 and 1/48th per month thereafter.

F10: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/10 and 1/48th per month thereafter.

F11: The reporting person received 12,500 restricted stock units subject to a four-year vesting schedule, vesting 25% on 9/11/10 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.