EBAY INC — Director's Dealing 2012

Mar 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EBAY INC (EBAY)
CIK: 0001065088
Period of Report: 2012-03-01

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-01	Common Stock	M	29707	—	Acquired	67832	Direct
2012-03-01	Common Stock	A	24562	—	Acquired	92394	Direct
2012-03-01	Common Stock	F	20697	$36.37	Disposed	71697	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-01	Restricted Stock Units -1	$	M	21000	Disposed		Common Stock (21000)	Direct
2012-03-01	Restricted Stock Units -3	$	M	4688	Disposed		Common Stock (4688)	Direct
2012-03-01	Restricted Stock Units -4	$	M	4019	Disposed		Common Stock (4019)	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
Non-Qualified Stock Option (right to buy)	$32.29	2018-03-01	Common Stock (64290)	64290	Direct
Restricted Stock Units -2	$		Common Stock (6250)	6250	Direct

Footnotes

F1: The reporting person was granted 24,562 shares of common stock as a result of the company's achievement of certain performance criteria for 2010/2011 (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 3/1/13.

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 (c) 5,184 shares of restricted stock granted to the Reporting Person on 3/1/2011 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 (d) 4,019 shares of restricted stock granted to the Reporting Person on 3/1/11 and (e) 12,281 shares of restricted stock granted to the Reporting Person on 3/1/12 (see footnote 1).

F3: Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.

F4: 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.

F5: Not Applicable.

F6: 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.

F7: 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.

F8: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/09 and 1/48th per month thereafter.

F9: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/10 and 1/48th per month thereafter.

F10: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/11 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.