EBAY INC — Director's Dealing 2014

Feb 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EBAY INC (EBAY)
CIK: 0001065088
Period of Report: 2014-01-31

Reporting Person: Donahoe John J (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-31	Common Stock	A	100000	—	Acquired	561842	Direct
2014-01-31	Common Stock	F	49678	$53.2	Disposed	512164	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Option (right to buy)	$25.85	2015-03-03	Common Stock (258891)	258891	Direct
Non-Qualified Stock Option (right to buy)	$10.5	2016-03-02	Common Stock (435774)	435774	Direct
Non-Qualified Stock Option (right to buy)	$23.88	2017-03-01	Common Stock (500000)	500000	Direct
Non-Qualified Stock Option (right to buy)	$24.93	2015-09-01	Common Stock (258891)	258891	Direct
Non-Qualified Stock Option (right to buy)	$25.85	2015-03-03	Common Stock (226774)	226774	Direct
Non-Qualified Stock Option (right to buy)	$32.29	2018-03-01	Common Stock (354477)	354477	Direct
Non-Qualified Stock Option (right to buy)	$36.59	2019-04-02	Common Stock (170068)	170068	Direct
Non-Qualified Stock Option (right to buy)	$55.71	2020-04-01	Common Stock (125888)	125888	Direct
Restricted Stock Units -5	$		Common Stock (31250)	31250	Direct
Restricted Stock Units -6	$		Common Stock (44130)	44130	Direct
Restricted Stock Units -7	$		Common Stock (61491)	61491	Direct
Restricted Stock Units -8	$		Common Stock (59236)	59236	Direct

Footnotes

F1: The reporting person received 100,000 shares of common stock as a result of the vesting of the first tranche of 20% of a performance share unit award granted in 2012. Vesting of this portion of the performance share unit award was contingent upon eBay Inc.'s total stockholder return exceeding the median return of its 2012 peer group during 2013 or over the cumulative performance period 2012-2013. The reporting person will not be able to sell the shares issued under the award until the earlier to occur of December 31, 2017 or a change in control.

F2: Represents shares reacquired to satisfy tax withholding obligations in connection with the vesting of 100,000 shares of restricted stock granted to the Reporting Person in 2012 (see footnote 1).

F3: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 09/30/08 and 1/48th per month thereafter.

F4: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/09 and 1/48th per month thereafter.

F5: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/10 and 1/48th per month thereafter.

F6: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/08 and 1/48th per month thereafter.

F7: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/11 and 1/48th per month thereafter.

F8: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/12 and 1/48th per month thereafter.

F9: The option grant is subject to a four-year vesting schedule, vesting 12.5% on 10/1/13 and 1/48th per month thereafter.

F10: Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.

F11: The reporting person received 125,000 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.

F12: Not Applicable.

F13: The reporting person received 88,262 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.

F14: The reporting person received 81,989 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/13 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.

F15: The reporting person received 59,236 restricted stock units subject to a four-year vesting schedule, vesting 25% on 4/1/14 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.