PayPal Holdings Inc.

04/13/2026 | Press release | Distributed by Public on 04/13/2026 04:02

Additional Proxy Soliciting Materials (Form DEFA14A)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No. )

Filed by the Registrant Filed by a Party other than the Registrant

Check the appropriate box:

Preliminary Proxy Statement

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Definitive Proxy Statement

Definitive Additional Materials

Soliciting Material under §240.14a-12

PAYPAL HOLDINGS, INC.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

No fee required.

Fee paid previously with preliminary materials.

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Explanatory Note:

The following information is being filed to amend and supplement the definitive proxy statement of PayPal Holdings, Inc. filed on Schedule 14A on April 7, 2026. We have revised the Beneficial Ownership table to include one director inadvertently omitted from the original filing and certain updated calculations. The revised table is set forth below.

Security Ownership of Executive Officers and Directors

Shares Beneficially owned2
  Name1 Number Percent

Enrique Lores

31,934 *

Alex Chriss

378,089 *

Jamie Miller

67,400 *

Michelle Gill

68,479 *

Frank Keller

53,206 *

Suzan Kereere

39,487 *

Diego Scotti

42,878 *

Aaron Webster

59,994 *

Joy Chik

4,607 *

Jonathan Christodoro

41,476 *

Carmine Di Sibio

8,044 *

David W. Dorman

74,397 *

Alyssa Henry

1,210 *

Gail J. McGovern

33,529 *

Deborah M. Messemer

13,976 *

David M. Moffett

71,022 *

Ann M. Sarnoff

31,867 *

Deirdre Stanley

6,214 *

Frank D. Yeary

55,269 *

All Directors and Executive Officers as a Group (18) Persons

704,989 *
*

Less than one percent

1

c/o PayPal Holdings, Inc., 2211 North First Street, San Jose, California 95131.

2

Shares of our common stock subject to options that are currently exercisable or exercisable within 60 days of March 25, 2026 and RSUs that are scheduled to vest within 60 days of March 25, 2026 are deemed to be outstanding for the purpose of computing the percentage ownership of the person holding those options or RSUs, 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 899,673,971 shares of common stock outstanding as of March 25, 2026.

PayPal Holdings Inc. published this content on April 13, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on April 13, 2026 at 10:03 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]