PYPL / PayPal Holdings, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

As filed with the Securities and Exchange Commission on July 29, 2025

As filed with the Securities and Exchange Commission on July 29, 2025 Registration No.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2025 fully complies with the requirements of Section 13(a) or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2025 fully complies with the requirements of Section 13(a) or

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

PayPal Reports Second Quarter 2025 Results PayPal delivered strong second quarter results and raises full year guidance; executing on strategic transformation

PayPal Reports Second Quarter 2025 Results PayPal delivered strong second quarter results and raises full year guidance; executing on strategic transformation SAN JOSE, Calif.

Calculation of Filing Fee Table.

Calculation of Filing Fee Tables S-8 PayPal Holdings, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.0001 per share Other 15,000,000 $ 78.16 $ 1,172,400,000.00 0.0001531 $ 179,494.44 To

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, In

12 May 2025 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent AVEGA S.À R.L. as Back-Up R

Exhibit 10.02 In this Exhibit 10.02, the notation “[* * *]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Amendment and Restatement (RPA) and Amendment (RMA) 12 May 2025 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PAR

Deirdre Stanley to Join PayPal's Board of Directors

Exhibit 99.1 Deirdre Stanley to Join PayPal's Board of Directors SAN JOSE, Calif, June 24, 2025 /PRNewswire/ - PayPal Holdings, Inc. (NASDAQ: PYPL) today announced that Deirdre Stanley has joined the company's Board of Directors. Stanley brings nearly three decades of experience as a senior executive for global organizations spanning the consumer, media, and information technology sectors. She mos

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2025 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as Amended and Restated (incorporated by reference to Exhibit 10.1 to PayPal Holdings, Inc.’s Current Report on Form 8-K, as filed with the Commission on June 9, 2025).

PAYPAL HOLDINGS, INC. 2015 EQUITY INCENTIVE AWARD PLAN ARTICLE 1 Purpose The purpose of the PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as it may be further amended and restated from time to time (the “Plan”) is to promote the success and enhance the value of PayPal Holdings, Inc. (the “Company”) by linking the personal interests of the members of the Board, Employees, and Consultants

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2025 PayPal Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S. E

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

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.

PayPal Reports First Quarter 2025 Results PayPal delivered strong first quarter results; advancing strategic growth drivers shared at Investor Day

PayPal Reports First Quarter 2025 Results PayPal delivered strong first quarter results; advancing strategic growth drivers shared at Investor Day SAN JOSE, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2025 PayPal Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2025 fully complies with the requirements of Section 13(a) or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, I

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2025 fully complies with the requirements of Section 13(a) o

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

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

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.

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. )

Table of Contents 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.

PayPal Announces Retirement of Rodney C. Adkins from Board of Directors

EXHIBIT 99.1 PRESS RELEASE PayPal Announces Retirement of Rodney C. Adkins from Board of Directors SAN JOSE, Calif., Apr. 7, 2025 /PRNewswire/ — PayPal Holdings, Inc. (NASDAQ: PYPL) announced today that Rodney C. Adkins has informed the company of his decision to retire from its Board of Directors (Board) and not stand for re-election at the 2025 Annual Meeting of Stockholders in June. Adkins has

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2025 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 PayPal Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fi

Joy Chik to Join PayPal’s Board of Directors

Exhibit 99.1 Joy Chik to Join PayPal’s Board of Directors SAN JOSE, Calif., March 10, 2025 /PRNewswire/ — PayPal Holdings, Inc. (NASDAQ: PYPL) today announced that Joy Chik has joined the company’s Board of Directors. Joy brings more than 26 years of corporate and board experience scaling products, services, and teams on a global level. Joy currently serves as the President of Identity and Network

Form of Note for Floating Rate Notes due 2028 (included as part of Exhibit 4.2 hereto)

Exhibit 4.2 PayPal Holdings, Inc. OFFICER’S CERTIFICATE March 6, 2025 The undersigned, PayPal Holdings, Inc., a Delaware corporation (the “Company”), hereby certifies through Can Balcioglu, its Vice President, Treasurer, pursuant to Sections 2.1, 2.3 and 11.5 of the Indenture, dated as of September 26, 2019 (the “Indenture”), by and between the Company, as Issuer, and Computershare Trust Company,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2025 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fil

$1,500,000,000 PAYPAL HOLDINGS, INC. $450,000,000 Floating Rate Notes due 2028 $450,000,000 4.450% Notes due 2028 $600,000,000 5.100% Notes due 2035

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-284693 PROSPECTUS SUPPLEMENT (To Prospectus dated February 4, 2025) $1,500,000,000 PAYPAL HOLDINGS, INC. $450,000,000 Floating Rate Notes due 2028 $450,000,000 4.450% Notes due 2028 $600,000,000 5.100% Notes due 2035 We are offering $450,000,000 of our floating rate notes due 2028 (the “floating rate notes”), $450,000,00

Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

EXHIBIT 107 Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC.

Pricing Term Sheet $450,000,000 Floating Rate Notes due 2028 (the “2028 Floating Rate Notes”) $450,000,000 4.450% Notes due 2028 (the “2028 Notes”) $600,000,000 5.100% Notes due 2035 (the “2035 Notes”) Issuer: PayPal Holdings, Inc. (the “Company”) Tr

Filed pursuant to Rule 433 Registration Statement No. 333-284693 Issuer Free Writing Prospectus dated March 3, 2025 Relating to Preliminary Prospectus Supplement dated March 3, 2025 $1,500,000,000 Pricing Term Sheet $450,000,000 Floating Rate Notes due 2028 (the “2028 Floating Rate Notes”) $450,000,000 4.450% Notes due 2028 (the “2028 Notes”) $600,000,000 5.100% Notes due 2035 (the “2035 Notes”) I

Subject to Completion, dated March 3, 2025

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-284693 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, as amended, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission

PayPal Introduces Outlook for Accelerating Growth at Investor Day Announces New Unified Merchant Offering, Strategic Partnership with Verifone, and Fastlane Expansion to International Markets Company expects high single-digit transaction margin dolla

EX-99.1 Exhibit 99.1 PayPal Introduces Outlook for Accelerating Growth at Investor Day Announces New Unified Merchant Offering, Strategic Partnership with Verifone, and Fastlane Expansion to International Markets Company expects high single-digit transaction margin dollar (TM $) growth1 and low teens+ non-GAAP EPS growth by 2027 SAN JOSE, Calif., (February 25, 2025)—PayPal Holdings, Inc. (NASDAQ:

As filed with the Securities and Exchange Commission on February 4, 2025

Table of Contents As filed with the Securities and Exchange Commission on February 4, 2025 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) PayPal Holdings, Inc.

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying annual report on Form 10-K for the year ended December 31, 2024 fully complies with the requirements of Section 13(a) or S

PAYPAL HOLDINGS, INC. MANDATORY RECOVERY POLICY FOR EXECUTIVE OFFICERS

Exhibit 97.01 PAYPAL HOLDINGS, INC. MANDATORY RECOVERY POLICY FOR EXECUTIVE OFFICERS The Board of Directors (the “Board”) of PayPal Holdings, Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Mandatory Recovery Policy for Executive Officers (the “Policy”) to be applied to the Executive Officers of the Company and adopts this Policy to be effective as of the Effecti

PayPal Holdings, Inc. INDEPENDENT DIRECTOR EQUITY COMPENSATION POLICY (Effective as of January 1, 2025)

Exhibit 10.27 INDEPENDENT DIRECTOR COMPENSATION POLICY (Effective as of January 1, 2025) Independent Directors (as defined in the PayPal Holdings, Inc. Amended and Restated 2015 Equity Incentive Award Plan, as it may be amended and restated from time to time (the “Plan”)) of PayPal Holdings, Inc. (“PayPal”) shall be eligible to receive cash and/or equity compensation as set forth in this Independe

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (Nos.

Appendix A

Exhibit 19.01 Insider Trading Policy Approval Date: 2025-02-01 Table of Contents 1. Introduction and Purpose 2 1.1. Introduction 2 1.2. Purpose 2 2. Scope 2 3. Definitions 2 4. Policy Requirements 4 4.1. Trading Windows 4 4.2. Blackout Periods 4 4.3. Prohibited Activities 4 4.4. Pre-Approval Requirements for Section 16 Parties and Other Restricted Parties 5 4.5. No Disclosure of Material Non-Publi

SUBSIDIARIES OF PAYPAL HOLDINGS, INC.

Exhibit 21.01 SUBSIDIARIES OF PAYPAL HOLDINGS, INC. The following is a list of subsidiaries of PayPal Holdings, Inc., omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. Subsidiary Jurisdiction of Organization Bill Me Later, Inc. Delaware, United States Paidy Inc. Japan Payments Technology Holdings, LLC. Hawaii, United Sta

12 December 2024 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent AVEGA S.À R.L. as Back

Exhibit 10.18 In this Exhibit 10.18, the notation “[* * *]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Amended and Restated Deed (RPA) 12 December 2024 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L.

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-K of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

12 December 2023 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent AVEGA S.À R.L. as Back

Exhibit 10.20 In this Exhibit 10.20, the notation “[* * *]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. 12 December 2023 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying annual report on Form 10-K for the year ended December 31, 2024 fully complies with the requirements of Section 13(a) or Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-36859 PayPal Holdings, Inc. (

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-K of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

PayPal Reports Fourth Quarter and Full Year 2024 Results PayPal delivered solid fourth quarter and 2024 results; begins 2025 with strong foundation for continued transformation and new $15 billion share repurchase authorization

PayPal Reports Fourth Quarter and Full Year 2024 Results PayPal delivered solid fourth quarter and 2024 results; begins 2025 with strong foundation for continued transformation and new $15 billion share repurchase authorization SAN JOSE, Calif.

8 July 2024 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent AVEGA S.À R.L. as Back-Up R

Exhibit 10.21 8 July 2024 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller PAYPAL UK LTD as Receivables Manager ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent AVEGA S.À R.L. as Back-Up Receivables Manager Facilitator ALPS PARTNERS (HOLDING) S.À R.L. as Class C Lender DEED OF AMENDMENT in relation to the Receivables Manag

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2025 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2025 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holding

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended September 30, 2024 fully complies with the requirements of Section 13(

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

PayPal Reports Third Quarter 2024 Results PayPal delivers strong third quarter results and full year guidance

PayPal Reports Third Quarter 2024 Results PayPal delivers strong third quarter results and full year guidance SAN JOSE, Calif.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended September 30, 2024 fully complies with the requirements of Section 13(a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.

Calculation of Filing Fee Table.

Calculation of Filing Fee Tables S-8 PayPal Holdings, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.0001 per share Other 20,000,000 $ 57.64 $ 1,152,800,000.00 0.0001476 $ 170,153.28 To

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2024 fully complies with the requirements of Section 13(a) or

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, In

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

PayPal Reports Second Quarter 2024 Results PayPal delivers strong second quarter results and raises full-year guidance

PayPal Reports Second Quarter 2024 Results PayPal delivers strong second quarter results and raises full-year guidance SAN JOSE, Calif.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2024 fully complies with the requirements of Section 13(a) or

As filed with the Securities and Exchange Commission on July 30, 2024

As filed with the Securities and Exchange Commission on July 30, 2024 Registration No.

PayPal Holdings, Inc. Executive Change in Control and Severance Plan, as amended and restated, effective as of July 24, 2024

EX-10.1 Exhibit 10.1 PAYPAL HOLDINGS, INC. EXECUTIVE CHANGE IN CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION As Amended and Restated, Effective as of July 24, 2024 1. PURPOSE OF THE PLAN The purpose of the PayPal Holdings, Inc. Executive Change in Control and Severance Plan, as amended from time to time (the “Plan”) is to encourage the full attention and dedication of certain eligible ex

PayPal Appoints Enrique Lores as New Independent Board Chair

EX-99.1 Exhibit 99.1 PRESS RELEASE PayPal Appoints Enrique Lores as New Independent Board Chair SAN JOSE, Calif., TBD /PRNewswire/ — PayPal Holdings, Inc. (NASDAQ: PYPL) today announced that Enrique Lores has been appointed the new Independent Chair of its Board of Directors. He succeeds John Donahoe, who is retiring from the PayPal Board after serving as Board Chair since 2015. Lores, President a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2024 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 PayPal Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S. E

USD $2,000,000

May 28, 2024 Christopher Natali 1338 Edgewood Road, Redwood City, CA 94062 Dear Christopher, I am delighted you expressed interest in learning about PayPal and our Vice President, Chief Accounting Officer position.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 PayPal Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 PayPal Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S. E

Form of Note for 5.150% Notes due 2034 (included as part of Exhibit 4.2 hereto)

EX-4.2 Exhibit 4.2 PayPal Holdings, Inc. OFFICER’S CERTIFICATE May 28, 2024 The undersigned, PayPal Holdings, Inc., a Delaware corporation (the “Company”), hereby certifies through Can Balcioglu, its Vice President, Treasurer, pursuant to Sections 2.1, 2.3 and 11.5 of the Indenture, dated as of September 26, 2019 (the “Indenture”), by and between the Company, as Issuer, and Computershare Trust Com

PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as Amended and Restated (incorporated by reference to Exhibit 10.1 to PayPal Holdings, Inc.’s Current Report on Form 8-K, as filed with the Commission on May 28, 2024).

PAYPAL HOLDINGS, INC. 2015 EQUITY INCENTIVE AWARD PLAN ARTICLE 1 Purpose The purpose of the PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as it may be further amended and restated from time to time (the “Plan”) is to promote the success and enhance the value of PayPal Holdings, Inc. (the “Company”) by linking the personal interests of the members of the Board, Employees, and Consultants

Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Reg

EXHIBIT 107 Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC.

$1,250,000,000 PAYPAL HOLDINGS, INC. $850,000,000 5.150% Notes due 2034 $400,000,000 5.500% Notes due 2054

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-266474 PROSPECTUS SUPPLEMENT (To Prospectus dated August 2, 2022) $1,250,000,000 PAYPAL HOLDINGS, INC. $850,000,000 5.150% Notes due 2034 $400,000,000 5.500% Notes due 2054 We are offering $850,000,000 of our 5.150% notes due 2034 (the “2034 notes”) and $400,000,000 of our 5.500% notes due 2054 (the “2054 notes” and, tog

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

Underwriting Agreement, dated as of May 20, 2024, by and among the Company and BofA Securities, Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as the representatives of the several underwriters named on Schedule 1 thereto

Exhibit 1.1 EXECUTION VERSION PAYPAL HOLDINGS, INC. 5.150% Senior Notes due 2034 5.500% Senior Notes due 2054 Underwriting Agreement May 20, 2024 BofA Securities, Inc. Deutsche Bank Securities Inc. Goldman Sachs & Co. LLC J.P. Morgan Securities LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Deuts

Pricing Term Sheet $850,000,000 5.150% Notes due 2034 (the “2034 Notes”) $400,000,000 5.500% Notes due 2054 (the “2054 Notes”)

Filed pursuant to Rule 433 Registration Statement No. 333-266474 Issuer Free Writing Prospectus dated May 21, 2024 Relating to Preliminary Prospectus Supplement dated May 20, 2024 $1,250,000,000 Pricing Term Sheet $850,000,000 5.150% Notes due 2034 (the “2034 Notes”) $400,000,000 5.500% Notes due 2054 (the “2054 Notes”) Explanatory Note: This free writing prospectus is being filed solely to correc

Subject to Completion, dated May 20, 2024

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-266474 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, as amended, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer t

Pricing Term Sheet $850,000,000 5.150% Notes due 2034 (the “2034 Notes”) $400,000,000 5.500% Notes due 2054 (the “2054 Notes”) Issuer: PayPal Holdings, Inc. (the “Company”) Trade Date: May 20, 2024 Settlement Date: May 28, 2024 (T+5)* Denominations:

Filed pursuant to Rule 433 Registration Statement No. 333-266474 Issuer Free Writing Prospectus dated May 20, 2024 Relating to Preliminary Prospectus Supplement dated May 20, 2024 $1,250,000,000 Pricing Term Sheet $850,000,000 5.150% Notes due 2034 (the “2034 Notes”) $400,000,000 5.500% Notes due 2054 (the “2054 Notes”) Issuer: PayPal Holdings, Inc. (the “Company”) Trade Date: May 20, 2024 Settlem

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

Table of Contents 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.

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

Table of Contents 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.

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

Table of Contents 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.

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2024 fully complies with the requirements of Section 13(a) o

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2024 fully complies with the requirements of Section 13(a) or

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

FXN YoY Growth

EX-99.1 Exhibit 99.1 PayPal Reports First Quarter 2024 Results San Jose, California ½ April 30, 2024 ½ NASDAQ: PYPL Q1’24 revenue increased 9% to $7.7 billion; 10% on a currency-neutral basis (FXN) Q1’24 GAAP EPS increased 18% to $0.83; non-GAAP EPS increased 27% to $1.08 (based on new non-GAAP methodology as described below) “We delivered a solid set of results in Q1 and I’m encouraged by the pro

Vesting Schedule

February 1, 2024 Aaron Webster Charleston, South Carolina Dear Aaron, We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal Holdings, Inc.

APPENDIX A TO PERFORMANCE BASED RESTRICTED STOCK UNIT AWARD GRANT NOTICE Performance-Based Vesting Conditions

PayPal Holdings, Inc. 2211 North First Street San Jose, California 95131 Company Tax ID: 47-2989869 Performance Based Restricted Stock Unit Award Grant Notice (“Grant Notice”) and Performance Based Restricted Stock Unit Award Agreement %%FIRSTNAMELASTNAME%-% Award Number: %%OPTIONNUMBER%-% %%COUNTRY%-% Type: PBRSU Grant Date: %%OPTIONDATE,’Month DD, YYYY’%-% Vesting Date: %%VESTDATEPERIOD1,’Month

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 PayPal Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fi

Reconciliation of GAAP operating expenses to non-GAAP operating expenses (New Methodology) Three Months Ended Year Ended December 31,  (In Millions/Unaudited)  Note   Q4 2023   Q3 2023   Q2 2023   Q1 2023   Q4 2022   Q3 2022   Q2 2022   Q1 2022   Q4

EX-99.2 Exhibit 99.2 Reconciliation of GAAP operating expenses to non-GAAP operating expenses (New Methodology) Three Months Ended Year Ended December 31,  (In Millions/Unaudited)  Note   Q4 2023   Q3 2023   Q2 2023   Q1 2023   Q4 2022   Q3 2022   Q2 2022   Q1 2022   Q4 2021   Q3 2021   Q2 2021   Q1 2021   2023   2022   2021   GAAP operating expenses: Transaction expense $ 3,958 $ 3,603 $ 3,541 $

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, I

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

PayPal Holdings, Inc. (PYPL)

PayPal Holdings, Inc. (PYPL) Shareholder Alert Voluntary submission by John Chevedden, POB 2673, Redondo Beach, CA 90278 PayPal Shareholder since 2016 Important to Vote for a Shareholder Say on Director Pay – Proposal 6 There is no greater conflict of interest than when a Board approves its own pay, with no oversight from the shareholders whose interest they must represent above their own. This pr

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: PayPal Holdings, Inc. Name of persons relying on exemption: Inspire Investing, LLC Address of persons relying on exemption: 3597 E Monarch Sky Ln, Suite 330, Meridian, ID 83646 As over 100 investors and financial professionals, serving thousands of

COURTESY PDF OF PROXY STATEMENT

2024 Notice of Annual Meeting of Stockholders and Proxy Statement 2023 Annual Report Eden G.

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

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.

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. )

Table of Contents 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.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 PayPal Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fi

PayPal Plans to Appoint Carmine Di Sibio to Board of Directors Board intends to appoint Carmine Di Sibio, EY’s outgoing Global Chairman and CEO, as an independent director, effective July 2024 Belinda Johnson plans to retire from the Board at the Ann

EXHIBIT 99.1 PayPal Plans to Appoint Carmine Di Sibio to Board of Directors Board intends to appoint Carmine Di Sibio, EY’s outgoing Global Chairman and CEO, as an independent director, effective July 2024 Belinda Johnson plans to retire from the Board at the Annual Meeting SAN JOSE, Calif., Mar. 28, 2024 /PRNewswire/ — PayPal Holdings, Inc. (NASDAQ: PYPL) today announced its Board of Directors in

Vote Yes: Report on Respecting Workforce Civil Liberties

NOTICE OF EXEMPT SOLICITATION SUBMITTED BY NON-MANAGEMENT U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation under Rule 14a-103 Name of Registrant: PayPal Holdings, Inc. Name of person relying on exemption: Bowyer Research Address of person relying on exemption: P.O. Box 120, McKeesport, PA 15135 Vote Yes: Report on Respecting Workforce Civil Liberties Bowye

PYPL / PayPal Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: PayPal Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 70450Y103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission

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INDEPENDENT DIRECTOR COMPENSATION POLICY (Effective as of January 1, 2024) Independent Directors (as defined in the PayPal Holdings, Inc.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying annual report on Form 10-K for the year ended December 31, 2023 fully complies with the requirements of Section 13(a) or Se

USD $6,250,000

October 23, 2023 Diego Scotti Dear Diego, We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal Holdings, Inc.

USD $6,250,000

December 3, 2023 Suzan Kereere Dear Suzan, We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal Holdings, Inc.

PAYPAL HOLDINGS, INC. MANDATORY RECOVERY POLICY FOR EXECUTIVE OFFICERS

PAYPAL HOLDINGS, INC. MANDATORY RECOVERY POLICY FOR EXECUTIVE OFFICERS The Board of Directors (the “Board”) of PayPal Holdings, Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Mandatory Recovery Policy for Executive Officers (the “Policy”) to be applied to the Executive Officers of the Company and adopts this Policy to be effective as of the Effective Date. 1.Def

SUBSIDIARIES OF PAYPAL HOLDINGS, INC.

Exhibit 21.01 SUBSIDIARIES OF PAYPAL HOLDINGS, INC. The following is a list of subsidiaries of PayPal Holdings, Inc., omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. Subsidiary Jurisdiction of Organization Bill Me Later, Inc. Delaware, United States Paidy Inc. Japan Payments Technology Holdings, LLC. Hawaii, United Sta

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-K of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying annual report on Form 10-K for the year ended December 31, 2023 fully complies with the requirements of Section 13(a) or S

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (Nos.

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Jamie Miller, certify that: 1. I have reviewed this report on Form 10-K of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-36859 PayPal Holdings, Inc. (

USD $6,250,000

October 23, 2023 Michelle Gill Dear Michelle, We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.

Q4 & FY 2023 Results 1 PayPal finishes 2023 with solid fourth quarter; enters execution year in 2024 Q4'23: Revenue increased 9% to $8.0 billion; GAAP EPS of $1.29 & non-GAAP EPS of $1.48 FY'23: Revenue increased 8% to $29.8 billion; GAAP EPS of $3.8

Q4 & FY 2023 Results 1 PayPal finishes 2023 with solid fourth quarter; enters execution year in 2024 Q4'23: Revenue increased 9% to $8.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2024 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2024 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 PayPal Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission

Transition Agreement by and between PayPal, Inc. and Gabrielle Rabinovitch, dated December 21, 2023

EX-10.1 Exhibit 10.1 December 21, 2023 Gabrielle Rabinovitch Dear Gabrielle: This letter agreement (“Transition Agreement” or “Agreement”) sets forth the transition benefits for which you are eligible if you timely sign and do not timely revoke, (i) this Transition Agreement within the time frame provided in Section 25 of this Agreement, (ii) a waiver and general release of claims, in the form pro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 PayPal Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2023 (December 3, 2023) PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission

16 June 2023 (as amended and restated on 13 October 2023) PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Seller ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as

Exhibit 10.2 In this Exhibit 10.2, the notation “[* * *]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Amended and Restated Receivables Purchase Agreement 16 June 2023 (as amended and restated on 13 October 2023) PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Seller ALPS PARTNERS S.À R.L. as

Dated 16 June 2023 (as amended and restated on 13 October 2023) ALPS PARTNERS S.À R.L. as Purchaser PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Seller BNY MELLON CORPORATE TRUSTEE SERVICES LIMITED as Security Agent AVEGA S.À R.

Exhibit 10.3 In this Exhibit 10.3, the notation “[* * *]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Amended and Restated Receivables Management Agreement Dated 16 June 2023 (as amended and restated on 13 October 2023) ALPS PARTNERS S.À R.L. as Purchaser PAYPAL (EUROPE) S.À R.L. ET CIE

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended September 30, 2023 fully complies with the requirements of Section 13(a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holding

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Alex Chriss, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended September 30, 2023 fully complies with the requirements of Se

Offer Letter, dated October 29, 2023, by and between PayPal Holdings, Inc. and Jamie Miller

EX-10.1 Exhibit 10.1 October 29, 2023 Jamie Miller Dear Jamie, We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal Holdings, Inc. (“PayPal Holdings”) and its consolidated subsidiaries (collectively, “PayPal”) on our mission to democratize financial services and improve the financial health of individuals, fa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 (October 31, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 (October 31, 2023) PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.

(NASDAQ: PYPL) Q3 2023 Results 1 • Q3'23: Solid third quarter performance delivering on both revenue and EPS ◦ Total payment volume (TPV) of $387.7 billion, growing 15% and 13% on an FX-neutral (FXN) basis ◦ Net revenues of $7.4 billion, growing 8% a

pyplq3-23earningsrelease (NASDAQ: PYPL) Q3 2023 Results 1 • Q3'23: Solid third quarter performance delivering on both revenue and EPS ◦ Total payment volume (TPV) of $387.

Amended and Restated Bylaws of PayPal Holdings, Inc. (incorporated by reference to Exhibit 3.1 to PayPal Holdings, Inc.’s Current Report on Form 8-K, as filed with the Commission on October 2, 2023).

EXHIBIT 3.1 AMENDED AND RESTATED BYLAWS OF PAYPAL HOLDINGS, INC. (a Delaware corporation) (as amended September 27, 2023 ) PayPal Holdings, Inc. (the “Corporation”), pursuant to the provisions of Section 109 of the Delaware General Corporation Law, hereby adopts these Amended and Restated Bylaws, which restate, amend and supersede the bylaws of the Corporation, as previously amended and restated,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2023 PayPal Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.

PayPal Names Alex Chriss as Next President and CEO

EX-99.1 Exhibit 99.1 PayPal Names Alex Chriss as Next President and CEO SAN JOSE, Calif., Aug. 14, 2023 /PRNewswire/ – PayPal Holdings, Inc. (NASDAQ: PYPL) today announced that its Board of Directors has appointed senior Intuit executive, Alex Chriss, as President and CEO, effective September 27, 2023. Chriss will also join the Board on that date. The appointment follows a thorough CEO search proc

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 (August 12, 2023) PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporat

Offer Letter, dated August 10, 2023, by and between PayPal Holdings, Inc. and Alex Chriss

EX-10.1 Exhibit 10.1 August 10, 2023 Alex Chriss Dear Alex, We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal Holdings, Inc. (“PayPal Holdings”) and its consolidated subsidiaries (collectively, “PayPal”) on our mission to democratize financial services and improve the financial health of individuals, famil

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2023 (August 4, 2023) PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, In

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2023 fully complies with the requirements of Section 13

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2023 fully complies with the requirements of Section

(NASDAQ: PYPL) Q2 2023 Results 1 Q2'23 Highlights For a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section titled “Non-GAAP Measures of Financial Performance” and the subseque

q223paypalearningsreleas (NASDAQ: PYPL) Q2 2023 Results 1 Q2'23 Highlights For a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section titled “Non-GAAP Measures of Financial Performance” and the subsequent tables at the end of this press release.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 PayPal Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

Receivables Purchase Agreement, dated as of June 16, 2023 by and between PayPal (Europe) S.à r.l. et Cie, SCA (as Seller and Receivables Manager), Alps Partners S.à r.l. (as Purchaser), BNY Mellon Corporate Trustee Services limited (as Security Agent), Avega S.à r.l. (as Back-Up Receivables Manager Facilitator) and Alps Partners (Holding) S.à r.l. (as Class C Lender)*

EX-10.1 Exhibit 10.1 In this Exhibit 10.1, the notation “[* * * ]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Receivables Purchase Agreement EXECUTION VERSION 16 June 2023 PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Seller ALPS PARTNERS S.À R.L. as Purchaser BNY MELLON CORPORATE TRUSTEE

PayPal and KKR Announce Exclusive Multi-Year Relationship for European Pay Later Receivables

EX-99.1 Exhibit 99.1 PayPal and KKR Announce Exclusive Multi-Year Relationship for European Pay Later Receivables KKR to purchase up to €40 billion of eligible current and future PayPal Pay Later loans originated in Europe PayPal expects to allocate approximately $1 billion to incremental share repurchases this year; updated outlook from approximately $4 billion to approximately $5 billion in tota

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2023 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fil

Receivable Management Agreement, dated as of June 16, 2023 by and between PayPal (Europe) S.à r.l. et Cie, SCA (as Seller and Receivables Manager), Alps Partners S.à r.l. (as Purchaser), Avega S.à r.l. (as Back-Up Receivables Manager Facilitator) and Alps Partners (Holding) S.à r.l. (as Class C Lender)*

EX-10.2 Exhibit 10.2 In this Exhibit 10.2, the notation “[* * * ]” identifies certain information that has been excluded because it is both not material and is the type that the registrant treats as private or confidential. Receivables Management Agreement EXECUTION VERSION Dated 16 June 2023 ALPS PARTNERS S.À R.L. as Purchaser PAYPAL (EUROPE) S.À R.L. ET CIE, S.C.A. as Receivables Manager and Sel

Power of Attorney (included on the signature page of this Post-Effective Amendment).

S-8 POS As filed with the Securities and Exchange Commission on June 21, 2023 Registration No.

Calculation of Filing Fee Table.

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) PayPal Holdings, Inc.

As filed with the Securities and Exchange Commission on June 21, 2023

S-8 As filed with the Securities and Exchange Commission on June 21, 2023 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2023 PayPal Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

Credit Agreement, dated as of June 7, 2023, among PayPal Holdings, Inc., the Designated Borrowers party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A. and J.P. Morgan Securities Australia Limited, as the Administrative Agents

EX-10.1 Exhibit 10.1 EXECUTION VERSION $5,000,000,000 CREDIT AGREEMENT Dated as of June 7, 2023 among PAYPAL HOLDINGS, INC., as the Parent Borrower, The Designated Borrowers from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as the Parent Borrower Administrative Agent and Luxembourg Borrower Administrative Agent, J.P. MORGAN SECURITIES AUSTRALIA LIMITED, as the Australian Borrower Admini

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2023 PayPal Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

Form of Note for 0.813% Notes due 2025 (included as part of Exhibit 4.2 hereto)

EX-4.2 Exhibit 4.2 PayPal Holdings, Inc. OFFICER’S CERTIFICATE June 9, 2023 The undersigned, PayPal Holdings, Inc., a Delaware corporation (the “Company”), hereby certifies through Gabrielle Rabinovitch, its Acting Chief Financial Officer and Senior Vice President, Investor Relations and Treasurer, pursuant to Sections 2.1, 2.3 and 11.5 of the Indenture, dated as of September 26, 2019 (the “Indent

¥90,000,000,000 PAYPAL HOLDINGS, INC. ¥30,000,000,000 0.813% Notes due 2025 ¥23,000,000,000 0.972% Notes due 2026 ¥37,000,000,000 1.240% Notes due 2028

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-266474 PROSPECTUS SUPPLEMENT (To Prospectus dated August 2, 2022) ¥90,000,000,000 PAYPAL HOLDINGS, INC. ¥30,000,000,000 0.813% Notes due 2025 ¥23,000,000,000 0.972% Notes due 2026 ¥37,000,000,000 1.240% Notes due 2028 We are offering ¥30,000,000,000 of our 0.813% notes due 2025 (the “2025 notes”), ¥23,000,000,000 of our

Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Reg

EX-FILING FEES EXHIBIT 107 Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC.

Pricing Term Sheet ¥30,000,000,000 0.813% Notes due 2025 (the “2025 Notes”) ¥23,000,000,000 0.972% Notes due 2026 (the “2026 Notes”) ¥37,000,000,000 1.240% Notes due 2028 (the “2028 Notes”) Issuer: PayPal Holdings, Inc. (the “Company”) Ranking: Senio

FWP Filed pursuant to Rule 433 Registration Statement No. 333-266474 Issuer Free Writing Prospectus dated June 2, 2023 Relating to Preliminary Prospectus Supplement dated May 26, 2023 ¥90,000,000,000 Pricing Term Sheet ¥30,000,000,000 0.813% Notes due 2025 (the “2025 Notes”) ¥23,000,000,000 0.972% Notes due 2026 (the “2026 Notes”) ¥37,000,000,000 1.240% Notes due 2028 (the “2028 Notes”) Issuer: Pa

Underwriting Agreement, dated as of June 2, 2023, by and among the Company and Mizuho Securities USA LLC, Morgan Stanley & Co. International plc and SMBC Nikko Securities America, Inc., as the representatives of the several underwriters named on Schedule 1 thereto

EX-1.1 Exhibit 1.1 EXECUTION VERSION PAYPAL HOLDINGS, INC. ¥30,000,000,000 0.813% Senior Notes due 2025 ¥23,000,000,000 0.972% Senior Notes due 2026 ¥37,000,000,000 1.240% Senior Notes due 2028 Underwriting Agreement June 2, 2023 (Tokyo Time) Mizuho Securities USA LLC Morgan Stanley & Co. International plc SMBC Nikko Securities America, Inc. As Representatives of the several Underwriters listed in

June 2, 2023 (Item 8.01 only)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as Amended and Restated (incorporated by reference to Exhibit 10.1 to PayPal Holdings, Inc.’s Current Report on Form 8-K, as filed with the Commission on May 31, 2023).

PAYPAL HOLDINGS, INC. 2015 EQUITY INCENTIVE AWARD PLAN ARTICLE 1 Purpose The purpose of the PayPal Holdings, Inc. 2015 Equity Incentive Award Plan, as it may be further amended and restated from time to time (the “Plan”) is to promote the success and enhance the value of PayPal Holdings, Inc. (the “Company”) by linking the personal interests of the members of the Board, Employees, and Consultants

May 31, 2023 (Items 5.02 and 5.07 only)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S. E

Subject to Completion, dated May 26, 2023

424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-266474 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, as amended, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an o

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: Alphabet, Inc. Name of persons relying on exemption: Harrington Investments Inc. Address of persons

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: Alphabet, Inc. Name of persons relying on exemption: Harrington Investments Inc. Address of persons relying on exemption: 1001 2nd Street Suite 325 Napa, CA 94559 Written materials are submitted pursuant to Rule 14a-6(g) (1) promulgated under the Se

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2023 fully complies with the requirements of Sectio

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2023 fully complies with the requirements of Section 1

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, I

(NASDAQ: PYPL) Q1 2023 Results 1 Q1'23 Highlights For a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section titled “Non-GAAP Measures of Financial Performance” and the subseque

q123paypalearningsreleas (NASDAQ: PYPL) Q1 2023 Results 1 Q1'23 Highlights For a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section titled “Non-GAAP Measures of Financial Performance” and the subsequent tables at the end of this press release.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2023 PayPal Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S. Em

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103

United States Securities and Exchange Commission Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Pursuant to Rule 14a-103 Name of the Registrant: PayPal Holdings, Inc. Name of persons relying on exemption: Tara Health Foundation Address of persons relying on exemption: 47 Kearny Street, San Francisco, CA 94108 Written materials are submitted pursuant to Rule 14a-6(g) (1) promulgated under the

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

DEFA14A Table of Contents 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.

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. )

Table of Contents 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.

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

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.

COURTESY PDF OF PROXY STATEMENT

PayPal funded certified carbon credit projects to compensate for the climate impact of this publication.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 PayPal Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (Nos.

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, certify that: 1. I have reviewed this report on Form 10-K of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-36859 PayPal Holdings, Inc. (

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying annual report on Form 10-K for the year ended December 31, 2022 fully complies with the requirements of Section 1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying annual report on Form 10-K for the year ended December 31, 2022 fully complies with the requirements of Section 13(a

SUBSIDIARIES OF PAYPAL HOLDINGS, INC.

Exhibit 21.01 SUBSIDIARIES OF PAYPAL HOLDINGS, INC. The following is a list of subsidiaries of PayPal Holdings, Inc., omitting subsidiaries which, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. Subsidiary Jurisdiction of Organization Bill Me Later, Inc. Delaware, United States Hyperwallet Systems Inc. Canada Paidy Inc. Japan PayPal (Europe) S.à r

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, certify that: 1. I have reviewed this report on Form 10-K of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2023 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2023 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission

President and CEO Dan Schulman Announces Intention to Retire from PayPal at Year-End Board to Initiate Search for Successor

EX-99.1 Exhibit 99.1 President and CEO Dan Schulman Announces Intention to Retire from PayPal at Year-End Board to Initiate Search for Successor SAN JOSE, Calif., February 9, 2023 – PayPal Holdings, Inc. (NASDAQ: PYPL) today announced that President and CEO Dan Schulman has informed the Board of Directors of his intention to retire from PayPal on December 31, 2023, and that he will work with the B

(NASDAQ: PYPL) Q4 & FY 2022 Results 1 Q4 and FY'22 Highlights 1. All references to eBay in this press release refer to eBay Marketplaces on PayPal’s payments platform. 2. Beginning with the fourth quarter of 2022, we reclassified certain cash flows r

q422paypalearningsreleas (NASDAQ: PYPL) Q4 & FY 2022 Results 1 Q4 and FY'22 Highlights 1.

PYPL / Paypal Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: PayPal Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 70450Y103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2023 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2023 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission F

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended September 30, 2022 fully complies with the requirements of Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holding

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended September 30, 2022 fully complies with the requirements of Secti

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

Intended Grant Date (Assuming September 2022 Employment Start Date)

August 31, 2022 Dear John, I am delighted you expressed interest in learning about PayPal and our EVP, Chief Product Officer position.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 PayPal Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.

(NASDAQ: PYPL) Q3 2022 Results 1 Q3'22 Highlights 1. All references to eBay in this press release refer to eBay Marketplaces on PayPal’s payments platform. 2. On an FXN basis. GAAP Non-GAAP USD $ YoY Change USD $ YoY Change Net Revenues $6.85B 11% $6

q322paypalearningsreleas (NASDAQ: PYPL) Q3 2022 Results 1 Q3'22 Highlights 1. All references to eBay in this press release refer to eBay Marketplaces on PayPal’s payments platform. 2. On an FXN basis. GAAP Non-GAAP USD $ YoY Change USD $ YoY Change Net Revenues $6.85B 11% $6.85B 12%2 Operating Income $1.1B 7% $1.5B 4% EPS $1.15 26% $1.08 (2%) • Q3'22: Solid third quarter, with revenue and EPS outp

* * *

CORRESP 1 filename1.htm 2211 North First Street San Jose, CA 95131 paypal.com October 27, 2022 Via EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Amanda Ravitz Re: PayPal Holdings, Inc. Definitive Proxy Statement on Schedule 14A Filed June 2, 2022 File No. 001-36859 Dear Ms. Ravitz: Thank you for your letter dated S

September 27, 2022

Exhibit 10.1 September 27, 2022 Gabrielle Rabinovitch Dear Gabrielle, In recognition of your appointment to acting Chief Financial Officer (?CFO?), effective as of September 14, 2022, I am thrilled to inform you that for the duration of your service as acting CFO (such duration, the ?Active CFO Period?), your base salary will be based on an annual base salary of $750,000, less applicable deduction

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commissio

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2022 fully complies with the requirements of Section

As filed with the Securities and Exchange Commission on August 2, 2022

Table of Contents As filed with the Securities and Exchange Commission on August 2, 2022 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, In

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended June 30, 2022 fully complies with the requirements of Section 13

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

Intended Grant Date (Assuming August 2022 Employment Start Date)

Exhibit 10.03 July 12, 2022 Blake Jorgensen Dear Blake, I am delighted you expressed interest in learning about PayPal and our EVP, Chief Financial Officer position. We have enjoyed getting to know you better and understanding how your experience, expertise and leadership approach aligns with helping PayPal on our mission to democratize financial services and improve the financial health of indivi

Statement of Eligibility on Form T-1 of the Trustee under the Indenture (incorporated by reference to Exhibit 25.1 to PayPal Holdings, Inc.’s Registration Statement on Form S-3ASR, as filed with the SEC on August 3, 2022)

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ☐ COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) PAYPAL HOLDINGS, INC.

As filed with the Securities and Exchange Commission on August 2, 2022

Table of Contents As filed with the Securities and Exchange Commission on August 2, 2022 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) PAYPAL HOLDINGS, INC.

CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. I, Gabrielle Rabinovitch, certify that: 1. I have reviewed this report on Form 10-Q of PayPal Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in li

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

(NASDAQ: PYPL) Q2 2022 Results 1 Q2'22 Highlights 1. All references to eBay in this press release refer to eBay Marketplaces on PayPal’s payments platform. 2. On an FXN basis. GAAP Non-GAAP USD $ YoY Change USD $ YoY Change Net Revenues $6.8B 9% $6.8

(NASDAQ: PYPL) Q2 2022 Results 1 Q2'22 Highlights 1. All references to eBay in this press release refer to eBay Marketplaces on PayPal’s payments platform. 2. On an FXN basis. GAAP Non-GAAP USD $ YoY Change USD $ YoY Change Net Revenues $6.8B 9% $6.8B 10%2 Operating Income $0.8B (32%) $1.3B (21%) EPS ($0.29) (129%) $0.93 (19%) Q2'22: Delivered solid financial results and sequential revenue acceler

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) PayPal Holdings, Inc.

As filed with the Securities and Exchange Commission on July 14, 2022

As filed with the Securities and Exchange Commission on July 14, 2022 Registration No.

PayPal Holdings, Inc. 2022 Inducement Plan.

Exhibit 99.1 PayPal Holdings, Inc. 2022 Inducement Plan ARTICLE 1. PURPOSE The purpose of the PayPal Holdings, Inc. 2022 Inducement Plan, as it may be further amended and restated from time to time (the ?Plan?) is to promote the success of PayPal Holdings, Inc. (the ?Company?) and the interests of its stockholders by providing equity-based incentive awards to attract, retain and motivate eligible

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction (Commission File Number) (I.R.S.

June 15, 2022

June 15, 2022 Gabrielle Rabinovitch Dear Gabrielle, PayPal is transforming the digital economy and the work we are doing together has never been more important.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 2, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

PayPal Announces Expiration and Results of Debt Tender Offer

Exhibit 99.1 PayPal Announces Expiration and Results of Debt Tender Offer SAN JOSE, Calif., May 20, 2022 ? PayPal Holdings, Inc. (NASDAQ: PYPL) today announced the expiration and results of its previously announced offer to purchase for cash any and all of the company?s outstanding notes listed in the table below (collectively, the ?Notes?). Each reference to an ?Offer? herein refers to the applic

Form of Note for 3.900% Notes due 2027 (included as part of Exhibit 4.2 hereto)

Exhibit 4.2 OFFICER?S CERTIFICATE May 23, 2022 The undersigned, PayPal Holdings, Inc., a Delaware corporation (the ?Company?), hereby certifies through Gabrielle Rabinovitch, its Interim Chief Financial Officer and Senior Vice President, Corporate Finance and Investor Relations, pursuant to Sections 2.1, 2.3 and 11.5 of the Indenture, dated as of September 26, 2019 (the ?Indenture?), by and betwee

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

PayPal Announces Pricing of Debt Tender Offer

Exhibit 99.1 PayPal Announces Pricing of Debt Tender Offer SAN JOSE, Calif., May 20, 2022 ? PayPal Holdings, Inc. (NASDAQ: PYPL) today announced the pricing of its previously announced offer to purchase for cash any and all of the company?s outstanding notes listed in the table below (collectively, the ?Notes?). Each reference to an ?Offer? herein refers to the applicable offer to purchase for cas

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

$3,000,000,000 PAYPAL HOLDINGS, INC. $500,000,000 3.900% Notes due 2027 $1,000,000,000 4.400% Notes due 2032 $1,000,000,000 5.050% Notes due 2052 $500,000,000 5.250% Notes due 2062

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-233776 PROSPECTUS SUPPLEMENT (To Prospectus dated September 16, 2019) $3,000,000,000 PAYPAL HOLDINGS, INC. $500,000,000 3.900% Notes due 2027 $1,000,000,000 4.400% Notes due 2032 $1,000,000,000 5.050% Notes due 2052 $500,000,000 5.250% Notes due 2062 We are offering $500,000,000 of our 3.900% notes due 2027 (the ?2027 notes?),

Underwriting Agreement, dated as of May 16, 2022, by and among the Company and BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as the representatives of the underwriters named on Schedule 1 thereto

EX-1.1 2 d349951dex11.htm EX-1.1 Exhibit 1.1 PAYPAL HOLDINGS, INC. 3.900% Senior Notes due 2027 4.400% Senior Notes due 2032 5.050% Senior Notes due 2052 5.250% Senior Notes due 2062 Underwriting Agreement May 16, 2022 BofA Securities, Inc. Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o BofA Securities, Inc. One Bryan

Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Reg

EXHIBIT 107 Calculation of Filing Fee Table FORM S-3 (Form Type) PAYPAL HOLDINGS, INC.

PayPal Announces Debt Tender Offer

Exhibit 99.1 PayPal Announces Debt Tender Offer SAN JOSE, Calif., May 16, 2022 ? PayPal Holdings, Inc. (NASDAQ: PYPL) today announced its offer to purchase for cash any and all of the company?s outstanding notes listed in the table below (collectively, the ?Notes?). Each reference to an ?Offer? herein refers to the applicable offer to purchase for cash the 2.200% Senior Notes due September 2022 (t

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 PayPal Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36859 47-2989869 (State or other jurisdiction of incorporation) (Commission File

Subject to Completion, dated May 16, 2022

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-233776 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, as amended, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer t

Pricing Term Sheet $500,000,000 3.900% Notes due 2027 (the “2027 Notes”) $1,000,000,000 4.400% Notes due 2032 (the “2032 Notes”) $1,000,000,000 5.050% Notes due 2052 (the “2052 Notes”) $500,000,000 5.250% Notes due 2062 (the “2062 Notes”) Issuer: Pay

Filed pursuant to Rule 433 Registration Statement No. 333-233776 Issuer Free Writing Prospectus dated May 16, 2022 Relating to Preliminary Prospectus Supplement dated May 16, 2022 $3,000,000,000 Pricing Term Sheet $500,000,000 3.900% Notes due 2027 (the ?2027 Notes?) $1,000,000,000 4.400% Notes due 2032 (the ?2032 Notes?) $1,000,000,000 5.050% Notes due 2052 (the ?2052 Notes?) $500,000,000 5.250%

EX-32.02

Exhibit 32.02 CERTIFICATION OF CHIEF FINANCIAL OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, John D. Rainey, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2022 fully complies with the requirements of Section 13(a)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to . Commission file number 001-36859 PayPal Holdings, I

PayPal Holdings, Inc.

PayPal Holdings, Inc. 2211 North First Street San Jose, California 95131 Company Tax ID: 47-2989869 Performance Based Restricted Stock Unit Award Grant Notice (?Grant Notice?) and Performance Based Restricted Stock Unit Award Agreement %%FIRSTNAME%-% %%LASTNAME%-% Grant Number: %%GRANTNUMBER%-% %%COUNTRY%-% Target Number: %%TOTALSHARESGRANTED%-% Type: AIP SHARES Effective as of %%OPTIONDATE,?Month

PayPal Holdings, Inc.

PayPal Holdings, Inc. 2211 North First Street San Jose, California 95131 Company Tax ID: 47-2989869 Performance Based Restricted Stock Unit Award Grant Notice (?Grant Notice?) and Performance Based Restricted Stock Unit Award Agreement %%FIRSTNAME%-% %%LASTNAME%-% Award Number: %%AWARDNUMBER%-% Type: PBRSU %%COUNTRY%-% Target Shares: %%TOTALSHARESGRANTED%-% Effective as of %%GRANTDATE,?Month DD, Y

CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32.01 CERTIFICATION OF CHIEF EXECUTIVE OFFICER, AS REQUIRED BY SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. I, Daniel H. Schulman, hereby certify pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 that: (i) The accompanying quarterly report on Form 10-Q for the quarter ended March 31, 2022 fully complies with the requirements of Section 1

PayPal Holdings, Inc.

EX-10.03 3 paypal-globalrsunoticeagre.htm EX-10.03 PayPal Holdings, Inc. 2211 North First Street San Jose, California 95131 Company Tax ID: 47-2989869 Restricted Stock Unit Award Grant Notice (“Grant Notice”) and Restricted Stock Unit Award Agreement %%FIRSTNAME%-% %%LASTNAME%-% %%COUNTRY%-% Award Number: %%AWARDNUMBER%-% Type: RSU Effective as of %%GRANTDATE,’MM/DD/YYYY’%-% (the “Grant Date”), Pa