Keller Frank 4

What Happened

• Frank Keller, President, Checkout Solutions & PayPal, was granted 146,778 performance stock units (PSUs) on June 15, 2026. The grant is reported as a derivative award (code A) with an acquisition price of $0.00—there was no cash purchase. The PSUs are a contingent right to receive shares if performance conditions are met; no immediate shares or cash changed hands.

Key Details

• Transaction date: 2026-06-15; Form 4 filed: 2026-06-16 (timely filing).
• Grant type: Performance-based restricted stock units (PSUs), reported as a derivative award (A); reported price: $0.00.
• Units granted: 146,778 PSUs. Each PSU represents a contingent right to one share if earned (Footnote F1).
• Shares owned after transaction: Not disclosed in the provided filing.
• Notable grant terms (Footnote F2): payout depends on achieving company share-price hurdles during the performance period from March 1, 2029 to March 1, 2031. Possible payouts are 0%, 100%, 175%, or 250% of target PSUs. If a hurdle is met, 25% of earned PSUs vest upon certification and 75% vest on March 1, 2031, subject to continued employment.
• Footnote F3: Not applicable.

Context

• These PSUs are a form of long-term, performance-based compensation tied to future stock price performance, not an immediate buy or sell; they do not indicate an immediate bullish or bearish trade by the insider. Payouts are contingent on reaching specified average closing price thresholds over a 60-calendar-day period within the performance window.