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DEF 14A
PYPL PayPal Holdings Inc
13 Apr 21
Definitive proxy
4:16pm
Proposals to be Voted on and Board Voting Recommendations
ProposalRecommendation of the BoardPage
1Election of 11 director nominees named in this proxy statementFOR each of the nominees10
2Advisory vote to approve named executive officer compensationFOR41
3Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditor for 2021FOR67
4Vote on Stockholder Proposal – Stockholder Right to Act by Written ConsentAGAINST70
5Vote on Stockholder Proposal – Assessing Inclusion in the WorkplaceAGAINST73
DEF 14A
PYPL PayPal Holdings Inc
13 Apr 21
Definitive proxy
4:16pm
Assuming the highest level of performance is achieved under the applicable performance measures for the 2020 AIP PBRSUs and the 2020-2022 PBRSUs, the maximum possible value of the awards using the fair value of the underlying common stock on the date that the awards were granted for accounting purposes is presented below:
NameMaximum Value of 2020 AIP PBRSUs (as of Grant Date for Accounting Purposes) ($)Maximum Value of 2020-2022 PBRSUs (as of Grant Date for Accounting Purposes) ($)
Mr. Schulman3,177,07819,368,654
Mr. Rainey1,191,5278,300,975
Ms. Alford1,032,6245,534,056
Mr. Karczmer1,032,6246,917,407
Ms. Pentland1,191,5278,300,975
DEF 14A
PYPL PayPal Holdings Inc
13 Apr 21
Definitive proxy
4:16pm
The following table, footnotes and narrative set forth our payment obligations pursuant to the compensation arrangements for each of our NEOs, under the circumstances described below, assuming that their employment was terminated or a change in control occurred on December 31, 2020. Because our executive compensation program is heavily weighted towards equity-based compensation, a significant percentage of the compensation to be received by our NEOs upon a termination of employment under the circumstances described below relates to the settlement of outstanding equity awards. Please see the 2020 Outstanding Equity Awards at Fiscal Year-End Table above for further information regarding outstanding equity awards granted to the NEOs in 2020 and in prior years.
NameVoluntary Termination or Retirement ($)(a)(1)(2)Involuntary Termination Outside of Change in Control Period ($)(b)(2)Involuntary Termination Within Change in Control Period ($)(c)(2)Death or Disability ($)(d)(2)
Daniel H. Schulman45,145,21252,015,273196,238,17896,457,846
John D. Rainey15,424,99946,289,07728,795,593
Peggy Alford11,241,55432,198,97519,433,682
Aaron Karczmer11,986,07636,895,38822,130,026
Louise Pentland15,424,99946,289,07728,795,593
DEF 14A
PYPL PayPal Holdings Inc
13 Apr 21
Definitive proxy
4:16pm
Reconciliation of Operating Cash Flow to Free Cash Flow and Adjusted Free Cash Flow
Year Ended December 31,
(In millions/unaudited)20202019(1)2018(1)2017
Net cash provided by operating activities$5,854$4,071$5,480$2,531
Less: Purchases of property and equipment(866)(704)(823)(667)
Free cash flow(2)$4,988$3,367$4,657$1,864
DEF 14A
PYPL PayPal Holdings Inc
13 Apr 21
Definitive proxy
4:16pm
The following table sets forth the 2020 target annual incentive opportunity (the “Target Incentive Amount”) for each NEO, which is expressed as a percentage of the NEO’s 2020 base salary. Seventy-five percent (75%) of the Target Incentive Amount for each NEO was delivered in the form of PBRSUs with a one-year performance period, with the final payout to be determined based on Company performance for 2020; the remaining 25% of the Target Incentive Amount for each NEO was determined based on individual performance, to be delivered in cash, in each case as described below.
NEOAnnual Incentive Target as Percentage of Base SalaryTarget Incentive Amount ($)Target PBRSUs(1) (in Shares)Target Cash ($)
Daniel H. Schulman200%2,000,00012,916500,000
John D. Rainey100%750,0004,844187,500
Peggy Alford100%650,0004,198162,500
Aaron Karczmer100%650,0004,198162,500
Louise Pentland100%750,0004,844187,500
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm
DEF 14A
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13 Apr 21
Definitive proxy
4:16pm