SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Thompson Scott

(Last) (First) (Middle)
C/O EBAY INC.
2145 HAMILTON AVE

(Street)
SAN JOSE CA 95125

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EBAY INC [ EBAY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, PayPal
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/03/2008 A 4,148(1) A $0 54,148 D
Common Stock 03/03/2008 F 742 D $25.85 53,406 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Option (right to buy) $25.85 03/03/2008 A 31,500 (2) 03/03/2015 Common Stock 31,500 $0 31,500 D
Non-Qualified Stock Option (right to buy) $25.85 03/03/2008 A 107,500 (2) 03/03/2015 Common Stock 107,500 $0 107,500 D
Restricted Stock Units (RSUs) (3) 03/03/2008 A 25,000 (4) (5) Common Stock 25,000 $0 225,000 D
Non-Qualified Option (right to buy) $28.15 (6) 09/01/2013 Common Stock 135,000 135,000 D
Non-Qualified Stock Option (right to buy) $28.15 (7) 09/01/2013 Common Stock 50,000 50,000 D
Non-Qualified Stock Option (right to buy) $31.93 (8) 03/01/2014 Common Stock 139,500 139,500 D
Non-Qualified Stock Option (right to buy) $39.9 (9) 03/01/2013 Common Stock 150,000 150,000 D
Non-Qualified Stock Option (right to buy) $41.035 (10) 02/11/2015 Common Stock 550,000 550,000 D
Explanation of Responses:
1. The reporting person was granted 4,148 shares of common stock as a result of the company's achievement of certain performance criteria for 2007 (the award was originally allocated to the reporting person as performance-based restricted stock units). 50% of the shares were vested on the date of grant, and the remainder will vest on the first business day of March 2009. (assuming eligibility requirements have been met).
2. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/08 and 1/48th per month thereafter.
3. Each restricted stock unit represents a contingent right to receive one share of eBay's common stock.
4. The reporting person received restricted stock units of 25,000 shares subject to a three-year vesting schedule, vesting 33.33% on 3/1/09 and 33.33% annually thereafter.
5. Not Applicable.
6. The option grant is subject to a three-year vesting schedule, vesting 16.67% on 3/1/07 and 1/36th per month thereafter.
7. The option grant is subject to a two-year vesting schedule, vesting 25% on 3/1/07 and 1/24th per month thereafter.
8. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/07 and 1/48th per month thereafter.
9. The option grant is subject to a four-year vesting schedule, vesting 12.5% on 9/1/06 and 1/48th per month thereafter.
10. Options become exercisable as to 25% on the one year anniversary date of the grant and 1/48th monthly thereafter.
Remarks:
In addition to the equity grants described above, the compensation committee has approved additional performance-based restricted stock units for the reporting person, which are contingent upon the attainment of certain performance criteria over a two-year period (2008-2009). If the performance criteria are achieved, the reporting person will be granted shares of eBay common stock in March 2010, which will be 50% vested on the date of the grant. The remainder of the shares will vest in March 2011 (assuming eligibility requirements have been met) .
Scott Thompson 03/04/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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