Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 8, 2023, Dan Schulman, President and Chief Executive Officer, notified the Board of Directors (the "Board") of PayPal Holdings, Inc. (the "Company") of his intention to retire from the Company on December 31, 2023 or upon the appointment of a successor thereafter. Mr. Schulman's intention to retire does not reflect any dispute or disagreement with the Company. Mr. Schulman will continue to serve on the Board and work with the Board on a smooth leadership transition. The Board will retain a search firm to help find Mr. Schulman's successor.

Item 7.01. Regulation FD Disclosure.

The information in Item 7.01 of this Current Report, including the accompanying Exhibit 99.1, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of Section 18. The information in Item 7.01 of this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

On February 9, 2023, the Company issued a press release announcing Mr. Schulman's intention to retire from the Company. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits



Exhibit
Number       Exhibit Title or Description

99.1           Press Release dated February 9, 2023

104          Cover Page Interactive Data File (embedded within the Inline XBRL document)



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