eBay 2004 Annual Report Download - page 78

The following table sets forth the number of shares acquired and the value realized upon exercise of stock
options during 2004 and the number of shares of our common stock subject to exercisable and unexercisable
stock options held as of December 31, 2004, by each of the Named Executive OÇcers. The value at Ñscal year
end is measured as the diÅerence between the exercise price and the fair market value at close of market on
December 31, 2004, which was $58.17.
Aggregate Option Exercises in 2004 and Values at December 31, 2004
Number of Securities
Underlying Value of Unexercised
Unexercised Options In-The-Money Options
Shares
Acquired on Value Exercisable Unexercisable Exercisable Unexercisable
Name Exercise(1) Realized(2) (#) (#) ($) ($)
Margaret C. Whitman ÏÏ Ì $ Ì 4,162,500 3,437,500 $179,531,119 $125,116,931
Maynard G. Webb, Jr. 1,400,000 43,896,366 1,188,124 1,321,876 47,708,954 44,076,742
JeÅrey D. Jordan ÏÏÏÏÏÏ 800,000 22,358,985 1,268,368 852,500 51,442,810 28,386,063
Matthew J. BannickÏÏÏÏ 791,660 17,813,071 298,334 858,334 10,427,623 28,640,760
William C. Cobb ÏÏÏÏÏÏ 466,000 14,259,643 633,166 670,834 25,564,447 23,015,857
(1) Amounts have been adjusted to reÖect the two-for-one stock split eÅective on February 16, 2005.
(2) Value realized is based on the fair market value of our common stock on date of exercise minus the
exercise price and does not necessarily reÖect proceeds actually received by the oÇcer.
(3) Calculated using the fair market value of our common stock on December 31, 2004 ($58.17), as adjusted
to reÖect the two-for-one stock split eÅective February 16, 2005, less the exercise price of the option.
Employment Agreements, Change-in-Control Arrangements, and Retention Bonus Plans
We do not have long-term employment agreements or change-in-control arrangements with any of our
executive oÇcers, nor are any of our executive oÇcers covered by any pension plan or deferred compensation
plan. We do not have any severance payment arrangements with any of our executive oÇcers, except that
under his July 17, 1999 oÅer letter, if Mr. Webb is terminated other than for cause, he is entitled to receive
salary compensation for six months, and if he remains unemployed at the end of such six-month period, he is
eligible to received additional salary compensation for the lesser of six months or commencement of other
employment. ""Item 13: Certain Relationships and Related Transactions'' contains descriptions of the special
retention bonus plans that we have entered into with certain of our executive oÇcers.
Compensation of Directors
New directors who are not employees of eBay, or any parent, subsidiary or aÇliate of eBay, receive
deferred stock units, or DSUs, with an initial value of $150,000 under our 2003 Deferred Stock Unit Plan.
DSUs represent an unfunded, unsecured right to receive shares of eBay common stock (or the equivalent
value thereof in cash or property), and the value of DSUs varies directly with the price of eBay's common
stock. Each DSU award granted to a non-employee director upon election to the Board will vest as to 25% of
the DSUs on the Ñrst anniversary of the date of grant and as to
1
/ 48 of the DSUs each month thereafter,
provided the director continues as a director or consultant of eBay. DSUs are payable in stock or cash (at
eBay's election) following the termination of a non-employee director's tenure in such capacity
Non-employee directors are also eligible to participate in the 1998 Directors Stock Option Plan, also
referred to as the Directors Plan. Option grants under the Directors Plan are automatic and non-discretionary,
and the exercise price of the options must be 100% of the fair market value of the common stock on the date of
grant. Each eligible director is granted an option to purchase 15,000 shares, of eBay common stock at the time
of each annual meeting if he or she has served continuously as a member of the Board since the date elected.
The Compensation Committee of the Board elected to maintain the annual option grant under the Directors
Plan at 15,000 shares following the two-for-one split of eBay common stock in February 2005. All options
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