eBay 2015 Annual Report Download - page 113

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eBay Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Employee Stock Purchase Plan
We have an Employee Stock Purchase Plan (“ESPP”) for all eligible employees. Under the plan, shares of
our common stock may be purchased over an offering period with a maximum duration of two years at 85% of
the lower of the fair market value on the first day of the applicable offering period or on the last day of the six-
month purchase period. Employees may purchase shares having a value not exceeding 10% of their eligible
compensation during an offering period. During the years ended 2015, 2014, and 2013, employees purchased
approximately 4 million, 4 million and 4 million shares under this plan at average prices of $30.83, $42.06 and
$35.51 per share, respectively. At December 31, 2015, approximately 24 million shares of common stock were
reserved for future issuance. These awards were modified as described below.
Employee Savings Plan
We have a savings plan, which qualifies under Section 401(k) of the Internal Revenue Code. Participating
employees may contribute up to 50% of their eligible compensation, but not more than statutory limits. In 2015,
2014 and 2013, we contributed one dollar for each dollar a participant contributed, with a maximum contribution
of 4% of each employee’s eligible compensation, subject to a maximum employer contribution of $10,600,
$10,400 and $10,200 per employee for each period, respectively. Our non-U.S. employees are covered by various
other savings plans. Our total expenses for these savings plans were $51 million in 2015, $43 million in 2014 and
$39 million in 2013.
Deferred Stock Units
Beginning with the 2011 annual meeting of stockholders, we have granted deferred stock units to each non-
employee director (other than Mr. Omidyar) at the time of our annual meeting of stockholders equal to the result
of dividing $220,000 by the fair market value of our common stock on the date of grant. In addition, prior to
January 1, 2015, new directors who are not employees of the company or its subsidiaries or affiliates received a
one-time grant of deferred stock units equal to the result of dividing $150,000 by the fair market value of our
common stock on the date of grant. Each deferred stock unit constitutes an unfunded and unsecured right to
receive one share of our common stock (or, with respect to deferred stock units granted prior to August 1, 2013,
the equivalent value thereof in cash or property at our election). Each deferred stock unit award granted to a new
non-employee director upon election to the Board vests 25% one year from the date of grant, and at a rate of
2.08% per month thereafter. If the services of the director are terminated at any time, all rights to the unvested
deferred stock units will also terminate. In addition, directors may elect to receive, in lieu of annual retainer and
committee chair fees and at the time these fees would otherwise be payable (i.e., on a quarterly basis in arrears
for services provided), fully vested deferred stock units with an initial value equal to the amount based on the fair
market value of common stock at the date of grant. Following the termination of a non-employee director’s
service on the Board of Directors, deferred stock units granted prior to August 1, 2013 are payable in stock or
cash (at our election), while deferred stock units granted on or after August 1, 2013 are payable solely in stock.
As of December 31, 2015, there were approximately 255,579 deferred stock units outstanding included in our
restricted stock unit activity below. These awards were modified as described below.
Modifications of Share-Based Awards
During 2015, in connection with the Distribution, restricted and deferred stock awards and employee stock
option awards were modified and converted into new equity awards using conversion ratios designed to preserve
the value of these awards to the holders immediately prior to the Distribution. On July 17, 2015, employees
holding stock options, restricted stock awards or units, deferred stock awards, and ESPP awards denominated in
pre-Distribution eBay stock received a number of otherwise-similar awards in post-Distribution eBay stock and/
F-39