Item 16. FORM 10-K SUMMARY

None.

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of eBay Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheet of eBay Inc. and its subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of income, of comprehensive income, of stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2024, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, 2024 appearing under Item 15a.2. (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023**,** and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s annual report on internal control over financial reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Income Taxes – Unrecognized Tax Benefits and Taxes on Foreign Earnings

As described in Notes 1 and 15 to the consolidated financial statements, significant judgment is required in determining the Company’s tax expense and in evaluating management’s tax positions, including evaluating uncertainties and the complexity of taxes on foreign earnings. As disclosed by management, the Company’s income tax rate is affected by the tax rates that apply to their foreign earnings including U.S. minimum taxes on foreign earnings. The deferred tax benefit derived from the amortization of the Company’s intellectual property is based on the fair value, which has been agreed with foreign tax authorities. The deferred tax benefit may from time to time change based on changes in tax rates. Management recognizes and measures uncertain tax positions in accordance with generally accepted accounting principles in the U.S., or GAAP, pursuant to which management only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. Tax positions are evaluated for potential reserves for uncertainty based on the estimated probability of sustaining the position under examination. The total income tax expense for the year ended December 31, 2024 was $297 million and gross amounts of unrecognized tax benefits were $674 million as of December 31, 2024.

The principal considerations for our determination that performing procedures relating to income taxes - unrecognized tax benefits and taxes on foreign earnings is a critical audit matter are the significant judgment by management when evaluating tax positions relating to unrecognized tax benefits and taxes on foreign earnings, which in turn led to a high degree of auditor judgment, effort, and subjectivity in performing audit procedures and evaluating audit evidence relating to unrecognized tax benefits and taxes on foreign earnings. The audit effort also involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to income taxes, including controls over unrecognized tax benefits and taxes on foreign earnings. These procedures also included, among others, evaluating tax positions taken by management, including evaluating the reasonableness of management’s determination of the probability of sustaining the position under tax examination and identification of changes to tax positions, evaluating communications with the relevant tax authorities, testing applicable tax rates applied by management, and evaluating the impact of taxes on foreign earnings, including the calculation of U.S. minimum taxes on foreign earnings and the deferred tax benefit derived from the amortization of the Company’s intellectual property. Professionals with specialized skill and knowledge were used to assist in testing the calculation of taxes on foreign earnings.

/s/ PricewaterhouseCoopers LLP

San Jose, California

February 27, 2025

We have served as the Company’s auditor since 1997.

eBay Inc.

CONSOLIDATED BALANCE SHEET

			December 31,
			2024						2023
			(In millions, except par value)
ASSETS
Current assets:
Cash and cash equivalents			$	2,433					$	1,985
Short-term investments			3,457						2,533
Equity investment in Adevinta			—						4,474
Customer accounts and funds receivable			962						1,013
Other current assets			715						1,011
Total current assets			7,567						11,016
Long-term investments			2,439						1,129
Property and equipment, net			1,263						1,243
Goodwill			4,269						4,267
Operating lease right-of-use assets			427						493
Deferred tax assets			2,936						3,089
Other assets			464						383
Total assets			$	19,365					$	21,620
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt			$	1,673					$	750
Accounts payable			257						267
Customer accounts and funds payable			1,018						1,054
Accrued expenses and other current liabilities			2,184						2,196
Income taxes payable			966						253
Total current liabilities			6,098						4,520
Operating lease liabilities			320						387
Deferred tax liabilities			1,405						2,408
Long-term debt			5,752						6,973
Other liabilities			632						936
Total liabilities			14,207						15,224
Commitments and contingencies (Note 12)
Stockholders’ equity:
Common stock, $0.001 par value; 3,580 shares authorized; 471 and 517 shares outstanding			2						2
Additional paid-in capital			18,289						17,792
Treasury stock at cost, 1,274 and 1,218 shares			(51,290)						(48,114)
Retained earnings			37,951						36,531
Accumulated other comprehensive income			206						185
Total stockholders’ equity			5,158						6,396
Total liabilities and stockholders’ equity			$	19,365					$	21,620

The accompanying notes are an integral part of these consolidated financial statements.

eBay Inc.

CONSOLIDATED STATEMENT OF INCOME

			Year Ended December 31,
			2024						2023						2022
			(In millions, except per share amounts)
Net revenues			$	10,283					$	10,112					$	9,795
Cost of net revenues			2,880						2,833						2,680
Gross profit			7,403						7,279						7,115
Operating expenses:
Sales and marketing			2,319						2,217						2,136
Product development			1,479						1,544						1,330
General and administrative			914						1,196						963
Provision for transaction losses			353						360						332
Amortization of acquired intangible assets			20						21						4
Total operating expenses			5,085						5,338						4,765
Income from operations			2,318						1,941						2,350
Interest and other:
Gain (loss) on equity investments and warrant, net			(76)						1,832						(3,786)
Interest expense			(259)						(263)						(235)
Interest income and other, net			295						197						70
Income (loss) from continuing operations before income taxes			2,278						3,707						(1,601)
Income tax benefit (provision)			(297)						(932)						327
Income (loss) from continuing operations			$	1,981					$	2,775					$	(1,274)
Income (loss) from discontinued operations, net of income taxes			(6)						(8)						5
Net income (loss)			$	1,975					$	2,767					$	(1,269)
Income (loss) per share - basic:
Continuing operations			$	4.00					$	5.24					$	(2.28)
Discontinued operations			(0.01)						(0.02)						0.01
Net income (loss) per share - basic			$	3.99					$	5.22					$	(2.27)
Income (loss) per share - diluted:
Continuing operations			$	3.95					$	5.21					$	(2.28)
Discontinued operations			(0.01)						(0.02)						0.01
Net income (loss) per share - diluted			$	3.94					$	5.19					$	(2.27)
Weighted average shares:
Basic			496						530						558
Diluted			501						533						558

The accompanying notes are an integral part of these consolidated financial statements.

eBay Inc.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

			Year Ended December 31,
			2024						2023						2022
			(In millions)
Net income (loss)			$	1,975					$	2,767					$	(1,269)
Other comprehensive income (loss), net of reclassification adjustments:
Foreign currency translation adjustment			(76)						(16)						(106)
Unrealized gains (losses) on investments, net			38						53						(91)
Tax benefit (expense) on unrealized gains (losses) on investments, net			(9)						(11)						20
Unrealized gains (losses) on hedging activities, net			88						(127)						49
Tax benefit (expense) on unrealized gains (losses) on hedging activities, net			(20)						27						(11)
Other comprehensive income (loss), net of tax			21						(74)						(139)
Comprehensive income (loss)			$	1,996					$	2,693					$	(1,408)

The accompanying notes are an integral part of these consolidated financial statements.

eBay Inc.

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

			Year Ended December 31,
			2024						2023						2022
			(In millions, except per share amounts)
Common stock:
Balance, beginning of year			$	2					$	2					$	2
Common stock issued			—						—						—
Common stock repurchased			—						—						—
Balance, end of year			2						2						2
Additional paid-in-capital:
Balance, beginning of year			17,792						17,279						16,659
Common stock and stock-based awards issued			87						83						87
Tax withholdings related to net share settlements of restricted stock awards and units			(199)						(161)						(160)
Stock-based compensation			590						575						494
Forward contract for share repurchase			—						—						188
Other			19						16						11
Balance, end of year			18,289						17,792						17,279
Treasury stock at cost:
Balance, beginning of year			(48,114)						(46,702)						(43,371)
Common stock repurchased			(3,176)						(1,412)						(3,331)
Balance, end of year			(51,290)						(48,114)						(46,702)
Retained earnings:
Balance, beginning of year			36,531						34,315						36,090
Net income (loss)			1,975						2,767						(1,269)
Dividends and dividend equivalents declared			(555)						(551)						(506)
Balance, end of year			37,951						36,531						34,315
Accumulated other comprehensive income:
Balance, beginning of year			185						259						398
Change in unrealized gains (losses) on investments			38						53						(91)
Change in unrealized gains (losses) on derivative instruments			88						(127)						49
Foreign currency translation adjustment			(76)						(16)						(106)
Tax benefit (provision) on above items			(29)						16						9
Balance, end of year			206						185						259
Total stockholders’ equity			$	5,158					$	6,396					$	5,153
Number of shares:
Common stock - shares outstanding:
Balance, beginning of year			517						539						594
Common stock issued			10						10						10
Common stock repurchased			(56)						(32)						(65)
Balance, end of year			471						517						539
Dividends and dividend equivalents declared per share or restricted stock unit			$	1.08					$	1.00					$	0.88

The accompanying notes are an integral part of these consolidated financial statements.

eBay Inc.

CONSOLIDATED STATEMENT OF CASH FLOWS

			Year Ended December 31,
			2024						2023						2022
			(In millions)
Cash flows from operating activities:
Net income (loss)			$	1,975					$	2,767					$	(1,269)
(Income) loss from discontinued operations, net of income taxes			6						8						(5)
Adjustments:
Provision for transaction losses			353						360						332
Depreciation and amortization			324						403						442
Stock-based compensation			588						575						494
Loss on investments and other, net			8						(5)						21
Deferred income taxes			(874)						255						(780)
Change in fair value of warrant			(158)						(150)						230
Change in fair value of equity investment in Adevinta			156						(1,782)						2,691
Change in fair value of equity investment in Adyen			57						—						261
Change in fair value of equity investment in Gmarket			13						96						294
Change in fair value of equity investment in KakaoBank			—						(2)						293
Changes in assets and liabilities, net of acquisition effects
Other current assets			67						(319)						(33)
Other non-current assets			37						474						20
Accounts payable			(8)						15						6
Accrued expenses and other liabilities			(644)						(212)						(410)
Income taxes payable and other tax liabilities			514						(52)						40
Net cash provided by continuing operating activities			2,414						2,431						2,627
Net cash used in discontinued operating activities			—						(5)						(373)
Net cash provided by operating activities			2,414						2,426						2,254
Cash flows from investing activities:
Purchases of property and equipment			(458)						(456)						(449)
Purchases of investments			(13,855)						(13,874)						(18,534)
Maturities of investments			12,306						14,502						20,626
Exercise of options under warrant			(108)						—						—
Proceeds from sale of shares in Adevinta, net			2,410						—						8
Proceeds from sale of shares in Adyen, net			573						—						800
Proceeds from sale of shares in Aurelia, net			1,036						—						—
Proceeds from sale of shares in Gmarket, net			322						—						—
Proceeds from sale of shares in KakaoBank, net			—						106						287
Acquisition of TCGplayer, net of cash acquired			—						—						(208)
Other			(13)						(38)						(71)
Net cash provided by continuing investing activities			2,213						240						2,459
Net cash provided by discontinued investing activities			—						—						2
Net cash provided by investing activities			2,213						240						2,461
Cash flows from financing activities:
Proceeds from issuance of common stock			92						83						87
Repurchases of common stock			(3,149)						(1,401)						(3,143)
Payments for taxes related to net share settlements of restricted stock units and awards			(188)						(171)						(160)
Payments for dividends			(533)						(528)						(489)
Proceeds from issuance of long-term debt, net			—						—						1,143
Repayment of debt			(750)						(1,150)						(1,355)
Borrowings under commercial paper program			441						—						—
Net funds receivable and payable activity			305						717						125
Other			(24)						—						—

			Year Ended December 31,
			2024						2023						2022
			(In millions)
Net cash used in financing activities			(3,806)						(2,450)						(3,792)
Effect of exchange rate changes on cash, cash equivalents and restricted cash			(28)						5						(57)
Net increase in cash, cash equivalents and restricted cash			793						221						866
Cash, cash equivalents and restricted cash at beginning of period			2,493						2,272						1,406
Cash, cash equivalents and restricted cash at end of period			$	3,286					$	2,493					$	2,272
Supplemental cash flow disclosures of continuing operations:
Cash paid for:
Interest			$	264					$	275					$	244
Income taxes			$	722					$	746					$	540

The following table reconciles cash, cash equivalents and restricted cash as reported in the consolidated balance sheet to the total of the same amounts presented in the consolidated statement of cash flows as of the dates indicated:

			December 31,
			2024						2023						2022
			(In millions)
Cash and cash equivalents			$	2,433					$	1,985					$	2,154
Customer accounts (including restricted cash of $238, $0 and $0, respectively)			763						481						69
Restricted cash included in other current assets			88						23						36
Restricted cash included in other assets			2						4						13
Cash, cash equivalents and restricted cash			$	3,286					$	2,493					$	2,272

The accompanying notes are an integral part of these consolidated financial statements.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 — The Company and Summary of Significant Accounting Policies

The Company

eBay Inc. is a global commerce leader that connects people and builds communities to create economic opportunity for all. Our technology empowers millions of buyers and sellers in more than 190 markets around the world, providing everyone the opportunity to grow and thrive. Our Marketplace platforms, including our online marketplace located at www.ebay.com and its localized counterparts, our off-platform marketplaces and our suite of mobile apps, together, create one of the world's largest and most vibrant marketplaces for discovering great value and unique selection.

When we refer to “we,” “our,” “us,” the “Company” or “eBay” in this Annual Report on Form 10-K, we mean the current Delaware corporation (eBay Inc.) and its consolidated subsidiaries, unless otherwise expressly stated or the context otherwise requires.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including but not limited to those related to provisions for transaction losses, legal contingencies, income taxes, revenue recognition, stock-based compensation, investments, including Level 3 investments, warrants and the recoverability of goodwill and intangible assets. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates.

We review the useful lives of equipment on an ongoing basis, and effective January 1, 2024, we changed our estimate of the useful lives for our servers and networking equipment from three years to four years. The longer useful lives are due to continuous improvements in our hardware, software, and data center designs. The effect of this change in estimate in 2024, based on servers and network equipment that were included in “Property and equipment, net” as of December 31, 2023 and those acquired during 2024, was a reduction in depreciation expense of $66 million and an increase in net income of $58 million, or $0.12 per basic and diluted share.

Principles of Consolidation and Basis of Presentation

The accompanying financial statements are consolidated and include the financial statements of eBay Inc. and our wholly and majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Minority interests are recognized as a noncontrolling interest. A qualitative approach is applied to assess the consolidation requirement for variable interest entities. Generally, investments in entities where we hold at least a 20% ownership interest and have the ability to exercise significant influence, but not control, over the investee are accounted for using the equity method of accounting, including those in which the fair value option has been elected.

For equity method investments, our share of the investees’ results of operations is included in “Interest income and other, net” and investment balances are included in “Long-term investments.” For equity method investments under the fair value option, the change in fair value of the investment is included in “Gain (loss) on equity investments and warrant, net” and investment balances are included in “Long-term investments,” other than our equity interest in Adevinta ASA (“Adevinta”), which was included in the “Current assets” section on the consolidated balance sheet as of December 31, 2023 as discussed in “Note 6 — Investments.” Investments in entities where we hold less than a 20% ownership interest are generally accounted for as equity investments to be measured at fair value, under an election, or at cost if it does not have readily determinable fair value, in which case the carrying value would be adjusted upon the occurrence of an observable price change in an orderly transaction for identical or similar instruments or impairment.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Effective January 1, 2024, certain immaterial prior period balances have been reclassified to conform to the current period presentation in the consolidated financial statements and the accompanying notes. Specifically, immaterial restricted cash balances previously reported as components of “Short-term investments” and “Long-term investments” are now reported within the “Other current assets” and “Other assets” sections, respectively, in our consolidated balance sheet.

Significant Accounting Policies

Revenue recognition

We recognize revenue when we transfer control of promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. Revenue is recognized net of any taxes collected, which are subsequently remitted to governmental authorities. As part of our revenue recognition analysis, we are required to identify each distinct performance obligation.

Marketplace revenues

Marketplace revenues primarily consist of commissions related to the connection service including final value fees, listing fees, feature fees, and foreign exchange fees. Marketplace revenues also include store subscription fees, shipping fees, and certain other fees. Marketplace revenues are reduced by customer incentive programs, including discounts, coupons, and rewards.

The connection service represents a single distinct performance obligation, which is to connect buyers and sellers on our secure and trusted Marketplace platforms. Revenue is recognized at the point in time an item is paid for, satisfying the performance obligation.

Store subscription and other nonstandard pricing contracts may contain multiple performance obligations, including discounts on future services. Determining whether performance obligations should be accounted for separately or combined may require significant judgment. The transaction price is allocated to each performance obligation based on its stand-alone selling price (“SSP”). In instances where SSP is not directly observable, we generally estimate selling prices based on when they are sold to customers of a similar nature and geography. These estimates are generally based on pricing strategies, market factors, strategic objectives and observable inputs. Store subscription revenues are recognized over the subscription period, and discounts offered through store subscription or nonstandard pricing contracts are recognized when the options are exercised or when the options expire.

Revenues related to shipping services are recognized based on whether we are the principal and are responsible for fulfilling the promise to provide the specified services or whether we are an agent arranging for those services to be provided by our partners. Determining whether we are a principal or agent in these contracts may require significant judgment. If we are the principal, we recognize revenue in the gross amount of consideration received from the customer, whereas if we are an agent, we recognize revenue net of the consideration due to our partners at a point in time when the services are provided. Our most significant revenue share arrangements are with shipping service providers. We are primarily acting as an agent in these contracts and revenues are recognized at a point in time when we have satisfied our promise of connecting the shipping service provider to our customer. In the first quarter of 2023, we launched an international shipping program, a service designed to simplify and reduce the cost of international exports in the United States. Under this program, eBay acts as principal as we are primarily responsible for providing these international shipping services in exchange for a fee charged to the buyer. Revenue is recognized over time from the point of checkout to the point of delivery.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Further, to drive traffic to our Marketplace platforms, we provide incentives to buyers and sellers in various forms including discounts on fees, discounts on items sold, coupons and rewards. Evaluating whether a promotion or incentive is a payment to a customer may require significant judgment. Promotions and incentives that are consideration payable to a customer are recognized as a reduction of revenue at the later of when revenue is recognized or when we pay or promise to pay the incentive. Promotions and incentives to most buyers on our Marketplace platforms, to whom we have no performance obligation, are recognized as sales and marketing expense. In addition, we may provide credits to customers when we refund certain fees. Credits are accounted for as variable consideration at contract inception when estimating the amount of revenue to be recognized when a performance obligation is satisfied to the extent that it is probable that a significant reversal of revenue will not occur and updated as additional information becomes available.

Advertising revenues

Advertising revenues primarily consist of first-party fees paid to promote listings on our Marketplace platforms, as well as third-party advertising fees. First-party advertising services are provided to sellers to promote their listings through on-site or off-site sponsored ads and are a distinct performance obligation for which revenue is recognized when (or over the period) these services are performed. Third-party advertising revenues are derived principally from the sale of online advertisements that are based on impressions or clicks delivered to advertisers. We recognize revenue in the contracted period in which the ads are clicked and the impressions are displayed.

Internal use software and platform development costs

Direct costs incurred to develop software for internal use and platform development costs are capitalized and amortized over an estimated useful life of one to five years. During the years ended December 31, 2024 and 2023, we capitalized costs, primarily related to labor and stock-based compensation, of $108 million and $115 million, respectively. Amortization of previously capitalized amounts was $114 million, $123 million and $129 million for 2024, 2023 and 2022, respectively. Costs related to the design or maintenance of internal use software and platform development are expensed as incurred.

Marketing expense

We expense marketing costs according to the terms of each agreement, typically when incurred or over the period during which the advertising space or airtime is used, in each case as sales and marketing expense. Marketing expense totaled $1.4 billion, $1.2 billion and $1.2 billion for the years ended December 31, 2024, 2023 and 2022, respectively.

Stock-based compensation

We have equity incentive plans under which we grant equity awards, including stock options, restricted stock units (“RSUs”), and performance-based restricted stock units (“PBRSUs”), to our directors, officers and employees. We primarily issue RSUs. We determine compensation expense associated with RSUs based on the fair value of our common stock on the date of grant. We determine compensation expense associated with stock options based on the estimated grant date fair value method using the Black-Scholes valuation model. We generally recognize compensation expense using a straight-line amortization method over the respective vesting period for awards that are ultimately expected to vest. Accordingly, stock-based compensation expense for 2024, 2023 and 2022 has been reduced for estimated forfeitures. When estimating forfeitures, we consider voluntary termination behaviors as well as trends of actual option forfeitures. We recognize a benefit or provision from stock-based compensation in earnings as a component of “Income tax benefit (provision)” to the extent that an incremental tax benefit or deficiency is realized by following the ordering provisions of the tax law.

Provision for transaction losses

Provision for transaction losses consists primarily of losses resulting from our buyer protection programs, chargebacks for unauthorized credit card use, and merchant related chargebacks due to non-delivery of goods or services.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Provision for transaction losses represents our estimate of actual losses based on our historical experience and many other factors including changes to our protection programs and macroeconomic conditions.

Customer accounts and funds receivable

Customer accounts represent cash received from buyers that is held by financial institutions. Due to safeguarding requirements in certain regions, a portion of this balance is considered restricted. Funds receivable represents customer cash in transit and held by payment processors. These balances are associated with marketplace activity and are awaiting payment to sellers.

We are exposed to credit losses from customer accounts and funds receivable balances held by third party financial institutions and payment processors. We assess these balances for credit loss based on a review of the average period for which the funds are held, current credit ratings and our assessment of the probability of default and loss given default models. In 2024, 2023, and 2022, no credit-related losses were recognized.

Customer accounts and funds payable

These balances primarily represent the Company’s liability towards its customers to settle funds from the completed transactions on our Marketplace platforms associated with marketplace activity.

Income taxes

Significant judgment is required in determining our tax expense and in evaluating our tax positions, including evaluating uncertainties and the complexity of taxes on foreign earnings. We review our tax positions quarterly and adjust the balances as new information becomes available. Tax positions are evaluated for potential reserves for uncertainty based on the estimated probability of sustaining the position under examination. Our income tax rate is affected by the tax rates that apply to our foreign earnings including U.S. minimum taxes on foreign earnings. The deferred tax benefit derived from the amortization of our intellectual property is based on the fair value, which has been agreed with foreign tax authorities. The deferred tax benefit may from time to time change based on changes in tax rates.

We account for income taxes using an asset and liability approach, which requires the recognition of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in our financial statements or tax returns. The measurement of current and deferred tax assets and liabilities is based on provisions of enacted tax laws; the effects of future changes in tax laws or rates are not anticipated. If necessary, the measurement of deferred tax assets is reduced by the amount of any tax benefits that are not expected to be realized based on available evidence.

We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We recognize interest and penalties, if any, related to unrecognized tax benefits in income tax expense.

Cash, cash equivalents and restricted cash

Cash and cash equivalents are short-term, highly liquid investments with original maturities of three months or less when purchased, which may include bank deposits, U.S. Treasury securities, time deposits, and certificates of deposit.

We consider cash to be restricted when withdrawal or general use is legally restricted. Restricted cash is held in interest bearing accounts for letters of credit related to our global sabbatical program and for certain amounts related to other compensation arrangements held in escrow. We also hold restricted cash in segregated bank accounts for purposes of safeguarding customer funds.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Investments

“Short-term investments” are primarily comprised of corporate debt securities, commercial paper and government and agency securities. “Short-term investments” are investments with maturities of less than one year, are classified as available-for-sale and are reported at fair value using the specific identification method. Short-term investments also include equity securities with readily determinable fair values that can be sold in active markets.

“Long-term investments” are primarily comprised of corporate debt securities, government and agency securities, equity investments under the fair value option (other than our equity interest in Adevinta which was reported within the “Current assets” section in our consolidated balance sheet), equity investments under the equity method of accounting and equity investments without readily determinable fair values. Debt securities are classified as available-for-sale and are reported at fair value using the specific identification method.

Unrealized gains and losses on our available-for-sale debt securities are excluded from earnings and reported as a component of “Other comprehensive income (loss),” net of related estimated income tax provisions or benefits. We periodically assess our portfolio of debt investments for impairment. For debt securities in an unrealized loss position, this assessment first takes into account our intent to sell, or whether it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If either of these criteria are met, the debt security’s amortized cost basis is written down to fair value through “Interest income and other, net.” For debt securities in an unrealized loss position that do not meet the aforementioned criteria, we assess whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, we consider the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and any adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss may exist, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses will be recognized through “Interest income and other, net,” limited by the amount that the fair value is less than the amortized cost basis. Any additional impairment not recognized through an allowance for credit losses is recognized in other comprehensive income. Changes in the allowance for credit losses are recognized as provision for (or reversal of) credit loss expense. Losses are charged against the allowance when management believes the uncollectability of an available-for-sale security is confirmed or when either of the criteria regarding intent or requirement to sell is met. These changes are recognized in “Gain (loss) on equity investments and warrant, net.”

Our equity investments include equity investments with readily determinable fair values, equity investments without readily determinable fair values and equity investments under the equity method of accounting, including those in which the fair value option has been elected. Our equity investment in Adevinta is described in a separate section under “Equity investment in Adevinta” in this Note.

Equity investments with readily determinable fair values are investments in publicly-traded companies for which we do not exercise significant influence and are measured at fair value based on the respective closing stock price and prevailing foreign exchange rate, as applicable, at the period end date. Equity investments with readily determinable fair values are classified within Level 1 in the fair value hierarchy as the valuation can be obtained from real time quotes in active markets. Subsequent changes in fair value are recognized in “Gain (loss) on equity investments and warrant, net.”

Equity investments without readily determinable fair values are non-marketable equity securities, which are investments in privately-held companies for which we do not exercise significant influence and are accounted for under the measurement alternative. Under the measurement alternative, the carrying value is measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. We perform a qualitative fair value assessment on a quarterly basis over our equity investments without readily determinable fair values to identify any changes in basis or impairments. Equity investments without readily determinable fair values are considered impaired when there is an indication that the fair value of our interest is less than the carrying amount. Changes in value and impairments of equity investments without readily determinable fair values are recognized in “Gain (loss) on equity investments and warrant, net.”

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

We account for equity investments through which we exercise significant influence but do not have control over the investee under the equity method or under the fair value option. For equity method investments, our consolidated results of operations include, as a component of “Gain (loss) on equity investments and warrant, net,” our share of the net income or loss of the equity investments accounted for under the equity method of accounting. Our share of equity method investees’ results of operations was not material for any period presented. We perform a qualitative impairment assessment on a quarterly basis over our equity method investments. Equity method investments are considered impaired when there is an indication of an other-than-temporary decline in value below the carrying amount. Impairments and any other adjustments to equity method investments are recognized in “Gain (loss) on equity investments and warrant, net.”

Equity investments under the fair value option are measured at fair value based on a quarterly valuation analysis or using the net asset value per share (or its equivalent) practical expedient. Equity investments measured at fair value based on a quarterly valuation analysis are classified within Level 3 in the fair value hierarchy, as the valuation reflects management’s estimate of assumptions that market participants would use in pricing the equity investment. Equity investments measured at fair value using the net asset value per share (or its equivalent) practical expedient are not classified in the fair value hierarchy. Subsequent changes in fair value are recognized in “Gain (loss) on equity investments and warrant, net.”

Refer to “Note 6 — Investments” and “Note 8 — Fair Value Measurement of Assets and Liabilities” for additional details.

Equity investment in Adevinta

At the initial recognition of our equity investment in Adevinta, we elected the fair value option where subsequent changes in fair value were recognized in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. The investment was reported within the “Current assets” section in our consolidated balance sheet as of December 31, 2023 and was classified within Level 1 in the fair value hierarchy as the valuation could be obtained from real time quotes in active markets based on Adevinta’s closing stock price and prevailing foreign exchange rate. On May 29, 2024, we completed the previously announced sale of our stake in Adevinta in exchange for cash and shares of a new entity, Aurelia.

Refer to “Note 6 — Investments” and “Note 8 — Fair Value Measurement of Assets and Liabilities” for additional details.

Leases

We determine if an arrangement is a lease or contains a lease at inception. Operating lease liabilities are recognized based on the present value of the remaining lease payments, discounted using the discount rate for the lease at the commencement date. As the rate implicit in the lease is not readily determinable for our operating leases, we generally use an incremental borrowing rate based on information available at the commencement date to determine the present value of future lease payments. Operating right-of-use (“ROU”) assets are generally recognized based on the amount of the initial measurement of the lease liability. Our leases have remaining lease terms of up to ten years, some of which include options to extend the leases for up to five years, and some of which include options to terminate the leases within one year. Lease expense is recognized on a straight-line basis over the lease term. We account for lease and fixed non-lease components as a single lease component for our data center leases. Lease and non-lease components for all other leases are accounted for separately.

Operating leases are included in operating lease right-of-use assets, other current liabilities and operating lease liabilities in our consolidated balance sheets.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Property and equipment

Property and equipment are stated at historical cost less accumulated depreciation. Depreciation for equipment, buildings and leasehold improvements commences once they are ready for our intended use. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally, one to four years for computer equipment and software, up to thirty years for buildings and building improvements, the shorter of five years or the term of the lease for leasehold improvements and three years for furniture, fixtures and vehicles. Land is not depreciated.

Goodwill and intangible assets

Goodwill is tested for impairment at a minimum on an annual basis at the reporting unit level. A qualitative assessment can be performed to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. If the reporting unit does not pass the qualitative assessment, then the reporting unit’s carrying value is compared to its fair value. The fair value of the reporting unit is estimated using income and market approaches. Goodwill is considered impaired if the carrying value of the reporting unit exceeds its fair value. The discounted cash flow method, a form of the income approach, uses expected future operating results and a market participant discount rate. The market approach uses comparable company prices and other relevant information generated by market transactions (either publicly traded entities or mergers and acquisitions) to develop pricing metrics to be applied to historical and expected future operating results of our reporting unit. Failure to achieve these expected results, changes in the discount rate or market pricing metrics may cause a future impairment of goodwill at the reporting unit. We conducted our annual impairment test of goodwill as of August 31, 2024 and 2023 and determined that no adjustment to the carrying value of goodwill for any reporting unit was required.

Intangible assets consist of purchased customer lists and user base, marketing related, developed technologies and other intangible assets, including patents and contractual agreements. Intangible assets are amortized over the period of estimated benefit using the straight-line method and estimated useful lives ranging from three to eight years. No significant residual value is estimated for intangible assets.

Impairment of long-lived assets

We evaluate long-lived assets (including leases and intangible assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. An asset is considered impaired if its carrying amount exceeds the undiscounted future net cash flow the asset is expected to generate. In 2024, 2023, and 2022, no impairment was recognized.

Foreign currency

Most of our foreign subsidiaries use the local currency of their respective countries as their functional currency. Assets and liabilities are translated into U.S. dollars using exchange rates prevailing at the balance sheet date, while revenues and expenses are translated at average exchange rates during the year. Gains and losses resulting from the translation of our consolidated balance sheet are recognized as a component of “Accumulated other comprehensive income.”

Gains and losses from foreign currency transactions are recognized as “Interest income and other, net.”

Derivative instruments

We use derivative financial instruments, primarily forwards, options and swaps, to hedge certain foreign currency and interest rate exposures. We may also use other derivative instruments not designated as hedges, such as forwards to hedge foreign currency balance sheet exposures. We do not use derivative financial instruments for trading purposes.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

We also entered into a warrant agreement in addition to a commercial agreement with Adyen N.V. (“Adyen”) that, subject to meeting certain conditions, entitled us to acquire a fixed number of shares up to 5% of Adyen’s fully diluted issued and outstanding share capital at a specific date. The warrant was accounted for as a derivative instrument under Accounting Standards Codification (“ASC”) Topic 815, Derivatives and Hedging. The warrant expired on January 31, 2025.

See “Note 7 — Derivative Instruments” for a full description of our derivative instrument activities and related accounting policies.

Concentration of credit risk

Our cash, cash equivalents, accounts receivable, customer accounts and funds receivable, available-for-sale debt securities and derivative instruments are potentially subject to concentration of credit risk. Cash and cash equivalents are placed with financial institutions that management believes are of high credit quality. In each of the years ended December 31, 2024, 2023 and 2022, no customer accounted for more than 10% of net revenues. Our derivative instruments expose us to credit risk to the extent that our counterparties may be unable to meet the terms of the agreements.

Recently Adopted Accounting Pronouncements

In 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-08—Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The guidance requires the recognition and measurement of contract assets and contract liabilities from revenue contracts by an acquirer in a business combination and clarifies that an acquirer should account for the related revenue contracts at the acquisition date as if it had originated the contracts in accordance with existing revenue guidance. The standard is effective for annual reporting periods beginning after December 15, 2022, including interim reporting periods within those fiscal years. We adopted this guidance in the fourth quarter of 2022 with no material impact in our consolidated financial statements and related disclosures.

In 2022, the FASB issued ASU 2022-01—Derivatives and Hedging (Topic 815): Fair Value Hedging—Portfolio Layer Method. The guidance expands the scope of financial assets that can be included in a closed portfolio hedged using the portfolio layer method to allow consistent accounting for similar hedges. The expanded scope permits the application of the same portfolio hedging method to both prepayable and nonprepayable financial assets. The standard is effective for annual reporting periods beginning after December 15, 2022, including interim reporting periods within those fiscal years. We adopted this guidance in the fourth quarter of 2022 with no material impact in our consolidated financial statements and related disclosures.

In 2022, the FASB issued ASU 2022-03-Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The guidance clarifies the fair value measurement guidance for equity securities subject to contractual restrictions that prohibit the sale of an equity security. Further, the guidance introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. The standard is effective for annual reporting periods beginning after December 15, 2023, including interim reporting periods within those fiscal years. We adopted this guidance in the fourth quarter of 2023 with no material impact in our consolidated financial statements and related disclosures.

In 2023, the FASB issued ASU 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The guidance is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses enabling investors to better understand an entity’s overall performance and assess potential future cash flows. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The standard is effective for annual reporting periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. We adopted this guidance in the fourth quarter of 2024 with no material impact in our consolidated financial statements and related disclosures.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Recent Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-08—Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets. The guidance addresses the accounting and disclosure requirements for certain crypto assets and requires entities to subsequently measure certain crypto assets at fair value, with changes in fair value recognized in net income in each reporting period. In addition, entities are required to provide additional disclosures about the holdings of certain crypto assets. The standard is effective for annual reporting periods beginning after December 15, 2024, including interim reporting periods within those fiscal years. We do not expect the adoption of this standard to have a material impact in our consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance is intended to further standardize income tax disclosures primarily related to the presentation of the effective tax rate reconciliation and income taxes paid information in our financial statements and disclosures. The standard is effective for annual reporting periods beginning after December 15, 2024. We are evaluating the effect that this standard may have in our consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03—Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The guidance is intended to improve disclosures about expenses and address requests from investors for more transparent expense information through disaggregation of relevant expense captions in the notes to the financial statements. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. We are evaluating the effect that this standard may have in our consolidated financial statements and related disclosures.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 2 — Net Income (Loss) Per Share

Basic net income (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of shares of common stock and potentially dilutive common stock outstanding during the period. The dilutive effect of outstanding options and equity incentive awards is reflected in diluted net income (loss) per share by application of the treasury stock method. The calculation of diluted net income (loss) per share excludes all anti-dilutive common shares.

The following table presents the computation of basic and diluted net income (loss) per share (in millions, except per share amounts):

			Year Ended December 31,
			2024						2023						2022
Numerator:
Income (loss) from continuing operations			$	1,981					$	2,775					$	(1,274)
Income (loss) from discontinued operations, net of income taxes			(6)						(8)						5
Net income (loss)			$	1,975					$	2,767					$	(1,269)
Denominator:
Weighted average shares of common stock - basic			496						530						558
Dilutive effect of equity incentive awards			5						3						—
Weighted average shares of common stock - diluted			501						533						558
Income (loss) per share - basic:
Continuing operations			$	4.00					$	5.24					$	(2.28)
Discontinued operations			(0.01)						(0.02)						0.01
Net income (loss) per share - basic			$	3.99					$	5.22					$	(2.27)
Income (loss) per share - diluted:
Continuing operations			$	3.95					$	5.21					$	(2.28)
Discontinued operations			(0.01)						(0.02)						0.01
Net income (loss) per share - diluted			$	3.94					$	5.19					$	(2.27)
Common stock equivalents excluded from income (loss) per diluted share because their effect would have been anti-dilutive			4						20						13

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 3 — Business Combinations

Acquisition of TCGplayer

In the first quarter of 2023, we recognized measurement period adjustments related to the revised valuation of the intangible assets associated with the acquisition of TCGplayer, a trusted marketplace for collectible card game enthusiasts. The following table presents the revised allocation of the aggregate purchase consideration (in millions):

			TCGplayer
Goodwill			$	144
Purchased intangible assets			109
Deferred taxes			(18)
Total			$	235

The goodwill recognized is primarily attributable to expected synergies and the assembled workforce of TCGplayer. We generally do not expect goodwill to be deductible for income tax purposes.

Our consolidated financial statements include the operating results of the acquired business from the date of acquisition. Separate operating results and pro forma results of operations for the acquisition above have not been presented as the effect of this acquisition is not material to our financial results.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 4 — Goodwill and Intangible Assets

Goodwill

The following table presents goodwill activity for the periods indicated (in millions):

			December 31, 2022						Goodwill Acquired						Adjustments						December 31, 2023						Goodwill Acquired						Adjustments						December 31, 2024
Goodwill			$	4,262					$	31					$	(26)					$	4,267					$	56					$	(54)					$	4,269

Goodwill acquired during the year ended December 31, 2024 relates to the acquisition of Goldin, a leading U.S.-based auction house for high-value trading cards and collectibles. The adjustments to goodwill during the years ended December 31, 2024 and 2023 were primarily due to foreign currency translation. There were no impairments to goodwill in 2024, 2023 or 2022.

Intangible Assets

Intangible assets are reported within “Other assets” in our consolidated balance sheet. The following table presents components of identifiable intangible assets as of the dates indicated (in millions, except years):

			December 31, 2024																								December 31, 2023
			Gross Carrying Amount						Accumulated Amortization						Net Carrying Amount						Weighted Average Useful Life (Years)						Gross Carrying Amount						Accumulated Amortization						Net Carrying Amount						Weighted Average Useful Life (Years)
Intangible assets:
Customer lists and user base			$	246					$	(200)					$	46					8						$	245					$	(203)					$	42					8
Marketing related			101						(63)						38						7						79						(58)						21						6
Developed technologies			239						(205)						34						4						240						(191)						49						4
All other			158						(157)						1						3						159						(157)						2						3
Total			$	744					$	(625)					$	119											$	723					$	(609)					$	114

Amortization expense for intangible assets was $37 million, $35 million and $9 million for the years ended December 31, 2024, 2023 and 2022, respectively.

The following table presents expected future intangible asset amortization as of the date indicated (in millions):

						December 31, 2024
2025						$	39
2026						29
2027						24
2028						7
2029						7
Thereafter						13
Total future intangible asset amortization						$	119

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 5 — Segments

We have one reportable segment, which reflects how the chief operating decision maker (“CODM”), President and Chief Executive Officer, reviews and assesses performance of the business. The CODM assesses the performance of the Company and decides how to allocate resources based on consolidated net income reported in the consolidated statement of income. The CODM uses consolidated net income in deciding whether to reinvest profits into certain parts of the business or return a portion of such profits to shareholders through dividends and stock repurchases. Significant expense categories regularly provided to and reviewed by the CODM are those presented in the consolidated statement of income. The measure of segment assets is reported on the consolidated balance sheet as total assets, although the CODM does not evaluate asset information for purposes of allocating resources or evaluating performance.

Net Revenues

The following table summarizes net revenues by activity for the periods indicated (in millions):

			Year Ended December 31,
			2024									2023									2022
Marketplace revenues			$	8,648								$	8,669								$	8,644
Advertising revenues			1,635									1,443									1,151
Total net revenues			$	10,283								$	10,112								$	9,795

Net Revenues by Geography

Net revenues, inclusive of the effects of foreign exchange during each period, are attributed to the United States and international geographies primarily based upon the country in which the seller, platform that displays advertising, other service provider, or customer, as the case may be, is located.

The following table summarizes the allocation of net revenues based on geography for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
United States			$	5,238					$	5,073					$	4,842
United Kingdom			1,508						1,609						1,579
China			1,169						1,029						882
Germany			972						971						1,023
Rest of world			1,396						1,430						1,469
Total net revenues			$	10,283					$	10,112					$	9,795

Long-Lived Tangible Assets by Geography

Long-lived tangible assets consisting of property and equipment, net and lease right-of-use assets are attributed to the United States and international geographies based upon the country in which the asset is located, leased or owned.

The following table summarizes the allocation of long-lived tangible assets based on geography as of the dates indicated (in millions):

			December 31,
			2024						2023
United States			$	1,598					$	1,580
International			92						156
Total long-lived tangible assets			$	1,690					$	1,736

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 6 — Investments

The following tables summarize the unrealized gains and losses and estimated fair value of our investments classified as available-for-sale debt securities as of the dates indicated (in millions):

			December 31, 2024
			Gross Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Estimated Fair Value
Short-term investments:
Corporate debt securities			$	3,095					$	1					$	(2)					$	3,094
Government and agency securities			367						—						(4)						363
			$	3,462					$	1					$	(6)					$	3,457
Long-term investments:
Corporate debt securities			$	1,117					$	4					$	(2)					$	1,119
Government and agency securities			194						—						(4)						190
			$	1,311					$	4					$	(6)					$	1,309

			December 31, 2023
			Gross Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Estimated Fair Value
Short-term investments:
Corporate debt securities			$	2,170					$	—					$	(8)					$	2,162
Government and agency securities			382						—						(11)						371
			$	2,552					$	—					$	(19)					$	2,533
Long-term investments:
Corporate debt securities			$	338					$	—					$	(10)					$	328
Government and agency securities			287						—						(16)						271
			$	625					$	—					$	(26)					$	599

Our fixed-income investments consist of predominantly investment grade corporate debt securities and government and agency securities. The corporate debt and government and agency securities that we invest in are generally deemed to be low risk based on their credit ratings from the major rating agencies.

The longer the duration of these securities, the more susceptible they are to changes in market interest rates and bond yields. As interest rates increase, those securities purchased at a lower yield show a mark-to-market unrealized loss. The unrealized losses are due primarily to changes in credit spreads and interest rates. We regularly review investment securities for other-than-temporary impairment using both qualitative and quantitative criteria. Investments classified as available-for-sale debt securities are carried at fair value with changes reflected in other comprehensive income. Where there is an intention or a requirement to sell an impaired available-for-sale debt security, the entire impairment is recognized in earnings with a corresponding adjustment to the amortized cost basis of the security. From time to time, we sell available-for-sale debt securities in an unrealized loss position and recognize an immaterial loss.

We regularly review investment securities for credit impairment using both qualitative and quantitative criteria. In making this assessment, we consider the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, any adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses will be recognized through “Interest income and other, net” for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recognized through an allowance for credit losses is recognized in other comprehensive income. We did not recognize any credit-related impairment through an allowance for credit losses as of December 31, 2024.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The following table presents estimated fair values of our short-term and long-term investments classified as available-for-sale debt securities by date of contractual maturity as of the date indicated (in millions):

			December 31, 2024
One year or less			$	3,457
One year through two years			477
Two years through three years			546
Three years through four years			266
Four years through five years			15
Thereafter			5
Total			$	4,766

Equity Investments

The following table summarizes our equity investments as of the dates indicated (in millions):

									December 31,
			Balance Sheet Location						2024						2023
Equity investment in Adevinta			Equity investment in Adevinta						$	—					$	4,474
Equity investments without readily determinable fair values			Long-term investments						1,011						93
Equity investments under the equity method of accounting			Long-term investments						65						55
Other equity investments under the fair value option			Long-term investments						54						382
Total equity investments									$	1,130					$	5,004

Equity investments under the fair value option

Equity investment in Adevinta

Upon completion of the transfer of our Classifieds business to Adevinta in 2021, we received an equity investment of 44% in Adevinta valued at $10.8 billion at the close of the transfer. In the fourth quarter of 2021, we completed the sale of approximately 135 million of our voting shares in Adevinta to Permira, inclusive of the option exercised by Permira to purchase additional voting shares, for total cash consideration of $2.3 billion which reduced our ownership in Adevinta to 33%.

At the initial recognition of this equity investment in Adevinta, we elected the fair value option where subsequent changes in fair value were recognized in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. The investment was reported within the “Current assets” section in our consolidated balance sheet as of December 31, 2023 and was classified within Level 1 in the fair value hierarchy as the fair value could be obtained from real time quotes in active markets based on Adevinta’s closing stock price and prevailing foreign exchange rate.

On May 29, 2024, we completed the previously announced sale of (1) 227 million Adevinta shares in exchange for $2.4 billion in cash and (2) the exchange of 177 million Adevinta shares for 177 million shares of the new entity, Aurelia (collectively, the “Transactions”), valued at $1.9 billion and representing approximately 18.3% ownership of the outstanding equity of Aurelia. The equity investment in Aurelia is accounted for under the measurement alternative as we are not able to exercise significant influence based on the governance structure defined in the terms of the Transaction Completion Agreement and the Aurelia Shareholder Agreement. Refer to "Equity investments without readily determinable fair values” below for additional information. Cash proceeds, net of transaction costs, related to the sale of Adevinta shares were classified as an investing activity in our consolidated statement of cash flows.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

In connection with the Transactions, we recognized an unrealized loss of $234 million and a realized gain of $78 million in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. We concurrently reduced “Deferred tax liabilities” by $456 million and increased “Income taxes payable” by $458 million in our consolidated balance sheet related to the taxable gain on disposition of Adevinta shares.

In 2023, we recognized an unrealized gain of $1,782 million in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income related to the change in fair value of the investment in Adevinta. The fair value of the investment was $4,474 million as of December 31, 2023.

Equity investments without readily determinable fair values

Equity investments without readily determinable fair values are non-marketable equity securities, which are investments in privately-held companies for which we do not exercise significant influence and are accounted for under the measurement alternative. Under the measurement alternative, the carrying value is measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Changes in value and impairments of equity investments without readily determinable fair values are recognized in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. Equity investments without readily determinable fair values are presented within “Long-term investments” in our consolidated balance sheet.

Equity investment in Aurelia

As discussed in the “Equity Investment in Adevinta” section above, our equity investment in Aurelia is accounted for under the measurement alternative as we are not able to exercise significant influence over Aurelia.

Concurrently with the Transactions discussed above, we granted Aurelia UK Feederco Limited, the buyer, a six-month option to purchase Aurelia shares (the “Aurelia Option”). In November 2024, the Aurelia Option was exercised, upon which we sold 97 million shares in Aurelia in exchange for $1.0 billion in cash, and recognized an $11 million loss in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. We concurrently reduced “Deferred tax liabilities” by $202 million and increased “Income taxes payable” by $198 million in our consolidated balance sheet related to the taxable gain on our disposition of Aurelia shares. Cash proceeds, net of transaction costs, related to the sale of Aurelia shares were classified as an investing activity in our consolidated statement of cash flows. The fair value of the investment was $867 million as of December 31, 2024, representing approximately 8.3% of the outstanding equity of Aurelia.

Other equity investments without readily determinable fair values

In 2024, we recognized $51 million of additions compared to $33 million of additions during 2023 and $11 million of additions in 2022. The change in value of our other equity investments without readily determinable fair values in 2024, 2023 and 2022 was immaterial both individually and in the aggregate.

Other equity method investments

We account for certain other individually immaterial equity investments through which we exercise significant influence but do not have control over the investee under the equity method. Our consolidated results of operations include, as a component of “Interest income and other, net,” our share of the net income or loss of the equity investments. Equity method investments are presented within “Long-term investments” in our consolidated balance sheet. Our share of the net income or loss of equity method investments in 2024, 2023 and 2022 was immaterial both individually and in the aggregate.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Other equity investments under the fair value option

Equity investment in Gmarket

In 2021, we completed the sale of 80.01% of the outstanding equity interests of eBay Korea to Emart. Upon completion of the sale, we retained 19.99% of the outstanding equity interest of the new entity, Gmarket, over which we are able to exercise significant influence based on the terms of the securities purchase agreement, including through our board representation. Our equity investment in Gmarket was valued at $728 million as of the transaction close date.

At the initial recognition of this equity investment, we elected the fair value option where subsequent changes in fair value were recognized in “Gain (loss) on equity investments and warrant, net” in the consolidated statement of income. The investment was reported within “Long-term investments” in our consolidated balance sheet and was classified within Level 3 in the fair value hierarchy as the valuation reflected management’s estimate of assumptions that market participants would use in pricing the equity investment. Refer to “Note 8 — Fair Value Measurement of Assets and Liabilities” for more information.

In December 2024, we sold our remaining stake in Gmarket valued at $323 million in exchange for $322 million in cash, net of transaction costs, and recognized a realized loss of $1 million and an unrealized loss of $12 million related to the change in fair value of the investment in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. We concurrently reduced “Income taxes payable” by $119 million in our consolidated balance sheet related to the taxable loss on our disposition of Gmarket. Cash proceeds, net of transaction costs, related to the sale of Gmarket shares were classified as an investing activity in our consolidated statement of cash flows.

In 2023, an unrealized loss of $96 million was recognized in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income related to the change in fair value of the investment. The fair value of the investment was $335 million as of December 31, 2023.

Other investments

Certain other individually immaterial equity investments aggregating to $54 million and $47 million as of December 31, 2024 and December 31, 2023, respectively, are measured at fair value using the net asset value per share (or its equivalent) practical expedient, and have not been classified in the fair value hierarchy. Refer to “Note 8 — Fair Value Measurement of Assets and Liabilities” for more information.

Equity investments with readily determinable fair values

Equity investment in Adyen

We entered into a warrant agreement in conjunction with a commercial agreement with Adyen that, subject to meeting certain conditions, entitled us to acquire a fixed number of shares up to 5% of Adyen’s fully diluted issued and outstanding share capital at a specific date. The warrant had a term of seven years and vested in a series of four tranches at a specified price per share (fixed for the first two tranches) upon meeting processing volume milestone targets on a calendar year basis. When a relevant milestone was reached, the warrant became exercisable with respect to the corresponding tranche of warrant shares. The warrant expired on January 31, 2025. Refer to “Note 7 — Derivative Instruments” for more information about the warrant.

In 2021, we met the processing volume milestone target to vest the first tranche of the warrant and exercised the option to purchase shares of Adyen. During 2022, we sold our shares in Adyen stemming from the exercise of the first tranche of the warrant for $800 million and recognized realized losses of $143 million on the change in fair value of shares sold and unrealized losses of $118 million in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. Cash proceeds, net of transaction costs, related to the sale of Adyen shares were classified as an investing activity in our consolidated statement of cash flows.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

In the fourth quarter of 2024, we met the processing volume milestone required to vest in the second tranche of the Adyen warrant. Upon vesting, we exercised the option to purchase shares of Adyen valued at $630 million in exchange for $108 million in cash. We subsequently sold the remainder of our shares in Adyen for $573 million and recognized a realized loss of $57 million in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. We concurrently reduced “Deferred tax liabilities” by $114 million and increased “Income taxes payable” by $105 million in our consolidated balance sheet related to the taxable gain on disposition of Adyen shares. Cash paid related to the exercise of the second tranche of the warrant and cash proceeds, net of transaction costs, related to the sale of Adyen shares was classified as an investing activity in our consolidated statement of cash flows.

Gains and losses on equity investments

The following table summarizes unrealized gains and losses related to equity investments held as of December 31, 2024, 2023 and 2022 and presented within “Gain (loss) on equity investments and warrant, net” for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Net gains (losses) recognized during the period on equity investments			$	(234)					$	1,670					$	(4,152)
Less: Net gains (losses) recognized on equity investments sold during the period			9						13						(812)
Total unrealized gains (losses) on equity investments held, end of period			$	(243)					$	1,657					$	(3,340)

Summarized financial information of equity investments under the equity method and fair value option

Equity investment in Adevinta

Adevinta’s financial information was prepared on the basis of International Financial Reporting Standards (“IFRS”). We have made certain adjustments to Adevinta’s summarized financial information to address differences between IFRS and GAAP that materially impact the summarized financial information presented below. Any other differences between IFRS and GAAP did not have a material impact on Adevinta’s summarized financial information.

On May 29, 2024, we completed the sale of Adevinta. As a result, the 2024 summarized income statement information includes the stub period of October 1, 2023 to May 29, 2024. The following tables present Adevinta’s summarized financial information on a one-quarter lag (in millions):

			Eight months ended May 29, 2024						Twelve months ended September 30, 2023						Twelve months ended September 30, 2022
Revenue			$	1,398					$	1,912					$	1,742
Gross profit			$	494					$	683					$	571
Income (loss) from continuing operations			$	(318)					$	(1,731)					$	65
Net income (loss)			$	(327)					$	(1,780)					$	56
Net income (loss) attributable to Adevinta			$	(333)					$	93					$	49

			September 30, 2023
Current assets			$	399
Noncurrent assets			$	12,065
Current liabilities			$	499
Noncurrent liabilities			$	2,815
Noncontrolling interests			$	18

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Other equity investments accounted for under the equity method and fair value option

The following tables present summarized financial information of our equity investments accounted for under the equity method and the fair value option in the aggregate on a one-quarter lag. The tables below exclude the summarized financial information of our equity investment in Adevinta which is separately disclosed above.

Financial information of certain of these equity investments is prepared on the basis of local generally accepted accounting principles or IFRS. We have made certain adjustments as applicable to address differences between local generally accepted accounting principles or IFRS and GAAP that materially impact the summarized financial information. Any other differences between GAAP and local generally accepted accounting principles or IFRS did not have a material impact on the summarized financial information of the equity investments presented below in the aggregate. During the period in which we recognize an equity investment, the summarized financial information reflects activity from the date of recognition.

			Twelve months ended September 30,
			2024						2023						2022
			(In millions)
Revenue			$	1,369					$	1,468					$	1,346
Gross profit			$	852					$	947					$	478
Loss from continuing operations			$	(30)					$	(124)					$	(56)
Net income (loss)			$	10					$	(107)					$	(55)

			September 30,
			2024						2023
			(In millions)
Current assets			$	658					$	798
Noncurrent assets			$	573					$	468
Current liabilities			$	514					$	670
Noncurrent liabilities			$	38					$	59

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 7 — Derivative Instruments

Our primary objective in holding derivatives is to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates and interest rates. These hedging contracts reduce, but do not entirely eliminate, the impact of adverse foreign exchange rate and interest rate movements. We do not use any of our derivative instruments for trading purposes.

We use foreign currency exchange contracts to reduce the volatility of cash flows related to forecasted revenues, expenses, assets and liabilities, including intercompany balances denominated in foreign currencies. These contracts are generally one month to one year in duration, but with maturities up to 24 months. The objective of the foreign exchange contracts is to ensure that ultimately the U.S. dollar-equivalent cash flows are not adversely affected by changes in the applicable U.S. dollar/foreign currency exchange rate. We evaluate the effectiveness of our foreign exchange contracts designated as cash flow or net investment hedges on a quarterly basis.

Cash Flow Hedges

For derivative instruments that are designated as cash flow hedges, the derivative’s gain or loss is initially reported as a component of AOCI and subsequently reclassified into earnings in the same period the forecasted hedged transaction affects earnings. Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period. Unrealized gains and losses in AOCI associated with such derivative instruments are immediately reclassified into earnings. As of December 31, 2024, we have estimated that $18 million of net derivative gains related to our foreign exchange cash flow hedges and $8 million net derivative gains related to our interest rate cash flow hedges included in accumulated other comprehensive income will be reclassified into earnings within the next 12 months. We classify cash flows related to our cash flow hedges as operating activities in our consolidated statement of cash flows.

Non-Designated Hedges

Our derivatives not designated as hedging instruments consist of foreign currency forward contracts that we primarily use to hedge monetary assets or liabilities, including intercompany balances and equity investments denominated in non-functional currencies. The gains and losses on our derivatives not designated as hedging instruments are recognized in “Interest income and other, net,” which are offset by the foreign currency gains and losses on the related assets and liabilities that are also recognized in “Interest income and other, net.” We classify cash flows related to our non-designated hedging instruments in the same line item as the cash flows of the related assets or liabilities, which is generally within operating activities in our consolidated statement of cash flows. Cash flows related to the settlement of non-designated hedging instruments related to equity investments are classified within investing activities in our consolidated statement of cash flows.

Warrant

We entered into a warrant agreement in conjunction with a commercial agreement with Adyen that, subject to meeting certain conditions, entitled us to acquire a fixed number of shares up to 5% of Adyen’s fully diluted issued and outstanding share capital at a specific date. The warrant had a term of seven years and vested in a series of four tranches, at a specified price per share (fixed for the first two tranches) upon meeting processing volume milestone targets on a calendar year basis. When a relevant milestone was reached, the warrant became exercisable with respect to the corresponding tranche of warrant shares. The warrant expired on January 31, 2025.

In 2021, we met the processing volume milestone required to vest in the first tranche of the warrant and exercised the option to purchase shares of Adyen.

In the fourth quarter of 2024, we met the processing volume milestone required to vest in the second tranche of our warrant to purchase shares of Adyen. Upon vesting, we exercised the option to purchase shares of Adyen valued at $630 million in exchange for $108 million in cash. Cash paid related to the exercise of the second tranche of the warrant was classified as an investing activity in our consolidated statement of cash flows. As of December 31, 2024, the probability of meeting the processing volume milestone targets for remaining two tranches of the Adyen warrant was zero.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Refer to “Note 6 — Investments” for more information about our equity investments.

The warrant was accounted for as a derivative under ASC Topic 815, Derivatives and Hedging. As of December 31, 2023, the warrant was reported as a component of other current assets on the consolidated balance sheet. Changes in the fair value of the warrant were recognized in “Gain (loss) on equity investments and warrant, net” in our consolidated statement of income. The day-one value attributable to the other side of the warrant, which was recognized as a deferred credit, was reported within “Accrued expenses and other current liabilities” in our consolidated balance sheet and was amortized over the life of the initial commercial arrangement. See “Note 8 — Fair Value Measurements” for information about the fair value measurement of the warrant.

Fair Value of Derivative Contracts

The following table presents the fair values of our outstanding derivative instruments as of the dates indicated (in millions):

									December 31,
			Balance Sheet Location						2024						2023
Derivative Assets:
Foreign exchange contracts designated as cash flow hedges			Other current assets						$	41					$	10
Foreign exchange contracts not designated as hedging instruments			Other current assets						20						13
Interest rate contracts designated as cash flow hedges			Other current assets						7						—
Warrant			Other current assets						—						364
Foreign exchange contracts designated as cash flow hedges			Other assets						14						9
Other			Other assets						15						—
Total derivative assets									$	97					$	396
Derivative Liabilities:
Foreign exchange contracts designated as cash flow hedges			Other current liabilities						$	—					$	14
Foreign exchange contracts not designated as hedging instruments			Other current liabilities						18						19
Total derivative liabilities									$	18					$	33
Total fair value of derivative instruments									$	79					$	363

Under the master netting agreements with the respective counterparties to our derivative contracts, subject to applicable requirements, we are allowed to net settle transactions of the same type with a single net amount payable by one party to the other. However, we have elected to present the derivative assets and derivative liabilities on a gross basis in our consolidated balance sheet. As of December 31, 2024, the potential effect of rights of set-off associated with the foreign exchange contracts would be an offset to both assets and liabilities by $17 million, resulting in net derivative assets of $58 million. As of December 31, 2024, there was no potential effect of rights of set-off associated with the interest rate contracts as there were no liability positions.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Effect of Derivative Contracts on Accumulated Other Comprehensive Income

The following tables present the activity of derivative instruments designated as cash flow hedges as of December 31, 2024 and 2023, and the impact of these derivative contracts on AOCI for the periods indicated (in millions):

			December 31, 2023						Amount of Gain Recognized in Other Comprehensive Income						Less: Amount of Gain (Loss) Reclassified From AOCI to Earnings						December 31, 2024
Foreign exchange contracts designated as cash flow hedges			$	(64)					$	33					$	(56)					$	25
Interest rate contracts designated as cash flow hedges			51						7						8						50
Total			$	(13)					$	40					$	(48)					$	75

			December 31, 2022						Amount of Loss Recognized in Other Comprehensive Income						Less: Amount of Gain Reclassified From AOCI to Earnings						December 31, 2023
Foreign exchange contracts designated as cash flow hedges			$	52					$	(63)					$	53					$	(64)
Interest rate contracts designated as cash flow hedges			62						—						11						51
Total			$	114					$	(63)					$	64					$	(13)

Effect of Derivative Contracts on Consolidated Statement of Income

The following table summarizes the total gain (loss) recognized in the consolidated statement of income from our foreign exchange derivative contracts by location for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Foreign exchange contracts designated as cash flow hedges recognized in net revenues			$	(54)					$	56					$	140
Foreign exchange contracts designated as cash flow hedges recognized in cost of net revenues			(2)						(3)						(2)
Foreign exchange contracts not designated as hedging instruments recognized in interest income and other, net			22						4						20
Total gain (loss) recognized from foreign exchange derivative contracts in the consolidated statement of income			$	(34)					$	57					$	158

The following table summarizes the total gain recognized in the consolidated statement of income from our interest rate derivative contracts by location for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Interest rate contracts designated as cash flow hedges recognized in interest income and other, net			$	8					$	11					$	9
Interest rate contracts designated as fair value hedges recognized in interest income and other, net			2						—						—
Total gain recognized from interest rate derivative contracts in the consolidated statement of income			$	10					$	11					$	9

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The following table summarizes the total gain (loss) recognized in the consolidated statement of income due to changes in the fair value of the warrant for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Gain (loss) attributable to changes in the fair value of warrant recognized in gain (loss) on equity investments and warrant, net			$	158					$	150					$	(230)

Notional Amounts of Derivative Contracts

Derivative transactions are measured in terms of the notional amount, but this amount is not recognized in our consolidated balance sheet and is not, when viewed in isolation, a meaningful measure of the risk profile of the instruments. The notional amount is generally not exchanged, but is used only as the basis on which the value of foreign exchange payments under these contracts are determined. The following table presents the notional amounts of our outstanding derivatives as of the dates indicated (in millions):

			December 31,
			2024						2023
Foreign exchange contracts designated as cash flow hedges			$	1,329					$	1,699
Foreign exchange contracts not designated as hedging instruments			1,667						2,225
Interest rate contracts designated as cash flow hedges			150						—
Total			$	3,146					$	3,924

Credit Risk

Our derivatives expose us to credit risk to the extent that the counterparties may be unable to meet the terms of the arrangement. We seek to mitigate such risk by limiting our counterparties to, and by spreading the risk across, major financial institutions. In addition, the potential risk of loss with any one counterparty resulting from this type of credit risk is monitored on an ongoing basis.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 8 — Fair Value Measurement of Assets and Liabilities

The following tables present our financial assets and liabilities measured at fair value on a recurring basis as of the dates indicated (in millions):

			December 31, 2024						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Assets:
Cash, cash equivalents and restricted cash
Cash and cash equivalents			$	2,433					$	2,433					$	—					$	—
Customer accounts			763						763						—						—
Restricted cash included in other current assets			88						88						—						—
Restricted cash included in other assets			2						2						—						—
Total cash, cash equivalents and restricted cash			3,286						3,286						—						—
Derivatives			97						—						82						15
Short-term investments:
Corporate debt securities			3,094						—						3,094						—
Government and agency securities			363						—						363						—
Total short-term investments			3,457						—						3,457						—
Long-term investments:
Corporate debt securities			1,119						—						1,119						—
Government and agency securities			190						—						190						—
Total long-term investments			1,309						—						1,309						—
Total financial assets			$	8,149					$	3,286					$	4,848					$	15
Liabilities:
Derivatives			$	18					$	—					$	18					$	—

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

			December 31, 2023						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Assets:
Cash, cash equivalents and restricted cash
Cash and cash equivalents			$	1,985					$	1,985					$	—					$	—
Customer accounts			481						481						—						—
Restricted cash included in other current assets			23						23						—						—
Restricted cash included in other assets			4						4						—						—
Total cash, cash equivalents and restricted cash			2,493						2,493						—						—
Equity investment in Adevinta			4,474						4,474						—						—
Derivatives			396						—						32						364
Short-term investments:
Corporate debt securities			2,162						—						2,162						—
Government and agency securities			371						—						371						—
Total short-term investments			2,533						—						2,533						—
Long-term investments:
Corporate debt securities			328						—						328						—
Government and agency securities			271						—						271						—
Equity investment under the fair value option			335						—						—						335
Total long-term investments			934						—						599						335
Total financial assets			$	10,830					$	6,967					$	3,164					$	699
Liabilities:
Other liabilities			$	10					$	—					$	—					$	10
Derivatives			$	33					$	—					$	33					$	—

Our financial assets and liabilities are valued using market prices on both active markets (Level 1), less active markets (Level 2) and little or no market activity (Level 3). Level 1 instrument valuations are obtained from real-time quotes for transactions in active exchange markets involving identical assets. Level 2 instrument valuations are obtained from readily available pricing sources for comparable instruments, identical instruments in less active markets, or models using market observable inputs. Level 3 instrument valuations typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. We did not have any transfers of financial instruments between valuation levels during 2024 or 2023.

Other financial instruments, including accounts receivable, funds receivable, accounts payable and funds payable, are carried at cost, which approximates their fair value because of the short-term nature of these instruments.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Fair value measurement of derivative instruments

The majority of our derivative instruments are valued using pricing models that take into account the contract terms as well as multiple inputs where applicable, such as equity prices, interest rate yield curves, option volatility and currency rates.

The Adyen warrant, which was accounted for as a derivative instrument, was valued using a Black-Scholes model. Key assumptions used in the valuation included risk-free interest rates; Adyen’s common stock price, equity volatility and common stock outstanding; exercise price; and details specific to the warrant. The value was also probability adjusted for management’s assumptions with respect to vesting of the remaining tranches which were each subject to meeting processing volume milestone targets. In the fourth quarter of 2024, we met the processing volume milestone required to vest in the second tranche of the Adyen warrant. As of December 31, 2024, the probability of meeting the processing volume milestone requirements for the remaining two tranches of the Adyen warrant was zero. The Adyen warrant expired on January 31, 2025. Refer to “Note 7 — Derivative Instruments” for further details on our derivative instruments.

The following table presents a reconciliation of the opening to closing balance of the Adyen warrant measured using significant unobservable inputs (Level 3) as of the dates indicated (in millions):

			December 31,
			2024						2023
Opening balance at beginning of period			$	364					$	214
Change in fair value			158						150
Exercise of options under warrant			(522)						—
Closing balance at end of period			$	—					$	364

Fair value measurement of equity investments

Certain equity investments are measured at fair value on a recurring basis, including our equity investment in Adevinta and equity investments under the fair value option.

Our equity investment in Adevinta was accounted for under the fair value option and classified within Level 1 in the fair value hierarchy as the fair value was measured based on Adevinta’s closing stock price and prevailing foreign exchange rate at each balance sheet date.

Our equity investment in Gmarket was accounted for under the fair value option and classified within Level 3 in the fair value hierarchy as valuation of the investment reflected management’s estimate of assumptions that market participants would use in pricing the asset. In December 2024, we sold our remaining stake in Gmarket valued at $323 million.

The following table presents a reconciliation of the opening to closing balance of the equity investment in Gmarket measured using significant unobservable inputs (Level 3) as of the dates indicated (in millions):

			December 31, 2024						December 31, 2023
Opening balance at beginning of period			$	335					$	431
Change in fair value			(12)						(96)
Fair value of shares sold			(323)						—
Closing balance at end of period			$	—					$	335

Certain other immaterial equity investments under the fair value option aggregating to $54 million and $47 million as of December 31, 2024 and December 31, 2023, respectively, are measured at fair value using the net asset value per share (or its equivalent) practical expedient, and have not been classified in the fair value hierarchy.

Refer to “Note 6 — Investments” for further details about our equity investments.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 9 — Supplemental Consolidated Financial Information

Contract Balances

Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represents amounts invoiced and revenue recognized prior to invoicing when we have satisfied our performance obligation and have the unconditional right to payment. The allowance for doubtful accounts and authorized credits is estimated based upon our assessment of various factors including historical experience, the age of the accounts receivable balances, current economic conditions, reasonable and supportable forecasts and other factors that may affect our customers’ ability to pay. The allowance for doubtful accounts and authorized credits was $37 million and $49 million as of December 31, 2024 and December 31, 2023, respectively. As of December 31, 2024, we reported allowances for doubtful accounts of $13 million, reflecting a decrease of $10 million, net of write-offs of $29 million, for the year ended December 31, 2024. As of December 31, 2024, we reported allowances for authorized credits of $24 million, reflecting a decrease of $2 million, net of write-offs of $4 million, for the year ended December 31, 2024. As of December 31, 2023, we reported an allowance for doubtful accounts of $23 million and an allowance for authorized credits of $26 million.

Deferred revenue consists of fees received related to unsatisfied performance obligations at the end of the period. Due to the generally short-term duration of contracts, the majority of the performance obligations are satisfied in the following reporting period. The amount of revenue recognized during the year ended December 31, 2024 that was included in the deferred revenue balance at the beginning of the period was $32 million. The amount of revenue recognized during the year ended December 31, 2023 that was included in the deferred revenue balance at the beginning of the period was $33 million.

Customer accounts and funds receivable

			December 31,
			2024						2023
			(In millions)
Customer accounts			$	763					$	481
Funds receivable			199						532
Customer accounts and funds receivable			$	962					$	1,013

Other current assets

			December 31,
2024						2023
(In millions)
Prepaid expenses			$	136					$	116
Income and other tax receivable			115						99
Accounts receivable, net			108						94
Restricted cash			88						23
Short-term derivative assets			68						23
Warrant			—						364
Other			200						292
Other current assets			$	715					$	1,011

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Property and equipment, net

						December 31,
			2024						2023						Estimated useful lives
			(In millions)
Computer equipment and software						$	4,685					$	4,905					1 - 4 years
Land and buildings, including building improvements						810						829						Up to 30 years
Leasehold improvements						428						418						Shorter of 5 years or lease term
Furniture and fixtures						133						141						3 years
Construction in progress and other						76						153						Not applicable
Property and equipment, gross						6,132						6,446
Accumulated depreciation						(4,869)						(5,203)
Property and equipment, net						$	1,263					$	1,243

Total depreciation expense on our property and equipment for the years ended December 31, 2024, 2023 and 2022 totaled $370 million, $441 million and $442 million, respectively.

Accrued expenses and other current liabilities

			December 31,
2024						2023
(In millions)
Accrued sales and use tax and VAT			$	515					$	424
Compensation and related benefits			498						581
Accrued marketing expenses			222						181
Other current tax liabilities			173						15
Transaction loss reserve			118						125
Operating lease liabilities			118						118
Accrued general and administrative expenses			68						79
Accrued interest expense			45						56
Deferred revenue			32						34
Accrued restructuring			10						102
Other			385						481
Accrued expenses and other current liabilities			$	2,184					$	2,196

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 10 — Debt

The following table summarizes the carrying value of our outstanding debt (in millions, except percentages):

						Coupon						As of						Effective						As of						Effective
						Rate						December 31, 2024						Interest Rate						December 31, 2023						Interest Rate
Long-Term Debt
Senior notes:
Senior notes due 2024						3.450		%				$	—					—		%				$	750					3.531		%
Senior notes due 2025						1.900		%				800						1.803		%				800						1.803		%
Senior notes due 2025						5.900		%				425						6.036		%				425						6.036		%
Senior notes due 2026						1.400		%				750						1.252		%				750						1.252		%
Senior notes due 2027						3.600		%				850						3.689		%				850						3.689		%
Senior notes due 2027						5.950		%				300						6.064		%				300						6.064		%
Senior notes due 2030						2.700		%				950						2.623		%				950						2.623		%
Senior notes due 2031						2.600		%				750						2.186		%				750						2.186		%
Senior notes due 2032						6.300		%				425						6.371		%				425						6.371		%
Senior notes due 2042						4.000		%				750						4.114		%				750						4.114		%
Senior notes due 2051						3.650		%				1,000						2.517		%				1,000						2.517		%
Total senior notes												7,000												7,750
Hedge accounting fair value adjustments (1)												—												2
Unamortized discount and debt issuance costs												(23)												(29)
Less: Current portion of long-term debt												(1,225)												(750)
Total long-term debt												5,752												6,973
Short-Term Debt
Current portion of long-term debt												1,225												750
Commercial paper												450												—
Unamortized discount and debt issuance costs												(2)												—
Total short-term debt												1,673												750
Total Debt												$	7,425											$	7,723

(1) Includes the fair value adjustments to debt associated with terminated interest rate swaps which are being recognized as a reduction to “Interest expense” over the remaining term of the related notes.

Senior Notes

In 2024, we repaid the $750 million aggregate principal amount of our previously outstanding 3.450% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity in our consolidated statement of cash flows.

In 2023, we repaid the $1.2 billion aggregate principal amount of our previously outstanding floating rate and 2.750% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity in our consolidated statement of cash flows.

In 2022, we repaid the $1.4 billion aggregate principal amount of our previously outstanding 2.600% and 3.800% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity in our consolidated statement of cash flows.

In 2022, we issued senior notes of $1.2 billion aggregate principal amount, which consisted of $425 million aggregate principal amount of 5.900% fixed rate notes due 2025, $300 million aggregate principal amount of 5.950% fixed rate notes due to 2027 and $425 million aggregate principal amount of 6.300% fixed rate notes due 2032. Cash proceeds related to the issuance of our 5.900%, 5.950%, and 6.300% senior notes were classified as a financing activity in our consolidated statement of cash flows.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

We may redeem some or all of the other fixed rate notes of each series at any time and from time to time prior to their maturity, generally at a make-whole redemption price, plus accrued and unpaid interest.

If a change of control triggering event (as defined in the applicable series of notes) occurs with respect to the 1.900% notes due 2025, the 5.900% notes due 2025, the 1.400% notes due 2026, the 3.600% notes due 2027, the 5.950% notes due 2027, the 2.700% notes due 2030, the 2.600% notes due 2031, the 6.300% notes due 2032, the 4.000% notes due 2042, or the 3.650% notes due 2051, we must, subject to certain exceptions, offer to repurchase all of the notes of the applicable series at a price equal to 101% of the principal amount, plus accrued and unpaid interest.

The indenture pursuant to which the senior notes were issued includes customary covenants that, among other things and subject to exceptions, limit our ability to incur, assume or guarantee debt secured by liens on specified assets or enter into sale and lease-back transactions with respect to specified properties, and also includes customary events of default with customary grace periods in certain circumstances, including payment defaults and bankruptcy-related defaults.

The effective interest rates for our senior notes include the interest payable, the amortization of debt issuance costs and the amortization of any original issue discount and premium on these senior notes. Interest on these senior notes is payable either quarterly or semiannually. Interest expense associated with these senior notes, including amortization of debt issuance costs, during the years ended December 31, 2024, 2023 and 2022 was $247 million, $260 million and $231 million, respectively. As of December 31, 2024 and 2023, the estimated fair value of these senior notes, using Level 2 inputs, was $6.3 billion and $7.1 billion, respectively.

Commercial Paper

We have a commercial paper program pursuant to which we may issue commercial paper notes in an aggregate principal amount at maturity of up to $1.5 billion outstanding at any time with maturities of up to 397 days from the date of issue. In 2024, we issued and repaid $180 million of commercial paper notes with original maturities less than 90 days and issued $450 million of commercial paper notes with original maturities greater than 90 days. As of December 31, 2024, we had $450 million of commercial paper notes outstanding with a weighted average interest rate of 5.10% per annum, and a weighted average remaining term of 144 days. As of December 31, 2023, there were no commercial paper notes outstanding. Cash proceeds related to the issuance of commercial paper and cash used to repay commercial paper were classified as financing activities in our consolidated statement of cash flows.

In January 2025, we repaid the $450 million aggregate principal amount of the previously outstanding commercial paper notes on the date of maturity.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Credit Agreement

In March 2020, we entered into a credit agreement that provided for an unsecured $2 billion five-year credit facility (the “Prior Credit Agreement”).

In January 2024, we terminated the Prior Credit Agreement and entered into a new credit agreement (the “Credit Agreement”) that provides for an unsecured $2.0 billion five-year revolving credit facility. We may also, subject to the agreement of the applicable lenders, increase the commitments under the revolving credit facility by up to $1.0 billion. Funds borrowed under the Credit Agreement may be used for working capital, capital expenditures, acquisitions and other general corporate purposes and will bear interest at either (i) a customary forward-looking term rate based on the secured overnight financing rate published by CME Group for the relevant interest period plus an adjustment of 0.1% or (ii) a customary base rate formula, plus a margin (based on our public debt ratings) ranging from 0% to 0.375%.

As of December 31, 2024, no borrowings were outstanding under our $2.0 billion Credit Agreement. However, as described above, we have an up to $1.5 billion commercial paper program and are required to maintain available borrowing capacity under our Credit Agreement in order to repay commercial paper borrowings in the event we are unable to repay those borrowings from other sources when they become due, in an aggregate amount of $1.5 billion. As of December 31, 2024, we had $450 million of commercial paper notes outstanding; therefore, $1.6 billion of borrowing capacity was available for other purposes permitted by the Credit Agreement, subject to customary conditions to borrowing. The Credit Agreement includes a covenant limiting our consolidated leverage ratio to no more than 4.0:1.0, subject to, upon the occurrence of a qualified material acquisition, if so elected by us, a step-up to 4.5:1.0 for the four fiscal quarters completed following such qualified material acquisition. The Credit Agreement includes customary events of default, with corresponding grace periods in certain circumstances, including payment defaults, cross-defaults and bankruptcy-related defaults. In addition, the Credit Agreement contains customary affirmative and negative covenants, including restrictions regarding the incurrence of liens and subsidiary indebtedness, in each case, subject to customary exceptions. The Credit Agreement also contains customary representations and warranties.

We were in compliance with all financial covenants in our outstanding debt instruments for the period ended December 31, 2024.

Future Maturities

The following table presents expected future principal maturities as of the date indicated (in millions):

			December 31, 2024
2025			$	1,225
2026			750
2027			1,150
2028			—
2029			—
Thereafter			3,875
Total future maturities			$	7,000

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 11 — Leases

We have operating leases for office space, data centers and other corporate assets that we utilize under lease arrangements.

The following table presents a summary of leases by balance sheet location as of the dates indicated (in millions):

									December 31,
			Balance Sheet Location						2024						2023
Assets
Operating			Operating lease right-of-use (“ROU”) assets						$	427					$	493
Liabilities
Operating - current			Accrued expenses and other current liabilities						$	118					$	118
Operating - noncurrent			Operating lease liabilities						320						387
Total lease liabilities									$	438					$	505

The following table presents components of lease expense for the periods indicated (in millions):

									Year Ended December 31,
			Statement of Income Location						2024						2023						2022
Operating lease costs (1)			Cost of net revenues, Sales and marketing, Product development and General and administrative expenses						$	147					$	128					$	132

(1)Includes variable lease payments and sublease income that were immaterial for the years ended December 31, 2024, 2023 and 2022.

The following table presents the maturity of lease liabilities under our non-cancelable operating leases as of the date indicated (in millions):

			December 31, 2024
2025			$	137
2026			117
2027			97
2028			67
2029			18
Thereafter			57
Total lease payments			493
Less interest			(55)
Present value of lease liabilities			$	438

As of December 31, 2024, we have non-cancellable operating leases for offices and data centers that have not commenced with fixed lease payment obligations of $51 million, with $5 million payable within 12 months. We are not involved in the construction or design of underlying assets.

Rent expense for the years ended December 31, 2024, 2023 and 2022 totaled $153 million, $137 million and $144 million, respectively. Rent expense includes operating lease costs as well as expense for non-lease components such as common area maintenance.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The following table presents supplemental information related to our leases included in the consolidated balance sheet as of the dates indicated:

						December 31,
						2024						2023
Weighted average remaining lease term
Operating leases						4.40 years						4.80 years
Weighted average discount rate
Operating leases						4.91		%				4.00		%

The following table presents supplemental information related to our leases for the periods indicated (in millions):

						Year Ended December 31,
						2024						2023						2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases						$	147					$	154					$	159
ROU assets obtained in exchange for new lease obligations:
Operating leases						$	64					$	102					$	354

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 12 — Commitments and Contingencies

Off-Balance Sheet Arrangements

As of December 31, 2024, we had no off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our consolidated financial condition, results of operations, liquidity, capital expenditures or capital resources.

Litigation and Other Legal Matters

We are involved in legal and regulatory proceedings on an ongoing basis. If we believe that a loss arising from such matters is probable and can be reasonably estimated, we accrue the estimated liability in our financial statements. If only a range of estimated losses can be determined, we accrue an amount within the range that, in our judgment, reflects the most likely outcome; if none of the estimates within that range is a better estimate than any other amount, we accrue the low end of the range. For those proceedings in which an unfavorable outcome is reasonably possible but not probable, we have disclosed an estimate of the reasonably possible loss or range of losses or we have concluded that an estimate of the reasonably possible loss or range of losses arising directly from the proceeding (i.e., monetary damages or amounts paid in judgment or settlement) is not material. If we cannot estimate the probable or reasonably possible loss or range of losses arising from a proceeding, we have disclosed that fact. In assessing the materiality of a proceeding, we evaluate, among other factors, the amount of monetary damages claimed, as well as the potential impact of non-monetary remedies sought by plaintiffs (e.g., injunctive relief) that may require us to change our business practices in a manner that could have a material adverse impact on our business. Legal fees are expensed as incurred.

On January 31, 2024, the Drug Enforcement Administration, U.S. Department of Justice (the “DOJ”) and the Company entered into a settlement agreement (the “DEA Settlement Agreement”), which fully resolved DOJ’s allegations of noncompliance arising under the Controlled Substances Act. Pursuant to the DEA Settlement Agreement, the Company paid $59 million and agreed to implement enhanced processes regarding its monitoring and reporting of listings that violate the Company’s policies.

In January 2024, the Company also entered into a deferred prosecution agreement (the “DPA”) with the United States Attorney for the District of Massachusetts (the “U.S. Attorney”) regarding potential criminal liability of the Company arising from the stalking and harassment in 2019 of the editor and publisher of Ecommercebytes, a website that publishes ecommerce news and information. Six former Company employees and one former contractor have pleaded guilty to crimes arising from the conduct. Pursuant to the terms of the DPA, the U.S. Attorney filed a six-count criminal Information in the United States District Court for the District of Massachusetts in January 2024 and agreed to defer any prosecution of the Company on those counts. Additionally, during the three-year term of the DPA, the Company is subject to an independent compliance monitor to assess its compliance program and, where appropriate, to modify that program. The Company also paid a $3 million penalty. If the Company successfully meets its obligations under the DPA, after three years, the DPA will expire, and the U.S. Attorney has agreed to dismiss the criminal Information against the Company. The editor and publisher also have a pending civil action against the Company arising from the above-described conduct.

On September 27, 2023, the DOJ, on behalf of the Environmental Protection Agency (collectively, the “Government”), filed a civil complaint in the United States District Court for the Eastern District of New York (the “District Court”) alleging that we are liable for the sale of regulated or illicit products manufactured and sold by third parties who listed such products on the Marketplace platforms in a manner that evaded and/or was designed to evade detection in violation of the Clean Air Act, Federal Insecticide, Fungicide, and Rodenticide Act and the Toxic Substances Control Act. On September 30, 2024, the District Court issued an order dismissing the Government’s claims in their entirety. On November 26, 2024, the Government filed a Notice of Appeal with the Second Circuit, seeking review of the District Court’s decision. If the Government were to successfully appeal the decision and we were subsequently found to be liable for such activities on the Marketplace, we likely would be subject to monetary damages, compulsory changes in our business practices, or other remedies that could have a material adverse impact on our business. During the year ended December 31, 2024, we released amounts previously accrued for estimated losses in connection with the Government’s claims, for which we previously believed a loss was probable.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Amounts accrued for legal and regulatory proceedings for which we believe a loss is probable were not material as of and for the year ended December 31, 2024 compared to $132 million as of December 31, 2023. We have concluded, based on currently available information, that reasonably possible losses arising directly from the proceedings (i.e., monetary damages or amounts paid in judgment or settlement) in excess of our recognized accruals are also not material. However, legal and regulatory proceedings are inherently unpredictable and subject to uncertainties. If one or more matters were resolved against us in a reporting period for amounts in excess of management’s expectations, the impact on our operating results or financial condition for that reporting period could be material.

Indemnification Provisions

We entered into a separation and distribution agreement and various other agreements with PayPal to govern the separation and relationship of the two companies. These agreements provide for specific indemnity and liability obligations and could lead to disputes between us and PayPal, which may be significant. In addition, the indemnity rights we have against PayPal under the agreements may not be sufficient to protect us and our indemnity obligations to PayPal may be significant.

In addition, we have entered into indemnification agreements with each of our directors and executive officers. These agreements require us to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with us.

In the ordinary course of business, we have included limited indemnification provisions in certain of our agreements with parties with which we have commercial relations, including our standard marketing, promotions and application programming interface license agreements. Under these contracts, we may indemnify, hold harmless and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party in connection with claims by a third party with respect to intellectual property infringement, including to our trademarks, logos and proprietary software, and other branding elements, such as domain names, to the extent that such are applicable to our performance under the subject agreement. In certain cases, we have agreed to provide indemnification for gross negligence, willful misconduct, fraud and breach of representations, warranties and applicable law. It is not possible to determine the maximum potential loss under these indemnification provisions due to our limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, losses recognized in our consolidated statement of income in connection with our indemnification provisions have not been significant, either individually or collectively.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 13 — Stockholders’ Equity

Preferred Stock

We are authorized, subject to limitations prescribed by Delaware law, to issue preferred stock in one or more series; to establish the number of shares included within each series; to fix the rights, preferences and privileges of the shares of each wholly unissued series and any related qualifications, limitations or restrictions; and to increase or decrease the number of shares of any series (but not below the number of shares of a series then outstanding) without any further vote or action by our stockholders. As of December 31, 2024 and 2023, there were 10 million shares of $0.001 par value preferred stock authorized for issuance, and no shares issued or outstanding.

Common Stock

Our Amended and Restated Certificate of Incorporation authorizes us to issue 3.6 billion shares of common stock.

Stock Repurchase Program

Our stock repurchase programs are intended to programmatically offset the impact of dilution from our equity compensation programs and, subject to market conditions and other factors, to make opportunistic and programmatic repurchases of our common stock to reduce our outstanding share count and return value to stockholders. Any share repurchases under our stock repurchase programs may be made through open market transactions, block trades, privately negotiated transactions (including accelerated share repurchase transactions) or other means at times and in such amounts as management deems appropriate and will be funded from our working capital or other financing alternatives. Our stock repurchase programs may be limited or terminated at any time without prior notice. The timing and actual number of shares repurchased will depend on a variety of factors, including corporate and regulatory requirements, price and other market conditions and management’s determination as to the appropriate use of our cash. Cash paid related to the repurchase of common stock was classified as a financing activity in our consolidated statement of cash flows.

In February and December 2024, our Board authorized an incremental $2.0 billion and $3.0 billion, respectively, under our stock repurchase program in addition to the $4.0 billion previously authorized in 2022. Our stock repurchase program has no expiration from the date of authorization.

The following table summarizes repurchase activity under our stock repurchase programs during 2024 (in millions, except per share amounts):

			Shares Repurchased (1)						Average Price per Share (2)						Value of Shares Repurchased (2)						Remaining Amount Authorized
Balance as of January 1, 2024																					$	1,447
Authorization of additional repurchases in February 2024																					2,000
Authorization of additional repurchases in December 2024																					3,000
Repurchase of shares of common stock			56						$	56.05					$	3,149					(3,149)
Balance as of December 31, 2024																					$	3,298

(1)These repurchased shares of common stock were recognized as “Treasury stock” and were accounted for under the cost method. None of the repurchased shares of common stock have been retired.

(2)Excludes broker commissions and excise tax accruals.

Dividends

We paid a total of $533 million, $528 million and $489 million in cash dividends during the years ended December 31, 2024, 2023 and 2022, respectively. In February 2025, our Board declared a cash dividend of $0.29 per share of common stock to be paid on March 28, 2025 to stockholders of record as of March 14, 2025. Cash paid related to the payment of dividends was classified as a financing activity in our consolidated statement of cash flows.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 14 — Employee Benefit Plans

Equity Incentive Plans

We have equity incentive plans under which we grant equity awards inclusive of restricted stock units (“RSUs”), and performance-based restricted stock units (“PBRSUs”) to our directors, officers and employees. As of December 31, 2024, 785 million shares were authorized under our equity incentive plans and 34 million shares were available for future grant.

RSU awards granted to eligible employees under our equity incentive plans generally vest in annual or quarterly installments over a period of four years and are subject to continued employment.

In 2024, 2023 and 2022, certain executives were eligible to receive PBRSUs. Each PBRSU cycle has a three-year performance period (consisting of the average performance each year relative to the financial performance goals for that year), along with a total shareholder return modifier based on the Company’s stock performance relative to the S&P 500 over a three-year performance period. The financial performance goals for each year of the performance period are approved by the Compensation and Human Capital Committee at the beginning of that year. The target number of shares subject to the PBRSU award are adjusted based on the Company’s actual performance in relation to the target financial performance and then adjusted by the total shareholder return modifier at the end of the applicable performance period. Any earned PBRSUs vest, if at all, in March following the end of the applicable three-year performance period.

Employee Stock Purchase Plan

We have an Employee Stock Purchase Plan (“ESPP”) for eligible employees. Under the ESPP, 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 and subject to statutory limits. During 2024, employees purchased approximately 3 million shares under this plan compared to 2 million shares in both 2023 and 2022 at average prices of $33.14, $33.63 and $38.04 per share, respectively. As of December 31, 2024, approximately 26 million shares of common stock were reserved for future issuance.

Restricted Stock Unit Activity

The following table presents RSU activity (including PBRSUs that have been earned) under our equity incentive plans as of and for the year ended December 31, 2024 (in millions, except per share amounts):

			Units						Weighted Average Grant-Date Fair Value (per share)
Outstanding as of January 1, 2024			24						$	48.80
Awarded and assumed			12						$	52.62
Vested			(11)						$	50.87
Forfeited			(4)						$	49.05
Outstanding as of December 31, 2024			21						$	49.81
Expected to vest as of December 31, 2024			18

During 2024, 2023 and 2022, the aggregate intrinsic value of RSUs vested under our equity incentive plans was $600 million, $455 million and $448 million, respectively.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Stock-Based Compensation Expense

The following table presents stock-based compensation expense for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Cost of net revenues			$	54					$	53					$	51
Sales and marketing			91						92						73
Product development			281						272						222
General and administrative			162						158						148
Total stock-based compensation expense			$	588					$	575					$	494
Capitalized in product development			$	20					$	16					$	14

As of December 31, 2024, there was $810 million of unearned stock-based compensation that will be expensed from 2025 through 2029. If there are any modifications or cancellations of the underlying unvested awards, we may be required to accelerate, increase or cancel all or a portion of the remaining unearned stock-based compensation expense. Future unearned stock-based compensation will increase to the extent we grant additional equity awards, change the mix of grants between stock options and restricted stock units or assume unvested equity awards in connection with acquisitions.

Employee Savings Plans

We have a defined contribution plan, which is qualified under Section 401(k) of the Internal Revenue Code. Participating employees may contribute up to 50% of their eligible earned compensation, but not more than statutory limits. During the years ended December 31, 2024, 2023 and 2022, we contributed one dollar for each dollar a participant contributed, with a maximum contribution of 4% of each employee’s eligible earned compensation, subject to a maximum employer contribution of $13,800, $13,200 and $12,200 per employee for each period, respectively. Our non-U.S. employees are covered by various other savings plans. Total expense for these plans was $70 million, $61 million and $58 million for the years ended December 31, 2024, 2023 and 2022, respectively.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 15 — Income Taxes

The following table presents the components of income (loss) from continuing operations before taxes for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
United States			$	1,286					$	704					$	123
International			992						3,003						(1,724)
			$	2,278					$	3,707					$	(1,601)

The following table summarizes the income tax provision (benefit) for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Current:
Federal			$	985					$	488					$	350
State and local			89						94						36
Foreign			97						95						67
			$	1,171					$	677					$	453
Deferred:
Federal			$	(993)					$	112					$	(847)
State and local			(46)						(41)						(50)
Foreign			165						184						117
			(874)						255						(780)
			$	297					$	932					$	(327)

The following table presents a reconciliation of the difference between the actual provision for income taxes and the provision computed by applying the federal statutory rate of 21% to income (loss) before income taxes for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Provision (benefit) at statutory rate			$	478					$	778					$	(337)
Foreign income taxed at different rates			5						8						7
Other taxes on foreign operations			(157)						72						13
Change in valuation allowance			—						(62)						—
Stock-based compensation			7						33						17
State taxes, net of federal benefit			43						53						(14)
Research and other tax credits			(83)						(44)						(45)
Penalties			(13)						14						11
Impact of tax rate change			—						73						—
Other			17						7						21
			$	297					$	932					$	(327)

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Deferred tax assets and liabilities are recognized for the future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax bases using enacted tax rates in effect for the year in which the differences are expected to be reversed. The following table summarizes significant deferred tax assets and liabilities as of the dates indicated (in millions):

			As of December 31,
			2024						2023
Deferred tax assets:
Net operating loss, capital loss and credits			$	181					$	200
Accruals and allowances			554						560
Capitalized research expense			475						334
Stock-based compensation			10						12
Amortizable tax basis in intangibles			2,701						2,872
Net deferred tax assets			3,921						3,978
Valuation allowance			(163)						(143)
			3,758						3,835
Deferred tax liabilities:
Outside basis differences			(1,970)						(2,817)
Acquisition-related intangibles			(57)						(65)
Depreciation and amortization			(197)						(213)
Net unrealized gain on investments			(3)						(60)
			(2,227)						(3,155)
			$	1,531					$	680

As of December 31, 2024, our federal, state and foreign net operating loss carryforwards for income tax purposes were $27 million, $34 million and $126 million, respectively. The federal and state net operating loss carryforwards are subject to various limitations under Section 382 of the Internal Revenue Code and applicable state tax laws. If not utilized, the federal and state net operating loss carryforwards will begin to expire in 2027 and 2025, respectively. The carryforward periods on our foreign net operating loss carryforwards are as follows: $4 million do not expire and $122 million are subject to valuation allowance and begin to expire in 2025. As of December 31, 2024, state tax credit carryforwards for income tax purposes were $205 million. Most of the state tax credits carry forward indefinitely.

As of December 31, 2024 and 2023, we maintained a valuation allowance with respect to certain of our deferred tax assets relating primarily to operating losses in certain non-U.S. jurisdictions and certain state tax credits and capital losses that we believe are not likely to be realized.

We have recognized the tax consequences of all foreign unremitted earnings and management has no specific plans to indefinitely reinvest the unremitted earnings of our foreign subsidiaries as of the balance sheet date. As of December 31, 2024, $292 million of our liability for deemed repatriation of foreign earnings was included in “Income taxes payable” in our consolidated balance sheet. As of December 31, 2023, $292 million of our liability for deemed repatriation of foreign earnings was included in “Other liabilities” in our consolidated balance sheet. We have not provided for deferred taxes on outside basis differences in our investments in our foreign subsidiaries that are unrelated to unremitted earnings. These basis differences will be indefinitely reinvested. A determination of the unrecognized deferred taxes related to these other components of our outside basis difference is not practicable.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

The following table presents changes in unrecognized tax benefits for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Gross amounts of unrecognized tax benefits as of the beginning of the period			$	613					$	493					$	461
Increases related to prior period tax positions			22						120						4
Decreases related to prior period tax positions			(23)						(45)						(7)
Increases related to current period tax positions			67						53						40
Settlements			(5)						(8)						(5)
Gross amounts of unrecognized tax benefits as of the end of the period			$	674					$	613					$	493

As of December 31, 2024, gross amounts of unrecognized tax benefits of $674 million included $45 million of unrecognized tax benefits indemnified by PayPal. As of December 31, 2023, gross amounts of unrecognized tax benefits of $613 million included $51 million of unrecognized tax benefits indemnified by PayPal. If total unrecognized tax benefits were realized in a future period, it would result in a tax benefit of $499 million. Of this amount, $41 million of unrecognized tax benefit is indemnified by PayPal and a corresponding receivable would be reduced upon a future realization. As of December 31, 2024, our liabilities for unrecognized tax benefits were included in “Accrued expenses and other current liabilities” and “Other liabilities” in our consolidated balance sheet.

As of December 31, 2024, and 2023 we had accrued interest and penalty expense related to uncertain tax positions of $130 million and $94 million, respectively, net of income tax benefits. The “Income tax (benefit) provision” for 2024 and 2023 included interest expense related to uncertain tax positions of $31 million and $30 million, respectively, net of tax benefits. The “Income (loss) from discontinued operations, net of income taxes,” for 2024 and 2023 included interest expense related to uncertain tax positions of $1 million and $7 million, respectively, net of tax benefits.

We are subject to both direct and indirect taxation in the United States and various states and foreign jurisdictions. We are under examination by certain tax authorities for the 2010 to 2022 tax years. We believe that adequate amounts have been reserved for any adjustments that may ultimately result from these or other examinations. The material jurisdictions where we are subject to potential examination by tax authorities for tax years after 2009 include, among others, the United States (Federal and California), Germany, India, Israel, Switzerland and the United Kingdom.

The timing of the resolution and/or closure of audits is highly uncertain. Given the number of years remaining subject to examination and the number of matters being examined, we are unable to estimate the full range of possible adjustments to the balance of gross unrecognized tax benefits. We expect the gross amount of unrecognized tax benefits to be reduced within the next 12 months by at least $170 million.

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 16 — Gain (Loss) on Equity Investments and Warrant, Net and Interest Income and Other, Net

The following table presents components of “Gain (loss) on equity investments and warrant, net” for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Unrealized change in fair value of equity investment in Adevinta			$	(234)					$	1,782					$	(2,693)
Realized change in fair value of shares sold in Adevinta			78						—						2
Unrealized change in fair value of equity investment in Adyen			—						—						(118)
Realized change in fair value of shares sold in Adyen			(57)						—						(143)
Realized change in fair value of shares sold in Aurelia			(11)						—						—
Unrealized change in fair value of equity investment in Gmarket			(12)						(96)						(294)
Realized change in fair value of shares sold in Gmarket			(1)						—						—
Unrealized change in fair value of equity investment in KakaoBank			—						(11)						(218)
Realized change in fair value of shares sold in KakaoBank			—						13						(75)
Gain (loss) on other investments			3						(6)						(17)
Change in fair value of warrant			158						150						(230)
Total gain (loss) on equity investments and warrant, net			$	(76)					$	1,832					$	(3,786)

The following table presents components of “Interest income and other, net” for the periods indicated (in millions):

			Year Ended December 31,
			2024						2023						2022
Interest income			$	272					$	204					$	73
Foreign exchange and other			23						(7)						(3)
Total interest income and other, net			$	295					$	197					$	70

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 17 — Accumulated Other Comprehensive Income

The following tables summarize the changes in AOCI for the periods indicated (in millions):

			Unrealized Gains (Losses) on Derivative Instruments						Unrealized Gains (Losses) on Investments						Foreign Currency Translation						Estimated Tax (Expense) Benefit						Total
Balance as of December 31, 2023			$	(13)					$	(45)					$	206					$	37					$	185
Other comprehensive income (loss) before reclassifications			40						38						(76)						(19)						(17)
Less: Amount of gain (loss) reclassified from AOCI			(48)						—						—						10						(38)
Net current period other comprehensive income (loss)			88						38						(76)						(29)						21
Balance as of December 31, 2024			$	75					$	(7)					$	130					$	8					$	206

			Unrealized Gains (Losses) on Derivative Instruments						Unrealized Gains (Losses) on Investments						Foreign Currency Translation						Estimated Tax (Expense) Benefit						Total
Balance as of December 31, 2022			$	114					$	(98)					$	222					$	21					$	259
Other comprehensive income (loss) before reclassifications			(63)						53						(16)						3						(23)
Less: Amount of gain (loss) reclassified from AOCI			64						—						—						(13)						51
Net current period other comprehensive income (loss)			(127)						53						(16)						16						(74)
Balance as of December 31, 2023			$	(13)					$	(45)					$	206					$	37					$	185

The following table summarizes reclassifications out of AOCI for periods indicated (in millions):

Details about AOCI Components						Affected Line Item in the Statement of Income						Amount of Gain (Loss) Reclassified from AOCI for the Year Ended December 31,
												2024						2023
Gains (losses) on cash flow hedges:
Foreign exchange contracts						Net revenues						$	(54)					$	56
Foreign exchange contracts						Cost of net revenues						(2)						(3)
Interest rate contracts						Interest income and other, net						8						11
						Income (loss) from continuing operations before income taxes						(48)						64
						Income tax benefit (provision)						10						(13)
Total reclassifications for the period						Net income (loss)						$	(38)					$	51

eBay Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

Note 18 — Restructuring

The following table summarizes restructuring reserve activity for the period indicated (in millions):

						Year Ended December 31,
						2024						2023
Accrued liability, beginning of period						$	102					$	—
Charges						—						141
Payments						(84)						(39)
Adjustments						(8)						—
Accrued liability, end of period						$	10					$	102

During the first quarter of 2023, management approved plans to drive operational improvement that included the reduction of workforce. The reduction was substantially completed in the first quarter of 2023 and resulted in a pre-tax charge of $42 million.

During the fourth quarter of 2023, management approved plans to drive operational improvement that included the reduction of workforce that resulted in a pre-tax charge of $99 million. The reduction was substantially completed in the second quarter of 2024.

The restructuring charges incurred in 2024, 2023 and 2022 are included in “General and administrative” expenses in the consolidated statement of income.

eBay Inc.

FINANCIAL STATEMENT SCHEDULE

The Financial Statement Schedule II — VALUATION AND QUALIFYING ACCOUNTS for continuing operations as of and for the years ended December 31, 2024, 2023 and 2022.

			Balance at Beginning of Period						Charged/ Credited to Net Income						Charged to Other Account						Charges Utilized/ Write-offs						Balance at End of Period
			(In millions)
Allowances for Doubtful Accounts
Year Ended December 31, 2022			$	42					$	16					$	—					$	(42)					$	16
Year Ended December 31, 2023			$	16					$	16					$	—					$	(9)					$	23
Year Ended December 31, 2024			$	23					$	19					$	—					$	(29)					$	13
Allowance for Authorized Credits
Year Ended December 31, 2022			$	32					$	(6)					$	—					$	—					$	26
Year Ended December 31, 2023			$	26					$	1					$	—					$	(1)					$	26
Year Ended December 31, 2024			$	26					$	2					$	—					$	(4)					$	24
Allowance for Transaction Losses
Year Ended December 31, 2022			$	88					$	316					$	—					$	(334)					$	70
Year Ended December 31, 2023			$	70					$	344					$	—					$	(330)					$	84
Year Ended December 31, 2024			$	84					$	334					$	—					$	(347)					$	71
Tax Valuation Allowance
Year Ended December 31, 2022			$	136					$	97					$	(2)					$	—					$	231
Year Ended December 31, 2023			$	231					$	(73)					$	(8)					$	(7)					$	143
Year Ended December 31, 2024			$	143					$	32					$	(5)					$	(7)					$	163

INDEX TO EXHIBITS

No.						Exhibit Description						Filed or Furnished with this 10-K						Incorporated by Reference
									Form						File No.						Date Filed
2.01						Separation and Distribution Agreement by and between Registrant and PayPal Holdings, Inc. dated as of June 26, 2015.												8-K						000-24821						6/30/2015
2.02						Transaction Agreement, dated as of July 20, 2020 by and between eBay Inc., and Adevinta ASA.												8-K						001-37713						7/22/2020
2.03						Letter Agreement, dated as of October 16, 2020, amending Transaction Agreement, dated as of July 20, 2020, by and between eBay Inc., and Adevinta ASA.												10-K						001-37713						2/4/2021
2.04						Share Purchase Agreement, dated as of July 14, 2021, by and among eBay Inc., eBay International Management B.V. and Astinlux Finco S.à r.l.												10-Q						001-37713						10/28/2021
2.05*						Bid Conduct Agreement, dated as of November 21, 2023, by and among eBay Inc., eBay International Holding GmbH, eBay International Management B.V., BCP Aurelia Luxco S.a r.l., Aurelia UK Feederco Limited, Aurelia Netherlands TopCo B.V., Aurelia BidCo Norway AS and Aurelia BidCo 1 Norway AS.												8-K						001-37713						11/21/2023
2.06*						Transaction Completion Agreement, dated as of November 21, 2023, by and among eBay Inc., eBay International Holding GmbH, eBay International Management B.V., BCP Aurelia Luxco S.a r.l., Aurelia UK Feederco Limited, Aurelia Netherlands TopCo B.V., Aurelia BidCo Norway AS and Aurelia BidCo 1 Norway AS.												8-K						001-37713						11/21/2023
2.07*						Amendment Agreement to Bid Conduct Agreement, dated as of May 10, 2024, by and among eBay Inc., eBay International Holding GmbH, eBay International Management B.V., BCP Aurelia Luxco S.à r.l., Aurelia UK Feederco Limited, Aurelia Netherlands TopCo B.V., Aurelia BidCo Norway AS and Aurelia BidCo 1 Norway AS.												8-K						001-37713						5/10/2024
2.08*						Amendment Agreement to Transaction Completion Agreement, dated as of May 10, 2024, by and among eBay Inc., eBay International Holding GmbH, eBay International Management B.V., BCP Aurelia Luxco S.à r.l., Aurelia UK Feederco Limited, Aurelia Netherlands TopCo B.V., Aurelia BidCo Norway AS and Aurelia BidCo 1 Norway AS.												8-K						001-37713						5/10/2024
3.01						Registrant’s Amended and Restated Certificate of Incorporation, as amended.												8-K						001-37713						6/23/2023
3.02						Registrant’s Amended and Restated Bylaws.												8-K						001-37713						9/19/2024
4.01						Form of Specimen Certificate for Registrant’s Common Stock.												S-1						333-59097						8/19/1998
4.02						Indenture dated as of October 28, 2010 between Registrant and Computershare Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee.												8-K						000-24821						10/28/2010
4.03						Supplemental Indenture dated as of October 28, 2010 between Registrant and Computershare Trust Company, N.A. (as successor to Wells Fargo Bank, National Association), as trustee.												8-K						000-24821						10/28/2010
4.04						Officer’s Certificate dated July 24, 2012.												8-K						000-24821						7/24/2012
4.05						Form of 4.000% Note due 2042 (included in Exhibit 4.04).												8-K						000-24821						7/24/2012
4.06						Officer’s Certificate dated June 6, 2017.												8-K						001-37713						6/6/2017
4.07						Form of 3.600% Note due 2027 (included in Exhibit 4.06).												8-K						001-37713						6/6/2017
4.08						Officer’s Certificate dated March 11, 2020.												8-K						001-37713						3/11/2020

No.						Exhibit Description						Filed or Furnished with this 10-K						Incorporated by Reference
									Form						File No.						Date Filed
4.09						Forms of 1.900% Note due 2025 and 2.700% Note due 2030 (included in Exhibit 4.8).												8-K						001-37713						3/11/2020
4.10						Officer’s Certificate dated June 15, 2020.												8-K						001-37713						6/15/2020
4.11						Forms of 1.900% Note due 2025 and 2.700% Note due 2030 (included in Exhibit 4.10).												8-K						001-37713						6/15/2020
4.12						Officers’ Certificate dated May 10, 2021												8-K						001-37713						5/10/2021
4.13						Forms of 1.400% Note Due 2026, 2.600% Note due 2031 and 3.650% Note due 2051 (included in Exhibit 4.12)												8-K						001-37713						5/10/2021
4.14						Officers’ Certificate dated November 22, 2022												8-K						001-37713						11/22/2022
4.15						Forms of 5.900% Note Due 2025, 5.950% Note due 2027 and 6.300% Note due 2032 (included in Exhibit 4.14)												8-K						001-37713						11/22/2022
4.16						Description of Securities.												10-K						001-37713						2/23/2023
10.01+						Form of Indemnity Agreement entered into by Registrant with each of its directors and executive officers.						X
10.02+						Registrant’s 2003 Deferred Stock Unit Plan, as amended.												10-K						000-24821						2/28/2007
10.03+						Amendment to Registrant’s 2003 Deferred Stock Unit Plan, effective April 2, 2012.												10-Q						000-24821						7/19/2012
10.04+						Form of Director Award Agreement under Registrant’s 2003 Deferred Stock Unit Plan.												10-Q						000-24821						7/19/2012
10.05+						Form of Electing Director Award Agreement under Registrant’s 2003 Deferred Stock Unit Plan.												10-Q						000-24821						7/19/2012
10.06+						Form of New Director Award Agreement under Registrant’s 2003 Deferred Stock Unit Plan.												10-Q						000-24821						7/19/2012
10.07+						Form of 2003 Deferred Stock Unit Plan Restricted Stock Unit Grant Notice and Agreement.												10-Q/A						000-24821						4/24/2008
10.08+						Registrant’s Equity Incentive Award Plan, as amended and restated.												8-K						001-37713						6/23/2023
10.09+						Form of Restricted Stock Unit Award Agreement under Registrant’s 2003 Deferred Stock Unit Plan and Registrant’s Equity Incentive Plan.												10-Q						000-24821						7/19/2012
10.10+						Form of Restricted Stock Unit Award Agreement (with Modified Vesting) under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						7/19/2012
10.11+						Form of Stock Option Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						7/19/2012
10.12+						Form of Stock Option Agreement (with Modified Vesting) under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						7/19/2012
10.13+						Form of Director Deferred Stock Unit Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						7/19/2012
10.14+						Amended and Restated eBay Incentive Plan.												10-K						001-37713						2/4/2020
10.15+						eBay Inc. Deferred Compensation Plan, as amended and restated effective January 1, 2022.												10-K						001-37713						2/24/2022
10.16+						eBay Inc. Employee Stock Purchase Plan.												DEF 14A						001-37713						4/21/2022
10.17+						Form of New Director Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						4/19/2013
10.18+						Form of Director Annual Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						4/19/2013
10.19+						Form of Electing Director Quarterly Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						4/19/2013

No.						Exhibit Description						Filed or Furnished with this 10-K						Incorporated by Reference
									Form						File No.						Date Filed
10.20+						Form of Global Stock Option Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						7/18/2014
10.21+						Form of Global Restricted Stock Unit Agreement (and Performance-Based Restricted Stock Unit Agreement) under Registrant’s Equity Incentive Award Plan.												10-Q						000-24821						7/18/2014
10.22+						Form of Performance Based Restricted Stock Unit Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						001-37713						4/27/2016
10.23+						Form of Stock Payment Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						001-37713						7/21/2016
10.24+						Form of Director Restricted Stock Unit Award Agreement under Registrant’s Equity Incentive Award Plan.												10-Q						001-37713						7/21/2016
10.25+						Form of Performance Based Restricted Stock Unit Award Grant Notice and Performance Based Restricted Stock Unit Award Agreement under Registrant’s Equity Incentive Award Plan.												10-K						001-37713						1/30/2019
10.26+						Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under Registrant’s Equity Incentive Award Plan.												10-K						001-37713						1/30/2019
10.27+						Notice Regarding Payment of Dividend Equivalents on Restricted Stock Units and Performance-Based Restricted Stock Units under Registrant’s Equity Incentive Award Plan.												10-K						001-37713						1/30/2019
10.28						Tax Matters Agreement, dated as of July 17, 2015, by and between Registrant and PayPal Holdings, Inc.												8-K						000-24821						7/20/2015
10.29+						Offer Letter dated April 2, 2015 between Registrant and Marie Oh Huber.												10-Q						001-37713						4/27/2016
10.30						Credit Agreement, dated as of January 25, 2024, by and among the Company, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto.												8-K						001-37713						1/25/2024
10.31+						Letter Agreement between Jamie Iannone and eBay Inc., dated April 12, 2020.												10-Q						001-37713						7/29/2020
10.32+						Amended and Restated eBay Inc. SVP and Above Standard Severance Plan, effective April 11, 2020, as amended October 2, 2024.						X
10.33+						Amended and Restated eBay Inc. Change in Control Severance Plan, effective April 11, 2020, as amended October 2, 2024.						X
10.34+						Offer Letter dated May 17, 2021 between Registrant and Stephen Priest.												10-Q						001-37713						8/12/2021
10.35+						Form of Performance Based Restricted Stock Unit Award Grant Notice and Performance Based Restricted Stock Unit Award Agreement (with TSR Modifier) under Registrant’s Equity Incentive Award Plan.												10-Q						001-37713						5/5/2022
10.36+						Form of Stock Option Agreement (with Performance Vesting) under Registrant’s Equity Incentive Award Plan.												10-Q						001-37713						5/5/2022
10.37+						Offer Letter dated January 7, 2021, as amended August 5, 2022, between Registrant and Cornelius Boone.												10-Q						001-37713						11/3/2022
10.38+						Offer Letter dated April 7, 2022 between Registrant and Eddie Garcia.												10-Q						001-37713						4/27/2023
10.39+						Offer Letter dated November 16, 2020, as amended August 5, 2022 and November 10, 2023, between Registrant and Julie Loeger.												10-K						001-37713						2/28/2024

No.						Exhibit Description						Filed or Furnished with this 10-K						Incorporated by Reference
									Form						File No.						Date Filed
10.40+						Offer Letter dated September 4, 2024 between Registrant and Samantha Wellington.												10-Q						001-37713						10/31/2024
19.01						Registrant’s Insider Trading Policy.						X
21.01						List of Subsidiaries.						X
23.01						PricewaterhouseCoopers LLP consent.						X
24.01						Power of Attorney (see signature page).						X
31.01						Certification of Registrant’s Chief Executive Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002.						X
31.02						Certification of Registrant’s Chief Financial Officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002.						X
32.01						Certification of Registrant’s Chief Executive Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002.						X
32.02						Certification of Registrant’s Chief Financial Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002.						X
97.01						Registrant’s Incentive-Based Compensation Recovery Policy												10-K						001-37713						2/28/2024
101						The following materials from the Annual Report on Form 10-K of eBay Inc. for the year ended December 31, 2024, were formatted in Inline XBRL (Extensible Business Reporting Language): (i) eBay Inc. Consolidated Balance Sheets, (ii) eBay Inc. Consolidated Statements of Income, (iii) eBay Inc. Consolidated Statements of Comprehensive Income, (iv) eBay Inc. Consolidated Statements of Stockholders’ Equity and (v) eBay Inc. Consolidated Statements of Cash Flows. The instance document does not appear in the Interactive Data File because its XBRL tags are imbedded within the Inline XBRL document.						X
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).						X

• Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Registrant hereby undertakes to furnish supplementally copies of any of the omitted schedules upon request by the United States Securities and Exchange Commission; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any document so furnished.

+ Indicates a management contract or compensatory plan or arrangement.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on February 27, 2025.

			eBay Inc.
			By:			/s/ Jamie Iannone
						Jamie Iannone
						Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jamie Iannone, Steve Priest, Rebecca Spencer and Samantha Wellington and each or any one of them, each with the power of substitution, his or her attorney-in-fact, to sign any amendments to this report, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 27, 2025.

Principal Executive Officer and Director:									Principal Financial Officer:
By:			/s/ Jamie Iannone						By:			/s/ Steve Priest
			Jamie Iannone									Steve Priest
			Chief Executive Officer and Director									Chief Financial Officer
									Principal Accounting Officer:
									By:			/s/ Rebecca Spencer
												Rebecca Spencer
												Vice President, Chief Accounting Officer

Additional Directors

By:			/s/ Paul S. Pressler						By:			/s/ Adriane M. Brown
			Paul S. Pressler									Adriane M. Brown
			Chair of the Board and Director									Director
By:			/s/ Aparna Chennapragada						By:			/s/ Logan D. Green
			Aparna Chennapragada									Logan D. Green
			Director									Director
By:			/s/ E. Carol Hayles						By:			/s/ Shripriya Mahesh
			E. Carol Hayles									Shripriya Mahesh
			Director									Director
By:			/s/ William D. Nash						By:			/s/ Zane Rowe
			William D. Nash									Zane Rowe
			Director									Director
By:			/s/ Mohak Shroff						By:			/s/ Perry M. Traquina
			Mohak Shroff									Perry M. Traquina
			Director									Director