Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022.

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from to .

Commission file number 001-36859

pypl-20220930_g1.jpg

PayPal Holdings, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware47-2989869
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
2211 North First StreetSan Jose,California95131
(Address of Principal Executive Offices)(Zip Code)

(408) 967-1000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.0001 par value per sharePYPLNASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of October 28, 2022, there were 1,140,027,732 shares of the registrant’s common stock, $0.0001 par value, outstanding, which is the only class of common or voting stock of the registrant issued.

PayPal Holdings, Inc.

TABLE OF CONTENTS

Page Number
Part I.Financial Information4
Item 1.Condensed Consolidated Balance Sheets4
Condensed Consolidated Statements of Income (Loss)5
Condensed Consolidated Statements of Comprehensive Income (Loss)6
Condensed Consolidated Statements of Stockholders’ Equity7
Condensed Consolidated Statements of Cash Flows9
Notes to Condensed Consolidated Financial Statements11
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations49
Item 3.Quantitative and Qualitative Disclosures About Market Risk66
Item 4.Controls and Procedures69
Part II.Other Information70
Item 1.Legal Proceedings70
Item 1A.Risk Factors70
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds75
Item 3.Defaults Upon Senior Securities75
Item 4.Mine Safety Disclosures76
Item 5.Other Information76
Item 6.Exhibits77
Signatures78

PART I: FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS