ebay-20260319
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 19, 2026
eBay Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37713 | 77-0430924 | ||||||
| (State or other jurisdiction | (Commission File Number) | (I.R.S. Employer | ||||||
| of incorporation) | Identification No.) | |||||||
2025 Hamilton Avenue
San Jose, California 95125
(Address of principal executive offices)
(408) 376-9659
(Registrant's telephone number, including area code)
Not Applicable.
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of exchange on which registered | ||||||
| Common stock | EBAY | The Nasdaq Global Select Market | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
The information in Item 7.01 of this Current Report on Form 8-K (this “Current Report”), including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not to be incorporated by reference into any filing by eBay Inc. (the “Company” or “eBay”), under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless otherwise expressly stated in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 19, 2026, the Board of Directors (the “Board”) of eBay Inc. (the “Company”) increased its size to 12 members and appointed Brian H. Sharples as a member of the Board, effective March 20, 2026. His term will expire at the Company’s 2026 annual meeting of stockholders or at such time as his respective successor has been elected and qualified.
As a non-employee director, Mr. Sharples is entitled to receive the same compensation paid by the Company to each of its non-employee directors as described under “Compensation of Directors” in the Company’s Definitive Proxy Statement for its 2025 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission (the “SEC”) on April 30, 2025, which description is incorporated herein by reference. In addition, the Company will enter into its form of Indemnity Agreement with Mr. Sharples, a copy of which has been filed as Exhibit 10.01 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 27, 2025.
There is no arrangement or understanding between Mr. Sharples and any other persons pursuant to which he was appointed as a director. The Board determined that Mr. Sharples is independent within the meaning of the Exchange Act, the rules and regulations promulgated by the SEC thereunder, and the listing standards of The Nasdaq Stock Market LLC. Furthermore, there are no transactions between Mr. Sharples and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
On March 24, 2026, the Company issued a press release announcing Mr. Sharples’s appointment to the Board, which is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following materials are attached as exhibits to this Current Report on Form 8-K:
| Exhibit Number | Description | ||||
| Press release dated March 24, 2026 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| eBay Inc. | ||||||||
| (Registrant) | ||||||||
| Date: March 24, 2026 | /s/ Samantha Wellington | |||||||
| Name: Samantha Wellington | ||||||||
| Title: Senior Vice President, Chief Legal Officer and Secretary | ||||||||