What is the main reason for this 8-K filing?

This 8-K is primarily to inform investors that the activist investor group led by Carl Icahn has withdrawn its nominations for the board of directors and its proposed business for the upcoming 2014 Annual Meeting of Stockholders. This action follows an agreement reached between eBay and the Icahn Group.

Will the voting process for directors change at the 2014 Annual Meeting?

While the director nominations from the Icahn Group are withdrawn, the voting standard for director elections will remain a plurality vote. This means that the nominees who receive the highest number of 'FOR' votes will be elected, even if they do not secure a majority. This decision was made because eBay had already incurred significant costs by mailing its proxy materials.

Does eBay still have a majority voting policy for directors?

Yes, eBay has decided to apply its Bylaws' majority voting resignation policy. This means that if a director nominee does not receive more votes 'FOR' their election than 'withhold' votes, they will be subject to the resignation policy.

Where can I find more details about this announcement?

The notice to stockholders, dated April 22, 2014, is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference.

EBAY 8-K SEC Disclosure

Summary

eBay Inc. filed an 8-K on April 22, 2014, to inform stockholders about the resolution of a proxy contest with Carl Icahn and his associated entities. The Icahn Group has irrevocably withdrawn their director nominations and any proposed business for the 2014 Annual Meeting of Stockholders. This withdrawal stems from previously entered-into agreements between eBay and the Icahn Group. The company is communicating these changes via a notice posted to its website and filed as an exhibit to this report.

Key Highlights

1Icahn Group has withdrawn all director nominations and proposed business for the 2014 Annual Meeting.
2The withdrawal is a result of agreements previously reached between eBay and the Icahn Group.
3Despite the withdrawal, eBay will maintain the plurality voting standard for director elections, meaning nominees receiving the most 'FOR' votes will be elected.
4This is due to the company having already mailed its definitive proxy statement and proxy cards, incurring significant costs.
5eBay will, however, apply its majority voting resignation policy to any nominee who does not receive more 'FOR' votes than 'withhold' votes.
6A notice to stockholders detailing these matters is attached as Exhibit 99.1.

EBAY INC 8-K Report, Corporate Update (Apr 22, 2014)

Summary

Key Highlights

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