PayPal Holdings, Inc. (PYPL) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen, and welcome to PayPal Holdings, Inc. 2020 Annual Stockholders Meeting. I would like to introduce you to Mr. John Donahoe, Chairman of the Board of PayPal Holdings, Inc. Mr. Donahoe, you may begin.

Good morning, and welcome to the 2020 Annual Shareholders Meeting. I'm John Donahoe, Chairman of the Board, and I'll be serving as Chair of this meeting. I'd like to start by introducing the other Board members who are participating in today's meeting: Dan Schulman, who also serves, is our President and Chief Executive Officer; Rodney Adkins; Jonathan Christodoro; David Dorman; Linda Johnson; Gail McGovern; Debbie Messemer; David Moffett; Ann Sarnoff; and Frank Yeary. In addition to Dan Schulman, other members of PayPal's senior leadership team participating in today's meeting are John Rainey, Chief Financial Officer; Louise Pentland, Chief Legal Officer; Gabrielle Rabinovitch, Head of Investor Relations; and Brian Yamasaki, the company Secretary. Representative of PwC, our independent auditor, is also present today and will be available to answer appropriate questions during the question-and-answer session of this meeting. Okay. I would now like to call to order the 2020 Stockholders Meeting. I'll be serving as Chair of the meeting and Brian Yamasaki will serve as Secretary of the meeting. I'll now turn the meeting over to Brian to begin the formal matters to be discussed this morning.

Thanks, John. We're excited that our Annual Stockholder Meeting is being conducted virtually through a live audio webcast as we have done each year since becoming an independent public company in 2015. By holding a virtual meeting, we're enabling stockholders from around the world to attend and participate in our annual meeting, which allows for increased stockholder access and participation at no cost, protects the health and safety of attendees and reduces our environmental impact. We've also adopted a series of safeguards that we believe provide all stockholders the same rights and opportunities to participate in this meeting as they would at an in-person meeting. We have established clear processes around submitting and responding to stockholder questions, and members of executive management and the Board will be available for questions today. We have committed to posting our questions and answers on our Investor Relations website and the meeting website as soon as practicable following the meeting. We have engaged with our investors and solicited feedback on the virtual meeting format for our annual meeting. Following this meeting, we will consider any additional feedback from our stockholders on the meeting format, and we'll continue to work to enhance the meeting experience going forward. We are conducting this meeting in accordance with our bylaws and the rules of conduct and procedure for this meeting, which are available on the meeting website. As a reminder, stockholders attending the virtual meeting can vote their shares online from now through the closing of the polls by logging into the meeting website as a stockholder and clicking the Vote Here button on their screen. If you have previously voted by proxy and do not wish to change your vote, your vote will be cast as you previously instructed, and no further action is required. We will begin by attending to the formal business of the meeting. After the formal meeting is adjourned, Dan Schulman, our President and CEO, will provide a brief presentation. Following that, we will hold a question-and-answer session. We have received several questions that were submitted by our stockholders in advance of today's meeting that we will address during the Q&A session. Stockholders logged into the meeting website will be able to submit questions by typing them into the text box on the meeting website through the end of the Q&A session. If you have a specific question about a specific PayPal product or your customer account, please feel free to send those questions to the following e-mail address: stockholdercustomerquestions, one word, @paypal.com. Stockholder questions addressed during this meeting as well as questions that are not answered due to time constraints will be posted on our Investor Relations website and the meeting website. Finally, please note that the meeting is being recorded and will be available for replay on the meeting website for 90 days. This meeting is held pursuant to the notice of annual meeting that we began mailing on April 8, 2020, to all stockholders of record as of the close of business on March 27, 2020. We have received an affidavit of mailing from Broadridge indicating that notice of the meeting has been duly given. A copy of our proxy statement is available on PayPal's Investor Relations website and the Securities and Exchange Commission's website at www.sec.gov. The inspector of elections has confirmed that proxies have been received from approximately 86% of the nearly 1,173,000,000 shares of the company's outstanding common stock entitled to vote. I declare that there is a quorum present. Accordingly, the meeting is duly constituted and we may now proceed with the business of the meeting. The polls are open for voting. We will close the polls after the proposals have been presented. There are 5 items of business to be voted on at this meeting. The first item of business is the election of 11 director nominees to the Board of Directors, each to hold office until the 2021 Annual Meeting of Stockholders or until their successors are duly elected and qualified. The nominees for election to the Board of Directors are: Rodney Adkins, Jonathan Christodoro, John Donahoe, David Dorman, Belinda Johnson, Gail McGovern, Deborah Messemer, David Moffett, Ann Sarnoff, Dan Schulman and Frank Yeary. The second item of business is an advisory vote to approve the compensation of our named executive officers. The third item of business is the ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditor for 2020. The next item of business is the consideration of 2 stockholder proposals if properly presented at this meeting. The 2 stockholder proposals and the company's opposition statements are provided in our proxy statement. A representative for each proponent will have 5 minutes to present their stockholder proposal. The first stockholder proposal regarding stockholder right to act by written consent was submitted by Mr. John Chevedden. [ Ms. Cam Franklin ] will be presenting the proposal as Mr. Chevedden's representative. Operator, please open the line for Ms. Franklin.

Good morning. Proposal 4, stockholder right to act by written consent, John Chevedden, sponsor. Shareholders request that our Board of Directors take such steps as may be necessary to permit written consent by shareholders entitled to cast the minimum number of votes that would be necessary to authorize an action at a meeting at which all shareholders entitled to vote thereon were present and voting. This proposal topic won majority shareholder support at 13 major companies in a single year. This included 67% support at both Allstate and Sprint. This 67% support would have been even higher if all shareholders had access to independent proxy voting advice. Hundreds of major companies enable shareholder action by written consent. Taking action by written consent is a means shareholders can use to raise important matters outside the normal annual meeting cycle like the election of a new director. This could motivate better performance by PayPal directors. For instance, the inside related Chairman, Mr. John Donahoe, received the highest negative votes of any PayPal director in 2018, 40x as many negative votes in some cases. Shareholders only gave an 88% vote in regard to executive pay compared to many companies that received a 95% vote. Mr. David Dorman chaired the Executive Pay Committee. The total summary pay for Mr. Daniel Schulman was $19 million in 2017. The right for shareholders to act by written consent is gaining acceptance as a more important right than the right to call a special meeting. This seems to be the conclusion of the Intel Corporation shareholder vote at the 2019 Intel Annual Meeting. The directors at Intel apparently thought they could divert shareholder attention away from written consent by making it less difficult for shareholders to call a special meeting. However, Intel shareholders responded with greater support for written consent in 2019 compared to 2018. Following a 45% vote for a written consent shareholder proposal, the Bank of New York Mellon Corporation said it adopted written consent in 2019. Written consent won 44% support at Capital One Financial Corporation in 2018, and this increased to 56% support in 2019. Written consent won 47% at United Rentals in 2018, and this increased to 51% support in 2019. Please vote yes, support our right to act by written consent, proposal #4. Thank you very much.

Thank you, Ms. Franklin. The Board of Directors recommends a vote against the stockholder proposal for the reasons set forth in our opposition statement included in our proxy statement. The second stockholder proposal regarding human and indigenous peoples' rights was submitted by John C. Harrington, trustee for Harrington Investments, Inc. 401(k) plan. Dr. Dalit Baum will be presenting the proposal as Mr. Harrington's representative. Operator, please open the line for Dr. Baum.

Hi, everybody. PayPal does not have any binding human rights and indigenous rights policies. None of the committee charters, company bylaws or articles of incorporation spell out this crucial fiduciary duty. Our proposal today urges our company to align its legally binding policies with its worthy intentional statements and voluntary procedures and commit to respect for human rights and indigenous peoples' rights in its governance documents. Our company provides services all around the world. This must create complex situations where local laws contradict with international human rights law or with the rights of indigenous population. This is a material risk for us as investors, with possible severe reputational and legal implications. One such minefield for civil rights, human rights, indigenous rights is in determining access to our company's financial services platform. PayPal is facing increasing public pressure, appeals from investors, political, legal and ethical controversy due to its lack of consistent, transparent and informed human rights due diligence processes. For example, after 4 years of appeals from the Palestinian business community, PayPal decided not to extend its services to the Palestinian market. Especially now under COVID-19 social distancing regulations, small businesses and entrepreneurs in Palestine need our company's services in order to prosper. Obviously, PayPal does not need to work in all countries of the world. But in the occupied Palestinian territory, PayPal services are already available through the Israeli secular systems and not the indigenous Palestinian ones. Israeli settlers live on land confiscated by force from its indigenous Palestinian owners, use stolen natural resources and travels freely as their Palestinian neighbors are subjected to a total foreign military regime with no civil rights, no equal access to water and roads and no equal access to PayPal services. This apartheid system is unconscionable. It is also risky business. Other financial institutions in the same situation have faced international condemnation, legal and reputational repercussions and even divestment by large institutional investors. This mess is not going away, but it could have been avoided entirely had we conducted a thorough human rights due diligence process before expanding our business into this conflict area. In a second example, recent reports claimed that our company has deplatformed or banned human rights defenders and human rights organizations from using its services in response to politically motivated disinformation campaigns, which insinuated forced associations between these organizations and listed terrorist groups. According to the Charity & Security Network, these organizations are legitimate organizations recognized by regulatory authorities that, unlike white supremacy group that promote violence, provide essential services and engage in constitutionally protected speech. Nonprofits that work in conflict zones with marginalized communities or that speak out against human rights abuses face tremendous pushbacks from militarist and racist factions, from local repressive regimes and their supporters. This includes increasing attempts, often carried out in the open, to use disinformation to delegitimize and silence this lawful, legitimate and often life-saving nonprofit work. The lack of clear, transparent and professional human rights standards means that our platform may be abused by coordinated propaganda attacks, exposing us to potential risks on all sides and making all of our clients feel vulnerable to such attacks. If our company is to navigate this potentially explosive situation successfully, it must rely on a clear and binding universal and ethical human rights policy. It is the fiduciary duty of the Board and management to consider human rights when making all decisions where there are significant potential impacts or risks to our company. To ensure due diligence on human and indigenous people's rights, these fiduciary duties need to be clearly articulated as binding commitments. I urge you to support proposal 5.

Thank you, Dr. Baum. The Board of Directors recommends a vote against this stockholder proposal for the reasons set forth in our opposition statement included in our proxy statement. That concludes the presentation of items of business that you've been asked to vote on at today's meeting. The polls are now closed, and no additional votes may be submitted. I have received the preliminary voting results from the inspector of elections based on the proxies received as of the opening of the polls at today's meeting. The preliminary voting results are as follows: first, each of the 11 director nominees has been duly elected; second, the compensation of our named executive officers has been approved by advisory vote; third, the appointment of PricewaterhouseCoopers LLP as our independent auditor for 2020 has been ratified; fourth, the stockholder proposal regarding stockholder right to act by written consent has not received majority support; and fifth, the stockholder proposal regarding human and indigenous people's rights has not received majority support. All votes are subject to final count certified by the inspector of elections. We will report the final vote results on a Form 8-K to be filed with the SEC within 4 business days from today's meeting. There being no further business to come before the meeting, the 2020 Annual Meeting of Stockholders of PayPal Holdings, Inc. is now adjourned. Our President and CEO, Dan Schulman, will now provide a brief presentation followed by a question-and-answer session. As a reminder, today's presentation may contain forward-looking statements that are based on our current expectations, forecasts and assumptions and involve risks and uncertainties. Actual results may differ materially from these forward-looking statements due to various risks and uncertainties about our business, which are described in our filings with the Securities and Exchange Commission, including our annual report on Form 10-K and subsequent quarterly reports on Form 10-Q. We assume no obligation to update any forward-looking statements. With that, let me turn the call over to Dan.

Thanks, Brian, and good morning, everyone. This year's annual meeting comes as we navigate the COVID-19 pandemic. I think most of us would agree that we are likely to look back at this time as the most disruptive and difficult period in our lives. Rather than reflect on past accomplishments like previous annual meetings, I thought I would share some of my thoughts on the current crisis and what it means for the future of PayPal. We came into this crisis with a strong balance sheet, a diversified business model and a passionate group of employees. We recognize that our products and services are more important and more relevant than ever before, and we remain focused and steadfast in our mission. COVID-19 has presented all of us with unique challenges, and the fallout from the crisis will change the way we think about the future. But in many ways, it has only reinforced the way we think about our business and our stakeholders. We believe that it's important to all of our stakeholders that we put our employees first. And that was our first concern when the outbreak began. Our focus was on protecting both their health and financial security. And in turn, they are focused on doing everything they can to support our customers. Our commitment to the health and well-being of our employees goes hand-in-hand with our ongoing commitment to serve our customers. This is the time when they need us more than ever, and we took a series of important actions early in the pandemic to help our customers, everything from allowing small business customers to defer payments on their business loans, increasing protections with regards to refunds and chargebacks, waiving instant fund transfer fees and doubling cash-back rewards for the PayPal business debit card. We are using our capabilities and our resources to make a real difference and working to do our part to help those who are most vulnerable. In the U.S., we work closely with the Treasury Department, the Small Business Administration, congressional leaders and multiple other agencies so we could quickly and efficiently distribute loans to small businesses and stimulus checks to consumers. We are supporting our consumers around the globe by directly funding NGOs and charities who are supporting those impacted by the pandemic. And our PayPal and Venmo platforms have exploded with friends and family members helping each other through this time. I am confident we will come out of this crisis stronger and more relevant than ever before with our products and services playing an even more significant role in the lives of families, businesses and communities worldwide. This is our time to make a difference, and we are determined to seize it, do our part and make a lasting and positive impact. Thank you. And with that, let me turn the call over to Gabrielle for the Q&A portion of today's meeting.

Thanks, Dan. Stockholder questions addressed during our Q&A session as well as questions that are not answered due to time constraints will be posted on the company's Investor Relations website and the meeting website. As noted in the rules of conduct for the meeting, only appropriate questions will be addressed. We received several questions in advance regarding how to access information in the proxy statement as well as where to find certain information in our proxy statement. We've posted our responses to those questions on our Investor Relations site and the meeting website in advance of this meeting. Our first question for today is, is PayPal ever going to get into using cash apps like your competition does?

Thanks for that question, Gabrielle. I guess the first thing I would point out is that we have multiple peer-to-peer payment services, including PayPal, Venmo and Zoom, which work across multiple devices, operating systems and financial instruments. Customers have used PayPal's P2P services to send and receive more than $200 billion in the past year alone, which I think demonstrates our clear leadership here.

Thanks, Dan. The next question is, eBay plus PayPal created tremendous value until eBay lost ground to Amazon. In the year since the split, PayPal has done well. But with every tech giant getting into payments, do you believe PayPal as a stand-alone entity will create more value than PayPal as the payment arm of, say, Facebook? How are you sure Amazon won't do to you what it did to eBay?

Thanks for that question. From a competitive standpoint, I think we are very well positioned. Some of our key competitive advantages include our 2-sided network, which has grown significantly in the last several years to more than 325 million accounts, including more than 25 million merchant accounts. We have a global presence in 200-plus markets, and we have a wide range of products and services that enables us to address the increasing need for digital payment options. In addition, over the past couple of years, we've partnered closely with companies like Google and Facebook to offer seamless payment experiences for our mutual customers. Given the current environment, we expect a rapid acceleration towards e-commerce. In fact, we're seeing that, and that's clearly a tailwind for us. And we are executing a set of initiatives that will help our customers take advantage of these trends.

Thanks, Dan. The next question is, how will you handle the holding of Uber stock? Will you keep holding still or invest in Uber more?

So we made our strategic investment in Uber in connection with expanding our commercial agreement with them. We expect to work closely with Uber on numerous new initiatives, including expanding in growing economies like Brazil and India. And Uber will and remains a close and important strategic partner to us. When I take a step back though and look at strategic investments in general, you can expect us to be opportunistic about transactions that will accelerate the growth of new customers and increase engagement on our platform. At a high level, we've always been focused on long-term value creation, and we have a very disciplined approach to investment management.

Thanks, Dan. The final question we have time for today is, what is PayPal doing to address issues of reduced customer service during COVID-19? Why aren't the call centers operating remotely? Or why wasn't messaging available except through multiple layers of the help section?

Thanks for that last question, Gabrielle. And so we've adapted our servicing strategy to enable our team members to work from home for their health and safety. At the same time, we continue to serve our customers through phone, messaging and self-service channels like our help center. We've expanded our messaging hours to ensure timely responses to our customer inquiries. We will continue to adapt our servicing approach to meet the needs of our customers, while assuring we look after the well-being of our team members who are working remotely.

Thanks, Dan. This concludes the question-and-answer portion of the meeting. I'll turn the meeting back to you for closing remarks.

Thanks, Gabrielle. I wanted to close by thanking everybody who participated in today's virtual meeting and those stockholders who submitted questions. I hope all of you remain and stay safe and healthy. And I hope everybody has a good rest of the day. Thank you.

Ladies and gentlemen, this concludes PayPal's 2020 Annual Stockholders Meeting. A replay of the meeting will be available within 24 hours at the website you logged into today. The company's response to stockholder questions will also be posted on the meeting website and the company's Investor Relations website. You will now be disconnected from the meeting. Thank you, and have a good day.