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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 24, 1998
REGISTRATION NO. 333-
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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EBAY INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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DELAWARE 7389 77-0430924
(STATE OR OTHER JURISDICTION OF (PRIMARY STANDARD INDUSTRIAL (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) CLASSIFICATION CODE NUMBER) IDENTIFICATION NO.)
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2005 HAMILTON AVENUE, SUITE 350
SAN JOSE, CALIFORNIA 95125
(408) 369-4830
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
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GARY F. BENGIER
CHIEF FINANCIAL OFFICER AND VICE PRESIDENT OPERATIONS
2005 HAMILTON AVENUE, SUITE 350
SAN JOSE, CALIFORNIA 95125
(408) 369-4830
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
OF AGENT FOR SERVICE)
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COPIES TO:
LAIRD H. SIMONS III, ESQ. WILLIAM H. HINMAN, JR., ESQ.
MATTHEW P. QUILTER, ESQ. SHEARMAN & STERLING
JEFFREY R. VETTER, ESQ. 555 CALIFORNIA STREET
TYLER R. COZZENS, ESQ. SAN FRANCISCO, CALIFORNIA 94104
DOROTHY L. HINES, ESQ. (415) 616-1100
FENWICK & WEST LLP
TWO PALO ALTO SQUARE
PALO ALTO, CALIFORNIA 94306
(650) 494-0600
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APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as
practicable after the effective date of this Registration Statement.
If any of the securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. [_]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, check the following box and
list the Securities Act registration statement number of the earlier effective
registration statement for the same offering. [X] 333-59097
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [_]
If this Form is a post-effective amendment filed pursuant to Rule 462(d)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [_]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [_]
CALCULATION OF REGISTRATION FEE
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PROPOSED AMOUNT OF
MAXIMUM REGISTRATION
TITLE OF EACH CLASS OF AGGREGATE FEE
SECURITIES TO BE REGISTERED OFFERING PRICE (1)
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Common Stock, par value $0.001 per share........... $8,050,000 $2,374.75
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(1) The Company previously registered an aggregate of $64,400,000 worth of
Common Stock on a Registration Statement on Form S-1 (File No. 333-59097),
for which a filing fee of $18,998 was previously paid upon the filing of
such Registration Statement. On July 23, 1998, an additional $5,000 was
paid via wire transfer from which the required filing fee of $2,374.75
should be drawn. Accordingly, the Registrant has instructed a bank to
transmit a wire transfer to the Securities and Exchange Commission of the
requisite fee, the Registrant will not revoke such instruction, and it has
sufficient funds in the Commission's account to cover the amount of the
registration fee.
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT
SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS
REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH
SECTION 8(a) OF THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT
SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID
SECTION 8(a), MAY DETERMINE.
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INCORPORATION OF CERTAIN INFORMATION BY REFERENCE
This Registration Statement is being filed with the Securities and Exchange
Commission (the "Commission") pursuant to Rule 462(b) under the Securities Act
of 1933, as amended (the "Securities Act"), by eBay Inc. (the "Company"). This
Registration Statement relates to the public offering of Common Stock of the
Company contemplated by the Registration Statement on Form S-1, File No. 333-
59097 (the "Prior Registration Statement."), and is being filed for the sole
purpose of increasing the aggregate offering price to the public set forth in
such Registration Statement by $8,050,000. The contents of the Prior
Registration Statement are hereby incorporated by reference.
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SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT, THE REGISTRANT HAS DULY
CAUSED THIS REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE CITY OF SAN JOSE, STATE OF
CALIFORNIA, ON THE 23RD DAY OF SEPTEMBER, 1998.
eBay Inc.
By: /s/ MARGARET C. WHITMAN
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MARGARET C. WHITMAN
PRESIDENT AND CHIEF EXECUTIVE OFFICER
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT, THIS REGISTRATION
STATEMENT HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE CAPACITIES AND ON
THE DATES INDICATED.
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SIGNATURES TITLE
DATE
PRINCIPAL EXECUTIVE OFFICER:
/s/ Margaret C. Whitman President and Chief September 23, 1998
- ------------------------------------- Executive Officer
MARGARET C. WHITMAN
PRINCIPAL FINANCIAL OFFICER AND
PRINCIPAL ACCOUNTING OFFICER:
/s/ Gary F. Bengier Chief Financial September 23, 1998
- ------------------------------------- Officer and Vice
GARY F. BENGIER President Operations
ADDITIONAL DIRECTORS:
Pierre M. Omidyar* Director September 23, 1998
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PIERRE M. OMIDYAR
Scott D. Cook* Director September 23, 1998
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SCOTT D. COOK
Robert C. Kagle* Director September 23, 1998
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ROBERT C. KAGLE
Howard D. Schultz* Director September 23, 1998
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HOWARD D. SCHULTZ
/s/ Gary F. Bengier
* By_________________________________
ATTORNEY-IN-FACT(1)
GARY F. BENGIER
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(1) The Power of Attorney granted by each director was filed as an exhibit to
the Registrant's Registration Statement on Form S-1 (File No. 333-59097)