Airbnb (ABNB) 10-K risk factor changes: FY2024 vs FY2023

Risks Related to Our [removed: Business][added: Business and Operations]

Our [removed: future revenue growth depends on the growth of supply and demand for listings on our platform, and our] business is [added: also] affected by general economic and business conditions worldwide as well as trends in the global travel and hospitality industries and the short and long-term accommodation regulatory landscape.

- other risks described [added: in these Risk Factors and] elsewhere in this Annual Report on Form 10-K.

A softening of [removed: demand,] [added: supply or demand for our current or future offerings,] whether caused by events outside of our control, challenging macroeconomic and political conditions, changes in [removed: Host] [added: host] and guest preferences, public health crises such as pandemics, and any of the other factors described [removed: above,] in [added: these Risk Factors and elsewhere in] this Annual Report on Form 10-K, or otherwise, may result in decreased revenue and our business, results of operations, and financial condition [removed: would] [added: could] be materially adversely affected.

If we fail to retain [removed: existing Hosts] or add [removed: new Hosts, or] [added: hosts and guests,] if [removed: Hosts] [added: hosts] fail to provide high-quality stays and experiences, [added: if] our [added: new offerings and initiatives are unsuccessful, or if our community support offerings are inadequate, our] business, results of operations, and financial condition would be materially adversely affected.

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If we [removed: fail to retain existing guests or add new guests,] [added: do not adequately protect] our [added: intellectual property and our data, then our] business, results of operations, and financial condition [removed: would] [added: could] be materially adversely affected.

We continue to invest in the development of new offerings and initiatives, including innovations focused on improving our [removed: Host] [added: host] and guest [removed: experiences.][added: experiences; however, developing and delivering these new offerings and initiatives increase our expenses and our organizational complexity, and we may experience difficulties in developing and implementing these new offerings and initiatives.]

[removed: Because many of these] [added: These unpredictable] events [removed: or concerns, and the full impact of their effects, are largely unpredictable, they] can [removed: dramatically and suddenly affect] [added: abruptly alter consumer] travel [removed: behavior by consumers, and therefore] [added: behavior, reducing] demand for our platform and services, [removed: which could] [added: and] materially adversely [removed: affect] [added: affecting] our business, results of operations, and financial condition.

[removed: In addition, increasing] [added: Growing] awareness of [removed: the impact of air travel on] climate [removed: change] and [removed: the impact of over-tourism] [added: other environmental or social pressures, including over-tourism, has also prompted responses by various actors in society, which] may adversely impact the travel and hospitality industries and demand for our platform and services, whether due to the imposition of policies and regulations or changing societal attitudes towards travel.

Such [removed: a shift in consumer behavior would] [added: disruptions could] materially adversely [removed: affect] [added: impact] our business, results of operations, and financial condition.

We operate in a highly competitive [removed: environment] [added: environment,] and we face significant competition in attracting [removed: Hosts] [added: hosts] and guests.

Hosts have [removed: a range of] [added: numerous] options for listing their spaces and experiences, both online and [removed: offline.][added: offline, and often cross-list their offerings.]

[removed: Increased competition could result] [added: Changes] in [removed: reduced demand for our platform from Hosts and guests, slow our growth, and] [added: tax laws or tax rulings could] materially adversely affect our business, results of [removed: operations,] [added: operations] and financial [removed: condition.][added: condition.]

We are subject to a wide variety of laws, [removed: regulations and] [added: regulations, and] rules applicable to short-term [removed: rental] [added: rental, long-term rental,] and home sharing businesses, or that govern our business practices, including among others, e-commerce, data privacy, [added: payment services,] advertising, consumer protection, [removed: employment law,] [added: employment,] and commercial practices.

[removed: Such laws and] [added: These] regulations [removed: are complex, evolving, and sometimes inconsistent and have limited and] may [removed: continue to limit the ability or willingness of Hosts to share their spaces through our platform and] expose our users or us to regulatory inquiries, [removed: litigation or] [added: litigation, and/or] other disputes and to [added: potentially] significant liabilities, including taxes, compliance costs, fines, and criminal or other penalties, which have had and could continue to have a material [removed: adverse] effect on our business, results of operations, and financial condition.

There are national, state, local, and foreign laws and regulations in jurisdictions that relate to or affect our business and, since we began our operations in 2008, there have been and continue to be legal and regulatory developments and inconsistent or ambiguous interpretations among local, regional, or national laws or regulations that affect the short-term rental, [added: experiences,] long-term rental, and home sharing business.

For example, we incur significant operational costs to comply with requirements of jurisdictions and cities that have disparate requirements around tax collection, tax reporting, [removed: Host] [added: data sharing, host] registration, limits on lengths of stays, and other regulations, each of which [added: may] require us to dedicate significant resources to provide the infrastructure and tools needed on our platform for our [removed: Hosts] [added: hosts] to meet these legal requirements and for us to fulfill any obligations we may have.

[removed: While we] [added: We] require [removed: our Hosts] [added: hosts] and guests to comply with [removed: their own independent] [added: all applicable] legal obligations under our terms of service, [removed: we have limited means of enforcing or ensuring the compliance of our Hosts] [added: but governments may nonetheless seek to hold us accountable for hosts’] and [removed: guests with all applicable legal requirements.][added: guests’ compliance.]

[removed: See our risk factor titled “Changes in tax laws or] [added: We are subject to evolving global] tax [removed: rulings] [added: regimes, which] could materially [added: adversely] affect our [added: business,] results of [removed: operations] [added: operations,] and financial [removed: condition.”][added: condition.]

[removed: PSD3] [added: Additionally, the proposed EU Third Payment Services Directive (“PSD3”)] and [added: proposed regulation on] the [removed: PSR] [added: same (“EU PSR”)] will include amendments to strong customer authentication and anti-fraud obligations amongst other [removed: day to day requirements, and FIDA requires data holders (including payment institutions and EMIs) to provide customer data, including both personal and non-personal data to other data holders.][added: day-to-day requirements.]

[removed: PSD3, the PSR and FIDA] [added: When these proposed measures] are [removed: still in draft, however when] finalized and in-force, they may increase our compliance costs and require additional resources as well as changes to our processes and operations.

The [removed: review and call for evidence contained minimal information on areas of reform, other than a handful of] [added: United Kingdom is also considering] areas [added: for reform for its payment services regime,] including [removed: strong customer authentication requirements,] information requirements regarding currency conversion charges, and notice provisions for the termination of customer contracts.

[removed: Furthermore, if] [added: If] we become more involved in [removed: Hosts’] [added: hosts’] listings and conduct related to bookings, then we are more likely to draw scrutiny and additional regulations from governments and undercut various defenses we may have to claims or attempts to regulate us, which further constrain our business and impose additional liability on us as a platform.

[removed: Other] [added: Additionally,] private groups, such as [removed: homeowners, landlords, and condominium] [added: homeowners] and neighborhood associations, [removed: have adopted] [added: may adopt] contracts or regulations that purport to ban or otherwise restrict [removed: short-term rentals, and third-party lease agreements between landlords and tenants, home insurance policies, and mortgages may prevent or restrict] the ability of [removed: Hosts] [added: hosts] to list their spaces.

[removed: When a government agency seeks] [added: From time] to [removed: apply] [added: time, we attempt to defend against application of] laws and regulations [removed: in a manner] that [removed: limits or curtails Hosts’] [added: limit hosts’] or guests’ ability or willingness to list and search for [removed: accommodations in that particular geography, we have attempted and may continue to attempt through litigation or other means to defend against such application of laws and regulations,] [added: accommodations,] but have sometimes been and may continue to be unsuccessful in certain of those efforts.

[removed: Moreover,] [added: Additionally,] if we enter an agreement with a government or governmental agency to resolve a dispute, the terms of such agreement may be publicly available and could create a precedent that may lead to similar disputes in other jurisdictions and may put us in a weaker bargaining position in future disputes with other governments.

We are [removed: also] subject to laws and regulations governing our business practices, the Internet, e-commerce, and electronic devices, including those relating to taxation, data privacy, data security, pricing, content, advertising, discrimination, consumer protection, protection of minors, [added: insurance,] copyrights, distribution, messaging, mobile communications, electronic device certification, electronic waste, electronic contracts, communications, Internet access, competition, [added: AI,] and unfair commercial practices as well as federal, state, local, and foreign laws regulating employment, employee working conditions, including wage and hour laws, employment dispute and employee bargaining processes, collective and representative actions, employment classification, and other employment compliance requirements.

We may also become more vulnerable to third-party claims as U.S. laws such as the Digital Millennium Copyright Act (“DMCA”), the Stored Communications Act, and the Communications Decency Act (“CDA”), and non-U.S. laws such as the Digital Services Act (“DSA”), the EU STR [removed: Regulation] [added: Regulation,] and the European E-Commerce Directive and their national transpositions are interpreted by the courts or [added: if they are] otherwise modified or amended, as our platform and services to our [removed: Hosts] [added: hosts] and guests continue to expand, and as we expand geographically into jurisdictions where the underlying laws with respect to the potential liability of online intermediaries such as ourselves are either unclear or less favorable.

Adverse [removed: results or settlements] [added: outcomes in legal proceedings] may result in [added: significant financial penalties,] changes [removed: in our] [added: to] business [removed: practices in significant ways,] [added: practices,] increased [removed: operating and compliance costs,] [added: costs] and [removed: a loss of revenue.][added: reputational damage.]

We are a global platform with [removed: Hosts] [added: hosts] in more than 220 countries and regions and over 100,000 cities and towns, and [added: we serve] a global guest community.

For the year ended December 31, [removed: 2023, 57%] [added: 2024, 58%] of our revenue was generated from listings outside of the United States.

We expect to continue to make investments to expand our international [removed: operations, however] [added: operations; however,] there can be no assurance that our international expansion efforts will be successful or result in revenue growth.

Managing a global organization is difficult, time consuming, and expensive, and requires significant management attention and careful [removed: prioritization, and any international expansion efforts that we may undertake may not be successful.][added: prioritization.]

Increased operating expenses, decreased revenue, negative publicity, negative reaction from our [removed: Hosts] [added: hosts] and guests and other stakeholders, or other adverse impacts from any of the [removed: above factors or other] risks related to our international operations could materially adversely affect our brand, reputation, business, results of operations, and financial condition.

[removed: Our] [added: Incorrect assumptions or] failure to [removed: comply with such requests or requirements, or conversely our compliance with such requests or requirements,] [added: address risks] could materially [removed: adversely] affect our [removed: brand, reputation,] business, results of operations, and financial condition.

[removed: Changes in tax laws or tax rulings] [added: As we expand, we anticipate continued legal challenges that] could materially [added: adversely] affect our [added: business,] results of [removed: operations] [added: operations,] and financial [removed: condition.][added: condition.]

[removed: Changes in tax laws or tax rulings,] [added: IT System capacity constraints, system] or [removed: changes in interpretations of existing laws,] [added: other operational failures] could materially adversely affect our [added: business,] results of [removed: operations] [added: operations,] and financial [removed: condition.][added: condition.]

[removed: In addition, many] [added: Many] countries in Europe, as well as a number of other countries and states, have recently proposed or recommended changes to existing tax laws or have enacted new laws that could significantly increase our tax obligations in many countries and states where we do business or require us to change the manner in which we operate our business.

[removed: On] [added: In] December [removed: 13,] 2023, without admitting any liability, Airbnb Ireland signed an agreement with the Italian Revenue Agency in settlement of the 2017-2021 audit periods for an aggregate payment of 576 million Euro ($621 million).

Revenue and Growth Risks

We may not be able to sustain our revenue growth rate or effectively manage growth or new opportunities.

Our future revenue growth depends on the growth of supply and demand for listings on our platform and the development and adoption of new offerings and initiatives.

Our business success is heavily reliant on both hosts and guests engaging with our platform.

Hosts must maintain and enhance their listings by offering a variety of desirable, competitively priced, and high-quality stays and experiences, while providing exceptional hospitality and timely responses to guest inquiries.

These factors are largely outside our direct control, and if hosts fail to meet these expectations, or if they choose to cross-list or list exclusively with competitors, or if we are unable to attract and retain hosts in a cost-effective manner, or at all, our revenue and business operations could be adversely affected.

Our ability to attract and retain guests is crucial and can be impacted by external factors such as pandemics, political instability, climate change, and economic downturns, as well as internal factors like competition, brand perception, and platform usability.

Additionally, our brand and reputation are critical to our success, as they influence our ability to attract and retain hosts, guests, and employees.

Any negative perceptions or incidents related to safety, security, or quality could harm our public image and business operations.

Issues such as unreliable reviews, regulatory scrutiny, or negative media coverage can further damage trust within our community, materially adversely affecting our business, results of operations, and financial condition.

If our new offerings and initiatives are not successful, or if we fail to provide a seamless and satisfactory experience for both hosts and guests, or if our host protection programs, including those provided through AirCover for hosts, become ineffective, our business, results of operations, and financial condition could be materially adversely affected.

Furthermore, our growth relies on delivering high-quality support to our community, which requires significant investment in staffing, technology, infrastructure, and training.

As our global customer base expands, particularly outside of North America and Europe, we face increased pressure to provide efficient, multilingual support.

The vast majority of our community support is performed by third-party service providers, and our reliance on third-party service providers necessitates stringent guidance and quality control to maintain satisfactory service levels.

Inadequate support or dispute resolution can harm our reputation and affect retention, leading to potential revenue reductions through refunds or coupons.

As such, any international expansion efforts that we may undertake may not be successful.

In addition, conducting international operations subjects us to operational, tax, regulatory, and compliance risks.

We invest significantly in brand marketing across various channels to drive traffic to our platform, but these efforts may not always be cost-effective or successful.

Additionally, increased spending by competitors on brand marketing could hinder our ability to grow platform traffic.

Our marketing strategy includes performance marketing through search engines and social media, as well as paid and unpaid channels like search engine optimization (“SEO”).

However, rising costs for keywords and changes in search engine algorithms can impact our visibility and increase customer acquisition costs.

SEO efforts are vulnerable to changes in search engine algorithms and consumer behavior, which can reduce our platform's prominence.

If our listings are less visible, we may need to increase paid marketing, raising costs and affecting our business, results of operations, and financial condition.

If consumers become less reliant on search engines for travel searches and instead incorporate AI and machine learning and other channels, we may not be able to optimize for searches on these emerging channels and may risk losing traffic to competitors.

Additionally, if major platforms like Google or Apple favor their own services or other partner services, our ability to engage users via mobile app or search could be impacted.

As guests compare offerings across multiple sites, our marketing efficiency may decline, necessitating increased expenditures that may not yield additional revenue.

Additionally, negative publicity or complaints could harm our reputation, reducing platform usage and requiring further marketing spend to recover traffic.

Brand and Reputation Risks

Incidents involving alleged fatalities, injuries, sexual violence, fraud, privacy invasion, property damage, and discrimination have occurred and may occur in the future, potentially leading to legal liabilities and reputational damage.

When a user is identity verified, it means that they provided information we validated through our process.

We conduct background checks for certain U.S. and Indian users and we screen users against sanctions watch lists, but these are not exhaustive due to regulatory, information, and frequency limitations.

We do not verify all listings for safety or compliance, relying instead on user-reported issues, which may be incomplete or inaccurate.

We have faced civil litigation, regulatory investigations, and inquiries involving allegations related to unsafe listings, discriminatory practices, and other misconduct.

Despite efforts to enhance trust and safety, we may not fully succeed, impacting public perception and platform adoption.

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Our internal systems have limitations, and changes in tracking methods could lead to unexpected metric variations.

Errors in these systems may result in inaccurate data reporting.

Fraudulent activities not identified by our systems can also skew metrics, impacting their accuracy.

Financial and Insurance Risks

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Our revenue growth rate has slowed over time, and we expect it to continue to slow in the future.

We have experienced significant revenue growth in the past; however, our revenue growth rate has slowed over time and there is no assurance that historic growth rates will return.

In addition, we believe that our revenue growth depends upon a number of factors, including:

- global macroeconomic conditions, including inflation and rising interest rates and recessionary concerns;

- our ability to retain and grow the number of guests and Nights and Experiences Booked;

- our ability to retain and grow the number of Hosts and the number of available listings on our platform;

- events beyond our control such as pandemics and other health concerns, restrictions on travel and immigration, political, social or economic instability, including international disputes, war, or terrorism, trade disputes, economic downturns, and the impact of climate change on travel including the availability of preferred destinations and the increase in the frequency and severity of weather-related events, including fires, floods, droughts, extreme temperatures and ambient temperature increases, severe weather, and other natural disasters, and the impact of other climate change on seasonal destinations;

- competition;

- the legal and regulatory landscape and changes in the application of existing laws and regulations or adoption of new laws and regulations that impact our business, Hosts, and/or guests, including changes in short-term occupancy, tax laws, and real estate broker laws;

- the attractiveness of home sharing to prospective Hosts and guests;

- the level of consumer awareness and perception of our brand;

- our ability to build and strengthen trust and safety on our platform and among members of our community;

- the level of spending on brand and performance marketing to attract Hosts and guests to our platform;

- our ability to grow new offerings and to deepen our presence in certain geographies;

- timing, effectiveness, and costs of expansion and upgrades to our platform and infrastructure; and

Our business depends on Hosts maintaining their listings on our platform and engaging in practices that encourage guests to book those listings, including increasing the number of nights and experiences that are available to book, providing timely responses to inquiries from guests, offering a variety of desirable and differentiated listings at competitive prices that meet the expectations of guests, and offering exceptional hospitality, services, and experiences to guests.

These practices are outside of our direct control.

If Hosts do not establish or maintain a sufficient number of listings and availability for listings, the number of Nights and Experiences Booked declines for a particular period, or the price charged by Hosts declines, our revenue would decline and our business, results of operations, and financial condition would be materially adversely affected.

Hosts manage and control their spaces and experiences and typically market them on our platform with no obligation to make them available to guests for specified dates and with no obligation to accept bookings from prospective guests.

We have had many Hosts list their properties on our platform in one period and cease to offer these properties in subsequent periods for a variety of reasons.

While we plan to continue to invest in our Host community and in tools to assist Hosts, these investments may not be successful in growing our Hosts and listings on our platform.

In addition, Hosts may not establish or maintain listings if we cannot attract prospective guests to our platform and generate bookings from a large number of guests.

If we are unable to retain existing Hosts or add new Hosts, or if Hosts elect to market their listings exclusively with a competitor or cross-list with a competitor, we may be unable to offer a sufficient supply and variety of properties or experiences to attract guests to use our platform.

In particular, it is critical that we continue to attract and retain individual Hosts who list their spaces, including private rooms, primary homes, or vacation homes, on Airbnb.

We attract individual Hosts predominantly through organic channels such as word of mouth and our strong brand recognition.

If we are unable to attract and retain individual Hosts in a cost-effective manner, or at all, our business, results of operations, and financial condition would be materially adversely affected.

Professional Hosts, including property management companies, serviced apartment providers, and boutique hotels, expand the types of listings available to our guests.

These professional Hosts often list on our platform as well as on the platforms of our competitors.

We do not control whether professional Hosts provide us with a sizable allocation of rooms and competitive pricing relative to the same properties

listed with other services.

If we are not able to effectively deploy professional tools, application programming interfaces, and payment processes, work with third-party channel managers, and develop effective sales and account management teams that address the needs of these professional Hosts, we may not be able to attract and retain professional Hosts.

If our fee structure and payment terms are not as competitive as those of our competitors, these professional Hosts may choose to provide less inventory and availability with us.

Historically, we have seen an increase in the number of, and revenue from, professional Hosts on our platform.

The uniqueness of listings on our platform will be negatively impacted if the number of individual Hosts does not grow at the same rate.

In addition, the number of listings on Airbnb may decline as a result of a number of other factors affecting Hosts, including: any pandemic; enforcement or threatened enforcement of laws and regulations, including short-term occupancy and tax laws; private groups, such as homeowners, landlords, and condominium and neighborhood associations, adopting and enforcing contracts that prohibit or restrict home sharing; leases, mortgages, and other agreements, or regulations that purport to ban or otherwise restrict home sharing; Hosts opting for long-term rentals on other third-party platforms as an alternative to listing on our platform; economic, social, and political factors; perceptions of trust and safety on and off our platform; negative experiences with guests, including guests who damage Host property, throw unauthorized parties, or engage in violent and unlawful acts; and our decision to remove Hosts from our platform for not adhering to our Host standards or other factors we deem detrimental to our community.

We believe that our Host protection programs, including those provided through AirCover for Hosts, are integral to retaining and acquiring Hosts.

AirCover for Hosts includes but is not limited to our Host Damage Protection program, which protects Hosts against guest property damage of up to $3 million, and our Host Liability Insurance and Experiences Liability Insurance, which provide liability insurance of up to $1 million, to protect our Hosts against qualifying third-party claims for personal injury or property damage.

If we discontinue these programs or these programs prove less effective, whether because our payouts under these programs or our insurance premiums become cost prohibitive or for any other reason, then the number of Hosts who list with us may decline.

Hosts and guests whose reservations are canceled under our extenuating circumstances policy have had and may continue to have a negative view of our policy and may experience negative financial impacts as a result of such cancellations.

This could materially negatively impact our relationship with our Hosts and guests, resulting in Hosts leaving our platform, removing their listings, and/or offering less availability, or fewer repeat guests, which in turn could have a material adverse impact on our business, results of operations, and financial condition.

Except as otherwise noted, all references to [removed: 2023] [added: 2024] refer to the year ended December 31, [removed: 2023,] [added: 2024,] references to [removed: 2022] [added: 2023] refer to the year ended December 31, [removed: 2022,] [added: 2023,] and references to [removed: 2021] [added: 2022] refer to the year ended December 31, [removed: 2021.*][added: 2022.*]

This section of this Annual Report on Form 10-K [removed: generally] discusses [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] items and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Discussions of [removed: 2021] [added: 2022] items and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] are not included in this Form 10-K, and can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 of Part II of our Annual Report on Form 10-K for the year ended December 31, [removed: 2022,] [added: 2023,] filed on February [removed: 17, 2023.][added: 16, 2024.]

We are a community based on connection and belonging—a community that was born in 2007 when two [removed: Hosts] [added: hosts] welcomed three guests to their San Francisco home, and has since grown to over 5 million [removed: Hosts] [added: hosts] who have welcomed over [removed: 1.5] [added: 2] billion guest arrivals in almost every country and region across the globe.

[removed: 2023] [added: 2024] Financial Highlights

In [removed: 2023,] [added: 2024,] revenue increased by [removed: 18%] [added: 12%] to [removed: $9.9] [added: $11.1] billion compared to [removed: 2022,] [added: 2023,] primarily due to a [removed: 14%] [added: 10%] increase in Nights and Experiences Booked of [removed: 54.5] [added: 43.3] million combined with higher [removed: average daily rates] [added: Average Daily Rate (“ADR”)] driving a [removed: 16%] [added: 12%] increase in Gross Booking Value of [removed: $10.0] [added: $8.5] billion.

The growth in [added: GBV and] revenue demonstrated continued strong travel demand.

[removed: Net] [added: In 2024, net] income [removed: in 2023 increased] [added: decreased] by [removed: 153%] [added: 45%] to [removed: $4.8] [added: $2.6] billion, compared to the prior year, [removed: driven by our revenue growth, increased interest income, discipline in managing our cost structure, and] [added: primarily due to] the release of [removed: a portion] [added: the majority] of our valuation allowance on [added: U.S. federal and state] deferred tax assets of $2.9 billion [added: in 2023, and the recognition of deferred tax expense related to the utilization of some of those assets in 2024] (see Note 14, *Income Taxes,* to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K for further details).

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Adjusted EBITDA1 increased [removed: 26%] [added: 11%] to [removed: $3.7] [added: $4.0] billion in [removed: 2023] [added: 2024] demonstrating the continued strength of our business, [removed: a modest increase] [added: growth] in [removed: ADR,] [added: revenue] and discipline in managing our cost structure.

Our net cash provided by operating activities was [removed: $3.9] [added: $4.5] billion in [removed: 2023,] [added: 2024,] compared to [removed: $3.4] [added: $3.9] billion, in the prior year.

We generated Free Cash Flow1 of [removed: $3.8] [added: $4.5] billion for the year ended December 31, [removed: 2023,] [added: 2024,] compared to [removed: $3.4] [added: $3.8] billion, in the prior year.

During [removed: 2023,] [added: 2024,] we repurchased an aggregate of [removed: 17.9] [added: 24.5] million shares of Class A common stock for [removed: $2.3 billion,] [added: $3.4 billion] through two share repurchase programs.

As of December 31, [removed: 2023,] [added: 2024,] we had [removed: $750 million] [added: $3.3 billion] available to repurchase shares of Class A common stock under our share repurchase program.

[removed: More recently, inflation] [added: Inflation] and other macroeconomic pressures in the United States and the global economy, such as [removed: rising interest rates, and] [added: tariffs,] foreign currency fluctuations, as well as [removed: evolving] [added: wars and other] geopolitical conflicts, have contributed to an increasingly complex business environment.

Additionally, [removed: further] health-related events, political instability, [removed: geopolitical conflicts,] acts of terrorism, [removed: significant fluctuations in currency values, sustained levels of increased inflation, sovereign debt issues,] and natural disasters, are examples of other events that could have a negative impact on the travel industry in the future.

We track the following key business metrics and financial measures [added: that are not calculated and presented in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) (“non-GAAP financial measures”)] to evaluate our operating performance, identify trends, formulate financial projections, and make strategic decisions.

[removed: We] [added: Accordingly, we] believe that these key business metrics and non-GAAP financial measures provide useful information to investors and others in understanding and evaluating our results of operations in the same manner as our management team.

A reconciliation of each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with U.S. GAAP is provided under the subsection titled “— Adjusted [removed: EBITDA”] [added: EBITDA Reconciliation”] and “— Free Cash [removed: Flow”] [added: Flow Reconciliation”] below.

The following table summarizes our key business metrics, for each period presented below (in [removed: millions):][added: millions, except percentages):]

| | | | [removed: 2022] [added: 2023] | | | [removed: 2023] [added: 2024] | | | % Change | | |

| Nights and Experiences Booked | | | [removed: 394] [added: 448] | | | [removed: 448] [added: 492] | | | [removed: 14] [added: 10] | | % |

| Gross Booking Value | | | $ | [removed: 63,212] [added: 73,252] | | $ | [removed: 73,252] [added: 81,784] | | [removed: 16] [added: 12] | | % |

[removed: Nights] [added: *Nights] and Experiences [removed: Booked][added: Booked*]

Nights and Experiences Booked grows as we attract new customers to our [added: platform and as repeat guests increase their activity on our platform.]

1 A reconciliation of non-GAAP financial information to the most comparable U.S. GAAP financial measures is provided under the subsection titled “Key Business Metrics and Non-GAAP Financial Measures— Adjusted [removed: EBITDA”] [added: EBITDA Reconciliation”] and “— Free Cash [removed: Flow”] [added: Flow Reconciliation”] below.

Our non-GAAP financial measures include Adjusted EBITDA, [added: Adjusted EBITDA Margin,] Free Cash [removed: Flow,] [added: Flow] and [removed: revenue growth rates in constant currency,] [added: Free Cash Flow Margin,] which are described below.

The following table summarizes our non-GAAP financial measures, along with the most directly comparable U.S. GAAP measure, for each period presented below (in [removed: millions):][added: millions, except percentages):]

| Net income | | | $ | [removed: 1,893] [added: 4,792] | | $ | [removed: 4,792] [added: 2,648] | |

| Adjusted EBITDA | | | $ | [removed: 2,903] [added: 3,653] | | $ | [removed: 3,653] [added: 4,041] | |

| Net cash provided by operating activities | | | $ | [removed: 3,430] [added: 3,884] | | $ | [removed: 3,884] [added: 4,518] | |

| Free Cash Flow | | | $ | [removed: 3,405] [added: 3,837] | | $ | [removed: 3,837] [added: 4,484] | |

[removed: *Adjusted EBITDA*][added: | Adjusted EBITDA Margin | | | 37 | | % | 36 | | % |]

[removed: We define] [added: | Adjusted EBITDA &] Adjusted EBITDA [removed: as net] [added: Margin | | | *Adjusted EBITDA*: Net] income [removed: or loss] adjusted [removed: for (i) provision] [added: for: •provision] for (benefit from) income taxes; [removed: (ii) other] [added: •other] income (expense), [removed: net, interest expense, and interest] [added: net; •interest] income; [removed: (iii) depreciation] [added: •depreciation] and amortization; [removed: (iv) stock-based] [added: •stock-based] compensation expense; [removed: (v) acquisition-related] [added: •acquisition-related] impacts consisting of gains (losses) recognized on changes in the fair value of contingent consideration [removed: arrangements; (vi) net changes to the reserves for lodging] [added: arrangements, and •lodging] taxes for which [removed: management believes it is probable that] we may [removed: be held jointly liable] [added: have joint and several liability] with [removed: Hosts] [added: hosts] for collecting and remitting such taxes, [removed: and the applicability of] withholding taxes on payments made to [added: hosts and any related settlements, and transactional taxes where there is significant uncertainty as to how the taxes apply to our platform. *Adjusted EBITDA Margin*: Adjusted EBITDA divided by revenue. | | | •Enhances comparability on a consistent basis and provides investors with useful insight into the underlying trends of the business. •Used by management to make operating decisions] such [removed: Hosts;] [added: as evaluating performance, performing strategic planning,] and [removed: (vii) restructuring charges.][added: budgeting. | | |]

[added: |] Adjusted EBITDA Margin [removed: is defined as Adjusted EBITDA divided by revenue.][added: | | | 37 | | % | 36 | | % |]

The above items are excluded from our Adjusted EBITDA measure because [removed: these items] [added: they] are non-cash in nature, or because the amount and timing of [removed: payments of] these items [removed: is] [added: are] unpredictable, not driven by core results of operations, and renders comparisons with prior periods and competitors less meaningful.

Adjusted EBITDA [removed: has] [added: and Adjusted EBITDA Margin have] limitations as a financial measure, should be considered as supplemental in nature, and [removed: is] [added: are] not meant as a substitute for the related financial information prepared in accordance with U.S. GAAP.

Because of these limitations, you should consider Adjusted EBITDA and Adjusted EBITDA Margin alongside other financial performance measures, including net income [removed: (loss)] and [added: net income margin as well as] our other U.S. GAAP results.

The following is a reconciliation of [removed: Adjusted EBITDA to the most comparable U.S. GAAP measure,] net income [added: to Adjusted EBITDA] (in millions, except percentages):

| Revenue | | | $ | [removed: 8,399] [added: 9,917] | | $ | [removed: 9,917] [added: 11,102] | |

Glossary of Terms

| Active booker | | | | | | An active booker is a unique guest who has booked a stay or experience in a given period. | | |

| Active listing | | | | | | We consider a listing of a home or an experience to be an active listing if it is viewable on Airbnb and has been previously booked at least once on Airbnb (excluding HotelTonight). | | |

| Available listings | | | | | | Available listings are accommodations and experiences that are viewable on a certain date on our platform (excluding HotelTonight). | | |

| Check-ins | | | | | | Check-ins represent individual stays or experiences that occur during a period that have not been canceled. | | |

| Co-hosts | | | | | | Co-hosts are experienced hosts who provide personalized support based on the hosts’ needs, from listing setup to managing bookings and communicating with guests. | | |

| Guest arrivals | | | | | | Guest arrivals represent an individual and all co-travelers included on a reservation for a stay for completed check-ins during a given period. | | |

| Hosts | | | | | | We count the number of hosts on our platform based on the number of users with available listings as of a certain date. | | |

| Payments to customers | | | | | | We make payments to customers as part of our referral programs and marketing promotions, and refund activities. The payments are generally in the form of coupon credits to be applied toward future bookings or as cash refunds. | | |

This was partially offset due to a decrease in withholding taxes, associated fees, and penalties and interest expense due to a withholding tax settlement related to Italy of $770 million, $196 million and $64 million respectively.

As of December 31, 2024, we completed the repurchases under the August 2, 2022 share repurchase program and had $3.3 billion available for repurchase of Class A common stock under the May 9, 2023 share repurchase program.

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| Non-GAAP Measure | | | Definition | | | Purpose of Non-GAAP Measure | | |

| | | | 2023 | | | 2024 | | |

| Net income margin | | | 48 | | % | 24 | | % |

| Net cash provided by operating activities margin | | | 39 | | % | 41 | | % |

| | | | 2023 | | | 2024 | | |

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The increase in Adjusted EBITDA for the year ended December 31, 2024, compared to the prior year, was primarily driven by growth in revenue which was driven by the increase in the number of check-ins relating to Nights and Experiences Booked and a modest increase in ADR.

| | | | 2023 | | | 2024 | | |

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| Net cash provided by operating activities | | | $ | 3,884 | | $ | 4,518 | |

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Our total Company average nights per booking, excluding experiences, was 3.8 in 2024 compared to 3.9 in 2023.

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No single city represented more than 2% of our revenue before adjustments for incentives and refunds during the years ended December 31, 2023 and 2024, or more than 1% of our active listings as of December 31, 2023 and 2024.

| | | | 2023 | | | | | | 2024 | | | | | | | | |

| Net income | | | $ | 4,792 | | 48 | | % | $ | 2,648 | | 24 | | % | (45) | | % |

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| | | | 2023 | | | % of Total | | | 2024 | | | % of Total | | | % Change | | |

On a constant-currency basis, revenue increased 17% in 2023 compared to 2022.

The increase in net income was partially offset by an increase in business and operational taxes of $991 million, the majority of which was non-recurring.

The increase was primarily driven by growth in revenue, unearned fees and net income.

The COVID-19 pandemic, and measures to contain the virus, including government travel restrictions and quarantine orders, had an unprecedented impact on the global travel industry and materially and adversely affected our business, results of operations, and financial condition.

In May 2023, the World Health Organization formally declared an end to the COVID-19 global health emergency.

While countries around the world are generally open for international travel, it remains difficult to predict with any certainty the impact any future new strains or variants of the virus may have on the travel industry and, in particular, our business.

Despite these factors, we have witnessed a healthy recovery of travel demand, following the COVID-19 pandemic.

The financial measures are not calculated and presented in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) (“non-GAAP financial measures”).

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platform and as repeat guests increase their activity on our platform.

In 2023, we had 448.2 million Nights and Experiences Booked, a 14% increase from 393.7 million in 2022.

In 2023, our GBV was $73.3 billion, a 16% increase from $63.2 billion in 2022.

| | | | 2022 | | | 2023 | | |

We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of operations, as well as provides a useful measure for period-to-period comparisons of our business performance.

Moreover, we have included Adjusted EBITDA in this Annual Report on Form 10-K because it is a key measurement used by our management internally to make operating decisions, including those related to operating expenses, evaluating performance, and performing strategic planning and annual budgeting.

These limitations include the following:

- Adjusted EBITDA does not reflect interest income, interest expense, and other income (expense), net, which include unrealized and realized gains and losses on foreign currency exchange, investments, and financial instruments;

- Adjusted EBITDA excludes certain recurring, non-cash charges, such as depreciation of property and equipment and amortization of intangible assets, and although these are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect all cash requirements for such replacements or for new capital expenditure requirements;

- Adjusted EBITDA excludes stock-based compensation expense, which has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of our compensation strategy;

- Adjusted EBITDA excludes acquisition-related impacts consisting of gains (losses) recognized on changes in the fair value of contingent consideration arrangements.

The contingent consideration, which was in the form of equity, was valued as of the acquisition date and is marked-to-market at each reporting period based on factors including our stock price;

- Adjusted EBITDA does not reflect net changes to reserves for lodging taxes for which management believes it is probable that we may be held jointly liable with Hosts for collecting and remitting such taxes and reserves, and the applicability of withholding taxes on payments made to such Hosts; and

- Adjusted EBITDA does not reflect restructuring charges, which include impairment of operating lease right-of-use assets and leasehold improvements.

| Interest expense | | | 24 | | | 83 | | |

| Restructuring charges | | | 89 | | | — | | |

The increases in Adjusted EBITDA and Adjusted EBITDA Margin for the year ended December 31, 2023, compared to the prior year, were primarily driven by the continued strength of our business, a modest increase in ADR, and discipline in managing our cost structure.

We define Free Cash Flow as net cash provided by operating activities less purchases of property and equipment.

| Other cash flow components: | | | | | | | | |

The increase in Free Cash Flow for the year ended December 31, 2023, compared to the prior year, was primarily driven by increased income from operations and interest income driven by increased interest rates on higher cash balances.

*Constant Currency*

In addition to revenue growth rates derived from revenue presented in accordance with U.S. GAAP, we disclose below the percentage change in our current period revenue from the corresponding prior period by comparing the change in revenue using constant currencies.

We present constant currency revenue growth rate information to provide a framework for assessing how our underlying revenue performed excluding the effect of changes in exchange rates.

We use the percentage change in constant currency revenues for financial and operational decision-making and as a means to evaluate period-to-period comparisons.

We believe the presentation of revenue on a constant currency basis in addition to the U.S. GAAP presentation helps improve the ability to understand our performance because it excludes the effects of foreign currency volatility that are not indicative of our core operating results.

We calculate the percentage change in constant currency by determining the change in the current period revenue over the prior comparable period where current period foreign currency revenue is translated using the exchange rates of the comparative period.

Our total Company average nights per booking, excluding experiences, decreased 4% in 2023 compared to the prior year, primarily due to our geographic mix and changes in traveler behaviors.

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| | | | 2022 | | | | | | 2023 | | | | | |

We offer the ability to transact on our platform in [removed: over 40] [added: approximately 50] currencies, of which the most significant foreign currencies to our operations in [removed: 2023] [added: 2024] were the Euro, British [removed: Pound,] [added: pound,] Canadian [removed: Dollar,] [added: dollar,] Australian [removed: Dollar,] [added: dollar,] Brazilian [removed: Real,] [added: real,] and Mexican [removed: Peso.][added: peso.]

If an adverse 10% foreign currency exchange rate change was applied to total net monetary assets and liabilities denominated in currencies other than the local currencies as of December 31, [removed: 2023,] [added: 2024,] it would have resulted in a loss of approximately [removed: $20] [added: $28] million.

We had cash and cash equivalents of $6.9 billion and short-term investments of [removed: $3.2] [added: $3.7] billion as of December 31, [removed: 2023,] [added: 2024,] which primarily consisted of corporate debt securities, [removed: commercial paper, certificates of deposit,] [added: mortgage-backed and asset-backed securities,] U.S. government and government agency debt securities (“government bonds”), [removed: and mortgage-backed and asset-backed securities] [added: commercial paper, certificates of deposit] and time deposits.

As of December 31, [removed: 2023,] [added: 2024,] we had an additional $5.9 billion that we held for bookings in advance of guests completing check-ins, which we record separately on our consolidated balance sheets as funds receivable and amounts held on behalf of customers.

A hypothetical 100 basis point increase in interest rates would have resulted in a decrease of [removed: $20] [added: $27] million to our investment portfolio as of December 31, [removed: 2023.][added: 2024.]

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We are a community based on connection and belonging—a community that was born in 2007 when two [removed: Hosts] [added: hosts] welcomed three guests to their San Francisco home, and has since grown to over 5 million [removed: Hosts] [added: hosts] who have welcomed over [removed: 1.5] [added: 2] billion guest arrivals in almost every country and region across the globe.

We partner with [removed: Hosts] [added: hosts] throughout the process of setting up their listing and provide them with a robust suite of tools to successfully manage their listings, including scheduling, merchandising, integrated payments, community support, [removed: Host] [added: host] protections, pricing [removed: guidance,] [added: tools,] and feedback from reviews.

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Our website and mobile [removed: apps] [added: app] provide our guests with an engaging way to explore [added: and easily book] a wide variety of unique homes and [removed: experiences and an easy way to book them.][added: experiences.]

[removed: To better meet] [added: Over] the [removed: needs of our guests,] [added: last several years,] we have launched a [removed: series] [added: significant number] of new features and upgrades through our biannual product releases to help guests find affordable, high quality and reliable stays across the platform.

The system for trust that we have designed includes the following components: [removed: Host] [added: host] and guest reviews, account protection, risk scoring, secure payments, a nondiscrimination policy, watchlist and background checks in certain jurisdictions, cleanliness, fraud and scam prevention, insurance and similar protections, booking restrictions, an urgent safety line, a 24/7 neighborhood support line, [added: anti-party technology,] and a guest refund policy.

We offer [removed: top-to-bottom] protection for our [removed: Hosts] [added: hosts] through AirCover for Hosts.

We have new initiatives under development and will continue to create additional [added: safety] features to strengthen the trust and safety on our platform.

- *Incorporation of artificial intelligence [removed: (“AI”)/machine] [added: (“AI”) and machine] learning*.

It incorporates sophisticated AI [removed: to power] [added: into] key areas, from fraud detection, to personalized listing matching and enabling customized and real-time community support.

- Data management systems that [removed: continue] [added: are designed] to support user privacy, analytics, machine learning/AI, and business insights.

These continued technological investments aim to [removed: ensure we have] [added: create] a robust platform that allows us to more quickly adapt to the needs of our [removed: Hosts] [added: hosts] and guests around the world and increase the productivity of our product development organization.

Our global communications team works across press, policy, and [added: online] influencers to share timely and important news about Airbnb.

While performance marketing [removed: drives additional traffic from high-intent prospective guests,] [added: is one component of our multi-pronged strategy,] the strength of the Airbnb brand and our communications strategy allows us to be less reliant on performance marketing.

[removed: Human] [added: Our Human] Capital

As of December 31, [removed: 2023,] [added: 2024,] we relied on a global network of approximately 11,000 third-party [removed: contingent] workers to handle the vast majority of our community support contacts.

Attracting, recruiting, developing, and retaining [removed: diverse] talent [added: from a wide range of backgrounds and experiences] enables us to provide our [removed: Hosts] [added: hosts] and guests with innovative products and services as well as serve our other stakeholders.

Our Live and Work Anywhere policy allows for the vast majority of our employees to work [removed: remotely on a permanent basis.][added: remotely.]

We believe that expanding our talent pool beyond the commuting radius near our offices will allow us to attract the best [removed: and most diverse] employees over [removed: time.][added: time, as it helps us to have a broader and more diverse range of qualified candidates for any given position.]

We aim to create a highly coordinated working culture, and as such, will continue to promote ways to keep employees highly engaged and connected by aligning employees’ work through our [added: product] roadmap, as well as curating employee collaboration sessions either in the office or at off-site locations.

To [added: help] meet our goals, we are implementing a broad range of initiatives designed to help decarbonize our business and make our corporate operations more sustainable.

Our aim is to procure such credits from high integrity projects, with a focus on nature-based solutions [added: or projects with other co-benefits] where feasible.

We are subject to laws, regulations, and rules that affect the short-term [added: and long-term] rental and home sharing business at city, state, country, and regional levels.

While a number of [removed: cities] [added: cities, counties, states] and countries have implemented legislation to address short-term rentals, there are many others that are not yet explicitly addressing or enforcing short-term rental laws, and could follow suit and enact regulations.

We seek to work with governments to establish clear, fair, and workable home sharing rules to create clarity for our [removed: Hosts.][added: hosts, however certain cities have passed onerous restrictions on short-term rentals.]

We will continue to collaborate with policymakers to implement sensible legislation around the [removed: world.][added: world and/or dispute regulations that unreasonably restrict the right to host.]

In addition to laws, regulations, and rules directly applicable to the short-term [added: and long-term] rental and home sharing business, we are subject to a wide variety of laws, regulations and rules governing our business practices.

These include those related to the Internet, [added: Internet access,] e-commerce, and electronic devices, and [added: those] involving taxation, privacy, data privacy, data security, [added: insurance,] pricing, content, advertising, discrimination, consumer protection, [added: employment,] protection of minors, copyrights, distribution, messaging, mobile communications, use of [removed: AI and automated decision making,] [added: AI,] electronic device certification, electronic waste, electronic contracts, communications, [removed: Internet access,] competition, and unfair commercial practices.

Our payments platform is subject to various laws, rules, regulations, policies, legal interpretations, and regulatory guidance, including those governing cross-border and domestic money transmission and funds transfers, stored value and prepaid access, foreign exchange, data privacy, data security, [removed: and] cybersecurity, banking secrecy, payment services (including payment processing and settlement services), consumer protection, economic and trade sanctions, anti-corruption and anti-bribery, and anti-money laundering and counter-terrorist financing.

As a result, [removed: compliance] [added: we must comply] with [added: certain] laws on data privacy and data security regulating the collection, storage, handling, use, disclosure, transfer, security, and other processing of personal [removed: data is core to our strategy and integral to the creation of trust in our platform.][added: data.]

We take a variety of technical and organizational security measures and other procedures and protocols designed to protect [added: personal] data, including data pertaining to [removed: Hosts,] [added: hosts,] guests, employees, and others.

Data [removed: privacy and] [added: privacy,] data security [added: and AI] laws and their interpretations continue to develop and [removed: may be] [added: are] inconsistent from jurisdiction to jurisdiction.

[removed: A significant portion of our costs are relatively fixed across quarters or vary in line with the volume of transactions, and we] [added: We] historically achieve our highest [added: quarterly] GBV in the first and second quarters of the year with comparatively lower check-ins.

We compete for [removed: Hosts] [added: hosts] based on many factors including the volume of bookings generated by guests, ease of use of our platform, the service fees we charge, [removed: Host] [added: host] protections, such as those included in AirCover for Hosts, [removed: and] our [removed: brand.][added: brand, and community support.]

- [removed: Online] [added: online] travel agencies (“OTAs”), such as Booking Holdings (including the [removed: brands Booking.com, KAYAK, Priceline.com, and Agoda.com),] [added: brand Booking.com),] Expedia Group (including the [removed: brands Expedia, Vrbo, HomeAway, Hotels.com, Orbitz, and Travelocity),] [added: brand Expedia),] Trip.com Group [removed: (including the brands Ctrip.com, Trip.com, Qunar, Tongcheng-eLong,] and [removed: SkyScanner), Hopper, Fliggy (a subsidiary of Alibaba), Despegar, MakeMyTrip, and] other regional OTAs;

- [removed: Internet] [added: internet] search engines, such as [removed: Google,] [added: Google and those powered by AI,] including its travel search [removed: products, Baidu, and other regional search engines;][added: products;]

- [removed: Hotel] [added: hotel] chains, such as Marriott, Hilton, Accor, Wyndham, [removed: InterContinental, OYO, and Huazhu,] as well as boutique hotel chains and independent hotels;

[removed: Additionally, we] [added: We] own [added: a] trademark [added: portfolio with] protections around the world for [added: our primary brands — AIRBNB and our Bélo logo, for] other brands or protectable brand elements important to our business, including but [added: not limited to Rausch, our primary corporate color, localizations, translations, and transliterations of our primary brands, and brands associated with businesses we have acquired.]

We operate a global marketplace, where hosts offer guests stays and experiences on our platform.

Our key strategic priorities include perfecting our core business, accelerating growth in global markets, and launching and scaling new offerings.

Over the past several years, we have introduced hundreds of new features and upgrades to our platform spanning nearly every part of our service from pricing to quality to customer support.

Additionally, we are leveraging our global markets strategy, which includes a more localized approach to product updates and marketing investments to raise awareness and consideration in less mature markets.

Lastly, we are planning to expand our business beyond travel accommodations using our multi-year product roadmap to help drive long-term growth across new businesses.

During 2024, we introduced Co-Host Network, which enables our hosts to find co-hosts who can help manage their listing.

Co-hosts are experienced hosts who provide personalized support based on the hosts’ needs, from listing setup to managing bookings and communicating with guests.

It enables guests and hosts to send and receive money in their preferred currency, supporting approximately 20 local payment methods.

Designed for scalability and reliability, the platform ensures secure transactions through advanced protections against fraud and money laundering.

As of December 31, 2024, we had approximately 7,300 employees.

Through our hiring process, we commit to finding the best, most qualified candidates for each role, while encouraging inclusion and eliminating bias.

We are also focused on supporting all of our employees in continuing to grow and develop throughout the employee lifecycle.

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For example, New York City passed regulations in 2023, which resulted in a de facto ban of short-term rental activities.

Other smaller cities have also passed onerous restrictions on short-term rentals.

A significant portion of our costs are relatively fixed across quarters or vary inline with booking volume.

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- property management companies; and

- online platforms offering experiences.

In addition, we routinely post other information, which could be deemed to be material to investors, on our investor relations website.

Information regarding our corporate responsibility and sustainability initiatives is also available on our website.

Information on our website, including the information published in our sustainability reports, is not incorporated by reference in this Report.

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A Resilient Model

We believe we are well positioned for the road ahead due to our adaptability and relentless innovation.

Our business model is adaptable.

We have nearly every type of space in nearly every location, so however travel changes, we are able to adapt.

Regardless of the economic environment, our guests come to Airbnb because they can find great value, and our Hosts can earn income.

We’ve relentlessly innovated while also staying focused and disciplined.

Our strategy is to continue to invest in our key strengths:

- *Make hosting mainstream.* We’re focused on making hosting just as popular as traveling on Airbnb.

We will continue to invest in growing the size and quality of our Host community.

We plan to attract more Hosts globally by expanding use cases and supporting all different types of Hosts, including those who host occasionally.

We will also continue to increase the support that we provide to our Hosts to deliver high-quality stays and experiences for guests.

We’ll continue to raise awareness around hosting, make it easier to get started, and improve the overall experience for Hosts.

- *Grow and engage our guest community.* We intend to continue to attract new guests to Airbnb and will continue to focus on engaging our existing guests to return to book and to use Airbnb with more frequency.

With new behaviors developed during the COVID-19 pandemic, we believe the ways that people approach work, living, and travel have fundamentally changed.

We believe there will be further opportunities to enhance our offerings based on these new behaviors and attract more guests to our platform.

- *Perfect the core service.* Our innovations are focused on improving our Host and guest experiences, making Airbnb more accessible and appealing for new Hosts and guests and driving increased engagement and loyalty with our existing community.

Two years ago, we started doing twice-a-year product releases to address feedback from our existing community.

Since then, we’ve launched more than 430 new features and upgrades to our core service.

In the past year alone, this included improved customer service, total price display, and new tools to help Hosts set more competitive prices.

We intend to continue to invest in our brand to educate new Hosts and guests on the benefits of Airbnb and the uniqueness of our offerings.

We will continue to leverage our brand through a cohesive and integrated marketing strategy through our two annual product launches.

- *Expand our global network.* We’ve made significant progress over the past three years to build a strong and profitable business.

In addition to laying the foundation for differentiated offerings for our Hosts and guests, we’ve been focused on international expansion.

We are investing in under-penetrated international markets and have seen strong results.

We plan to continue to expand our global network and partner with communities to update laws and regulations for short-term rentals to allow more Hosts to join our platform.

During 2023, we launched new pricing tools to help Hosts set competitive prices, easily add weekly and monthly discounts, and compare their listing to similar ones in their area.

We count the number of Hosts on our platform based on the number of users with available listings, defined as accommodations and experiences that are viewable on our platform (excluding HotelTonight), as of a certain date.

We consider a listing of a home or an experience to be an "active listing" if it is viewable on Airbnb and has been previously booked at least once on Airbnb (excluding HotelTonight).

As of December 31, 2023, we had more than 2,000 engineers within our product development organization.

It supports global payment capabilities and sophisticated anti-fraud and anti-money-laundering measures.

As of December 31, 2023, we had 6,907 employees.

As of December 31, 2023, 49% of our global employees identify in the gender binary as women and 16% of our U.S.-based employees identify as under-represented minorities.

Through our hiring process, we commit to encouraging diversity and eliminating bias, and we publish the changing demographic makeup of our workforce to hold ourselves accountable.

We are also focused on supporting our employees across the employee lifecycle from recruitment to onboarding to ongoing development.

No single city represented more than 2% of our revenue before adjustments for incentives and refunds during the year ended December 31, 2023 or approximately 1% of our active listings as of December 31, 2023.

Incentives include our referral programs and marketing promotions to encourage the use of our platform and attract new Hosts and guests, while our refunds to Hosts and guests are part of our support activities.

We do not believe that the current regulations in our top 10 cities, in the aggregate, have had or are expected to have a material adverse impact on our results of operations and financial condition.

As our business and travel continues to recover following the COVID-19 pandemic, other seasonal trends may develop, or these existing seasonal trends may become more extreme.

- Listing and meta search websites, such as TripAdvisor, Trivago, Mafengwo, AllTheRooms.com, Hometogo, Holidu, and Craigslist;

- Property management companies, such as Vacasa, Sonder, Inspirato, Evolve, Awaze, and other regional property management companies; and

[Table of Contents](#i992b3f2319b349d292706c5f36f42495_7)

[Table of [removed: Contents](#i992b3f2319b349d292706c5f36f42495_7)][added: Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)]

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

As of June 30, [removed: 2023,] [added: 2024,] the aggregate market value of the Class A common stock held by non-affiliates of the registrant was approximately [removed: $52.8] [added: $66.1] billion based upon the closing price reported for such date on the NASDAQ Global Select Market.

As of [removed: February 2, 2024, 438,087,239] [added: January 31, 2025, 432,876,657] shares of the registrant's Class A common stock were [removed: outstanding 199,777,430] [added: outstanding, 188,462,942] shares of the registrant's Class B common stock were outstanding, no shares of the registrant’s Class C common stock were outstanding, and 9,200,000 shares of the registrant’s Class H common stock were outstanding.

The information required by Part III of this Annual Report on Form 10-K, to the extent not set forth herein, is incorporated herein by reference from the registrant’s definitive proxy statement relating to the Annual Meeting of Shareholders to be held in [removed: 2024,] [added: 2025,] which definitive proxy statement shall be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Annual Report on Form 10-K relates.

| | | | | | | | | | [removed: Page] [added: Page] | | |

| | | | | | | [Special Note Regarding Forward-Looking [removed: Statements](#i992b3f2319b349d292706c5f36f42495_10)] [added: Statements](#i0e40a7c96eae46e69dcd2802e4334abf_10)] | | | [removed: [1](#i992b3f2319b349d292706c5f36f42495_10)] [added: [1](#i0e40a7c96eae46e69dcd2802e4334abf_10)] | | |

| | | | | | | [Risk Factors [removed: Summary](#i992b3f2319b349d292706c5f36f42495_13)] [added: Summary](#i0e40a7c96eae46e69dcd2802e4334abf_868)] | | | [removed: [2](#i992b3f2319b349d292706c5f36f42495_13)] [added: [2](#i0e40a7c96eae46e69dcd2802e4334abf_868)] | | |

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| [Item [removed: 15.](#i992b3f2319b349d292706c5f36f42495_226)] [added: 15.](#i0e40a7c96eae46e69dcd2802e4334abf_232)] | | | | | | [removed: [Exhibit and] [added: [Exhibit](#i0e40a7c96eae46e69dcd2802e4334abf_232)[s](#i0e40a7c96eae46e69dcd2802e4334abf_232) [and] Financial Statement [removed: Schedules](#i992b3f2319b349d292706c5f36f42495_226)] [added: Schedules](#i0e40a7c96eae46e69dcd2802e4334abf_232)] | | | [removed: [105](#i992b3f2319b349d292706c5f36f42495_226)] [added: [84](#i0e40a7c96eae46e69dcd2802e4334abf_232)] | | |

| [Item [removed: 16.](#i992b3f2319b349d292706c5f36f42495_229)] [added: 16.](#i0e40a7c96eae46e69dcd2802e4334abf_238)] | | | | | | [Form 10-K [removed: Summary](#i992b3f2319b349d292706c5f36f42495_229)] [added: Summary](#i0e40a7c96eae46e69dcd2802e4334abf_238)] | | | [removed: [107](#i992b3f2319b349d292706c5f36f42495_229)] [added: [86](#i0e40a7c96eae46e69dcd2802e4334abf_238)] | | |

In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” [added: “commitment,”] “objective,” “seeks,” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions.

- [added: the impact of exchange rate changes on] our [added: cash balances and our] ability to effectively manage our exposure to fluctuations in foreign currency exchange rates;

- our expectations regarding our financial performance, including our revenue, [removed: costs,] [added: expenses,] Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization, and Free Cash Flow;

- our ability to [added: successfully] compete in our industry;

- [removed: seasonality, including] the [removed: return of pre-COVID-19 pandemic patterns of seasonality, and the] effects of seasonal trends on our results of operations;

- our expectations regarding [added: our investment in and] the impact of our [added: brand marketing, communications, and performance] marketing strategy, and our ability to continue to attract guests and [removed: Hosts] [added: hosts] to our platform through direct and unpaid channels;

- anticipated trends, developments, and challenges in our [removed: industry, business,] [added: industry] and [removed: the highly competitive markets in which we operate;][added: business;]

- our expectations regarding [added: our income tax liabilities,] lodging tax obligations and other non-income tax [removed: matters;][added: liabilities, fluctuations in our effective tax rate, and uncertain tax positions;]

- our ability to successfully defend litigation brought against [removed: us;][added: us and our expectations around the resolution of pending legal matters;]

(415) 728-0108

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

| [PART I](#i0e40a7c96eae46e69dcd2802e4334abf_19) | | | | | | | | | | | |

| [Item 1C.](#i0e40a7c96eae46e69dcd2802e4334abf_28) | | | | | | [Cybersecurity](#i0e40a7c96eae46e69dcd2802e4334abf_28) | | | [31](#i0e40a7c96eae46e69dcd2802e4334abf_28) | | |

| [PART II](#i0e40a7c96eae46e69dcd2802e4334abf_40) | | | | | | | | | | | |

| [PART III](#i0e40a7c96eae46e69dcd2802e4334abf_211) | | | | | | | | | | | |

| [PART IV](#i0e40a7c96eae46e69dcd2802e4334abf_229) | | | | | | | | | | | |

| | | | | | | [Signatures](#i0e40a7c96eae46e69dcd2802e4334abf_241) | | | [87](#i0e40a7c96eae46e69dcd2802e4334abf_241) | | |

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

- our expectations regarding our long-term growth strategy;

- our global expansion efforts, including our expectations regarding our global markets strategy and future investments in less mature markets;

- our expansion efforts beyond travel accommodations and our expectations regarding our multi-year product roadmap;

- our expectations regarding new products and offerings and investments in our platform;

- our initiatives related to trust and safety on our platform;

- our expectations regarding our technology platform and our continued technological investments and expectations around improvements to our foundational technology;

- our expectations regarding our climate-related initiatives and commitments, including the purchase of carbon credits;

- our expectations regarding the sufficiency of our insurance coverage;

- our expectations regarding the impact of future regulations on our business;

- our efforts to work with policymakers and governments to update laws and regulations that affect hosts and/or guests and to dispute regulations that unreasonably restrict the right to host;

- our expectations regarding host activities, host earnings and our investments in our host community;

- our expectations regarding guest activities and our investments in our guest community;

- our expectations regarding our revenue growth rate;

- our expectations regarding our reliance on third-party payment service providers;

- our expectations regarding the success of integration acquisitions into our business or the success of businesses we may acquire;

- the effectiveness of our cybersecurity risk management program and strategy;

- our expectations around declaring or paying cash dividends, entering into credit agreements or other borrowing arrangements or repaying debt;

- future activity under our share repurchase program;

- the effects of our stakeholder approach to decision-making;

- our expectations regarding the resilience of our model and our ability to adapt to changes in the travel industry or economic environment;

- the effects of inflation, tariffs, foreign currency fluctuations and other macroeconomic conditions, global events and geopolitical conflicts on the travel industry and our future operational results;

- our expectations regarding fluctuations to our global average nights per booking;

- our expectations regarding the adequacy of our reserves and settlement discussions related to tax audits;

- our expectations regarding the impact of tax law changes;

- our expectations regarding our valuation allowance against our deferred tax assets, including related to our research and development tax credit generation; and

- our expectations regarding the impact of new accounting standards on our financial statements.

We have based the forward-looking statements contained

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

Such disclosures are informed by various considerations, including third-party frameworks and stakeholder expectations; therefore, the information should not necessarily be considered material for SEC reporting purposes, even if we use “material” or similar language, such as assessment of ESG “materiality.” Particularly in the ESG context, “materiality” is subject to multiple definitions, which may differ from (and are often more expansive than) the definition of “materiality” under the federal securities laws for SEC reporting purposes.

- We may not be able to sustain our revenue growth rate or effectively manage growth or new opportunities.

- Certain host, guest, or third-party actions may undermine the safety or the perception of safety on our platform and our ability to attract and retain hosts and guests and materially adversely affect our reputation, business, results of operations, and financial condition.

(415) 510-4027

| [PART I](#i992b3f2319b349d292706c5f36f42495_19) | | | | | | | | | | | |

| [Item 1](#i992b3f2319b349d292706c5f36f42495_702)[C](#i992b3f2319b349d292706c5f36f42495_702)[.](#i992b3f2319b349d292706c5f36f42495_702) | | | | | | [C](#i992b3f2319b349d292706c5f36f42495_702)[ybersecurity](#i992b3f2319b349d292706c5f36f42495_702) | | | [49](#i992b3f2319b349d292706c5f36f42495_702) | | |

| [PART II](#i992b3f2319b349d292706c5f36f42495_37) | | | | | | | | | | | |

| [PART III](#i992b3f2319b349d292706c5f36f42495_205) | | | | | | | | | | | |

| [PART IV](#i992b3f2319b349d292706c5f36f42495_223) | | | | | | | | | | | |

| | | | | | | [Signatures](#i992b3f2319b349d292706c5f36f42495_235) | | | [108](#i992b3f2319b349d292706c5f36f42495_235) | | |

- the effects of macroeconomic conditions, including inflation, slower growth or recession, higher interest rates, high unemployment, and foreign currency fluctuations, on the demand for travel or similar experiences;

- the effects of fluctuations in demand for Host homes, including lower demand in certain areas or as a result of oversupply in others;

- the effects of supply constraints on availability of Host homes;

- the impact of the ongoing armed conflicts around the world on our business;

- our expectations regarding the resilience of our model, including in areas such as domestic travel, short-distance travel, travel outside of top cities, and long-term stays;

- our ability to anticipate market needs or develop new or enhanced offerings and services to meet those needs;

- our ability to manage expansion into international markets and new businesses;

- laws, regulations, and rules that affect the short-term rental, long-term rental, and home sharing business that have limited and may continue to limit the ability or willingness of Hosts to share their spaces over our platform and expose our Hosts or us to significant fees or penalties;

- the lingering effects of the COVID-19 pandemic, as well as other highly infectious diseases such as influenza or respiratory syncytial virus, on our business, the travel industry, travel trends, and the global economy generally;

- the impact on our income as a result of the release of valuation allowances on deferred tax assets;

- our expectations regarding our income tax liabilities, including anticipated increases in foreign taxes, valuation allowances, and the adequacy of our reserves;

- our ability to effectively manage our growth and expand our infrastructure and our ability to maintain our corporate culture and our employee initiatives;

- the safety, affordability, and convenience of our platform and our offerings;

- our ability to make required payments under our credit agreement and to comply with the various requirements of our indebtedness;

- environmental, social, and governance (“ESG”) matters, including potential impacts of environmental risks, including climate change, on our business, and our net-zero emissions and climate-related initiatives and commitments; and

- our plan to make distributions to our Host Endowment Fund.

Any references to “materiality” in the context of such ESG disclosures and any related assessment of ESG “materiality” may differ from the definition of “materiality” under the federal securities laws for SEC reporting purposes.

- Our revenue growth rate has slowed over time, and we expect it to continue to slow in the future.

- If we fail to retain existing guests or add new guests, our business, results of operations, and financial condition would be materially adversely affected.

- If our new offerings and initiatives are unsuccessful, we may fail to grow, and our business, results of operations, and financial condition would be materially adversely affected.

- Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.

- Maintaining and enhancing our brand and reputation is critical to our growth, and negative publicity could damage our brand.

- The multi-series structure of our common stock has the effect of concentrating voting control with certain holders of our common stock, including our directors, executive officers, and 5% stockholders and their respective affiliates.

[removed: *Cybersecurity] [added: Cybersecurity] Risk Management and [removed: Strategy*][added: Strategy]

[removed: *Cybersecurity Governance*][added: Cybersecurity Governance]

There can be no assurance that our cybersecurity risk management program and processes, including our policies, controls or procedures, will be fully implemented, complied with or effective in protecting our systems and confidential information.

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

We are headquartered in San Francisco, California, where we have lease commitments for approximately [removed: 828,000] [added: 0.8 million] square feet, including approximately [removed: 533,000] [added: 0.5 million] square feet offered for sublease, across multiple buildings.

As of December 31, [removed: 2023,] [added: 2024,] we leased office facilities totaling approximately [removed: 1.4] [added: 1.5] million square [added: feet, including approximately 0.9 million square] feet [added: offered for sublease,] in multiple locations in the United States and internationally.

In 2022, as a result of the COVID-19 pandemic’s impact on the working environment, we announced our Live and Work Anywhere policy.

This policy allows for the vast majority of our employees to work remotely on a permanent basis.

Where we ceased using office space, we have either terminated, subleased, or offered for sublease.

See Note 18, *Restructuring,* to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.

[Table of [removed: Contents](#i992b3f2319b349d292706c5f36f42495_7)][added: Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)]

Holders of our common stock as of [removed: February 2, 2024,] [added: January 31, 2025,] were as follows:

- Class [removed: A] [added: B] common stock: [removed: 998] [added: 74] stockholders of record.

- Class [removed: B] [added: A] common stock: [removed: 82] [added: 905] stockholders of record.

The following table sets forth information relating to repurchases of our equity securities during the three months ended December 31, [removed: 2023] [added: 2024] (in millions, except average price paid per share amounts):

(2)On [removed: May 9, 2023,] [added: February 13, 2024,] we announced that our board of directors approved a share repurchase program [removed: (the “2023 Share Repurchase Program”)] with authorization to purchase up to [removed: $2.5] [added: 6.0] billion of our Class A common stock at management’s discretion.

The [removed: 2023 Share Repurchase Program] [added: share repurchase program] does not have an expiration date, does not obligate us to repurchase any specific number of shares, and may be modified, suspended or terminated at any time at our discretion.

[Table of [removed: Contents](#i992b3f2319b349d292706c5f36f42495_7)][added: Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)]

[added: The graph uses the closing market price on] December 10, 2020 of $144.71 per share as the initial value of our Class A common stock.

[removed: ][added: ]

None.

| October 1 - 31 | | | 2.3 | | | $ | 132.84 | | 2.3 | | | $ | 3,853 | |

| November 1 - 30 | | | 1.9 | | | $ | 136.12 | | 1.9 | | | $ | 3,590 | |

| December 1 - 31 | | | 2.0 | | | $ | 134.95 | | 2.0 | | | $ | 3,320 | |

| Total | | | 6.2 | | | $ | 134.54 | | 6.2 | | | | | |

On November 14, 2023, we completed our acquisition of a company pursuant to which we issued an aggregate of 877,062 shares of our Class A common stock as part of the consideration for the acquisition.

The issuance of the shares in connection with the acquisition was exempt from registration under the Securities Act by reason of Section 4(a)(2) of the Securities Act.

| October 1 - 31 | | | — | | | $ | — | | — | | | $ | 1,500 | |

| November 1 - 30 | | | 3.3 | | | $ | 124.57 | | 3.3 | | | $ | 1,091 | |

| December 1 - 31 | | | 2.5 | | | $ | 137.05 | | 2.5 | | | $ | 750 | |

| Total | | | 5.8 | | | $ | 129.94 | | 5.8 | | | | | |

The graph uses the closing market price on

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID](#i992b3f2319b349d292706c5f36f42495_100) 238[)](#i992b3f2319b349d292706c5f36f42495_100)] [added: ID](#i0e40a7c96eae46e69dcd2802e4334abf_94) 238[)](#i0e40a7c96eae46e69dcd2802e4334abf_94)] | | | [removed: [65](#i992b3f2319b349d292706c5f36f42495_100)] [added: [47](#i0e40a7c96eae46e69dcd2802e4334abf_94)] | | |

| [Consolidated Balance [removed: Sheets](#i992b3f2319b349d292706c5f36f42495_549755814811)] [added: Sheets](#i0e40a7c96eae46e69dcd2802e4334abf_97)] | | | [removed: [67](#i992b3f2319b349d292706c5f36f42495_549755814811)] [added: [49](#i0e40a7c96eae46e69dcd2802e4334abf_97)] | | |

| [Consolidated Statements of [removed: Operations](#i992b3f2319b349d292706c5f36f42495_109)] [added: Operations](#i0e40a7c96eae46e69dcd2802e4334abf_103)] | | | [removed: [68](#i992b3f2319b349d292706c5f36f42495_109)] [added: [50](#i0e40a7c96eae46e69dcd2802e4334abf_103)] | | |

[removed: | Consolidated] [added: Consolidated] Statements of Comprehensive [removed: Income (Loss) | | | [69](#i992b3f2319b349d292706c5f36f42495_112) | | |][added: Income]

| [Consolidated Statements [removed: of](#i992b3f2319b349d292706c5f36f42495_115) [Stockholders’](#i992b3f2319b349d292706c5f36f42495_115) [Equity](#i992b3f2319b349d292706c5f36f42495_115)] [added: of Stockholders’](#i0e40a7c96eae46e69dcd2802e4334abf_112) [Equity](#i0e40a7c96eae46e69dcd2802e4334abf_112)] | | | [removed: [70](#i992b3f2319b349d292706c5f36f42495_115)] [added: [52](#i0e40a7c96eae46e69dcd2802e4334abf_112)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i992b3f2319b349d292706c5f36f42495_118)] [added: Flows](#i0e40a7c96eae46e69dcd2802e4334abf_121)] | | | [removed: [71](#i992b3f2319b349d292706c5f36f42495_118)] [added: [53](#i0e40a7c96eae46e69dcd2802e4334abf_121)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i992b3f2319b349d292706c5f36f42495_121)] [added: Statements](#i0e40a7c96eae46e69dcd2802e4334abf_127)] | | | [removed: [72](#i992b3f2319b349d292706c5f36f42495_121)] [added: [54](#i0e40a7c96eae46e69dcd2802e4334abf_127)] | | |

[removed: | [Schedule] [added: Schedule] II—Valuation and Qualifying [removed: Accounts](#i992b3f2319b349d292706c5f36f42495_190) | | | [101](#i992b3f2319b349d292706c5f36f42495_190) | | |][added: Account]

[Table of [removed: Contents](#i992b3f2319b349d292706c5f36f42495_7)][added: Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)]

We have audited the accompanying consolidated balance sheets of Airbnb, Inc. and its subsidiaries (the [removed: “Company”)] [added: "Company")] as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of operations, of comprehensive [removed: income (loss),] [added: income,] of stockholders’ [removed: equity,] [added: equity] and of cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] including the related notes and [removed: financial statement] schedule [removed: listed in the accompanying index] [added: of valuation and qualifying account] for each of the three years in the period ended December 31, [removed: 2023] [added: 2024 listed in the accompanying index] (collectively referred to as the [removed: “consolidated] [added: "consolidated] financial [removed: statements”).][added: statements").]

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the COSO.

As described in Notes 2 and 14 to the consolidated financial statements, the Company has recorded gross unrecognized tax benefits of [removed: $780] [added: $869] million relating to uncertain tax positions as of December 31, [removed: 2023.][added: 2024.]

[removed: Measurement, step two, determines the largest amount of benefit that is] greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information.

| | | | 2022 | | | 2023 | | | [added: 2024 | | |]

| Cash and cash equivalents | | | $ | [removed: 7,378] [added: 6,874] | | $ | [removed: 6,874] [added: 6,864] | |

| Funds receivable and amounts held on behalf of customers | | | [removed: 4,783] [added: 5,869] | | | [removed: 5,869] [added: 5,931] | | |

| Total current assets | | | [removed: 14,861] [added: 16,509] | | | [removed: 16,509] [added: 17,180] | | |

| Deferred [added: income] tax assets | | | [removed: 16] [added: 2,881] | | | [removed: 2,881] [added: 2,439] | | |

| Goodwill and intangible assets, net | | | [removed: 684] [added: 792] | | | [removed: 792] [added: 777] | | |

| Other assets, noncurrent | | | [removed: 477] [added: 463] | | | [removed: 463] [added: 563] | | |

| Total assets | | | $ | [removed: 16,038] [added: 20,645] | | $ | [removed: 20,645] [added: 20,959] | |

| Accrued expenses, accounts payable, and other current liabilities | | | $ | [removed: 2,013] [added: 2,654] | | $ | [removed: 2,654] [added: 2,614] | |

| Funds payable and amounts payable to customers | | | [removed: 4,783] [added: 5,869] | | | [removed: 5,869] [added: 5,931] | | |

| Unearned fees | | | [removed: 1,182] [added: 1,427] | | | [removed: 1,427] [added: 1,616] | | |

| Total current liabilities | | | [removed: 7,978] [added: 9,950] | | | [removed: 9,950] [added: 10,161] | | |

| Long-term debt | | | [removed: 1,987] [added: 1,991] | | | [removed: 1,991] [added: 1,995] | | |

| Operating lease liabilities, noncurrent | | | [removed: 295] [added: $] | [added: 252] | | [removed: 252] [added: $] | [added: 236] | |

| [removed: Other] [added: Other] liabilities, [removed: noncurrent] [added: noncurrent:] | | | [removed: 218] | | | [removed: 287] | | |

| Total liabilities | | | [removed: 10,478] [added: 12,480] | | | [removed: 12,480] [added: 12,547] | | |

| Common stock, $0.0001 par value: Class A - authorized 2,000 shares; [removed: 408 and] 438 [added: and 434] shares issued & outstanding, [removed: respectively;] [added: respectively] Class B - authorized 710 shares; [removed: 223 and] 200 [added: and 189] shares issued & outstanding, [removed: respectively;] [added: respectively] Class C - authorized 2,000 shares; zero shares issued & outstanding, [removed: respectively;] [added: respectively] Class H - authorized 26 shares; 9 shares issued and zero shares outstanding, respectively | | | — | | | — | | |

| Additional paid-in capital | | | [removed: 11,557] [added: 11,639] | | | [removed: 11,639] [added: 12,602] | | |

| Accumulated other comprehensive [removed: loss] [added: income (loss)] | | | [removed: (32)] [added: (49)] | | | [removed: (49)] [added: 35] | | |

| Accumulated deficit | | | [removed: (5,965)] [added: (3,425)] | | | [removed: (3,425)] [added: (4,225)] | | |

| Total stockholders’ equity | | | [removed: 5,560] [added: 8,165] | | | [removed: 8,165] [added: 8,412] | | |

| Total liabilities and stockholders’ equity | | | $ | [removed: 16,038] [added: 20,645] | | $ | [removed: 20,645] [added: 20,959] | |

| | | | [added: | | |] Year Ended December 31, | | | | | | | | | [added: | | | | | | | | |]

| | | | [removed: 2021] [added: 2022] | | | [removed: 2022] [added: 2023] | | | [removed: 2023] [added: 2024] | | |

| Revenue | | | $ | [removed: 5,992] [added: 8,399] | | $ | [removed: 8,399] [added: 9,917] | | $ | [removed: 9,917] [added: 11,102] | |

Measurement, step two, determines the largest amount of benefit that is

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

| Short-term investments | | | 3,197 | | | 3,747 | | |

| Prepaids and other current assets | | | 569 | | | 638 | | |

| Other liabilities, noncurrent | | | 539 | | | 391 | | |

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

| Net income | | | $ | 1,893 | | $ | 4,792 | | $ | 2,648 | |

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

| | | | | | | | | | | | | | | | | | | | | |

| Equity awards issued, net of shares withheld for employee taxes | | | 11 | | | — | | | (524) | | | — | | | — | | | (524) | | |

| | | | | | | | | | | | | | | | | | | | | |

| Equity awards issued, net of shares withheld for employee taxes | | | 18 | | | — | | | (1,117) | | | — | | | — | | | (1,117) | | |

| | | | | | | | | | | | | | | | | | | | | |

| Net income | | | — | | | — | | | — | | | — | | | 2,648 | | | 2,648 | | |

| Shares issued upon net settlement of warrants exercised | | | 1 | | | — | | | — | | | — | | | — | | | — | | |

| Equity awards issued, net of shares withheld for employee taxes | | | 9 | | | — | | | (461) | | | — | | | — | | | (461) | | |

| | | | | | | | | | | | | | | | | | | | | |

| Share repurchases | | | (25) | | | — | | | — | | | — | | | (3,448) | | | (3,448) | | |

| Balances as of December 31, 2024 | | | 623 | | | $ | — | | $ | 12,602 | | $ | 35 | | $ | (4,225) | | $ | 8,412 | |

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

| Net income | | | $ | 1,893 | | $ | 4,792 | | $ | 2,648 | |

| Share repurchases | | | (1,500) | | | (2,252) | | | (3,430) | | |

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

payments.

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

It does not fulfill rental promises, bear inventory risk, or set prices.

For certain bookings, a guest may opt to pay a percentage of the

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

These customer receivables, reflected in prepaids and other current assets on the consolidated balance sheets, are subject to a customer receivable allowance for potential credit losses.

The Company estimates uncollectible amounts based on historical data, economic forecasts, and the age of the debt, writing off assets deemed uncollectible.

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

The Company adopted the guidance effective December 31, 2024 (refer to Note 16.

*Segment and Geographic Information)*.

[Table of Contents](#i0e40a7c96eae46e69dcd2802e4334abf_7)

The new guidance also introduced new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value.

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| Financial Statement Schedule | | | | | |

February 16, 2024

Airbnb, Inc.

| Short-term investments (including assets reported at fair value of $2,224 and $2,507, respectively) | | | 2,244 | | | 3,197 | | |

| Prepaids and other current assets (including customer receivables of $200 and $249 and allowances of $39 and $44, respectively) | | | 456 | | | 569 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Interest expense | | | (438) | | | (24) | | | (83) | | |

| Balances as of December 31, 2020 | | | 599 | | | $ | — | * | $ | 8,904 | | $ | 3 | | $ | (6,006) | | $ | 2,901 | |

| Net loss | | | — | | | — | | | — | | | — | | | (352) | | | (352) | | |

| Exercise of common stock options, net of shares withheld for taxes | | | 18 | | | — | | * | 138 | | | — | | | — | | | 138 | | |

| Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes | | | 16 | | | — | | * | (44) | | | — | | | — | | | (44) | | |

| Reclassification of derivative warrant liability to equity | | | — | | | — | | | 1,277 | | | — | | | — | | | 1,277 | | |

| Purchase of capped calls | | | — | | | — | | | (100) | | | — | | | — | | | (100) | | |

| Issuance of common stock under employee stock purchase plan, net of shares withheld | | | 1 | | | — | | * | 51 | | | — | | | — | | | 51 | | |

| Exercise of common stock options, net of shares withheld for taxes | | | 3 | | | — | | * | 40 | | | — | | | — | | | 40 | | |

| Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes | | | 8 | | | — | | * | (612) | | | — | | | — | | | (612) | | |

| Issuance of common stock under employee stock purchase plan, net of shares withheld for taxes | | | — | | | — | | * | 48 | | | — | | | — | | | 48 | | |

| Exercise of common stock options, net of shares withheld for taxes | | | 9 | | | — | | * | (521) | | | — | | | — | | | (521) | | |

| Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes | | | 8 | | | — | | * | (660) | | | — | | | — | | | (660) | | |

| Issuance of common stock under employee stock purchase plan, net of shares withheld for taxes | | | 1 | | | — | | * | 64 | | | — | | | — | | | 64 | | |

*Amounts round to zero and do not change rounded totals.

| Loss on warrants, net | | | 292 | | | — | | | — | | |

| Loss from extinguishment of debt | | | 377 | | | — | | | — | | |

| Principal repayment of long-term debt | | | (1,995) | | | — | | | — | | |

| Prepayment penalty on long-term debt | | | (213) | | | — | | | — | | |

| Proceeds from issuance of convertible senior notes, net of issuance costs | | | 1,979 | | | — | | | — | | |

| Purchases of capped calls related to convertible senior notes | | | (100) | | | — | | | — | | |

| Repurchase of common stock | | | — | | | (1,500) | | | (2,252) | | |

Notes to Consolidated Financial Statements

The Company determines, at the inception of each arrangement, whether an entity in which it has made an investment or in which it has other variable interest in is considered a VIE.

The Company consolidates a VIE when it is deemed to be the primary beneficiary.

The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to direct the activities that most significantly affect the economic performance of the VIE; and (ii) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE.

Periodically, the Company determines whether any changes in its interest or relationship with the entity impact the determination of whether the entity is still a VIE and, if so, whether the Company is the primary beneficiary.

If the Company is not deemed to be the primary beneficiary in a VIE, the Company accounts for the investment or other variable interest in a VIE in accordance with applicable U.S. GAAP.

As of December 31, 2022 and 2023, the Company’s consolidated VIEs were not material to the consolidated financial statements.

The Company has determined it has one operating and reportable segment as the CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance.

(expense), net on the consolidated statements of operations.

*Level 3 Valuation Techniques* Financial instruments classified as Level 3 within the Company’s fair value hierarchy consist primarily of a derivative warrant liability relating to the warrants issued in conjunction with the second lien loan discussed in Note 10, *Debt*.

Based on that evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2023,] [added: 2024,] the end of the period covered by this Annual Report on Form 10-K, to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Our management, under the supervision of our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] based on the framework in *Internal Control-Integrated Framework* (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this evaluation, management, including our principal executive officer and principal financial officer, concluded that our internal control over financial reporting was effective as of December 31, [removed: 2023.][added: 2024.]

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which is included in Item 8 of this Annual Report on Form 10-K.

There were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during the quarter ended December 31, [removed: 2023] [added: 2024] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

[removed: There were no “non-Rule] [added: During the three months ended December 31, 2024, none of our officers or directors adopted, modified or terminated a "Rule] 10b5-1 trading [removed: arrangements,”] [added: arrangement" or "non-Rule 10b5-1 trading arrangement"] as [added: each term is] defined in Item [removed: 408(c)] [added: 408] of Regulation [removed: S-K, adopted, terminated, or modified by our directors or officers during the three months ended December 31, 2023.][added: S-K.]

Rule 10b5-1 Trading Arrangements

Director and Officer 10b5-1 Trading Plans (“10b5-1 Plans”)

The following table sets forth the material terms of 10b5-1 Plans intended to satisfy the affirmative defense conditions of Rule 10b5–1(c) that were adopted, terminated, or modified by our directors and officers during the three months ended December 31, 2023:

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Name and Title of Director or Officer | | | Action | | | Date | | | Expiration Date | | | Maximum Number of Shares to be Sold Under the Plan | | |

| Ari Balogh, Chief Technology Officer | | | Adopt | | | 11/29/2023 | | | 10/31/2024 | | | 525,688 | | |

The information required by this Item is incorporated by reference to the Company’s [removed: 2024] [added: 2025] Proxy Statement (the [removed: “2024] [added: “2025] Proxy Statement”) to be filed with the SEC within 120 days after December 31, [removed: 2023] [added: 2024] in connection with the solicitation of proxies for the Company’s [removed: 2024] [added: 2025] annual meeting of stockholders.

We have adopted insider trading policies and procedures governing the purchase, sale and other dispositions of our securities by directors, officers and employees that are designed to promote compliance with insider trading laws, rules and regulations, and applicable Nasdaq listing standards, as well as procedures designed to further the foregoing purposes.

A copy of our insider trading policy is filed with this Annual Report on Form 10-K as Exhibit 19.1.

The information required by this Item is incorporated by reference to the [removed: 2024] [added: 2025] Proxy Statement.

The information required by this Item is incorporated by reference to the [removed: 2024] [added: 2025] Proxy Statement.

The information required by this Item is incorporated by reference to the [removed: 2024] [added: 2025] Proxy Statement.

The information required by this Item is incorporated by reference to the [removed: 2024] [added: 2025] Proxy Statement.

All financial statement schedules have been omitted because they are not applicable, [removed: not material] [added: immaterial] or the required information is shown in Part II, Item 8 of this Annual Report on Form 10-K.

| 3.1 | | | | | | [Restated Certificate of Incorporation of the [removed: Registrant](https://www.sec.gov/Archives/edgar/data/1559720/000119312520316959/d44016dex31.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/1559720/000119312524157426/d841286dex31.htm)] | | | | | | 8-K | | | | | | 001-39778 | | | | | | [removed: 12/14/2020] [added: 06/07/2024] | | | | | | 3.1 | | | | | | | | |

| 4.1 | | | | | | [Description of [removed: Securities](http://www.sec.gov/Archives/edgar/data/1559720/000155972022000006/exh41-descriptionofsecurit.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/1559720/000155972022000006/exh41-descriptionofsecurit.htm)] | | | | | | 10-K | | | | | | 001-39778 | | | | | | 02/25/2022 | | | | | | 4.1 | | | | | | | | |

| 4.2 | | | | | | [Form of Class A Common Stock [removed: Certificate](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex42.htm)] [added: Certificate](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex42.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 4.2 | | | | | | | | |

| 4.3 | | | | | | [Form of [removed: Class](http://www.sec.gov/Archives/edgar/data/1559720/000119312520314315/d70439dex46.htm) [B](http://www.sec.gov/Archives/edgar/data/1559720/000119312520314315/d70439dex46.htm)] [added: Class](https://www.sec.gov/Archives/edgar/data/1559720/000119312520314315/d70439dex46.htm) [B](https://www.sec.gov/Archives/edgar/data/1559720/000119312520314315/d70439dex46.htm)] [Common Stock [removed: Certificate](http://www.sec.gov/Archives/edgar/data/1559720/000119312520314315/d70439dex46.htm)] [added: Certificate](https://www.sec.gov/Archives/edgar/data/1559720/000119312520314315/d70439dex46.htm)] | | | | | | S-8 | | | | | | 333-251251 | | | | | | 12/10/2020 | | | | | | 4.6 | | | | | | | | |

| 4.4 | | | | | | [Amended and Restated Investors’ Rights Agreement, dated April 17, 2020, by and among the Registrant and the investors listed [removed: therein](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex43.htm)] [added: therein](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex43.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 4.3 | | | | | | | | |

| 4.7 | | | | | | [Form of Certificate representing the 0% Convertible Senior Notes due 2026 (included as Exhibit [removed: A](https://www.sec.gov/Archives/edgar/data/1559720/000119312521073345/d145643dex41.htm)[)](https://www.sec.gov/Archives/edgar/data/1559720/000119312521073345/d145643dex41.htm)] [added: A)](https://www.sec.gov/Archives/edgar/data/1559720/000119312521073345/d145643dex41.htm)] | | | | | | 8-K | | | | | | 001-39778 | | | | | | 03/08/2021 | | | | | | 4.1 | | | | | | | | |

| 10.1 | | | | | | [Office Lease Agreement, dated April 26, 2012, by and among the Registrant and 888 Brannan [removed: LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex103.htm)] [added: LP](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex103.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.3 | | | | | | | | |

| 10.2 | | | | | | [First Amendment to Office Lease Agreement, dated December 10, 2013, by and among the Registrant and 888 Brannan [removed: LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex104.htm)] [added: LP](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex104.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.4 | | | | | | | | |

| 10.3 | | | | | | [Second Amendment to Office Lease Agreement, dated May 29, 2014, by and among the Registrant and 888 Brannan [removed: LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex105.htm)] [added: LP](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex105.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.5 | | | | | | | | |

| 10.4 | | | | | | [Third Amendment to Office Lease Agreement, dated February 24, 2015, by and among the Registrant and 888 Brannan [removed: LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex106.htm)] [added: LP](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex106.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.6 | | | | | | | | |

| 10.5 | | | | | | [Fourth Amendment to Office Lease Agreement, dated May 13, 2015, by and among the Registrant and 888 Brannan [removed: LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex107.htm)] [added: LP](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex107.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.7 | | | | | | | | |

| 10.6 | | | | | | [Fifth Amendment to Office Lease Agreement, dated June 14, 2017, by and among the Registrant [removed: and 888 Brannan LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex108.htm)] [added: and](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex108.htm) [T-C](https://www.sec.gov/Archives/edgar/data/1559720/000155972022000006/exh1011-sfo_888brannanxeig.htm) [888 Brannan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex108.htm) [L](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex108.htm)LC[](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex108.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.8 | | | | | | | | |

| 10.7 | | | | | | [Sixth Amendment to Office Lease Agreement, dated September 26, 2019, by and among the Registrant [removed: and 888] [added: and](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex109.htm) [T-C](https://www.sec.gov/Archives/edgar/data/1559720/000155972022000006/exh1011-sfo_888brannanxeig.htm) [888] Brannan [removed: LP](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex109.htm)] [added: L](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex109.htm)[L](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex109.htm)C[](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex109.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.9 | | | | | | | | |

| 10.8 | | | | | | [Seventh Amendment to Office Lease Agreement, dated October 8, 2020, by and among the Registrant and T-C 888 Brannan Owner [removed: LLC](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1010.htm)] [added: LLC](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1010.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.10 | | | | | | | | |

| 10.9 | | | | | | [Eight Amendment to Office Lease Agreement, dated September 28, 2021, by and among the Registrant and T-C 888 Brannan Owner [removed: LLC](http://www.sec.gov/Archives/edgar/data/1559720/000155972022000006/exh1011-sfo_888brannanxeig.htm)] [added: LLC](https://www.sec.gov/Archives/edgar/data/1559720/000155972022000006/exh1011-sfo_888brannanxeig.htm)] | | | | | | 10-K | | | | | | 001-39778 | | | | | | 02/25/2022 | | | | | | 10.11 | | | | | | | | |

| 10.10 | | | | | | [Ninth Amendment to Office Lease Agreement, dated October 18, 2022, by and among the Registrant and T-C 888 Brannan [removed: Owner](http://www.sec.gov/Archives/edgar/data/1559720/000155972022000019/exh103-ninthamendmenttooff.htm)] [added: Owner](https://www.sec.gov/Archives/edgar/data/1559720/000155972022000019/exh103-ninthamendmenttooff.htm) LLC] | | | | | | 10-Q | | | | | | 001-39778 | | | | | | 11/03/2022 | | | | | | 10.3 | | | | | | | | |

| 10.11 | | | | | | [removed: [Tenth](https://www.sec.gov/Archives/edgar/data/1559720/000155972024000006/exh1011sfo_888brannanxgrou.htm) [Amendment] [added: [Tenth Amendment] to Office Lease Agreement, dated October 18, [removed: 202](https://www.sec.gov/Archives/edgar/data/1559720/000155972024000006/exh1011sfo_888brannanxgrou.htm)[3](https://www.sec.gov/Archives/edgar/data/1559720/000155972024000006/exh1011sfo_888brannanxgrou.htm)[,] [added: 2023,] by and among the Registrant and T-C 888 Brannan Owner](https://www.sec.gov/Archives/edgar/data/1559720/000155972024000006/exh1011sfo_888brannanxgrou.htm) [added: LLC] | | | | | | [added: 10-K] | | | | | | [added: 001-39778] | | | | | | [added: 02/16/2024] | | | | | | [added: 10.11] | | | | | | [removed: X] | | |

| [removed: 10.12(a)#] [added: 10.13(a)#] | | | | | | [2008 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1011a.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1011a.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.11(a) | | | | | | | | |

| [removed: 10.12(b)#] [added: 10.13(b)#] | | | | | | [Form of Stock Option Grant Notice and Stock Option Agreement under 2008 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/1559720/000119312520306257/d81668dex1011b.htm) | | | | | | S-1/A | | | | | | 333-250118 | | | | | | 12/01/2020 | | | | | | 10.11(b) | | | | | | | | |

| [removed: 10.12(c)#] [added: 10.13(c)#] | | | | | | [Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under 2008 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1011c.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1011c.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.11(c) | | | | | | | | |

| [removed: 10.13(a)#] [added: 10.14(a)#] | | | | | | [2018 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/1559720/000119312520306257/d81668dex1012a.htm) | | | | | | S-1/A | | | | | | 333-250118 | | | | | | 12/01/2020 | | | | | | 10.12(a) | | | | | | | | |

| [removed: 10.13(b)#] [added: 10.14(b)#] | | | | | | [Form of Stock Option Grant Notice and Stock Option Agreement under 2018 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1012b.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1012b.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.12(b) | | | | | | | | |

| [removed: 10.13(c)#] [added: 10.14(c)#] | | | | | | [Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under 2018 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1012c.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1012c.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.12(c) | | | | | | | | |

| [removed: 10.14#] [added: 10.15#] | | | | | | [removed: [HotelTonight](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1013.htm)[,] [added: [HotelTonight,] Inc. 2011 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1013.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1013.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.13 | | | | | | | | |

| [removed: 10.15(a)#] [added: 10.16(a)#] | | | | | | [2020 Incentive Award Plan](https://www.sec.gov/Archives/edgar/data/1559720/000119312520306257/d81668dex1014a.htm) | | | | | | S-1/A | | | | | | 333-250118 | | | | | | 12/01/2020 | | | | | | 10.14(a) | | | | | | | | |

| [removed: 10.15(b)#] [added: 10.16(b)#] | | | | | | [Form of Stock Option Grant Notice and Stock Option Agreement under the 2020 Incentive Award [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1014b.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1014b.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.14(b) | | | | | | | | |

| [removed: 10.15(c)#] [added: 10.16(c)#] | | | | | | [Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under the 2020 Incentive Award [removed: Plan](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1014c.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1014c.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.14(c) | | | | | | | | |

| [removed: 10.16#] [added: 10.17#] | | | | | | [Employee Stock Purchase Plan](https://www.sec.gov/Archives/edgar/data/1559720/000119312520306257/d81668dex1015.htm) | | | | | | S-1/A | | | | | | 333-250118 | | | | | | 12/01/2020 | | | | | | 10.15 | | | | | | | | |

| [removed: 10.17#] [added: 10.18#] | | | | | | [Employment Agreement by and between the Registrant and Brian [removed: Chesky](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1016.htm)] [added: Chesky](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1016.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.16 | | | | | | | | |

| [removed: 10.18#] [added: 10.19#] | | | | | | [Employment Agreement by and between the Registrant and Nathan [removed: Blecharczyk](http://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1018.htm)] [added: Blecharczyk](https://www.sec.gov/Archives/edgar/data/0001559720/000119312520294801/d81668dex1018.htm)] | | | | | | S-1 | | | | | | 333-250118 | | | | | | 11/16/2020 | | | | | | 10.18 | | | | | | | | |