DoorDash (DASH) 10-K risk factor changes: FY2023 vs FY2022

You should carefully consider the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including the [removed: sections] [added: section] titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, before making a decision to invest in our Class A common stock.

In that event, the market price of our Class A common stock could decline, and you could lose [removed: part or] all [added: or part] of your investment.*

- [removed: We] [added: Our business] may not continue to grow on pace with historical rates;

- Our business is subject to a variety of laws and regulations globally, including those related to worker classification, Dasher [removed: pay,] [added: pay] and [added: conditions of work,] merchant pricing and commissions, [added: and consumer fees and taxes,] many of which are unsettled and still developing, and [removed: failure to comply with such laws and regulations] [added: any of which] could subject us to [removed: claims] [added: legal claims, increased costs, operational burdens,] or otherwise adversely affect our business, financial condition, or results of [removed: operations and subject us to legal claims;][added: operations;]

- The multi-class structure of our common stock and the voting agreement and irrevocable proxy (the "Voting Agreement"), between Tony Xu, Andy Fang, and Stanley Tang [removed: (the] [added: (our] "Co-Founders"), has the effect of concentrating voting power with Tony Xu, our co-founder, Chief Executive Officer, and Chair of our board of

- successfully integrate acquired technologies and businesses into our own, including in the case of our acquisition of [removed: Wolt;][added: Wolt Enterprises Oy ("Wolt");]

- anticipate and respond to macroeconomic changes and changes in the markets in which we operate, including with respect to inflation and other fluctuations in prices such as gasoline [removed: prices;][added: and food costs;]

Further, because we have [added: relatively] limited historical financial data and operate in a rapidly evolving market, any predictions about our future results of operations may not be as accurate as they would be if we had a longer operating history or operated in a more predictable market.

We have incurred net losses in each year since our founding, we anticipate increasing expenses in the future, and we may not be able to [removed: achieve profitability, or maintain] [added: achieve, maintain,] or increase profitability in the future.

We incurred a net loss of [removed: $468 million] [added: $1.4 billion] and [removed: $1,365] [added: $558] million in [removed: 2021] [added: 2022] and [removed: 2022,] [added: 2023,] respectively, [removed: and,] [added: and] as of December 31, [removed: 2021] [added: 2022] and [removed: 2022,] [added: 2023,] we had an accumulated deficit of [removed: $2.1] [added: $3.8] billion and [removed: $3.8 billion.][added: $5.2 billion, respectively.]

We expect our costs will increase over time and our losses to continue as we expect to invest significant additional funds towards growing our [removed: business and operating as a public company.][added: business.]

[added: Any failure to increase our revenue sufficiently to keep pace with our] investments and other expenses could prevent us from [removed: maintaining] [added: achieving, maintaining,] or increasing profitability or positive cash flow on a consistent basis.

[removed: If we are unable to] successfully address these risks and challenges as we encounter them, our business, financial condition, and results of operations could be adversely affected.

As of December 31, [removed: 2022,] [added: 2023,] we had [removed: $2.8] [added: $2.0] billion of unrecognized stock-based compensation expense related to RSUs and other outstanding equity awards.

[removed: Additionally, we] [added: We] may expend substantial funds in connection with the tax withholding and remittance obligations that arise upon the initial settlement of certain of our RSUs.

[removed: We] [added: Our business] may not continue to grow on pace with historical rates.

[removed: We have grown rapidly over the last several years, and therefore our] [added: Our] past revenue growth rate, growth in demand for our offerings, and financial performance should not necessarily be considered indicative of our future performance.

[removed: Our] [added: In particular, our] revenue growth rate has fluctuated in prior periods, and it may continue to fluctuate over the short term and decline in the long term as the size of our business grows and as we achieve greater market adoption.

Globally, we compete with other local on-demand delivery companies, such as Uber Eats, Just Eat Takeaway (including Grubhub, which it acquired in [removed: June] 2021), and Delivery Hero, merchants that have their own online ordering platforms, online ordering systems, merchants that own and operate their own delivery fleets, grocers and grocery delivery services, convenience stores and convenience store delivery services, and companies that provide point of sale solutions and merchant delivery services.

As we continue to expand to verticals beyond food, we may compete with [removed: large Internet companies] [added: additional businesses] with substantial resources, users, and market and brand power.

Further, as we continue to expand our presence internationally, we [removed: will] also face competition from local incumbents in these markets.

Our current and future competitors may enjoy competitive [removed: advantages,] [added: advantages] such as greater name recognition, longer operating histories, greater category share in certain markets, market-specific knowledge, established relationships with local merchants and suppliers, larger existing user bases, more successful marketing capabilities, established geographic footprints and infrastructure, and substantially greater financial, technical, and other resources than we have.

[added: If certain merchants] choose to [added: partner with our competitors in a specific geographic market, or if merchants choose to] engage exclusively with our competitors, we may lack a sufficient variety and supply of merchant options or lack access to the most popular merchants, such that our offering would become less appealing to consumers.

Such competitive pressures may lead us to [removed: maintain or lower] [added: change] our commission rates and fees or [removed: maintain or increase] [added: change] our incentives, discounts, and promotions to remain [removed: competitive, particularly in markets where we are not in a leading position.][added: competitive.]

Local on-demand delivery services for food and the other verticals in which we compete are nascent, and we cannot guarantee that they will stabilize at a competitive equilibrium that will allow us to achieve, [removed: maintain] [added: maintain,] or increase profitability.

Further, merchants could determine that it is more [removed: cost effective] [added: cost-effective] to develop their own platforms to offer online pickup and delivery rather than use our platform.

We believe that growth of our business and revenue is dependent on our ability to [removed: continue to] cost-effectively grow our platform by retaining our existing merchants and consumers and adding new merchants and consumers, including in new markets.

We expect to continue to incur substantial expenses to acquire [added: additional merchants and consumers.]

[removed: We strive to demonstrate the value of our platform and offerings to] such consumers, thereby encouraging them to access our platform regularly or become a paid user of our membership products, through prompts and notifications and time-limited trials of our membership product and other offerings.

This [removed: in turn could impact] [added: practice can negatively affect consumer perception of] our [removed: ability to attract] [added: platform] and [removed: retain] [added: could result in a decline in] consumers [removed: and] [added: or order volume, or both, which would] adversely affect our business, financial condition, and results of operations.

Our continued growth depends in part on our ability to cost-effectively attract and retain Dashers who satisfy our screening criteria and procedures and to increase [added: the] use of our platform by existing Dashers.

To attract and retain Dashers, we have, among other things, invested in making the use of our Dasher applications, and dashing, as frictionless as possible, created new ways for Dashers to earn and get paid, offered monetary incentives and perquisites, including credits to be used for orders on our platform, [removed: tips and] [added: provided] assistance using the Dasher applications, and [added: offered] access to programs that provide cashback rewards on certain purchases, including gasoline.

We also frequently test Dasher incentives with subsets of existing Dashers and potential Dashers, and these incentives could fail to attract and retain Dashers or fail to increase [added: the] use of our platform by existing Dashers or could have [removed: other] unintended adverse consequences, including negative press, adverse reactions from existing and potential Dashers, and harm to our brand and [removed: reputation.][added: reputation in both the U.S. and other markets.]

Changes in certain laws and regulations, including immigration and labor and employment laws, [added: or laws that require us to make changes to our platform that decrease the flexibility provided to Dashers in certain markets,] may result in a decrease in the pool of Dashers, which may result in increased competition for Dashers or higher costs of recruitment and engagement.

If we fail to attract Dashers, retain existing Dashers on favorable terms, or maintain or increase the use of our platform by [added: existing Dashers, we may not be able to meet the demand of merchants and consumers and our business, financial condition, and results of operations could be adversely affected.]

If these merchants experience difficulty servicing consumer demand, producing quality [removed: goods at affordable prices,] [added: goods,] meeting our requirements and standards, [removed: experience problems with their point-of-sale] or [removed: other technologies, or choose to raise the prices of] [added: price] their goods on our platform [removed: for any other reason,] [added: at unreasonable rates,] our reputation and brand could be damaged.

[removed: Further, an] [added: An] increase in merchant operating costs, [removed: or other deterioration in financial condition,] whether due to inflation or otherwise, could cause merchants on our platform to raise prices, renegotiate commission rates, or cease operations, which could in turn adversely affect our revenue, operational costs, and efficiency.

[removed: Additionally,] [added: Further,] some items on our platform are listed at higher prices relative to their in-store prices.

- the [added: impact of weather and] seasonality of our business, including the effect of academic calendars on college campuses and seasonal patterns in restaurant dining;

Our systems, or those of third parties upon which we rely, may experience service interruptions or degradation or other performance problems because of hardware and software defects or malfunctions, distributed denial-of-service and other cyberattacks, infrastructure changes, human error, earthquakes, hurricanes, floods, fires, [added: other] natural disasters, power [removed: losses, disruptions in telecommunications services, fraud, military or political conflicts, terrorist attacks, computer viruses, ransomware, malware, or other events.]

If we are unable to

Our business has grown rapidly during various periods since our founding.

We strive to demonstrate the value of our platform and offerings to

- the mix among various aspects of our business, including our Marketplaces and Platform Services, our U.S. and non-U.S. operations, our restaurant and non-restaurant categories, and contributions to our overall business by new products and services, such as our membership products, DashPass and Wolt+, and our advertising products;

losses, disruptions in telecommunications services, fraud, military or political conflicts, terrorist attacks, computer viruses, ransomware, malware, or other events.

For example, during the quarters ended December 31, 2022 and December 31, 2023, we recorded impairments of $312 million and $101 million, respectively, associated with our non-marketable equity securities.

We currently operate in over 25 countries across the globe.

- limitations and differences in available instruments to invest our funds, including the risk profile associated with such investments, and limitations on our ability to repatriate funds.

In addition, in June 2023, we announced an option for Dashers in select cities to earn a guaranteed hourly rate while delivering.

In particular, new or amended laws and regulations have required, and could in the future require, us to make changes to our Dasher pay models, or make other changes to our platform, that

decrease the flexibility provided to Dashers in certain markets, which may also impact our ability to cost-effectively attract or retain Dashers.

successfully secure, maintain, and defend our rights to use the “DoorDash” and "Wolt" marks, our logos, and other trademarks important to our brand, as well as a number of other factors, many of which are outside our control.

Our IT and infrastructure may

in categories other than restaurants.

adversely affected.

Changes to economic conditions can impact consumer spending in the regions where we do business, which can prompt consumers to reduce spending on our platform or forgo spending on our platform altogether.

Any factor that impacts consumer spending broadly may also impact consumer spending on our platform.

Some of these factors include

Additionally, volatility in the global financial markets, or in specific segments of those markets, may contribute to banks and financial institutions with whom we have banking or payment processing relationships entering receivership or becoming insolvent in the future, and we may be unable to access or may lose some or all of our existing cash and cash equivalents to the extent those funds are not insured or otherwise protected by the Federal Deposit Insurance Corporation or other insurance programs.

Such volatility may also adversely impact any funds held temporarily at our third-party payment processors.

We may use artificial intelligence in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations.

We may incorporate artificial intelligence (“AI”) solutions into our platform, offerings, services, and features, or in support of internal business operations, and these applications may become important in our operations over time.

Our competitors or other third parties may incorporate AI into their products more quickly or more successfully than us, which could impair our ability to compete effectively and adversely affect our results of operations.

Additionally, if the content, analyses, or recommendations that AI applications assist in producing are or are alleged to be deficient, inaccurate, inappropriate, or biased, or if the use of AI results in, or is alleged to have resulted in, the infringement of the intellectual property of third parties, we may be subject to legal claims or liability and our business, financial condition, and results of operations may be adversely affected.

The use of AI applications may result in data leakage or unauthorized exposure of data, including confidential business information, the personal data of end users, or other sensitive information.

Such leakage or unauthorized exposure of data related to our use of AI applications could result in legal claims or liability or otherwise adversely affect our reputation and results of operations.

AI also presents emerging ethical issues and if our use of AI becomes controversial, we may experience brand or reputational harm, competitive harm, or legal liability.

The rapid evolution of AI, including potential government regulation of AI, may require significant resources to develop, test, and maintain our platform, offerings, services, and features to help us implement AI in a manner that complies with applicable laws and regulations and ethically in order to minimize unintended, harmful impact.

In March 2023, the Court of Appeal overturned the Alameda County Superior Court’s ruling and upheld nearly all of Proposition 22 as state law.

In April 2023, petitioners consisting of a number of individuals and labor groups filed a petition for review in the Supreme Court of California, which was granted in June 2023.

other requirements, are applicable to us and Dashers in California.

In many cases, the ultimate tax determination is uncertain and could exceed the amount of any applicable reserves, if any.

Such legislative action could discourage merchants, consumers, and Dashers from utilizing our offerings, or could otherwise harm our business, financial condition, and results of operations.

Our provision for (benefit from) income taxes is a function of the manner in which we operate our business, and any changes to such operations or laws applicable to such operations may affect our effective tax rate.

The determination of our worldwide provision for (benefit from) income taxes and other tax liabilities requires significant judgment by management and, in the ordinary course of our business, there are many transactions and calculations for which the ultimate tax determination is uncertain.

Although we believe that our provision for (benefit from) income taxes is reasonable, the ultimate outcome may differ from the amounts recorded in our financial statements and could materially affect our financial results in the period or periods for which such determination is made.

The U.S. federal, state, and local governments, countries in the EU, as well as a number of other countries and organizations such as the Organization for Economic Cooperation and Development, are actively considering changes to existing tax laws that, if enacted, could increase our tax obligations in jurisdictions where we do business.

If one or more of these jurisdictions change applicable tax laws or successfully challenge our interpretations of such laws, including how or where our profits and losses are currently recognized, our overall taxes could increase, and our business, financial condition, or results of operations may be adversely impacted.

An increasing number of jurisdictions are considering or have adopted laws or administrative practices that impose new tax measures, including revenue-based taxes and additional reporting obligations, targeting online commerce and the remote selling of goods and services.

These include new obligations to withhold or collect sales, consumption, value added, or other taxes on online marketplaces and remote sellers, or other requirements that may result in liability for third party obligations.

We have encountered in the past, and will encounter in the future, risks and uncertainties frequently experienced by growing companies with limited operating histories in rapidly changing industries.

Any failure to increase our revenue sufficiently to keep pace with our

If we are unable to generate adequate revenue growth and manage our expenses, we may continue to incur significant losses in the future and may not be able to achieve, maintain, or increase profitability.

During the peak of the COVID-19 pandemic in 2020 and 2021, we experienced a significant increase in revenue, Total Orders, and Marketplace GOV.

In 2020 and 2021, our revenue was $2.9 billion and $4.9 billion, respectively, representing a 69% year-over-year growth rate.

In 2021 and 2022, our revenue was $4.9 billion and $6.6 billion, respectively, representing a 35% year-over-year growth rate.

The circumstances that accelerated the growth of our business during the peak of the COVID-19 pandemic are not likely to recur, and we expect growth in consumer demand and our revenue, Total Orders, and Marketplace GOV growth rates to continue to decline in future periods compared to growth rates in 2020 and 2021.

If certain merchants choose to partner with our competitors in a specific geographic market, or if merchants

In particular, our acquisition of Wolt and the expansion of the combined company may lead to an increase in competitive pressure from both existing competitors and new entrants in an already highly competitive industry.

Through the acquisition, we have expanded our operations in Europe and Asia — regions that are already subject to intense competition in many of the categories in which we operate.

As a result, existing competitors and any subsequent entrants in Europe and Asia may engage in aggressive consumer acquisition campaigns, develop superior offerings, or consolidate with other entities and achieve benefits of scale in response to our acquisition of Wolt.

Such competitive pressures in an already highly competitive market may erode our category share, adversely impact our business, and increase the expenses associated with, or otherwise hinder, our expansion in both existing and new markets, which could adversely impact our business, financial condition, and results of operations.

Increased competition could result in, among other things, a reduction of the revenue we generate from the use of our platform, the number of platform users, the frequency of use of our platform, and our margins.

additional merchants and consumers.

Further, certain consumers are indirect users of our platform, as they place orders through third-party websites and applications, such as Google, and merchant websites.

Consumers may perceive these third-party websites and applications to be more efficient or user-friendly or have a stronger brand affinity to these third parties.

If consumers increasingly use such third-party websites and applications to make orders on our platform, rather than through our websites and consumer mobile applications directly, our ability to establish relationships and build brand loyalty with consumers, collect information about consumer trends and preferences, and provide a customized experience based on such preferences would be adversely affected.

existing Dashers, we may not be able to meet the demand of merchants and consumers and our business, financial condition, and results of operations could be adversely affected.

If merchants on our platform were to cease operations, temporarily or permanently, we may not be able to provide consumers with sufficient merchant selection, which we expect would reduce the number of consumers on our platform.

This practice can negatively affect consumer perception of our platform and could result in a decline in consumers or order volume, or both, which would adversely affect our financial condition and results of operations.

- our business mix between our Marketplaces and Platform Services;

- the contribution to our overall business of our membership products, DashPass and Wolt+;

- the impact of weather on our business;

- the contribution to our overall business of our advertising products and services, including the effect that market conditions may have on our ability to sell these products and services;

- the impact of price controls that may be imposed by various jurisdictions, and any associated increase in the fees we may have to impose to offset such price controls;

- the need to implement internal controls, procedures, and policies appropriate for a larger, U.S.-based public company like ours at companies we may acquire that prior to acquisition may not have robust controls, procedures, and policies, in particular, with respect to the effectiveness of internal controls, cyber and information security practices, incident response plans, and business continuity and disaster recovery plans, compliance with privacy, data protection, information security, and other regulations, and compliance with U.S.-based economic policies and sanctions which may not have previously been applicable to the acquired company’s operations;

There can be no assurance that the integration will be accomplished effectively or in a timely manner.

Further, the escrow consists of shares and therefore, even if we are able to recover from the escrow, we will need to use our cash and resources to pay for the liabilities and damages.

For example, during the quarter ended December 31, 2022, in the course of evaluating our investments, we determined impairment indicators existed for a previously disclosed investment in a grocery delivery platform company.

Following a valuation of this investment, we incurred an impairment of $312 million associated with our non-marketable equity securities.

We launched our platform in Canada in 2015, Australia in 2019, Japan and Germany in 2021, and New Zealand in 2022.

We continued our expansion in Europe and Asia through our acquisition of Wolt in 2022, which brings the number of countries that we operate in outside the United States to 26.

Our current international operations and

- limitations on the repatriation and investment of funds as well as foreign currency exchange restrictions.

For example, the civil unrest in Kazakhstan required Wolt to temporally suspend its business operations in the country due to safety and security concerns, as well as the unavailability of, and significant disruptions to, Internet service.

While we have been able to resume business operations in Kazakhstan, such events may occur in the future in other countries or regions leading to similar disruptions.

Price controls on local commerce platforms will have an adverse impact on our results of operations.

For example, fees and commissions charged by local commerce platforms have been under increased scrutiny and are expected to continue to be subject to political and public debate in the jurisdictions in which we and our subsidiaries operate.

For example, on November 19, 2019, the District of Columbia filed an action in the Superior Court of the District of Columbia alleging violations of the District of Columbia’s Consumer Protection Procedures Act with respect to our former DoorDash Dasher pay model and on November 30, 2020, the court entered a consent order and judgment to resolve the litigation.

Further,

*In addition, [removed: the section of] this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” [added: section] generally discusses [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] items and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

[removed: Discussions of 2020 items and year-to-year comparisons between 2021 and 2020 are not included in this Annual Report on Form 10-K and can] [added: *can] be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2021,] [added: 2022,] filed with the SEC on [removed: March 1, 2022.*][added: February 27, 2023.*]

Our primary offerings are the DoorDash [removed: Marketplace, which operates in four countries including the United States,] [added: Marketplace] and the Wolt Marketplace, which [removed: operates in 23 countries, most of which are] [added: together operate] in [removed: Europe.][added: over 25 countries across the globe.]

[removed: Both of our] [added: Our] Marketplaces provide a suite of services that enable merchants to establish an online presence, generate demand, seamlessly transact with consumers, and fulfill [removed: orders primarily through Dashers.][added: orders.]

As part of our Marketplaces, we also offer Pickup, which allows consumers to place advance orders, skip lines, and pick up their orders conveniently with no consumer fees, as well as DoorDash for [removed: Work,] [added: Business,] which [added: provides merchants on our platform with large group orders and catering orders for businesses and events.]

Platform Services also includes [added: DoorDash] Storefront, which enables merchants to create their own branded online ordering experience, providing them with a turnkey solution to offer consumers on-demand access to e-commerce without investing in in-house engineering or fulfillment capabilities, and Bbot, which offers merchants solutions for their in-store and online channels, including in-store digital ordering and payments.

For additional information, see Note [removed: 1] [added: 11] – [removed: "Organization and Description of Business"] [added: "Income Taxes"] included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Financial and Operational [removed: Metrics][added: Highlights]

| *(in millions, except percentages)* | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |

| Total Orders | | | | | | [removed: 816] [added: 1,390] | | | | | | [removed: 1,390] [added: 1,736] | | | | | | [removed: 1,736] [added: 2,161] | | |

| *Total Orders Y/Y growth* | | | | | | [removed: 210] [added: 70] | | % | | | | [removed: 70] [added: 25] | | % | | | | [removed: 25] [added: 24] | | % |

| Marketplace GOV | | | | | | $ | [removed: 24,664] [added: 41,944] | | | | | $ | [removed: 41,944] [added: 53,414] | | | | | $ | [removed: 53,414] [added: 66,771] | |

| *Marketplace GOV Y/Y growth* | | | | | | [removed: 207] [added: 70] | | % | | | | [removed: 70] [added: 27] | | % | | | | [removed: 27] [added: 25] | | % |

| Revenue | | | | | | $ | [removed: 2,886] [added: 4,888] | | | | | $ | [removed: 4,888] [added: 6,583] | | | | | $ | [removed: 6,583] [added: 8,635] | |

| *Revenue Y/Y growth* | | | | | | [removed: 226] [added: 69] | | % | | | | [removed: 69] [added: 35] | | % | | | | [removed: 35] [added: 31] | | % |

| Net Revenue Margin | | | | | | 11.7 | | % | | | | [removed: 11.7] [added: 12.3] | | % | | | | [removed: 12.3] [added: 12.9] | | % |

| GAAP [removed: Gross Profit] [added: gross profit] | | | | | | $ | [removed: 1,421] [added: 2,452] | | | | | $ | [removed: 2,452] [added: 2,824] | | | | | $ | [removed: 2,824] [added: 3,860] | |

| GAAP [removed: Gross Profit] [added: gross profit] as a % of Marketplace GOV | | | | | | 5.8 | | % | | | | [removed: 5.8] [added: 5.3] | | % | | | | [removed: 5.3] [added: 5.8] | | % |

| Contribution Profit(1) | | | | | | $ | [removed: 663] [added: 1,071] | | | | | $ | [removed: 1,071] [added: 1,567] | | | | | $ | [removed: 1,567] [added: 2,482] | |

| Contribution Profit as a % of Marketplace GOV | | | | | | [removed: 2.7] [added: 2.6] | | % | | | | [removed: 2.6] [added: 2.9] | | % | | | | [removed: 2.9] [added: 3.7] | | % |

| GAAP [removed: Net Loss] [added: net loss] including redeemable non-controlling interests | | | | | | $ | [removed: (461)] [added: (468)] | | | | | $ | [removed: (468)] [added: (1,368)] | | | | | $ | [removed: (1,368)] [added: (565)] | |

| GAAP [removed: Net Loss] [added: net loss] including redeemable non-controlling interests as a % of Marketplace GOV | | | | | | [removed: (1.9)] [added: (1.1)] | | % | | | | [removed: (1.1)] [added: (2.6)] | | % | | | | [removed: (2.6)] [added: (0.8)] | | % |

| Adjusted EBITDA(1) | | | | | | $ | [removed: 189] [added: 289] | | | | | $ | [removed: 289] [added: 361] | | | | | $ | [removed: 361] [added: 1,190] | |

| *Adjusted EBITDA as a % of Marketplace GOV* | | | | | | [removed: 0.8] [added: 0.7] | | % | | | | 0.7 | | % | | | | [removed: 0.7] [added: 1.8] | | % |

| Basic shares, options and RSUs outstanding as of period end | | | | | | [removed: 381] [added: 393] | | | | | | [removed: 393] [added: 452] | | | | | | [removed: 452] [added: 450] | | |

The increase in Total Orders was driven primarily by growth in consumers and increased consumer engagement as well as [removed: our acquisition] [added: the inclusion] of [removed: Wolt.][added: Wolt, which we acquired in the second quarter of 2022, for a full fiscal year.]

We define Marketplace GOV as the total dollar value of orders completed on our Marketplaces, including taxes, [removed: tips5,] [added: tips4,] and any applicable consumer fees, including membership fees related to DashPass and Wolt+.

Marketplace orders include orders completed through Pickup and DoorDash for [removed: Work.][added: Business.]

Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants, for orders fulfilled through [removed: Drive and Storefront.][added: Drive, Storefront, or Bbot.]

[removed: Contribution Profit (Loss).] We define Contribution Profit [removed: (Loss)] as our gross profit [removed: (loss)] less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring.

Gross profit [removed: (loss)] is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue.

We use Contribution Profit [removed: (Loss)] to evaluate our operating performance and trends.

We believe that Contribution Profit [removed: (Loss)] is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) including redeemable non-controlling interests, adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest (income) [removed: and] expense, [added: net,] (ix) other [removed: (income)] expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

[removed: 5] [added: 4] Dashers receive 100% of tips.

[added: Commissions from partner merchants are] based on an agreed-upon rate applied to the total dollar value of goods ordered in exchange for using our Marketplaces to sell the partner merchants’ products.

Fees from consumers are for [added: the] use of our Marketplaces [added: and] to arrange for delivery services.

Our revenue [removed: therefore] reflects commissions charged to partner merchants and fees charged to consumers less (i) Dasher payout and (ii) refunds, credits, and promotions, which includes certain discounts and incentives provided to consumers, including those for referring a new customer.

We also generate revenue from membership fees paid by consumers for DashPass and Wolt+, [added: and our advertising products,] which [removed: is] [added: are] recognized as part of our Marketplaces revenue.

In addition, we generate revenue from other sources, including [removed: from] our Platform Services, which primarily consists of our Drive and Storefront offerings.

Discussions of 2021 items and year-to-year comparisons between 2022 and 2021 are not included in this Annual Report on Form 10-K and*

Total Orders grew to 2.2 billion in 2023, a 24% increase compared to 2022.

Marketplace GOV grew to $66.8 billion in 2023, a 25% increase compared to 2022, driven primarily by organic growth in Total Orders as well as the inclusion of Wolt for a full fiscal year.

Net Revenue Margin. We define Net Revenue Margin as revenue expressed as a percentage of Marketplace GOV.

Net Revenue Margin increased to 12.9% in 2023 from 12.3% in 2022, primarily due to improved logistics efficiency and quality, as well as increasing contribution from advertising revenue.

Contribution Profit increased to $2.5 billion in 2023 from $1.6 billion in 2022, driven primarily by growth in revenue, partially offset by increases in cost of revenue and sales and marketing expenses, as well as the inclusion of Wolt for a full fiscal year.

Adjusted EBITDA increased to $1.2 billion in 2023 from $361 million in 2022, driven primarily by growth in Contribution Profit, partially offset by the inclusion of Wolt operating expenses for a full fiscal year.

Free Cash Flow increased to $1.3 billion in 2023 from $21 million in 2022, driven primarily by an increase in net cash provided by operating activities.

| *(in millions)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | |

| *(in millions)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | |

| Revenue | | | | | | $ | 4,888 | | | | | $ | 6,583 | | | | | $ | 8,635 | | | | | | | | | | | | | | | | | $ | 2,052 | | | | | 31 | | % |

Revenue increased by $2.1 billion, or 31%, in 2023, compared to 2022.

In 2023, revenue grew at a faster rate than Marketplace GOV primarily due to improved logistics efficiency and quality, as well as increasing contribution from advertising revenue.

personnel-related compensation expenses related to our local operations, support, and other teams, and allocated overhead.

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

The increase was primarily driven by an increase of $111 million in advertising expenses and an increase of $58 million in personnel-related compensation expenses primarily driven by the inclusion of Wolt for a full fiscal year.

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

fraudulent credit card transactions, (iv) professional services fees, (v) transaction-related costs, (vi) bad debt expense, and (vii) allocated overhead.

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

Restructuring charges decreased by $90 million, or 98%, in 2023, compared to 2022.

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

Interest income, net increased by $122 million, or 407%, in 2023, compared to 2022.

| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | 2022 to 2023 | | | | | | | | | | | | | | |

| *(in millions, except percentages)* | | | | | | 2021 | | | | | | 2022 | | | | | | 2023 | | | | | | | | | | | | | | | | | | $ Change | | | | | | % Change | | |

We are subject to income taxes in the United States and foreign jurisdictions in which we do business.

Foreign jurisdictions have different statutory tax rates than those in the United States.

Additionally, certain of our foreign earnings may also be taxable in the United States.

Accordingly, our effective tax rate is subject to significant variation due to several factors, including variability in our pre-tax and taxable income and loss and the mix of jurisdictions to which they relate, changes in our stock price, intercompany transactions, changes in how we do business, acquisitions, investments, tax audit developments, changes in our deferred tax assets and liabilities and their valuation, foreign currency gains and losses, changes in statutes, regulations, case law, administrative practices, principles, and interpretations related to tax, including changes to the global tax framework, competition, and other laws and accounting rules in various jurisdictions, and relative changes of expenses or losses for which tax benefits are not recognized.

Additionally, the impact of discrete items and non-deductible expenses varies depending on the amount of pre-tax income or loss.

For example, the impact of any particular item is greater when the amount of our pre-tax income or loss is smaller.

provides merchants on our platform with large group orders and catering orders for businesses and events.

Initial Public Offering

On December 9, 2020, we completed our IPO in which we issued and sold 33,000,000 shares of Class A common stock at the public offering price of $102 per share.

We received net proceeds of $3.3 billion from sales of our shares in the IPO, after deducting underwriting discounts and commissions and offering expenses.

In 2022, Total Orders increased to 1.7 billion, or 25% growth compared to 2021.

In 2022, Marketplace GOV increased to $53.4 billion, or 27% growth compared to 2021, driven primarily by organic growth in Total Orders as well as our acquisition of Wolt.

In 2022, Contribution Profit improved to $1.6 billion, compared to a Contribution Profit of $1.1 billion in 2021, driven primarily by growth in Marketplace GOV, an increase in Net Revenue Margin, defined as revenue expressed as a percentage of Marketplace GOV, and leverage on sales and marketing expenses, partially offset by an increase in cost of revenue.

Contribution Profit (Loss) is a non-GAAP financial measure with certain limitations regarding its usefulness.

It does not reflect our financial results in accordance with GAAP as it does not include the impact of certain expenses that are reflected in our consolidated statements of operations.

Accordingly, Contribution Profit (Loss) is not indicative of our overall results or an indicator of past or future financial performance.

Further, it is not a financial measure of total company profitability and it is neither intended to be used as a proxy for total company profitability nor does it imply profitability for our business.

In 2022, Adjusted EBITDA increased to $361 million, compared to Adjusted EBITDA of $289 million in 2021, as growth in Contribution Profit was partially offset by organic increases in adjusted research and development expenses and adjusted general and administrative expenses, as well as our acquisition of Wolt.

In 2022, Free Cash Flow decreased to $21 million, compared to Free Cash Flow of $455 million in 2021, driven primarily by changes in operating assets and liabilities and increases in cash outflows from purchases of property and equipment and capitalized software and website development costs.

Components of Results of Operations

Revenue

Commissions from partner merchants are

We recognize revenue from Marketplace orders on a net basis as we are an agent for both partner merchants and consumers.

Revenue from our Marketplaces is recognized at the point in time when the consumer obtains control of the merchant’s products.

Revenue generated from our DashPass and Wolt+ memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer.

Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Interest expense consists of interest costs primarily related to our revolving credit facility and payment-in-kind interest on our Convertible Notes issued in February 2020.

Provision for (benefit from) income taxes primarily results from losses generated outside the U.S. for which an income tax benefit was recognized, as well as the income tax expense associated with U.S. state and foreign operations.

| Interest income | | | | | | — | | % | | | | — | | % | | | | 1 | | % |

| Interest expense | | | | | | (1) | | % | | | | — | | % | | | | — | | % |

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

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

Revenue increased by $1.7 billion, or 35%, in 2022, compared to 2021.

For 2022, revenue grew at a faster rate than Marketplace GOV primarily due to improvements in Dasher supply.

The increase was primarily driven by an increase of $213 million in personnel-related compensation expenses and allocated overhead due to increased headcount and an increase of $58 million in transaction-related costs primarily associated with the acquisition of Wolt.

Percentage not meaningful*.

Restructuring charges were $92 million, in 2022.

*Interest Income*

| Interest income | | | | | | $ | 7 | | | | | $ | 3 | | | | | $ | 32 | | | | | | | | | | | | | | | | | $ | 29 | | | | | 967 | | % |

Interest income increased by $29 million, or 967%, in 2022, compared to 2021.

*Interest Expense*

| Interest expense | | | | | | $ | (32) | | | | | $ | (14) | | | | | $ | (2) | | | | | | | | | | | | | | | | | $ | 12 | | | | | (86) | | % |

Interest expense was not material for 2022 and 2021.

The provision for income taxes decreased by $36 million, in 2022, compared to 2021.

The decrease in income tax expense was primarily driven by losses from non-U.S. operations which were acquired during 2022.

assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance.

These securities are classified as available-for-sale and, consequently, are recorded on the consolidated balance sheets at fair value with unrealized gains or losses, net of tax reported as a separate [removed: component of stockholders’ deficit within accumulated other comprehensive income (loss).]

Based on our investment portfolio balance as of December 31, [removed: 2021] [added: 2022] and [removed: 2022,] [added: 2023,] a hypothetical 100 basis point increase in interest rates would not have materially affected our consolidated financial statements.

The aggregate carrying value of our non-marketable equity investments was [removed: $409] [added: $124] million and [removed: $124] [added: $46] million as of December 31, [removed: 2021] [added: 2022] and [removed: 2022,] [added: 2023,] respectively.

Adjustments or impairments are recorded in other [removed: income (expense),] [added: expense,] net on the consolidated statements of operations and establish a new carrying value for the investment.

Foreign currency gains and losses were immaterial for the years ended December 31, [removed: 2020,] 2021, [added: 2022,] and [removed: 2022.][added: 2023.]

[added: Based on our foreign currency exposures from] monetary assets and liabilities as of December 31, [removed: 2022,] [added: 2023,] we estimated that a 10% change in exchange rates against the U.S. dollar would not have resulted in a material gain or loss.

If there is a change in foreign currency exchange rates, the translation adjustments resulting from the conversion of the financial statements of our foreign subsidiaries into U.S. dollars would result in a gain or loss recorded as a component of accumulated other comprehensive loss which is part of stockholders’ [removed: equity (deficit).][added: equity.]

component of stockholders’ deficit within accumulated other comprehensive income (loss).

Based on our foreign currency exposures from

We aim to achieve this by providing logistics, technology, and other services that [added: reduce friction in local commerce and] enable local businesses to address consumers’ expectations of [removed: ease] [added: ease, immediacy, quality,] and [removed: immediacy.][added: affordability.]

Our primary offerings include the DoorDash [removed: Marketplace,] [added: Marketplace and the Wolt Marketplace (our "Marketplaces"),] which [removed: operates] [added: operate] in [removed: four] [added: over 25] countries including the United States, [removed: the Wolt Marketplace, which operates in 23 countries,] and Platform Services.

We built [removed: the DoorDash and Wolt] [added: our] Marketplaces [removed: (our "Marketplaces")] to serve the needs of three key constituents: merchants, consumers, and the independent contractors who use our platform to generate earnings, or "Dashers1." Our Marketplaces enable merchants to establish an online presence and expand their reach by connecting them with millions of consumers.

Merchants can fulfill [removed: this] [added: the] demand [added: generated on our Marketplaces] through delivery, generally facilitated by our local [removed: logistics] [added: commerce] platform, or in-person pickup by consumers.

Our Marketplaces provide a platform for over [removed: 32] [added: 37] million monthly active users2 to discover, engage with, and purchase goods from merchants in their community.

Our aim is to consistently improve our consumer value proposition by increasing the quantity and variety of merchants that are available on our Marketplaces, while also improving the level of convenience, quality, [added: service,] and [removed: service] [added: affordability] we provide.

As of December 31, [removed: 2022,] [added: 2023,] we had over [removed: 15 million3] [added: 18 million] DashPass and Wolt+ members.

In addition to our Marketplaces, which account for the vast majority of our revenue today, we offer [removed: several] services [removed: on our platform] [added: that help merchants build their own digital channels] ("Platform Services"), primarily consisting of DoorDash Drive and Wolt Drive ("Drive"), which are white-label delivery fulfillment services that enable merchants that have generated consumer demand through their own channels to fulfill this demand using our platform.

For Dashers, our Marketplaces and Platform Services provide [removed: opportunities for those looking for] [added: highly] accessible and flexible [removed: ways] [added: opportunities for people] to [removed: earn and] [added: generate income that helps them] achieve their goals.

Dashers choose [removed: when] [added: if, when,] and where to dash, as well as how frequently and for how long to dash each time they choose to do so.

2 Based on the number of individual consumer accounts that have completed an order on our Marketplaces in the past month, measured as of December 31, [removed: 2022.][added: 2023.]

- Dashers. We compete to attract and retain Dashers based on a number of factors, including accessibility of our platform, flexibility in when, where, how much and how frequently to work, [added: overall quality of the dashing experience,] and earnings potential.

Globally, we compete with other local food delivery logistics platforms including Uber Eats, Just Eat Takeaway (including Grubhub, which it acquired in [removed: June] 2021), and Delivery Hero, merchants that have their own online ordering platforms, online ordering systems, other merchants [removed: which] [added: that] own and operate their own delivery fleets, grocers and grocery delivery services, convenience and convenience store delivery services, and companies that provide [removed: point of sale] [added: point-of-sale] solutions and merchant delivery services.

With Drive, and as we continue to expand into other industry verticals beyond food, we expect to compete with [removed: large Internet companies] [added: additional businesses] with substantial resources, users, and market and brand power.

As of December 31, [removed: 2022,] [added: 2023,] we had over [removed: 16,800] [added: 19,300] employees worldwide.

In [removed: 2022,] [added: 2023,] well over [removed: 6] [added: 7] million people [removed: dashed4,] [added: dashed3,] earning a total of over [removed: $13] [added: $15] billion.

We compete against other earning [removed: opportunities] [added: opportunities, other sources of capital like loans or credit cards,] as well as alternative uses of time like doing errands or leisure.

- Accessibility: We believe the [removed: barriers-to-entry] [added: barriers to entry] in dashing are very low.

Where permitted by applicable law, prospective Dashers must pass a background check and, in most geographies, have access to a bike, scooter, or [added: car.]

[removed: 4] [added: 3] Based on the number of Dasher accounts that have delivered an order through our platform in the past year, measured as of December 31, [removed: 2022.][added: 2023.]

We currently have [removed: eight] [added: nine] ERGs: [added: AAPI@DoorDash, Able@DoorDash,] Black@DoorDash, [added: Indigenous@DoorDash, Parents@DoorDash, Pride@DoorDash,] Unidos@DoorDash, [removed: Women@DoorDash, Pride@DoorDash (LGBTQIA+), AAPI@DoorDash (Asians, Asian Americans and Pacific Islanders),] Veterans@DoorDash, [removed: Indigenous@DoorDash,] and [removed: Parents@DoorDash,] [added: Women@DoorDash,] all of which are open to people of all backgrounds.

As of December 31, [removed: 2022,] [added: 2023,] we had [removed: 206] [added: 224] issued U.S. patents, [removed: 6] [added: 9] patents issued in foreign jurisdictions, [removed: 57] [added: 50] U.S. patent applications pending, and [removed: 19] [added: 23] patent applications pending in foreign jurisdictions.

As of December 31, [removed: 2022,] [added: 2023,] we held [removed: 44] [added: 53] registered trademarks in the United States and [removed: 122] [added: 163] registered trademarks in foreign jurisdictions.

For additional information, see the sections titled “*Risk Factors—Risks Related to Our Intellectual Property—Intellectual property infringement assertions by third parties could result in significant [removed: costs and adversely affect our business, financial condition, results of operations, and reputation*” and “*Risk Factors—Risks Related to Our Intellectual Property—Failure to adequately protect our intellectual property could adversely affect our business, financial condition, and results of operation*s.”][added: costs*]

We are subject to a wide variety of laws and regulations in the United [removed: States] [added: States, Europe,] and other jurisdictions.

These laws, regulations, and standards govern issues such as worker classification, labor and employment, commissions and fees, anti-discrimination, payments, gift cards, whistleblowing and worker confidentiality obligations, product liability, environmental protection, personal injury, text messaging, membership services, intellectual property, consumer protection and warnings, marketing, [added: advertising,] taxation, privacy, data protection, data security, competition, unionizing and collective action, arbitration agreements and class action waiver provisions, terms of service, mobile application and website accessibility, money transmittal, and background checks.

The sale and delivery of goods through our platform is also subject to laws, regulations, and standards that govern food safety, alcohol, [removed: tobacco, cannabidiol (CBD), pharmaceuticals and] [added: pharmaceuticals,] controlled substances, hazardous substances, [added: other age-restricted products,] and the interstate and intrastate transport of goods.

See the sections titled “*Risk Factors*,” including the sections titled “*—If Dashers that utilize our platform are reclassified as employees under U.S. federal or state law, or the laws of other jurisdictions in which we operate, our business, financial condition, and results of operations would be adversely [removed: affected*,”] [added: affected*” and] “*—Our business is subject to a variety of laws and regulations globally, including those related to worker classification, Dasher [removed: pay,] [added: pay] and [added: conditions of work,] merchant pricing and commissions, [added: and consumer fees and taxes,] many of which are unsettled and still developing, and [removed: failure to comply with such laws and regulations] [added: any of which] could subject us to [removed: claims] [added: legal claims, increased costs, operational burdens,] or otherwise adversely affect our business, financial condition, or results of [removed: operations and subject us to legal claims*,” and “*—We primarily rely on a third-party payment processor to process payments made to merchants and Dashers and a small number of third-party payment processors to process payments made by consumers, and if we cannot manage our relationship with such third parties and other payment-related risks, our business, financial condition, and results of operations could be adversely affected*,”] [added: operations*”] for additional information about the laws and regulations we are subject to and the risks to our business associated with such laws and regulations.

Our Class A common stock is listed on the [removed: New York] [added: Nasdaq] Stock [removed: Exchange] [added: Market] under the symbol “DASH.”

Copies of our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended [added: (the "Exchange Act"), are available free of charge on our investor relations website as soon as reasonably practicable after we file such material electronically with or furnish it to the U.S. Securities and Exchange Commission (the "SEC").]

We announce material information to the public about us, our products and services, and other matters through a variety of means, including filings with the SEC, press releases, public conference calls, webcasts, the investor relations section of our website (ir.doordash.com), our blog (doordash.news), and our [removed: Twitter] [added: X] account (@DoorDash) in order to achieve broad, non-exclusionary distribution of information to the public and for complying with our disclosure obligations under Regulation FD.

*and adversely affect our business, financial condition, results of operations, and reputation*” and “*Risk Factors—Risks Related to Our Intellectual Property—Failure to adequately protect our intellectual property could adversely affect our business, financial condition, and results of operation*s.”

We believe that we are positioned favorably based on the

3 Excluding Wolt+ members, DashPass members were also over 15 million as of December 31, 2022.

scale of our consumer base, the breadth of our demand fulfillment capabilities, and our broad array of services that enable merchants to solve mission-critical challenges.

We believe that we are positioned favorably based on the combination of merchant selection, experience, and value we provide.

We believe that we are well-positioned based on the limited requirements necessary to qualify, the density of our network, the improving efficiency of our platform, and the opportunities we provide Dashers to earn.

We believe we compete favorably for merchants, consumers, and Dashers.

Our innovation, brand, and focused execution have allowed us to quickly extend our network and geographic reach and we plan to continue our efforts to expand within our existing markets and enter new markets and geographies in the future.

car.

Our mission to grow and empower local economies creates a culture that promotes progress in all of our stakeholder relationships.

Just as importantly, our business cannot thrive, or even survive, without Dashers.

As a result, our business and financial ambitions are well aligned with our goal to make dashing an attractive and incremental earning opportunity that promotes social progress by giving people more choice in how they achieve their financial goals.

*Elevate*

Elevate is a program designed to increase the representation of women of color in leadership roles at our company.

The year-long program starts with each member of our management team sponsoring fellows to serve on our leadership team, which exposes them to senior leadership and supports their development of business skills.

(the "Exchange Act"), are available free of charge on our investor relations website as soon as reasonably practicable after we file such material electronically with or furnish it to the U.S. Securities and Exchange Commission (the "SEC").

Until the final resolution of Legal Proceedings, there may be an exposure to a material loss in excess of the amount [removed: recorded.][added: recorded or non-monetary damages.]

We are currently involved in [removed: a number of] putative class actions, representative actions, such as those brought under [removed: PAGA] [added: California Labor Code Private Attorneys General Act (“PAGA”)] and individual claims both in court as well as arbitration and other matters challenging the classification of Dashers on our platform as independent contractors.

AB 5 codified the standard in Dynamex regarding contractor classification, expanded [removed: its application, and created numerous carve-outs.]

The California Attorney General, the Protect App-Based Drivers and Services coalition and individual sponsors of Proposition 22 filed appeals in the California [added: First District] Court of Appeal.

We have in the past been, are currently, and may in the future be involved in other Legal Proceedings in the ordinary course of business, including class action lawsuits and actions brought by government authorities, alleging violations of consumer protection laws, data protection laws, civil rights [removed: laws] [added: laws,] and other laws.

We have in the past been, are currently, and may in the future be involved in Legal Proceedings related to alleged infringement of patents and other intellectual property and, in the ordinary course of business, we receive correspondence from other purported holders of patents and other intellectual property offering to license such property [removed: and/or] [added: or] asserting infringement of such property.

Regulatory and administrative investigations, audits, [added: demands,] and inquiries

We have in the past been, are currently, and may in the future be the subject of regulatory and administrative investigations, audits, [added: demands,] and inquiries conducted by federal, state, or local governmental agencies concerning our business practices, the classification and compensation of Dashers, DoorDash Dasher pay models, compliance with consumer protection laws, privacy, data security, tax issues, unemployment insurance, workers’ compensation insurance, and other matters.

[removed: Results] [added: Further, the results] of investigations, audits, [added: demands,] and inquiries and related governmental action are inherently unpredictable and, as such, there is always the risk of an investigation, audit, [added: demand,] or inquiry having a material impact on our business, financial condition, and results of operations, particularly in the event that an investigation, audit, or inquiry results in a lawsuit or unfavorable regulatory enforcement or other action.

When we determine that we have meritorious defenses to any claims asserted, we defend ourselves vigorously; however we also consider settlement of disputes when, in management’s judgment, it is in the best interests of both DoorDash and its shareholders to do so.

its application, and created numerous carve-outs.

In March 2023, the Court of Appeal overturned the Alameda County Superior Court's ruling and upheld nearly all of Proposition 22 as state law.

In April 2023, petitioners consisting of a number of individuals and labor groups filed a petition for review in the Supreme Court of California, which was granted in June 2023.

However, the ultimate resolution of the audit is uncertain and, accordingly, we have recorded an accrual for this matter within accrued expenses and other current liabilities on the consolidated balance sheets as of December 31, 2023.

We are currently the subject of government investigations, audits, demands, and inquiries in other jurisdictions as well, and we may in the future settle, or record accruals with respect to, such matters.

In January 2022, the Superior Court of California, County of Los Angeles, granted final approval of a revised settlement agreement pursuant to which we agreed to pay $100 million to the representatives of Dashers that had filed certain actions in California and Massachusetts in settlement of claims under PAGA and class action claims alleging worker misclassification of Dashers (the "Marko settlement").

All legal matters under the Marko settlement have been resolved and all amounts related to the Marko settlement were paid by us during the second quarter of 2022.

See the section titled “Legal Proceedings” in our Annual Report on Form 10-K for the year ended December 31, 2021 and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 for additional information regarding the proceedings related to the Marko settlement.

In addition, several other jurisdictions where we operate may be considering adopting legislation, or we may propose or support legislation, ballot initiatives, or other legislative processes, which would pair worker flexibility and independence with new protections and benefits, and we are engaged in ongoing discussions with Dashers, policy makers, and other stakeholders regarding the future of the type of work that Dashers perform.

To the extent other jurisdictions adopt such legislation, or we propose or support legislation, ballot initiatives, or other legislative processes, we would expect our costs related to Dashers in such jurisdictions to increase and we could experience lower order volumes in such jurisdictions if we charge higher fees and commissions as a result of such laws, which would adversely impact our results of operations.

Even with the passage of Proposition 22 and similar legislation, such initiatives and legislation could still be challenged and subject to litigation.

Additionally, some jurisdictions are considering implementing standards similar to AB 5 to determine worker classification.

With the breadth of our geographic scope, the classification of Dashers that utilize our platform as independent contractors may be subject to challenge in other jurisdictions.

In particular, through Wolt, we are subject to local regulations and challenges in Europe and Asia to the classification of Wolt courier partners as independent contractors.

Further, in certain jurisdictions where there are uncertainties associated with the interpretation of applicable law, we may decide to adopt employment-based models, as Wolt already does in Germany, which could result in certain operational challenges and increased costs and cause us to withdraw from certain countries or decide not to expand our business in or into a certain jurisdiction, which could limit our growth and expansion opportunities.

For more information on the CA EDD's assessment, see Note 10 – "Commitments and Contingencies" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

(Address of principal executive [removed: offices, including zip] [added: offices) (Zip] code)

| Class A common stock, par value of $0.00001 per share | | | DASH | | | [removed: New York] [added: The Nasdaq] Stock [removed: Exchange] [added: Market] | | |

The aggregate market value of the common stock held by non-affiliates of the registrant on June 30, [removed: 2022,] [added: 2023,] the last business day of its most recently completed second fiscal quarter, was [removed: $20.6] [added: $24.9] billion based on the closing price of the registrant’s Class A common stock as reported by the New York Stock Exchange on that date.

The registrant had outstanding [removed: 363,912,749] [added: 376,763,050] shares of Class A common stock, [removed: 28,162,940] [added: 27,241,161] shares of Class B common stock, and no shares of Class C common stock as of February [removed: 15, 2023.][added: 9, 2024.]

Portions of the registrant’s Definitive Proxy Statement relating to the [removed: 2023] [added: 2024] Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.

Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, [removed: 2022.][added: 2023.]

| [Table of [removed: Contents](#i0e5d2a56595749e0bdb940813f47f240_7)] [added: Contents](#i6a22c27a760c44ce91ac7542d3c0f8da_7)] | | | [removed: [3](#i0e5d2a56595749e0bdb940813f47f240_7)] [added: [3](#i6a22c27a760c44ce91ac7542d3c0f8da_7)] | | |

| [Item 1. [removed: Business](#i0e5d2a56595749e0bdb940813f47f240_16)] [added: Business](#i6a22c27a760c44ce91ac7542d3c0f8da_16)] | | | [removed: [6](#i0e5d2a56595749e0bdb940813f47f240_16)] [added: [6](#i6a22c27a760c44ce91ac7542d3c0f8da_16)] | | |

| [Item 1A. Risk [removed: Factors](#i0e5d2a56595749e0bdb940813f47f240_19)] [added: Factors](#i6a22c27a760c44ce91ac7542d3c0f8da_19)] | | | [removed: [11](#i0e5d2a56595749e0bdb940813f47f240_19)] [added: [10](#i6a22c27a760c44ce91ac7542d3c0f8da_19)] | | |

| [Item 1B. Unresolved Staff [removed: Comments](#i0e5d2a56595749e0bdb940813f47f240_22)] [added: Comments](#i6a22c27a760c44ce91ac7542d3c0f8da_22)] | | | [removed: [56](#i0e5d2a56595749e0bdb940813f47f240_22)] [added: [51](#i6a22c27a760c44ce91ac7542d3c0f8da_22)] | | |

| [Item 2. [removed: Properties](#i0e5d2a56595749e0bdb940813f47f240_25)] [added: Properties](#i6a22c27a760c44ce91ac7542d3c0f8da_25)] | | | [removed: [56](#i0e5d2a56595749e0bdb940813f47f240_25)] [added: [53](#i6a22c27a760c44ce91ac7542d3c0f8da_25)] | | |

| [Item 3. Legal [removed: Proceedings](#i0e5d2a56595749e0bdb940813f47f240_28)] [added: Proceedings](#i6a22c27a760c44ce91ac7542d3c0f8da_28)] | | | [removed: [56](#i0e5d2a56595749e0bdb940813f47f240_28)] [added: [53](#i6a22c27a760c44ce91ac7542d3c0f8da_28)] | | |

| [Item 4. Mine Safety [removed: Disclosures](#i0e5d2a56595749e0bdb940813f47f240_31)] [added: Disclosures](#i6a22c27a760c44ce91ac7542d3c0f8da_31)] | | | [removed: [58](#i0e5d2a56595749e0bdb940813f47f240_31)] [added: [55](#i6a22c27a760c44ce91ac7542d3c0f8da_31)] | | |

| [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i0e5d2a56595749e0bdb940813f47f240_37)] [added: Securities](#i6a22c27a760c44ce91ac7542d3c0f8da_37)] | | | [removed: [59](#i0e5d2a56595749e0bdb940813f47f240_37)] [added: [56](#i6a22c27a760c44ce91ac7542d3c0f8da_37)] | | |

| [Item 6. [removed: \[Reserved\]](#i0e5d2a56595749e0bdb940813f47f240_40)] [added: \[Reserved\]](#i6a22c27a760c44ce91ac7542d3c0f8da_40)] | | | [removed: [60](#i0e5d2a56595749e0bdb940813f47f240_40)] [added: [57](#i6a22c27a760c44ce91ac7542d3c0f8da_40)] | | |

| [Item 7. Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i0e5d2a56595749e0bdb940813f47f240_43)] [added: Operations](#i6a22c27a760c44ce91ac7542d3c0f8da_43)] | | | [removed: [60](#i0e5d2a56595749e0bdb940813f47f240_43)] [added: [57](#i6a22c27a760c44ce91ac7542d3c0f8da_43)] | | |

| [Item 7A. Quantitative and Qualitative Disclosures About Market [removed: Risk](#i0e5d2a56595749e0bdb940813f47f240_46)] [added: Risk](#i6a22c27a760c44ce91ac7542d3c0f8da_46)] | | | [removed: [76](#i0e5d2a56595749e0bdb940813f47f240_46)] [added: [72](#i6a22c27a760c44ce91ac7542d3c0f8da_46)] | | |

| [Item 8. Financial Statements and Supplementary [removed: Data](#i0e5d2a56595749e0bdb940813f47f240_49)] [added: Data](#i6a22c27a760c44ce91ac7542d3c0f8da_49)] | | | [removed: [78](#i0e5d2a56595749e0bdb940813f47f240_49)] [added: [74](#i6a22c27a760c44ce91ac7542d3c0f8da_49)] | | |

| [Item 9. Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#i0e5d2a56595749e0bdb940813f47f240_139)] [added: Disclosure](#i6a22c27a760c44ce91ac7542d3c0f8da_145)] | | | [removed: [120](#i0e5d2a56595749e0bdb940813f47f240_139)] [added: [110](#i6a22c27a760c44ce91ac7542d3c0f8da_145)] | | |

| [Item 9A. Controls and [removed: Procedures](#i0e5d2a56595749e0bdb940813f47f240_142)] [added: Procedures](#i6a22c27a760c44ce91ac7542d3c0f8da_148)] | | | [removed: [120](#i0e5d2a56595749e0bdb940813f47f240_142)] [added: [110](#i6a22c27a760c44ce91ac7542d3c0f8da_148)] | | |

| [Item 9B. Other [removed: Information](#i0e5d2a56595749e0bdb940813f47f240_145)] [added: Information](#i6a22c27a760c44ce91ac7542d3c0f8da_151)] | | | [removed: [121](#i0e5d2a56595749e0bdb940813f47f240_145)] [added: [111](#i6a22c27a760c44ce91ac7542d3c0f8da_151)] | | |

| [Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i0e5d2a56595749e0bdb940813f47f240_148)] [added: Inspections](#i6a22c27a760c44ce91ac7542d3c0f8da_154)] | | | [removed: [121](#i0e5d2a56595749e0bdb940813f47f240_148)] [added: [111](#i6a22c27a760c44ce91ac7542d3c0f8da_154)] | | |

| [Item 10. Directors, Executive Officers and Corporate [removed: Governance](#i0e5d2a56595749e0bdb940813f47f240_154)] [added: Governance](#i6a22c27a760c44ce91ac7542d3c0f8da_160)] | | | [removed: [122](#i0e5d2a56595749e0bdb940813f47f240_154)] [added: [112](#i6a22c27a760c44ce91ac7542d3c0f8da_160)] | | |

| [Item 11. Executive [removed: Compensation](#i0e5d2a56595749e0bdb940813f47f240_157)] [added: Compensation](#i6a22c27a760c44ce91ac7542d3c0f8da_163)] | | | [removed: [122](#i0e5d2a56595749e0bdb940813f47f240_157)] [added: [112](#i6a22c27a760c44ce91ac7542d3c0f8da_163)] | | |

| [Item 12. Security Ownership of Certain Beneficial Owner and Management and Related Stockholder [removed: Matters](#i0e5d2a56595749e0bdb940813f47f240_160)] [added: Matters](#i6a22c27a760c44ce91ac7542d3c0f8da_166)] | | | [removed: [122](#i0e5d2a56595749e0bdb940813f47f240_160)] [added: [112](#i6a22c27a760c44ce91ac7542d3c0f8da_166)] | | |

| [Item 13. Certain Relationships and Related Transactions, and Director [removed: Independence](#i0e5d2a56595749e0bdb940813f47f240_163)] [added: Independence](#i6a22c27a760c44ce91ac7542d3c0f8da_169)] | | | [removed: [122](#i0e5d2a56595749e0bdb940813f47f240_163)] [added: [112](#i6a22c27a760c44ce91ac7542d3c0f8da_169)] | | |

| [Item 14. Principal Accountant Fees and [removed: Services](#i0e5d2a56595749e0bdb940813f47f240_166)] [added: Services](#i6a22c27a760c44ce91ac7542d3c0f8da_172)] | | | [removed: [122](#i0e5d2a56595749e0bdb940813f47f240_166)] [added: [112](#i6a22c27a760c44ce91ac7542d3c0f8da_172)] | | |

| [Item 15. Exhibits and Financial Statement [removed: Schedules](#i0e5d2a56595749e0bdb940813f47f240_172)] [added: Schedules](#i6a22c27a760c44ce91ac7542d3c0f8da_178)] | | | [removed: [123](#i0e5d2a56595749e0bdb940813f47f240_172)] [added: [113](#i6a22c27a760c44ce91ac7542d3c0f8da_178)] | | |

| [Item 16. Form 10-K [removed: Summary](#i0e5d2a56595749e0bdb940813f47f240_175)] [added: Summary](#i6a22c27a760c44ce91ac7542d3c0f8da_181)] | | | [removed: [124](#i0e5d2a56595749e0bdb940813f47f240_175)] [added: [114](#i6a22c27a760c44ce91ac7542d3c0f8da_181)] | | |

- our future financial performance, including our expectations regarding our revenue, cost of revenue, operating expenses, financial and operational metrics, our ability to determine reserves, and our ability to [removed: maintain and] [added: achieve, maintain, or] increase long-term future profitability;

- our [added: business and growth strategy and plans, including our] ability to successfully execute [removed: our business] [added: on such strategy] and [removed: growth strategy;][added: plans;]

- our ability to develop new offerings, services, and features, and bring them to market in a timely [added: and cost-effective] manner and make enhancements to our platform;

- our expectations regarding the effects of existing and developing laws and regulations, including with respect to independent contractor classification, merchant pricing and commissions, [added: consumer fees,] taxation, and privacy and data protection;

- our ability to maintain, protect and enhance our intellectual property; [added: and]

- our ability to successfully integrate and realize the benefits of acquisitions, strategic partnerships, joint ventures, and [removed: investments, including our acquisition of Wolt Enterprises Oy ("Wolt");][added: investments]

[removed: We undertake no obligation to update any forward-looking statements made in this Annual] Report on Form 10-K to reflect events or circumstances after the date of this Annual Report on Form 10-K or to reflect new information or the occurrence of unanticipated events, except as required by law.

| [Cover](#i6a22c27a760c44ce91ac7542d3c0f8da_1) | | | [1](#i6a22c27a760c44ce91ac7542d3c0f8da_1) | | |

| [Part I](#i6a22c27a760c44ce91ac7542d3c0f8da_13) | | | [6](#i6a22c27a760c44ce91ac7542d3c0f8da_13) | | |

| [Item 1C. Cybersecurity](#i6a22c27a760c44ce91ac7542d3c0f8da_1007) | | | [51](#i6a22c27a760c44ce91ac7542d3c0f8da_1007) | | |

| [Part II](#i6a22c27a760c44ce91ac7542d3c0f8da_34) | | | [56](#i6a22c27a760c44ce91ac7542d3c0f8da_34) | | |

| [Part III](#i6a22c27a760c44ce91ac7542d3c0f8da_157) | | | [112](#i6a22c27a760c44ce91ac7542d3c0f8da_157) | | |

| [Part IV](#i6a22c27a760c44ce91ac7542d3c0f8da_175) | | | [113](#i6a22c27a760c44ce91ac7542d3c0f8da_175) | | |

| [Signatures](#i6a22c27a760c44ce91ac7542d3c0f8da_184) | | | [115](#i6a22c27a760c44ce91ac7542d3c0f8da_184) | | |

We undertake no obligation to update any forward-looking statements made in this Annual

| [Cover](#i0e5d2a56595749e0bdb940813f47f240_1) | | | [1](#i0e5d2a56595749e0bdb940813f47f240_1) | | |

| [Part I](#i0e5d2a56595749e0bdb940813f47f240_13) | | | [6](#i0e5d2a56595749e0bdb940813f47f240_13) | | |

| [Part II](#i0e5d2a56595749e0bdb940813f47f240_34) | | | [59](#i0e5d2a56595749e0bdb940813f47f240_34) | | |

| [Part III](#i0e5d2a56595749e0bdb940813f47f240_151) | | | [122](#i0e5d2a56595749e0bdb940813f47f240_151) | | |

| [Part IV](#i0e5d2a56595749e0bdb940813f47f240_169) | | | [123](#i0e5d2a56595749e0bdb940813f47f240_169) | | |

| [Signatures](#i0e5d2a56595749e0bdb940813f47f240_178) | | | [125](#i0e5d2a56595749e0bdb940813f47f240_178) | | |

- the increased expenses associated with being a public company; and

- the impact of the COVID-19 pandemic, or a similar public health threat, on global capital and financial markets, general economic conditions in the United States, and our business and operations.

Risk Management and Strategy

Cybersecurity risk management is an important part of DoorDash’s enterprise risk management efforts.

We have an enterprise-wide information security program that is designed to identify, protect, detect, and respond to reasonably foreseeable cybersecurity risk and threats, and continuously work to enhance and improve our cybersecurity and risk management efforts.

We routinely assess material risks from cybersecurity threats and maintain incident response plans designed to protect, identify, evaluate, respond to, and recover from a cybersecurity incident.

The plans are designed to be flexible so that they may be adapted to an array of potential scenarios, and provide for the creation of cross-functional cybersecurity incident response teams in the event of a cybersecurity incident.

We regularly conduct exercises to help ensure our overall preparedness for a cybersecurity incident.

We also have invested in tools and technologies to protect our data and information technology, and we monitor our systems on an ongoing basis to identify and assess risk.

In addition, we have implemented a mandatory cybersecurity training and awareness program designed to educate and train employees on how to identify and report cybersecurity threats.

We also provide specialized training for employees in more sensitive roles.

We take measures to assess and, where warranted, update and improve our cybersecurity program, including by regularly conducting internal risk assessments, internal control validations, independent program assessments, threat assessments, penetration testing, and scanning of our systems for vulnerabilities.

Our cybersecurity risk management framework is based on applicable laws and regulations, as well as industry recognized standards and practices.

We undergo periodic third-party assessments against recognized industry standards and practices, including an annual

payment card industry data security standard review of our security controls protecting payment card information.

We also periodically engage third-party advisors to assess the effectiveness of our cybersecurity program, policies and practices, consult with external advisors regarding opportunities and enhancements to strengthen our policies and practices, and assess our cybersecurity capabilities using third-party security firms.

Our internal audit team provides independent assessment of our cybersecurity program and controls.

With respect to third-party service providers, our information security program includes conducting due diligence and vendor risk assessment of relevant service providers’ information security programs prior to onboarding, as well as ongoing monitoring through DoorDash’s third-party risk management policy and program.

We also contractually require third-party service providers with access to our information technology systems, sensitive business data, or personal information to implement and maintain appropriate security controls and provide for contractual restrictions on their ability to use our data.

We work with these third-party service providers to help ensure their cybersecurity protocols are appropriate to the risk presented by their access to or use of our systems and/or data, including notification and coordination concerning incidents occurring on third-party systems that may affect us.

Our service providers are contractually required to notify us promptly of information security incidents that may affect our systems or data, including personal information.

To date, risks from cybersecurity threats have not materially affected our business or operations.

Although we have invested in the protection of our data and information technology, and monitor our systems on an ongoing basis, there can be no assurance that such efforts will be successful in preventing our information technology systems from being compromised or otherwise protecting us completely from security breaches or incidents.

For additional information regarding whether any risks from cybersecurity threats, including as a result of previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial condition, please see the section titled "Risk Factors," in this Annual Report on Form 10-K, including the section titled “*Risk Factors*—*Risks Related to Our Business and Operations—We have been subject to cybersecurity incidents in the past and anticipate being the target of future attacks.

Any actual or perceived cybersecurity incident or security or privacy breach could interrupt our operations, harm our brand, subject us to claims, litigation, regulatory investigations and liability, and adversely affect our reputation, brand, business, financial condition, and results of operations*.”

Governance

Our board of directors has risk oversight responsibility for DoorDash and administers this responsibility both directly and with assistance from its committees.

Our board of directors has designated our audit committee to administer oversight of cybersecurity risk management, which is a critical component of our enterprise risk management program.

As such, our audit committee receives regular updates on our cybersecurity program and is actively involved in reviewing our information security and technology risks and opportunities, risk mitigation strategies, incident and industry trends, areas of emerging risks, and other areas of importance, including with respect to cybersecurity.

Security updates are also provided to the full board of directors from time to time.

DoorDash’s cybersecurity program is led by its Chief Information Security Officer (“CISO”), who is responsible for assessing and managing information security and technology risks and reports to the General Counsel.

He has worked in security and technology for over 20 years, with the last 10 years spent in security leadership.

He holds a B.S. in Computer Science from University of Illinois Springfield.

Including DoorDash, he has held a CISO role at four companies within the technology and e-commerce spaces.

Wolt’s cybersecurity program is led by a Vice President of Security, who is responsible for assessing and managing information security, technology, and physical security and safety risks, and reports to the Chief Executive Officer of Wolt.

He has worked in security and technology for over 30 years.

Their teams are composed of experienced personnel with a broad range of experience across the technology industry.

Management is responsible for assessing, identifying, and managing material cybersecurity risks, and both DoorDash’s CISO and Wolt’s Vice President of Security and their teams meet regularly with each other and with members of management to review and evaluate our cybersecurity risks and risk management program.

As part of its oversight of cybersecurity risks, our audit committee receives regular updates on the risks and status of both the DoorDash and Wolt security programs, including from the DoorDash CISO and Wolt’s Vice President of Security and their teams.

Both programs have in place coordinated cybersecurity incident response processes that set forth procedures for managing and responding to cybersecurity incidents across the enterprise, including the assignment of cross-functional roles and responsibilities and protocols for the escalation of significant incidents to members of management and our audit committee.

[removed: Our] [added: From December 9, 2020 through September 26, 2023, our] Class A common stock [removed: has been] [added: was] listed on the New York Stock Exchange under the symbol [removed: “DASH” since December 9, 2020.][added: “DASH”.]

Prior [removed: to that date,] [added: December 9, 2020,] there was no public trading market for our Class A common stock.

As of December 31, [removed: 2022,] [added: 2023,] there were [removed: 228] [added: 17] holders of record of our Class [removed: A] [added: B] common stock.

As of December 31, [removed: 2022,] [added: 2023,] there were [removed: 17] [added: 199] holders of record of our Class [removed: B] [added: A] common stock.

As of December 31, [removed: 2022,] [added: 2023,] there were no holders of our Class C common stock.

An investment of $100 is assumed to have been made in our Class A common stock and in each index on December 9, 2020, the date our Class A common stock began trading on [removed: the New York Stock Exchange,] [added: a national stock exchange,] and its relative performance is tracked through December [removed: 30, 2022,] [added: 29, 2023,] the last trading day in [removed: 2022.][added: 2023.]

[removed: ][added: ]

Our initial public offering of our Class A common stock was effected pursuant to a registration statement on Form S-1 (File No. 333-250056), which was declared effective by the SEC on December [removed: 8,] [added: 9,] 2020.

Effective September 27, 2023, our Class A common stock was listed and began trading on Nasdaq's Global Select Market under the ticker symbol "DASH".

Unregistered Sales of Equity Securities

None.

Issuer Purchases of Equity Securities

The following table summarizes the share repurchase activity for the three months ended December 31, 2023:

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

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

| Period | | | | | | Total Number of Shares Purchased (in thousands)(1) | | | | | | Average Price Paid Per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Programs (in thousands)(1) | | | | | | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in millions)(1) | | |

| October 1 - 31 | | | | | | 689 | | | | | | $ | 74.33 | | | | | 689 | | | | | | $ | — | |

| November 1 - 30 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | — | |

| December 1 - 31 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | — | |

| Total | | | | | | 689 | | | | | | | | | | | | 689 | | | | | | | | |

(1)In February 2023, our board of directors authorized the repurchase of up to $750 million of our Class A common stock.

In connection with this authorization, we entered into Rule 10b5-1 plans, which as of December 31, 2023 resulted in repurchase of all $750 million under the February authorization.

No amounts remain available for repurchase under the February authorization as of December 31, 2023.

Please see Note 10 — "Common Stock" included in Part II, Item 8, of this Annual Report on Form 10-K for additional information.

| [Report of Independent Registered Public Accounting [removed: Firm](#i0e5d2a56595749e0bdb940813f47f240_55)] [added: Firm](#i6a22c27a760c44ce91ac7542d3c0f8da_55)] | | | | | | [removed: [79](#i0e5d2a56595749e0bdb940813f47f240_55)] [added: [75](#i6a22c27a760c44ce91ac7542d3c0f8da_55)] | | |

| [Consolidated Balance [removed: Sheets](#i0e5d2a56595749e0bdb940813f47f240_58)] [added: Sheets](#i6a22c27a760c44ce91ac7542d3c0f8da_58)] | | | | | | [removed: [82](#i0e5d2a56595749e0bdb940813f47f240_58)] [added: [77](#i6a22c27a760c44ce91ac7542d3c0f8da_58)] | | |

| [Consolidated Statements of [removed: Operations](#i0e5d2a56595749e0bdb940813f47f240_64)] [added: Operations](#i6a22c27a760c44ce91ac7542d3c0f8da_64)] | | | | | | [removed: [83](#i0e5d2a56595749e0bdb940813f47f240_64)] [added: [78](#i6a22c27a760c44ce91ac7542d3c0f8da_64)] | | |

| [Consolidated Statements of Comprehensive [removed: Loss](#i0e5d2a56595749e0bdb940813f47f240_67)] [added: Loss](#i6a22c27a760c44ce91ac7542d3c0f8da_67)] | | | | | | [removed: [84](#i0e5d2a56595749e0bdb940813f47f240_67)] [added: [79](#i6a22c27a760c44ce91ac7542d3c0f8da_67)] | | |

[removed: | [Consolidated Statements of Redeemable Non-Controlling Interests, Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)](#i0e5d2a56595749e0bdb940813f47f240_70) | | | | | | [85](#i0e5d2a56595749e0bdb940813f47f240_70) | | |][added: CONSOLIDATED STATEMENTS OF REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS' EQUITY]

| [Consolidated Statements of Cash [removed: Flows](#i0e5d2a56595749e0bdb940813f47f240_73)] [added: Flows](#i6a22c27a760c44ce91ac7542d3c0f8da_73)] | | | | | | [removed: [87](#i0e5d2a56595749e0bdb940813f47f240_73)] [added: [82](#i6a22c27a760c44ce91ac7542d3c0f8da_73)] | | |

| [Notes [removed: to Consolidated] [added: to](#i6a22c27a760c44ce91ac7542d3c0f8da_76) [Consolidated] Financial [removed: Statements](#i0e5d2a56595749e0bdb940813f47f240_76)] [added: Statements](#i6a22c27a760c44ce91ac7542d3c0f8da_76)] | | | | | | [removed: [88](#i0e5d2a56595749e0bdb940813f47f240_76)] [added: [83](#i6a22c27a760c44ce91ac7542d3c0f8da_76)] | | |

We have audited the accompanying consolidated balance sheets of DoorDash, Inc. and subsidiaries (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive loss, redeemable non-controlling [removed: interests, redeemable convertible preferred stock] [added: interests] and stockholders’ [removed: equity (deficit),] [added: equity,] and cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] and the related notes (collectively, the consolidated financial statements).

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

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: 2021] [added: 2022] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely [removed: detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]

*Critical Audit [removed: Matters*][added: Matter*]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the consolidated financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of [added: a] critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing a separate opinion on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

The estimate of the Company’s retained insurance deductibles reserves as of December 31, [removed: 2022] [added: 2023] was [removed: $418] [added: $758] million.

| | | | December 31, [removed: 2021] [added: 2022] | | | | | | December 31, [removed: 2022] [added: 2023] | | |

| Cash and cash equivalents | | | $ | 2,504 | | | | | $ | 1,977 | | [added: | | | $ | 2,656 | |]

| Short-term marketable securities | | | [removed: 1,253] [added: 1,544] | | | | | | [removed: 1,544] [added: 1,422] | | |

| Funds held at payment processors | | | [removed: 320] [added: 441] | | | | | | [removed: 441] [added: 356] | | |

| Accounts receivable, net | | | [removed: 349] [added: 400] | | | | | | [removed: 400] [added: 533] | | |

| Prepaid expenses and other current assets | | | [removed: 139] [added: 358] | | | | | | [removed: 358] [added: 630] | | |

| Total current assets | | | [removed: 4,565] [added: 4,720] | | | | | | [removed: 4,720] [added: 5,597] | | |

| [removed: Restricted] [added: Long-term restricted] cash | | | [removed: 2] [added: 211] | | | | | | [removed: 211] [added: 11] | | |

| Long-term marketable securities | | | [removed: 650] [added: 397] | | | | | | [removed: 397] [added: 583] | | |

| Operating lease right-of-use assets | | | [removed: 336] [added: 436] | | | | | | 436 | | |

| Property and equipment, net | | | [removed: 402] [added: 637] | | | | | | [removed: 637] [added: 712] | | |

| Intangible assets, net | | | [removed: 61] [added: 765] | | | | | | [removed: 765] [added: 659] | | |

| Goodwill | | | [removed: 316] [added: 2,370] | | | | | | [removed: 2,370] [added: 2,432] | | |

| Non-marketable equity securities | | | [removed: 409] [added: 124] | | | | | | [removed: 124] [added: 46] | | |

| Other assets | | | [removed: 68] [added: 129] | | | | | | [removed: 129] [added: 363] | | |

| Total assets | | | $ | [removed: 6,809] [added: 9,789] | | | | | $ | [removed: 9,789] [added: 10,839] | |

| [removed: Liabilities] [added: Liabilities, Redeemable Non-controlling Interests] and [removed: Stockholders’] [added: Stockholders'] Equity | | | | | | | | | | | |

| Accounts payable | | | $ | [removed: 161] [added: 157] | | | | | $ | [removed: 157] [added: 216] | |

| Operating lease liabilities | | | [removed: 26] [added: 55] | | | | | | [removed: 55] [added: 68] | | |

| Accrued expenses and other current liabilities | | | [removed: 1,573] [added: 2,332] | | | | | | [removed: 2,332] [added: 3,126] | | |

| Total current liabilities | | | [removed: 1,760] [added: 2,544] | | | | | | [removed: 2,544] [added: 3,410] | | |

| Operating lease liabilities | | | [removed: 373] [added: 456] | | | | | | [removed: 456] [added: 454] | | |

| Other liabilities | | | [removed: 9] [added: (5)] | | | | | | [removed: 21] [added: (29)] | | | [added: | | | 14 | | |]

| Total liabilities | | | [removed: 2,142] [added: 3,021] | | | | | | [removed: 3,021] [added: 4,026] | | |

| [Consolidated Statements of Redeemable Non-Controlling Interests](#i6a22c27a760c44ce91ac7542d3c0f8da_70) [and Stockholders’ Equity](#i6a22c27a760c44ce91ac7542d3c0f8da_70) | | | | | | [80](#i6a22c27a760c44ce91ac7542d3c0f8da_70) | | |

detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

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

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

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

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

| | | | | | | Redeemable Non- Controlling Interests | | | | | | | | | Common Stock | | | | | | | | | | | | Additional Paid-in Capital | | | | | | Accumulated Deficit | | | | | | Accumulated Other Comprehensive Income (Loss) | | | | | | Total Stockholders’ Equity | | |

| | | | | | | | | | | | | Shares | | | | | | Amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balances as of December 31, 2022 | | | | | | $ | 14 | | | | | | | | 391,471 | | | | | | $ | — | | | | | $ | 10,633 | | | | | $ | (3,846) | | | | | $ | (33) | | | | | $ | 6,754 | |

| Other comprehensive income | | | | | | — | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 106 | | | | | | 106 | | |

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

| Cancellation of escrow shares related to the acquisition of Wolt | | | | | | — | | | | | | | | | (15) | | | | | | — | | | | | | (1) | | | | | | — | | | | | | — | | | | | | (1) | | |

| Balances as of December 31, 2023 | | | | | | $ | 7 | | | | | | | | 403,228 | | | | | | $ | — | | | | | $ | 11,887 | | | | | $ | (5,154) | | | | | $ | 73 | | | | | $ | 6,806 | |

| Net loss including redeemable non-controlling interests | | | $ | (468) | | | | | $ | (1,368) | | | | | $ | (565) | |

| Depreciation and amortization | | | 156 | | | | | | 369 | | | | | | 509 | | |

| Restricted cash included in prepaid expenses and other current assets | | | — | | | | | | — | | | | | | 105 | | |

Reclassifications

Certain amounts from prior periods have been reclassified to conform to the current period presentation.

Estimates include, but are not limited to, revenue recognition, allowances for credit losses, gift card

Costs

Income Taxes

Our judgment regarding levels of future profitability are consistent with plans and estimates used to manage the business, however actual operating results in future years could differ from our current assumptions, judgments and estimates.

Should there be a change in the ability to recover deferred tax assets, our income tax provision would increase or decrease in the period in which the assessment is changed.

We consider many factors when evaluating our tax positions and estimating our tax benefits, which may require periodic adjustments.

Due to uncertainties in any tax audit outcome, our estimates of the ultimate settlement of our unrecognized tax positions may change and the actual tax benefit may differ significantly from the estimates.

Accounts receivable, net primarily represents receivables from merchants that were generated through the Company’s Drive and Marketplace related offerings.

As of December 31, 2023, one entity individually accounted for 13% of accounts receivable, net.

For jurisdictions where gift cards have expiration dates, the Company recognizes breakage when they expire.

Accordingly, the Class A common stock and Class B

Refer to Note 14 - Variable Interest Entities for further information.

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is intended to improve reportable segment disclosure requirements.

ASU 2023-07 expands segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets.

Additionally, the amendments require disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

All disclosure requirements of ASU 2023-07 are required for entities with a single reportable segment.

Early adoption is permitted.

The Company is in the process of evaluating the impact of the adoption of the update on its consolidated financial statements.

| | | | 2021 | | | | | | 2022 | | | | | | 2023 | | |

| | | | 2021 | | | | | | 2022 | | | | | | 2023 | | |

| | | | 2021 | | | | | | 2022 | | | | | | 2023 | | |

assumptions as of the acquisition date for options (1.7 million DoorDash options) and using the closing market price of the Company's Class A common stock on the acquisition date for RSUs (1.4 million DoorDash RSUs).

| | | | | | | | | |

The Company acquired Bbot, LLC (“Bbot”) and Wolt Enterprises Oy (“Wolt”) during 2022, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2022, Bbot’s and Wolt’s internal control over financial reporting associated with total assets (excluding acquired goodwill and intangible assets) of 5% and total revenues of 4% included in the consolidated financial statements of the Company as of and for the year ended December 31, 2022.

Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Bbot and Wolt.

*Acquisition-date fair value of acquired intangible assets*

As discussed in Note 4 to the consolidated financial statements, on May 31, 2022, the Company acquired Wolt Enterprises Oy (Wolt) in a business combination for $2,838 million, which was accounted for under the acquisition method of accounting that requires allocation of the fair value of the purchase consideration to the tangible and intangible assets acquired and liabilities assumed, at their estimated fair values on the acquisition date.

The Company recognized an acquired merchant relationships intangible asset associated with the generation of future income from Wolt’s existing merchants using a replacement cost method.

Additionally, the Company recognized a trademark intangible asset associated with the value of Wolt’s brand name and an existing technology intangible asset associated with Wolt’s existing online and mobile platform for restaurant and grocery delivery and pickup orders using a relief-from-royalty method.

The acquisition-date fair values of the merchant relationships, trademark, and existing technology intangible assets were $236 million, $268 million and $150 million, respectively.

We identified the evaluation of the acquisition-date fair value measurements of the aforementioned intangible assets as a critical audit matter.

Due to limited observable market information, a high degree of subjective auditor judgment was required to evaluate certain assumptions used to estimate the fair values, including the discount rate used in the valuation of each of the aforementioned intangible assets, and the revenue growth rates used in the valuation of the trademark and existing technology intangible assets.

The estimated acquisition-date fair values of the aforementioned intangible assets were sensitive to changes to these assumptions.

The following are the primary procedures we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s acquisition-date valuation process, including controls related to the development of the estimated revenue growth rates and discount rate.

We evaluated the Company’s forecasted revenue growth rates by comparing them to those of Wolt’s comparable peers and industry reports.

We compared the Company’s estimate of forecasted revenue growth in the first year to Wolt’s actual results to assess the Company’s ability to accurately forecast.

We involved valuation professionals with specialized skills and knowledge, who assisted in:

- evaluating the appropriateness of the comparable companies selected by the Company’s third-party valuation advisor used to determine the revenue growth rates by assessing the business description of the comparable companies and the industries in which they operate; and

- evaluating the discount rate used in the valuation of the aforementioned intangible assets by (1) assessing the reasonableness of the estimated market participant weighted average cost of capital (WACC) through a comparison of inputs to available market data, and (2) evaluating the reasonableness of the discount from the

WACC to the discount rate used in the valuation of the aforementioned intangible assets by assessing the risk of the individual assets relative to the overall acquired business through a weighted average return on assets analysis.

February 24, 2023

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

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

| Interest expense | | | (32) | | | | | | (14) | | | | | | (2) | | |

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

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

| Balances as of January 1, 2020 | | | | | | $ | — | | | | | 230,667 | | | | | | $ | 2,264 | | | | | | | | 43,937 | | | | | | $ | — | | | | | $ | 70 | | | | | $ | (1,152) | | | | | $ | — | | | | | $ | (1,082) | |

| Issuance of Series H redeemable convertible preferred stock, net of issuance costs | | | | | | — | | | | | | 8,322 | | | | | | 382 | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| Issuance of common stock in connection with initial public offering, net of offering costs, underwriting discounts and commissions | | | | | | — | | | | | | — | | | | | | — | | | | | | | | | 33,000 | | | | | | — | | | | | | 3,269 | | | | | | — | | | | | | — | | | | | | 3,269 | | |

| Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering | | | | | | — | | | | | | (238,984) | | | | | | (2,646) | | | | | | | | | 239,270 | | | | | | — | | | | | | 2,646 | | | | | | — | | | | | | — | | | | | | 2,646 | | |

| Issuance of common stock upon exercise of stock options | | | | | | — | | | | | | — | | | | | | — | | | | | | | | | 4,780 | | | | | | — | | | | | | 11 | | | | | | — | | | | | | — | | | | | | 11 | | |

| Bad debt expense | | | 16 | | | | | | 36 | | | | | | — | | |

| Non-cash interest expense | | | 31 | | | | | | 11 | | | | | | — | | |

| Proceeds from issuance of common stock upon initial public offering, net of underwriter discounts | | | 3,289 | | | | | | — | | | | | | — | | |

| Proceeds from issuance of preferred stock, net of issuance costs | | | 382 | | | | | | — | | | | | | — | | |

| Proceeds from issuance of convertible notes, net of issuance costs | | | 333 | | | | | | — | | | | | | — | | |

| Taxes paid related to net share settlement of equity awards | | | (7) | | | | | | (172) | | | | | | — | | |

| Conversion of redeemable convertible preferred stock to common stock upon initial public offering | | | $ | 2,646 | | | | | $ | — | | | | | $ | — | |

| Holdback consideration for acquisitions | | | $ | 3 | | | | | $ | — | | | | | $ | 8 | |

Initial Public Offering

On December 9, 2020, the Company completed its initial public offering ("IPO") in which it issued and sold 33 million shares of its Class A common stock at the public offering price of $102.00 per share.

Based on such evaluation, our certifying officers have concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, [removed: 2022.][added: 2023.]

Our management, under the oversight of our [removed: Board] [added: board] of [removed: Directors,] [added: directors,] evaluated the effectiveness of our internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] 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, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

There were no changes in our internal control over financial reporting identified in management's evaluation pursuant to Rules 13a-15(f) and 15d-15(f) under the Exchange Act during the quarter ended December 31, [removed: 2022] [added: 2023] that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of [added: compliance with policies or procedures may deteriorate.]

In accordance with guidance issued by the SEC, companies are permitted to exclude acquisitions from their final assessment of internal control over financial reporting for the first fiscal year in which the acquisition occurred.

Our management's evaluation of internal control over financial reporting excluded Bbot, LLC ("Bbot") and Wolt, which we acquired on March 1, 2022 and June 1, 2022, respectively.

Total assets (excluding acquired goodwill and intangible assets) and total revenues related to Bbot and Wolt collectively represented approximately 5% and 4% of our consolidated total assets and total revenues as of and for the year ended December 31, 2022, respectively.

compliance with policies or procedures may deteriorate.

Securities Trading Plans of Directors and Executive Officers

On December 8, 2023, the ST Trust under agreement dated October 2, 2019, a stockholder whose shares may be deemed to be beneficially owned by Stanley Tang, our co-founder and a member of our board of directors, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 600,000 shares of our Class A common stock.

The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c).

The duration of the trading arrangement is until February 28, 2025, or earlier if all transactions under the trading arrangement are completed.

None.

The information required by this item, including information about our Directors, Executive Officers and Audit Committee and Code of Conduct, is incorporated by reference to the definitive Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders, which will be filed with the SEC, no later than 120 days after December 31, [removed: 2022.][added: 2023.]

The information required by this item is incorporated by reference to the definitive Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders, which will be filed with the SEC no later than 120 days after December 31, [removed: 2022.][added: 2023.]

The information required by this item is incorporated by reference to the definitive Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders, which will be filed with the SEC no later than 120 days after December 31, [removed: 2022.][added: 2023.]

The information required by this item is incorporated by reference to the definitive Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders, which will be filed with the SEC no later than 120 days after December 31, [removed: 2022.][added: 2023.]

The information required by this item is incorporated by reference to the definitive Proxy Statement for our [removed: 2023] [added: 2024] Annual Meeting of Stockholders, which will be filed with the SEC no later than 120 days after December 31, [removed: 2022.][added: 2023.]

| 3.2 | | | | | | [Certificate of Change of Registered [removed: Agent.](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-ex32fy2210xk.htm)] [added: Agent.](http://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-ex32fy2210xk.htm)] | | | | | | [added: 10-K] | | | | | | [added: 001-39759] | | | | | | [added: 3.2] | | | | | | [added: February 27, 2023] | | |

| 3.3 | | | | | | [Amended and Restated Bylaws of the [removed: registrant.](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-exx33fy2210xk.htm)] [added: registrant.](http://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-exx33fy2210xk.htm)] | | | | | | [added: 10-K] | | | | | | [added: 001-39759] | | | | | | [added: 3.3] | | | | | | [added: February 27, 2023] | | |

| 4.3 | | | | | | [Description of Capital [removed: Stock.](https://www.sec.gov/Archives/edgar/data/0001792789/000162828021004032/dash-exx43fy2010xk.htm)] [added: Stock.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx43fy2310xk.htm)] | | | | | | [removed: 10-K] | | | | | | [removed: 001-39759] | | | | | | [removed: 4.3] | | | | | | [removed: March 5, 2021] | | |

| 10.2+ | | | | | | [DoorDash, Inc. 2020 Equity Incentive Plan and related form [removed: agreements.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520304953/d752207dex102.htm)] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-ex102fy2310xk.htm)] | | | | | | [removed: S-1/A] | | | | | | [removed: 333-250056] | | | | | | [removed: 10.2] | | | | | | [removed: November 30, 2020] | | |

| 10.4+ | | | | | | [DoorDash, Inc. 2022 Inducement Equity Incentive Plan and related form [removed: agreements.](http://www.sec.gov/Archives/edgar/data/1792789/000119312522162983/d314576dex991.htm)] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-ex104fy2310xk.htm)] | | | | | | [removed: S-8] | | | | | | [removed: 333-265306] | | | | | | [removed: 99.1] | | | | | | [removed: May 31, 2022] | | |

| 10.6+ | | | | | | [Executive Change in Control and Severance [removed: Plan.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520292381/d752207dex105.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/1792789/000162828024002922/dash-ex101form8xk20240201.htm)] | | | | | | [removed: S-1] [added: 8-K] | | | | | | [removed: 333-250056] [added: 001-39759] | | | | | | [removed: 10.5] [added: 10.1] | | | | | | [removed: November 13, 2020] [added: February 1, 2024] | | |

| 10.10+ | | | | | | [Confirmatory Employment Letter between the registrant and [removed: Christopher Payne,] [added: Prabir Adarkar,] dated as of October 23, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520304953/d752207dex109.htm)] [added: 2020.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520304953/d752207dex1010.htm)] | | | | | | S-1/A | | | | | | 333-250056 | | | | | | [removed: 10.9] [added: 10.10] | | | | | | November 30, 2020 | | |

| 10.11+ | | | | | | [Confirmatory Employment Letter between the registrant and [removed: Prabir Adarkar,] [added: Keith Yandell,] dated as of October 23, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520304953/d752207dex1010.htm)] [added: 2020.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520304953/d752207dex1011.htm)] | | | | | | S-1/A | | | | | | 333-250056 | | | | | | [removed: 10.10] [added: 10.11] | | | | | | November 30, 2020 | | |

| [removed: 10.13+] [added: 10.12+] | | | | | | [Employment Letter between the registrant and Tia Sherringham, dated as of May 3, 2022.](http://www.sec.gov/Archives/edgar/data/1792789/000162828022013038/dash-exx101q1fy2210xq.htm) | | | | | | 10-Q | | | | | | 001-39759 | | | | | | 10.1 | | | | | | May 6, 2022 | | |

| 10.18 | | | | | | [Amendment Agreement, dated as of October 31, 2022, relating to the Amended and Restated Revolving Credit and Guaranty Agreement among the registrant, the guarantors party thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, dated as of August 7, [removed: 2022](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-ex1018fy2210xk.htm).] [added: 2022.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-ex1018fy2310xk.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 21.1 | | | | | | [List of subsidiaries of the [removed: registrant.](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-ex211fy2210xk.htm)] [added: registrant.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx211fy2310xk.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 23.1 | | | | | | [Consent of KPMG LLP, independent registered public accounting [removed: firm](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-exx231fy2210xk.htm).] [added: firm](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx231fy2310xk.htm).] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 24.1 | | | | | | [Power of Attorney (included in signature pages [removed: hereto).](#i0e5d2a56595749e0bdb940813f47f240_178)] [added: hereto).](#i6a22c27a760c44ce91ac7542d3c0f8da_184)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 31.1 | | | | | | [Certification of the Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-exx311fy2210xk.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx311fy2310xk.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 31.2 | | | | | | [Certification of the Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-exx312fy2210xk.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx312fy2310xk.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 32.1* | | | | | | [Certifications of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1792789/000162828023005131/dash-exx321fy2210xk.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx321fy2310xk.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 104 | | | | | | The cover page from the Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2022] [added: 2023] has been formatted in Inline XBRL. | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 10.13+ | | | | | | [Confirmatory Employment Letter between the registrant and Ravi Inukonda, dated as of April 27, 2023.](http://www.sec.gov/Archives/edgar/data/1792789/000162828023016140/dash-exx101q1fy2310xqexxdo.htm) | | | | | | 10-Q | | | | | | 001-39759 | | | | | | 10.1 | | | | | | May 5, 2023 | | |

| 97.1 | | | | | | [Compensation Recovery Policy.](https://www.sec.gov/Archives/edgar/data/1792789/000162828024005600/dash-exx971fy2310xk.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 10.12+ | | | | | | [Confirmatory Employment Letter between the registrant and Keith Yandell, dated as of October 23, 2020.](http://www.sec.gov/Archives/edgar/data/1792789/000119312520304953/d752207dex1011.htm) | | | | | | S-1/A | | | | | | 333-250056 | | | | | | 10.11 | | | | | | November 30, 2020 | | |

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, in San Francisco, California, on the [removed: 24th] [added: 20th] day of February, [removed: 2023.][added: 2024.]

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Tony Xu, [removed: Prabir Adarkar,] [added: Ravi Inukonda,] and Tia Sherringham, and each of them, as his or her true and lawful attorney-in-fact and agent with full power of substitution and resubstitution, for such individual in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully for all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or the individual’s substitute, may lawfully do or cause to be done by virtue hereof.

| /s/ Tony Xu | | | | | | Chief Executive Officer and Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ [removed: Prabir Adarkar] [added: Ravi Inukonda] | | | | | | Chief Financial Officer | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| [removed: Prabir Adarkar] [added: Ravi Inukonda] | | | | | | *(Principal Financial Officer)* | | | | | | | | |

| /s/ Gordon Lee | | | | | | Chief Accounting Officer | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Shona L. Brown | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ L. John Doerr | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Andy Fang | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Alfred Lin | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Stanley [removed: Meresman] [added: Tang] | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Elinor Mertz | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Greg Peters | | | | | | Director | | | | | | February [removed: 24, 2023] [added: 20, 2024] | | |

| /s/ Diego Piacentini | | | | | | Director | | | | | | February 20, 2024 | | |

| Diego Piacentini | | | | | | | | | | | | | | |

| /s/ Ashley Still | | | | | | Director | | | | | | February 20, 2024 | | |

| Ashley Still | | | | | | | | | | | | | | |

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

| Stanley Meresman | | | | | | | | | | | | | | |

| /s/ Stanley Tang | | | | | | Director | | | | | | February 24, 2023 | | |