Uber Technologies (UBER) 10-K risk factor changes: FY2024 vs FY2023

- We have incurred significant [removed: losses since inception,] [added: losses,] including in the United States and other major markets.

We expect our operating expenses to increase in the foreseeable future, and we may not [removed: achieve or] maintain profitability.

- We have experienced and may experience security or [removed: data] privacy breaches or other unauthorized or improper access to, [added: acquisition of,] use of, [added: disclosure of,] alteration of or destruction of our proprietary or confidential data, employee data, or platform user data.

- Cyberattacks, including computer malware, ransomware, viruses, denial of service attacks, [added: account takeovers,] spamming, [added: phishing,] and [removed: phishing] [added: social engineering] attacks could harm our reputation, business, and operating results.

- Our growing use of artificial intelligence and machine learning may present additional risks, including risks associated with algorithm development or use, the [added: tools and] data sets used, and/or a complex, developing regulatory environment.

- Increased attention to, and evolving expectations [removed: regarding, environment, social and governance and] [added: regarding] sustainability matters may [added: adversely] impact our business, reputation and liabilities, including in the context of certain [removed: commitments] [added: goals] we have [removed: made.][added: announced.]

For example, California’s Assembly Bill 5 became [added: effective as of January 1, 2020.]

[removed: Legal] [added: The California Supreme Court upheld the constitutionality of Proposition 22; however, legal] challenges, including constitutional challenges, to Proposition 22 [removed: have been and] may continue to be filed.

In addition, if we are required to classify Drivers as employees, workers or quasi-employees, this may impact our current financial statement presentation including revenue, cost of revenue, incentives and promotions as further described in our significant and critical accounting policies in the section titled “Critical Accounting Estimates” included in Part II, Item 7 of this Annual Report on Form 10-K and Note 1 in the section titled “Notes to the Consolidated Financial Statements” included in Part II, Item 8 of this Annual Report on Form [removed: 10-K.][added: 10-K for the year ended December 31, 2024.]

As we and our competitors introduce new products and [added: offerings, and as existing products evolve, we expect to become subject to additional competition.]

We also compete with other ridesharing companies, including certain of our minority-owned entities, for Drivers and riders, including [removed: Lyft, Ola,] [added: Bolt,] Didi, Grab, [added: Lyft,] and [removed: Bolt.][added: Ola.]

Our Delivery offering also competes with [removed: restaurants,] [added: restaurants and other merchants,] including those that offer their own delivery and/or take-away, meal kit delivery services, grocery delivery services, and traditional grocers.

- *Freight.* Our Freight offering competes with global and North American freight brokers and managed transportation providers such as C.H. Robinson, Total Quality Logistics, [removed: XPO Logistics,] [added: RXO, XPO,] Echo Global Logistics, [removed: Coyote, Transfix,] DHL, and NEXT Trucking.

[removed: As a result, such competitors may be] able to respond more quickly and effectively than us in such markets to new or changing opportunities, technologies, consumer preferences, regulations, or standards, which may render our products or offerings less attractive.

As a result of certain divestitures, we are contractually restricted from competing with our current or former minority-owned entities with respect to certain aspects of our business, including in [removed: Russia/CIS through February 2025,] Southeast Asia through one year after we dispose of all interests in Grab, and the Middle East, North Africa and Pakistan through two years after we dispose of all interests in Careem Technologies, while our minority-owned entities are not necessarily restricted from competing with us anywhere in the world.

In addition, we are contractually restricted from competing with some of our majority-owned [removed: affiliates] [added: entities] with respect to certain aspects of our business, including competing against Uber Freight with respect to freight brokerage.

Additionally, if we are unable to obtain regulatory approval of [removed: our] [added: any] acquisitions, we may not ultimately consummate such [removed: acquisitions] [added: acquisitions, may be required to pay termination fees] or may consummate them only in jurisdictions where antitrust approval is obtained.

Ridesharing and certain other categories in which we compete are relatively nascent, and we cannot guarantee that they will stabilize at a competitive equilibrium that will allow us to [removed: achieve or] maintain profitability.

We have incurred significant [removed: losses since inception,] [added: losses,] including in the United States and other major markets.

We expect our operating expenses to increase in the foreseeable future, and we may not [removed: achieve or] maintain profitability.

We incurred [added: an] operating [removed: losses] [added: loss] of [removed: $3.8 billion and] $1.8 billion in the [removed: years] [added: year] ended December 31, [removed: 2021 and] 2022, [removed: respectively,] and as of December 31, [removed: 2023,] [added: 2024,] we had an accumulated deficit of [removed: $30.6] [added: $20.7] billion.

We will need to generate and sustain increased revenue levels and decrease proportionate expenses in future periods to achieve [added: or maintain] profitability in many of our largest markets, including in the United States, and even if we do, we may not be able to maintain or increase profitability.

We may [removed: continue to] incur losses in the near term as a result of substantial increases in our operating expenses, as we continue to invest in order to: increase the number of Drivers, consumers, merchants, Shippers, and Carriers using our platform through incentives, discounts, and promotions; expand within existing or into new markets; increase our research and development expenses; expand marketing channels and operations; hire additional employees; and add new products and offerings to our platform.

[removed: In] addition, we sometimes introduce new products that we expect to add value to our overall platform and network but which we expect will generate lower Gross Bookings per Trip or a lower Revenue Margin.

Further, we [added: may] charge a lower service fee to certain of our [removed: largest chain restaurant] [added: merchant] partners on our Delivery offering to grow the number of Delivery consumers, which may at times result in a negative Revenue Margin with respect to those transactions after considering amounts collected from consumers and paid to Drivers.

As such, we may not be able to [removed: achieve or] maintain profitability in the near term, in accordance with our expectations, or at all.

[added: To] the extent that we experience Driver supply constraints in a given market, we may need to increase or may not be able to reduce the Driver incentives that we offer without adversely affecting the supply liquidity that we experience in that market.

Furthermore, if merchants choose to partner with other delivery services in a specific geographic market, or if merchants choose to engage exclusively with our competitors, other merchant marketing websites, or other delivery services, we may lack a sufficient variety and supply of restaurant and other merchant options, or lack access to the most popular [removed: restaurants,] [added: merchants,] such that our Delivery offering will become less appealing to consumers and merchants.

A significant amount of our Delivery Gross Bookings come from a limited number of large restaurant groups and other merchants, and this concentration increases the risk of fluctuations in our operating results and our sensitivity to any material adverse developments experienced by our significant [removed: restaurant] [added: merchant] partners.

If platform users choose to use other ridesharing, [removed: meal] delivery, or logistics services, we may lack sufficient opportunities for Drivers to earn a fare, Carriers to book a shipment, or [removed: restaurants] [added: merchants] to provide [removed: a meal,] [added: their goods,] which may reduce the perceived utility of our platform.

Our number of platform users may decline materially or fluctuate as a result of many factors, including, among other things, dissatisfaction with the operation of our platform, the price of fares, [removed: meals,] [added: food,] and shipments (including a reduction in incentives), [added: broader economic and labor market dynamics, changes in government policy,] dissatisfaction with the quality of service provided by the Drivers and merchants on our platform, quality of platform user support, dissatisfaction with the merchant selection on Delivery, negative publicity related to our brand, including as a result of safety incidents and corporate reporting related to safety, perceived political or geopolitical affiliations, a pandemic or an outbreak of disease or similar public health concern, or fear of such an event, treatment of Drivers, perception that our culture has not fundamentally changed, dissatisfaction with changes we make to our products and offerings, or dissatisfaction with our products and offerings in general.

We also take certain measures to protect against fraud, help increase safety, and prevent privacy and security breaches, including terminating access to our platform for users with low ratings or reported incidents, and imposing certain qualifications for Drivers and merchants, which may damage our relationships with [removed: platform users or discourage or diminish their use of our platform.]

Required changes in the qualification, screening, and background check process (including any changes to such processes of Careem, Postmates [added: or other acquired companies) could also reduce the number of Drivers in those markets or extend the time required to recruit new Drivers to our platform, which would adversely impact our business and growth.]

Negative [removed: publicity, particularly related to the period prior to and through 2017,] [added: publicity] adversely affects our brand and reputation, makes it difficult for us to attract and retain platform users, reduces confidence in and use of our products and offerings, invites continued legislative and regulatory scrutiny, and results in additional litigation and governmental investigations.

[removed: We recently] [added: In 2024, we] released a [removed: second] [added: third] safety report, which provides the public with data related to reports of sexual assaults and other critical safety incidents claimed to have occurred on our platform in the United States.

Public responses to our safety reports or any future safety reports or similar public reporting of safety incidents claimed to have occurred on our platform, which may include disclosure of reports provided to regulators and other government authorities, as well as public responses to any [removed: third party] [added: third-party] assessments of our civil rights impact, may continue to result in positive and negative media [removed: coverage and] [added: coverage,] increased regulatory [removed: scrutiny] [added: scrutiny,] and [added: litigation, and] could adversely affect our reputation with platform users.

Further unfavorable media coverage and negative publicity [added: of these and other kinds] could adversely impact our financial results and future prospects.

For example, we have licensed our brand in connection with certain divestitures and joint ventures, including to [removed: Didi in China and to] Yandex in Russia/CIS, and while we have certain contractual protections in place governing the use of our brand by these companies, we do not control these businesses, we are not able to anticipate their actions, and consumers may not be aware that these service providers are not controlled by us.

While we have taken significant steps to rehabilitate our brand and reputation, the successful rehabilitation of our brand will depend largely on maintaining a good reputation, minimizing the number of safety incidents, continuing an improved culture and workplace practices, improving our compliance programs, [removed: maintaining a high quality of service and ethical behavior, and] continuing [removed: our marketing] [added: to invest in safety features] and [removed: public relations efforts.][added: improvements, maintaining a]

As [removed: our operations have expanded, we have grown from 159 employees as] of December 31, [removed: 2012 to] [added: 2024, we had] approximately [removed: 30,400] [added: 31,100] global [removed: employees as of December 31, 2023,] [added: employees,] of whom approximately [removed: 17,500] [added: 18,000] were located outside the United States.

That case was resolved in June 2024 with the understanding that drivers would continue to be classified as independent contractors.

As another example, in December 2024, the Mexican Congress passed a bill to amend Mexico’s Federal Labor

Law and reclassify all mobility and delivery earners who make more than one minimum salary a month as employees, with traditional labor law rights, including sharing into the profits of the company.

For example, in May 2021, we formally recognized a UK driver union and in 2024, voters in Massachusetts approved a ballot initiative allowing drivers to collectively bargain as independent contractors.

As a result, such competitors may be

In

Additionally, we may not realize the operating efficiencies we expect to achieve as a result of our prior or future acquisitions.

platform users or discourage or diminish their use of our platform.

Media coverage of litigation and of regulatory scrutiny can also adversely affect our reputation and brand.

high quality of service and ethical behavior, and continuing our marketing and public relations efforts.

Additionally, we have entered into commercial partnerships with various autonomous mobility and/or autonomous delivery companies.

the future implement other reductions in workforce.

As of December 31, 2024, we operated in over 70 countries.

laws, and regulations;

The accessed data included the names, email addresses, mobile phone

The number of countries and product types where cash is accepted is expected to continue to increase.

Expanding cash payments to additional cities or countries could amplify these risks.

help facilitate the broad adoption of consistent data security measures.

Further, more specific AI-related laws and regulations have been enacted, and are expected to continue to be enacted, around the world.

If we fail, or are perceived to fail, to keep up with these market shifts, including changes in consumer preferences and evolving stakeholder expectations, we may lose customers or face criticism from the media or our stakeholders, and our business, reputation, financial condition and results of operations could be adversely affected.

Certain jurisdictions have also developed and implemented rules to address the environmental impact of rideshare, and additional jurisdictions may consider similar rules and regulations.

Companies across all industries and around the globe are facing increasing scrutiny relating to their environmental and social initiatives and activities by investors, lenders, regulators, customers, employees and other stakeholders.

The increased focus on environmental and social initiatives and evolving stakeholder expectations may present operational, regulatory, reputational, financial, legal, and other risks and impacts, which could have an adverse impact on our business, including on our reputation and stock price.

For example, investors and lenders may reconsider their capital investment allocation as a result of their assessment of our environmental and social practices, which may impact our access to capital.

For example, when we set our 2025 climate goals, we anticipated that strong regulatory measures, alongside sustained industry-wide investment, would support our efforts.

While progress has been made, without more aggressive action from policymakers and the wider auto industry, we may not be able to achieve all of our 2025 goals as originally anticipated.

inaccurate or otherwise misaligned with stakeholder expectations.

In addition, negative perception of our environmental and social related initiatives, whether due to perceived over- or under-pursuit of such initiatives, may result in issues hiring or retaining employees, as well as potential investigations, regulatory scrutiny, litigation or other adverse impacts to our business.

network liquidity.

third-party applications.

mergers, and sales of assets, and restrictions on the payment of dividends or distributions.

We cannot guarantee that our share repurchase program will be fully consummated or that it will enhance long-term stockholder value.

Although our board of directors has authorized a share repurchase program, the program does not obligate us to repurchase any specific dollar amount or to acquire any specific number of shares of our common stock.

The timing, manner, price and amount of any repurchases are determined at the discretion of our management, depending on market conditions and other factors.

We cannot guarantee that the program will be fully consummated or that it will enhance long-term stockholder value, and it may not prove to be the best use of our cash.

The program could affect the trading price of our stock and increase volatility, and any announcement of a termination of this program may result in a decrease in the trading price of our stock.

In addition, this program will reduce our cash reserves.

minimum wages while providing services on our platform.

Such decision was confirmed by the Colombia Supreme Court in 2023.

These include individual,

effective as of January 1, 2020.

For example, in May 2021, we formally recognized a UK driver union.

offerings, and as existing products evolve, we expect to become subject to additional competition.

As our current and former minority-owned entities continue to expand their businesses, they may in the future compete with us in additional geographic markets.

We have incurred significant losses since inception.

Additionally, we may not realize the operating efficiencies we expect to achieve as a result of our acquisition of Careem, Postmates or other acquired companies, and may continue to incur significant operating losses in the United States, Middle East, North Africa, and Pakistan in the future.

To

or other acquired companies) could also reduce the number of Drivers in those markets or extend the time required to recruit new Drivers to our platform, which would adversely impact our business and growth.

Our historical workplace culture also created a lack of transparency internally, which resulted in siloed teams that lacked coordination and knowledge sharing, causing misalignment and inefficiencies in operational and strategic objectives.

Although we have since embraced a culture of enhanced transparency, these efforts may not be successful.

If Drivers or Carriers, or individuals impersonating Drivers or Carriers, engage in criminal activity, misconduct, or inappropriate

As of December 31, 2023, we operated in approximately 70 countries, and markets outside the United States accounted for approximately 77% of all Trips.

made, and expect to continue to make, significant investments to expand our international operations and compete with local and other global competitors.

For example, our acquisitions of Careem and Cornershop may not be successful and may negatively affect our operating results.

operate in those markets independently.

We are not represented on the management team or board of directors of Didi, and therefore we do not participate in its day-to-day management or the actions taken by the board of directors of Didi.

We are not represented on the management teams of Grab, Lime or Aurora, and therefore do not participate in the day-to-day management of Grab, Lime or Aurora.

Although we are represented on each of the boards of directors of Grab, Lime and Aurora, we do not have a controlling influence on those boards.

As a

Future

As an earlier example, in May 2014, we experienced a data security incident in which an outside actor gained access to certain personal information belonging to Drivers through an access key written into code that an employee had unintentionally posted publicly on a code-sharing website used by software developers (the “2014 Breach”).

In addition, in July 2020, Drizly publicly disclosed that it had been subject to a data security incident that allowed access to certain personal information of customers on its platform, and in November 2021 Drizly obtained final court approval of a settlement in a resulting class action litigation.

Moreover, in January 2023, the U.S. Federal Trade Commission (the “FTC”) announced a final order relating to the data security incident.

Under certain circumstances specified in the

Moreover, environmental and social laws and regulations, including climate regulations, are also increasing with a variety of stakeholders, including regulators seeking more information on related risks and impacts.

In the United States, we are subject to regulation and legislation at the state level, for example California recently adopted climate-related disclosure legislation and other states are expected to do so, and at the federal level by the US Securities and Exchange Commission.

We have made certain climate-related commitments, including our commitment to 100% renewable electricity for our U.S. offices by 2025, our commitment to net zero climate emissions from corporate operations by 2030, and our commitment to be a net zero company by 2040, and our commitment to reduce unnecessary packaging waste from deliveries by 2030.

In addition, our Supplier Code of Conduct sets environmental standards for our supply chain, and we recognize that there are inherent climate-related risks wherever business is conducted.

For example, the pandemic has negatively impacted our ability to dedicate resources to make the progress on our climate commitments that we initially anticipated.

campaigns and litigation, to advance their perspectives.

The extent of the impact of any future pandemic or outbreak of disease, on our business and financial results will depend largely on future developments, including the duration of the spread of the outbreak and any future “waves” or resurgences of the outbreak or variants of the virus, both globally and within the United States, the administration, adoption and efficacy of vaccines in the United States and internationally, the impact on capital and financial markets, the impact on global supply chains, foreign currencies exchange, governmental or regulatory orders that impact our business and whether the impacts may result in permanent changes to our end-users’ behaviors, all of which are highly uncertain and cannot be predicted.

compliance with tax rules.

Beginning on January 1, 2022, the Tax Cuts and Jobs Act (“the Act”), enacted in December 2017, eliminated the option to deduct research and development expenditures in the current period and requires taxpayers to capitalize and amortize U.S.-based and non-U.S. based research and development expenditures over five and fifteen years, respectively.

This legislation has accelerated the utilization of our net operating losses in the U.S., but it has not materially impacted our current tax obligations.

In August 2022, the Inflation Reduction Act (“the IRA”) was enacted to take into effect for tax years after December 31, 2022.

It introduced a corporate alternative minimum tax (“CAMT”) equal to 15% of the adjusted financial statement income for large corporations with profits in excess of $1 billion and a 1% excise tax on certain share buybacks by public corporations that would be imposed on such corporations.

For the year ended December 31, 2023, the IRA CAMT does not apply to the Company.

It is possible that the IRA CAMT could increase our future tax liability, which could in turn adversely impact our business and future profitability.

In addition, the Organisation for Economic Co-operation and Development (“OECD”) has led international efforts among approximately 140 countries and taxing jurisdictions to propose and implement changes to numerous long-standing tax principles, including, but not limited to, a framework that imposes a minimum tax rate of 15% in each taxing jurisdiction.

The process is on-going, and the impact of any changes on our future tax obligations is uncertain.

Management's Discussion and Analysis of Financial Condition and Results of Operations located in our Annual Report on Form 10-K for the year ended December 31, [removed: 2022,] [added: 2023,] filed on February [removed: 21, 2023,] [added: 15, 2024,] for reference to discussion of the fiscal year ended December 31, [removed: 2021,] [added: 2022,] the earliest of the three fiscal years presented.*

Any of these events could negatively impact our business, [removed: result] [added: results] of operations, financial position, and cash flows.

| *(In millions, except percentages)* | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | % Change | | | | | | % Change (Constant Currency (1)) | | |

| Monthly Active Platform Consumers (“MAPCs”) (2), (3) | | | | | | [removed: 131] [added: 150] | | | | | | [removed: 150] [added: 171] | | | | | | [removed: 15] [added: 14] | | % | | | | | | |

| Trips (2) | | | | | | [removed: 7,642] [added: 9,448] | | | | | | [removed: 9,448] [added: 11,273] | | | | | | [removed: 24] [added: 19] | | % | | | | | | |

| Gross Bookings (2) | | | | | | $ | [removed: 115,395] [added: 137,865] | | | | | $ | [removed: 137,865] [added: 162,773] | | | | | [removed: 19] [added: 18] | | % | | | | [removed: 20] [added: 21] | | % |

| Revenue | | | | | | $ | [removed: 31,877] [added: 37,281] | | | | | $ | [removed: 37,281] [added: 43,978] | | | | | [removed: 17] [added: 18] | | % | | | | [removed: 18] [added: 19] | | % |

| [removed: Income (loss)] [added: Income] from [removed: operations | | | | | | $ | (1,832)] [added: operations] | | | | | [removed: $] | 1,110 | | | | | | [removed: | | | | |] [added: 2,799] | | |

| Net income [removed: (loss)] attributable to Uber Technologies, Inc. | | | | | | $ | [removed: (9,141)] [added: 1,887] | | | | | $ | [removed: 1,887] [added: 9,856] | | | | | | | | | | | | | |

| Adjusted EBITDA (1), (2) | | | | | | $ | [removed: 1,713] [added: 4,052] | | | | | $ | [removed: 4,052] [added: 6,484] | | | | | [removed: 137] [added: 60] | | % | | | | | | |

| Net cash provided by operating activities (4) | | | | | | $ | [removed: 642] [added: 3,585] | | | | | $ | [removed: 3,585] [added: 7,137] | | | | | [added: 99] | | [added: %] | | | | | | |

| [removed: Free] [added: Free] cash [removed: flow (1), (4) | | | | | | $ | 390 | | | | | $] [added: flow] | [removed: 3,362] | | | | | [added: $] | [added: 3,362] | | | | | [added: $] | [added: 6,895] | |

(4) Net cash provided by operating activities and free cash flow during the year ended December 31, [removed: 2022] [added: 2023] reflected an approximately [removed: $733] [added: $789] million [removed: (£613] [added: (£631] million) cash outflow related to [removed: the resolution] [added: payments] of [removed: all outstanding] HMRC VAT [removed: claims that were paid during] [added: assessments for] the [removed: fourth quarter] [added: period] of [removed: 2022.][added: March 2022 to June 2023.]

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

In the fourth quarter of [removed: 2023,] [added: 2024,] our MAPCs were [removed: 150 million, growing 8] [added: 171] million, [removed: or 6%, quarter-over-quarter, and] growing [removed: 15%] [added: 14%] compared to the same period in [removed: 2022.][added: 2023.]

Overall Gross Bookings increased by [removed: $22.5] [added: $24.9] billion in [removed: 2023,] [added: 2024,] up [removed: 19%,] [added: 18%,] or [removed: 20%] [added: 21%] on a constant currency basis, compared to [removed: 2022.][added: 2023.]

Mobility Gross Bookings grew [removed: 32%] [added: 25%] year-over-year, on a constant currency basis, primarily due to [removed: increases] [added: an increase] in [added: Mobility] Trip volumes.

Delivery Gross Bookings grew [removed: 15%] [added: 17%] year-over-year, on a constant currency basis, primarily driven by an increase in [removed: delivery orders and higher basket sizes.][added: Delivery Trip volumes.]

[removed: Mobility revenue] [added: Revenue] increased [removed: $5.8 billion] [added: $6.7 billion, or 18% year-over-year,] primarily attributable to an increase in [removed: Mobility] Gross Bookings of [removed: 31% year-over-year.][added: 18%.]

[removed: Delivery revenue increased $1.3 billion] [added: Revenue was $44.0 billion, up 18% year-over-year,] primarily attributable to an increase in [removed: Delivery] Gross Bookings of [removed: 14% year-over-year.][added: 18%.]

[removed: Additionally, the] [added: The] increase in [removed: Mobility and Delivery] revenue was partially offset by business model changes in some countries that classified certain sales and marketing costs as contra revenue, which negatively impacted revenue by [removed: $368] [added: $863] million and [removed: $796] [added: $713] million across Mobility and Delivery, respectively.

Net income attributable to Uber Technologies, Inc. was [removed: $1.9] [added: $9.9] billion, which [removed: includes] [added: includes: (i) a $6.4 billion benefit from] the [added: release of our valuation allowance of certain U.S. federal and state deferred tax assets and (ii) the] favorable impact of a pre-tax unrealized gain on debt and equity securities, net, of [removed: $1.6] [added: $1.8] billion primarily related to changes in the fair value of our equity securities, including: a [removed: $985 million net unrealized gain on our Aurora investment, a $443] [added: $723] million net unrealized gain on our [removed: Didi] [added: Grab] investment, a [removed: $84] [added: $629] million net unrealized gain on our [removed: Joby] [added: Aurora] investment, and a [removed: $80] [added: $357] million net unrealized gain on our [removed: Grab] [added: Didi] investment.

Adjusted EBITDA was [removed: $4.1] [added: $6.5] billion, growing [removed: $2.3] [added: $2.4] billion year-over-year.

Mobility Adjusted EBITDA [removed: profit] was [removed: $5.0] [added: $6.5] billion, up [removed: $1.7] [added: $1.5] billion year-over-year.

Delivery Adjusted EBITDA [removed: profit] was [removed: $1.5] [added: $2.5] billion, up [removed: $955] [added: $965] million year-over-year.

These increases were partially offset by a [removed: $216] [added: $57] million increase in Corporate G&A and Platform R&D costs, [removed: year-over-year, as well as a $64 million decrease in Freight Adjusted EBITDA year-over-year.][added: year-over-year]

We ended the year with [removed: $5.4] [added: $7.0] billion in unrestricted cash, cash equivalents and short-term investments.

For additional discussion related to our revenue, see the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Estimates - Revenue Recognition” as well as “Note 1 – Description of Business and Summary of Significant Accounting Policies - Revenue Recognition,” and “Note 2 – Revenue” to our consolidated [removed: financial statements included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.]

We expect that cost of revenue, exclusive of depreciation and amortization, will fluctuate on an absolute dollar basis for the foreseeable future [removed: in line with] [added: primarily driven by] Trip volume changes on the platform.

We would expect operations and support expenses to [removed: increase] [added: vary from period to period] on an absolute dollar [removed: basis for the foreseeable future as our business continues to grow and Trip volume increases,] [added: basis,] but decrease as a percentage of revenue as we become more efficient in supporting platform users.

Sales and marketing expenses primarily consist of advertising costs, product marketing costs, [added: consumer] discounts, [removed: loyalty programs,] promotions, [removed: refunds, and] credits [added: and refunds] provided to end-users who are not customers, compensation costs, including stock-based compensation to sales and marketing employees, and the allocation of certain corporate costs.

We would expect research and development expenses to increase [added: on an absolute dollar basis] and vary from period to period as a percentage of revenue as we continue to invest in research and development activities relating to ongoing improvements to and maintenance of our platform offerings and other research and development programs.

General and administrative expenses also include certain legal [removed: settlements.][added: related accruals and expenses.]

Interest expense consists primarily of interest expense associated with our outstanding debt, including [removed: accretion] [added: amortization] of debt [removed: discount.][added: discount and issuance costs.]

| Revenue | | | | | | $ | [removed: 31,877] [added: 37,281] | | | | | $ | [removed: 37,281] [added: 43,978] | |

| Cost of revenue, exclusive of depreciation and amortization shown separately below | | | | | | [removed: 19,659] [added: 22,457] | | | | | | [removed: 22,457] [added: 26,651] | | |

| Operations and support | | | | | | [removed: 2,413] [added: 2,689] | | | | | | [removed: 2,689] [added: 2,732] | | |

| Sales and marketing | | | | | | [removed: 4,756] [added: 4,356] | | | | | | [removed: 4,356] [added: 4,337] | | |

| Research and development | | | | | | [removed: 2,798] [added: 3,164] | | | | | | [removed: 3,164] [added: 3,109] | | |

| General and administrative | | | | | | [removed: 3,136] [added: 2,682] | | | | | | [removed: 2,682] [added: 3,639] | | |

| Income from operations | | | | | | $ | 1,110 | | | | | $ | 2,799 | | | | | 152 | | % | | | | | | |

Freight Gross Bookings declined 2% year-over-year, on a constant currency basis.

The increase in Gross Bookings was primarily driven by an increase in Mobility and Delivery Trip volumes.

During the fourth quarter of 2024, we redeemed $2.0 billion of our outstanding debt.

In January 2025, we announced that we entered into an accelerated share repurchase (“ASR”) agreement with a large financial institution to repurchase $1.5 billion of our outstanding common stock as part of our previously announced Share Repurchase Program.

The transactions under the ASR agreement were completed during the first quarter of 2025.

financial statements included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

General and administrative expenses as a percentage of revenue may vary from period to period as a percentage of revenue due to the variability of legal and regulatory-related expenses.

- Acquisition termination fee.

The income tax benefit was $5.8 billion for the year ended December 31, 2024, which includes a $6.4 billion benefit related to the release of our valuation allowance on the U.S. federal and state deferred tax assets, with the exception of our California R&D credits and other non-material deferred tax assets.

We regularly assess the need for a valuation allowance against our deferred tax assets.

In making that assessment, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets to determine, based on the weight of all available evidence, whether it is more-likely-than-not that some or all of the deferred tax assets will be realized.

As of December 31, 2024, we demonstrated sustained profitability in the U.S. based on U.S. pre-tax book income adjusted for permanent book-to-tax differences.

Further, given our taxable income position for the annual period ended on December 31, 2024, we utilized more attributes than we generated, which reduces our U.S. federal and state net deferred tax assets.

This information is both objective and verifiable; thereby, representing strong positive evidence that carries significant weight.

Based on all available positive and negative evidence, including the objective and verifiable positive evidence as described above and anticipated future earnings, we concluded it is more-likely-than-not that a majority of our U.S. federal and state deferred tax assets will be realizable.

We continue to maintain a valuation allowance against the California R&D credits, as we believe it is not more-likely-than-not to be realized, as we expect R&D tax credit generation to exceed our ability to use these credits in future periods.

The Inflation Reduction Act Corporate Alternative Minimum Tax (“CAMT”), which is a minimum tax calculated by reference to financial statement income, does not apply to the Company for the year ended December 31, 2024.

We could be subject to the CAMT in future years, which would require us to make minimum cash tax payments.

In addition, the Organisation for Economic Co-operation and Development has led international efforts among approximately 140 countries and taxing jurisdictions to propose and implement changes to numerous long-standing tax principles, including a framework that imposes a minimum tax rate of 15% in each taxing jurisdiction.

Under this guidance, we will be required to determine a combined effective tax rate for all entities located in a jurisdiction.

If the jurisdictional effective tax rate determined under these rules is less than 15%, a top-up tax will be due to bring the jurisdictional effective tax rate up to 15%.

We are continuing to monitor the pending implementation of these rules by individual countries and the potential impact on our business.

The provision effective in 2024 had an insignificant impact on our tax obligations for 2024.

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

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

The increase in Gross Bookings was primarily driven by an increase in Mobility and Delivery Trip volumes.

The increase in revenue was partially offset by business model changes in some countries that classified certain sales and marketing costs as contra revenue, which negatively impacted revenue by $863 million and $713 million across Mobility and Delivery, respectively.

2024 Compared to 2023

| *(In millions, except percentages)* | | | | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2024 | | | | | | | | |

2024 Compared to 2023

| *(In millions, except percentages)* | | | | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2024 | | | | | | | | |

2024 Compared to 2023

| *(In millions, except percentages)* | | | | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2024 | | | | | | | | |

2024 Compared to 2023

General and administrative expenses increased $957 million, or 36%, primarily attributable to a $753 million increase in legal-related accruals and expenses and a $185 million increase in other corporate expenses.

| *(In millions, except percentages)* | | | | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2024 | | | | | | | | |

2024 Compared to 2023

| *(In millions, except percentages)* | | | | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2024 | | | | | | | | |

2024 Compared to 2023

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

Net cash provided by operating activities and free cash flow during the year ended December 31, 2023 reflected an approximately $789 million (£631 million) cash outflow related to payments of HMRC VAT assessments for the period of March 2022 to June 2023.

Percentage not meaningful.

Freight Gross Bookings declined 25% year-over-year, on a constant currency basis, primarily attributable to lower revenue per load and volume both a consequence of the challenging freight market cycle.

Revenue was $37.3 billion, up 17% year-over-year.

Revenue growth was partially offset by a $1.7 billion decrease in our Freight business, with Freight Gross Bookings declining 25% year-over-year.

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

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

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

Revenue increased $5.4 billion, or 17% year-over-year.

General and administrative expenses decreased $454 million, or 14%, primarily attributable to a $327 million decrease in other corporate expenses and a $208 million decrease in legal settlements and legal expenses, partially offset by a $73 million increase in employee headcount costs.

This was partially offset by a $25

million increase in amortization for internally developed software.

Interest expense increased by $68 million, or 12%, primarily attributable to an increase in interest expense on our term loans due to higher LIBOR and SOFR rates.

| Impairment of equity method investment | | | | | | (182) | | | | | | — | | | | | | | | |

| Revaluation of MLU B.V. call option | | | | | | 191 | | | | | | — | | | | | | | | |

In 2022, unrealized loss on debt and equity securities, net, includes: a $3.0 billion net unrealized loss on our Aurora investments, a $2.1 billion net unrealized loss on our Grab investment, a $1.0 billion net unrealized loss on our Didi investment, a $747 million change of fair value on our Zomato investment, as well as a $142 million net unrealized loss on our other investments in securities accounted for under the fair value option.

Impairment of equity method investment represents a $182 million impairment loss recorded on our MLU B.V. equity method investment.

Revaluation of MLU B.V. call option represents a $191 million net gain for the change in fair value of the call option granted to Yandex (“MLU B.V. Call Option”).

Provision for income taxes increased by $394 million primarily due to the deferred U.S. tax impact related to our investments.

Segment Adjusted EBITDA is defined as revenue less the following expenses: cost of revenue, exclusive of depreciation and amortization, operations and support, sales and marketing, and general and administrative and research and development expenses associated with our segments.

Segment adjusted EBITDA also excludes non-cash items, certain transactions that are not indicative of ongoing segment operating performance and/or items that management does not believe are reflective of our ongoing core operations.

(1) Excluding stock-based compensation expense.

Mobility Adjusted EBITDA profit increased primarily attributable to an increase in Mobility Gross Bookings, partially offset by a $1.6 billion increase in Driver payments and incentives that are recorded in cost of revenue, exclusive of depreciation and amortization, and a $1.4 billion increase in insurance expense primarily due to an increase in miles driven.

Delivery Adjusted EBITDA profit increased primarily attributable to an increase in Delivery revenue including advertising, partially offset by a $945 million increase in Courier payments and incentives that are recorded in cost of revenue, exclusive of depreciation and amortization, and a $116 million increase in employee headcount costs.

| Mobility | | | | | | $ | 10,723 | | | | | $ | 13,364 | | | | | $ | 13,684 | | | | | $ | 14,894 | | | | | $ | 14,981 | | | | | $ | 16,728 | | | | | $ | 17,903 | | | | | $ | 19,285 | |

| Freight | | | | | | 1,823 | | | | | | 1,838 | | | | | | 1,751 | | | | | | 1,540 | | | | | | 1,401 | | | | | | 1,278 | | | | | | 1,284 | | | | | | 1,279 | | |

| Income from equity method investments | | | | | | | | | | | | (107) | | | | | | (48) | | |

| Accelerated lease costs related to cease-use of ROU assets | | | | | | | | | | | | 6 | | | | | | — | | |

| COVID-19 response initiatives | | | | | | | | | | | | 1 | | | | | | — | | |

| Mass arbitration fees, net | | | | | | | | | | | | (14) | | | | | | — | | |

amortization expense, $204 million gain from business divestiture, as well as a $165 million decrease in cash consumed by working capital.

Net cash provided by operating activities reflects a cash outflow of approximately $733 million (£613 million) related to the resolution of outstanding HMRC VAT claims that were paid during the fourth quarter of 2022.

On October 31, 2022, we settled our UK VAT dispute with the HMRC, the UK tax regulator, for all periods prior to March 14, 2022.

As a result of the settlement agreement, these prior periods are closed to assessment and Uber made a payment of approximately $733 million (£613 million) in the fourth quarter of 2022 for this resolution.

Uber paid, and is

For the years ended December 31, 2022 and 2023, the amounts utilized for these agreements were immaterial.

*Driver Incentives*

We offer various incentive programs to Drivers.

Judgment is required to determine the appropriate classification of these incentives.

A hypothetical 100 basis point increase [removed: or decrease] in interest rates would [removed: not] have [removed: a material effect on] [added: decreased the fair value of] our [removed: financial results.][added: notes by $461 million as of December 31, 2024.]

We had cash and cash equivalents including restricted cash and cash equivalents totaling [removed: $6.7] [added: $7.0] billion and [removed: $7.0] [added: $8.6] billion as of December 31, [removed: 2022] [added: 2023] and December 31, [removed: 2023,] [added: 2024,] respectively.

Marketable debt securities classified as restricted investments and short-term investments totaled [removed: $5.5] [added: $8.1] billion as of December 31, [removed: 2023.][added: 2024.]

As of December 31, [removed: 2023,] [added: 2024,] our cash, cash equivalents, and marketable debt securities primarily consist of money market funds, cash deposits, U.S. government securities, U.S. government agency securities, and investment-grade corporate debt securities.

As of December 31, [removed: 2023,] [added: 2024,] the carrying value of these investments was [removed: $6.5] [added: $8.8] billion, including equity method investments.

As of June 30, 2024, we had approximately $1.97 billion in aggregate principal amount outstanding of the 2030 Refinanced Term Loans, which were floating rate notes carried at amortized cost and subject to interest rate risk.

In September 2024, we fully repaid all loans outstanding under this term loan agreement.

As a result, our primary exposure to market risks for changes in interest rates relate primarily to the new Credit Agreement of which we currently have no drawn amounts as of December 31, 2024.

For additional information, see Note 8 – Long-Term Debt and Revolving Credit Arrangements in the notes to the consolidated financial statements included in Part II, Item 8, of this Annual Report on Form 10-K.

We enter into foreign currency derivative contracts to mitigate the foreign exchange risk associated with assets and liabilities denominated in currencies other than our functional currency.

While these contracts help reduce the impact of foreign currency fluctuations, they do not fully eliminate this risk.

Our exposures to market risk for changes in interest rates relate primarily to our 2030 Refinanced Term Loans.

The 2030 Refinanced Term Loans represent floating rate notes and are carried at amortized cost.

Therefore, fluctuations in interest rates will impact our consolidated financial statements.

The interest rate for the 2030 Refinanced Term Loans is SOFR plus 2.75% per annum, subject to a floor of 0.00%.

There is no cap on the interest rate associated with the 2030 Refinanced Term Loans.

A rising interest rate environment will increase the amount of interest paid on the 2030 Refinanced Term Loans.

A hypothetical 100 basis point increase in interest rates would have decreased the fair value of our notes by $231 million as of December 31, 2023.

At this time, we do not, but we may in the future, enter into derivatives or other financial instruments in an attempt to hedge our foreign currency exchange risk.

Uber Technologies, Inc. (“Uber,” [added: the “Company,”] “we,” “our,” or “us”) is a technology platform that uses a massive network, leading technology, operational excellence and product expertise to power movement from point A to point B.

Our technology is available in [removed: approximately] [added: over] 70 countries around the world, principally in the United States (“U.S.”) and Canada, Latin America, Europe (excluding Russia), the Middle East, Africa, and Asia [removed: (excluding] [added: Pacific (“APAC”, excluding] China and Southeast Asia).

As of December 31, [removed: 2023,] [added: 2024,] we had three operating and reportable segments: Mobility, Delivery and Freight.

After launching our Delivery app, Uber Eats, over [removed: eight] [added: nine] years ago, we believe our Delivery offering increases consumer engagement with the Uber platform overall, which in turn results in broader reach for our Merchants who can attract Uber Eats consumers from Uber without increasing their own costs.

We also believe it [removed: also] attracts new Drivers to the platform who do not have access to Mobility-qualified vehicles.

| Massive Network | | | | | | Our massive, efficient, and intelligent network consists of tens of millions of Drivers, consumers, Merchants, Shippers and Carriers, as well as underlying data, technology, and shared infrastructure. Our network becomes smarter with every trip. In more than [removed: 10,000] [added: 15,000] cities around the world (as of December 31, [removed: 2023),] [added: 2024),] our network powers movement at the touch of a button for millions, and we hope eventually billions, of people. | | |

For example, Delivery attracts new consumers to our network—for the three months ended December 31, [removed: 2023, over 60%] [added: 2024, approximately 61%] of first-time Delivery consumers were new to our platform.

Additionally, for the three months ended December 31, [removed: 2023,] [added: 2024,] consumers who used both Mobility and Delivery generated [removed: 10.5] [added: 11.4] Trips per month on average, compared to [removed: 5.0] [added: 5.2] Trips per month on average for consumers who used a single offering in cities where both Mobility and Delivery were offered.

With our platform, we are making it even easier for our consumers to unlock [removed: convenience.][added: convenience—Uber One is our single cross-platform membership program that brings together the best of Uber.]

Uber One members have access to discounts, special pricing, priority service, and exclusive perks across our rides, delivery and grocery [added: and retail] offerings.

Our Delivery offering competes with numerous companies in the meal, grocery and other delivery space in various regions for drivers, consumers, and merchants, including [removed: Amazon,] [added: DoorDash,] Deliveroo, [added: Glovo, Instacart, Gopuff, Rappi, iFood,] Delivery Hero, [removed: DoorDash, iFood, Instacart,] Just Eat Takeaway, and [removed: Rappi.][added: Amazon.]

Our Delivery offering also competes with [removed: restaurants,] [added: restaurants and other merchants,] including those that offer their own delivery and/or take-away, meal kit delivery services, grocery delivery services, and traditional grocers.

Our Freight offering competes with global and North American freight brokers and managed transportation providers such as C.H. Robinson, Total Quality Logistics, [removed: XPO Logistics,] [added: RXO, XPO,] Echo Global Logistics, [removed: Coyote, Transfix,] DHL, and NEXT Trucking.

[added: Two examples of such regulations that have significant implications for our business are the] European Union’s General Data Protection Regulation (the “GDPR”), a law which went into effect in May 2018 and implemented more stringent requirements for processing personal data relating to individuals in the EU, and the California Consumer Privacy Act (the “CCPA”), which went into effect in January 2020 and established new consumer rights and data privacy and protection requirements for covered businesses.

U.S. state, city, federal, and foreign regulators are expected to continue proposing and adopting significant laws impacting the processing of personal data and other data relating to individuals, such as the California Privacy Rights Act (“CPRA”) passed in California (effective in January 2023), and India’s Digital Personal Data Protection Act [added: enacted in] 2023.

In addition, laws related to money transmission and online payments are evolving, and changes in such laws could affect our ability to provide payment processing on our [added: platform or to offer or promote certain financial services to users of the] platform.

Our intellectual property includes the content of our website, mobile applications, registered domain names, [added: social media accounts/handles,] software code, firmware, hardware and hardware designs, registered and unregistered trademarks, trademark applications, copyrights, trade secrets, inventions (whether or not patentable), patents, and patent applications.

We typically expect to experience seasonal impacts to our operating results with increases in our Gross Bookings in the fourth quarter compared to other [removed: quarters, although the historical growth of Delivery has masked these seasonal fluctuations.][added: quarters.]

We are a global company and as of December 31, [removed: 2023,] [added: 2024,] we and our subsidiaries had approximately [removed: 30,400] [added: 31,100] employees globally and operations in [removed: approximately] [added: over] 70 countries and more than [removed: 10,000] [added: 15,000] cities around the world.

[added: Our human capital strategies are] developed and managed by our Chief People Officer, who reports to the CEO, and are overseen by the Compensation Committee and the Board of Directors.

To attract and retain the best talent, we strive to establish a culture where people [removed: of all backgrounds can find a sense of belonging and] are able to achieve their highest capability.

We use the results of these regular checks to better understand employees’ needs and support their teams on topics such as well-being, [removed: inclusivity,] fairness, rewards and recognition, and growth opportunities.

For example, our hybrid [removed: return-to-office] [added: work] approach was shaped based on employee feedback.

In addition to the engagement survey results, we also monitor the health of our workforce and the success of our people operations through monitoring metrics such as attrition, retention, and offer acceptance [removed: rates, as well as sexual orientation, gender and ethnic diversity.][added: rates.]

Our goal is to help [removed: all] [added: our] employees be their best selves by providing programs and resources that promote wellness and productivity.

For additional discussion, see the risk factor titled “—Our business depends on retaining and attracting high-quality personnel, and continued attrition, future attrition, or unsuccessful succession planning could adversely affect our business.” included in Part I, Item 1A of this Annual Report on Form [removed: 10-K as well as our 2023 Environmental, Social, and Governance Report, which is available on our website.][added: 10-K.]

In relation to those individuals who earn income on our platform, Uber is one of the largest open platforms for work in the world, providing accessible, flexible work in [removed: approximately] [added: over] 70 countries.

[removed: A diverse set of people] [added: People] choose to use our platform to earn income without having to apply for, or work the fixed [added: schedules associated with, traditional employment.]

- Learning and Growth: We have partnered with learning and academic institutions to provide opportunities to eligible Drivers [removed: and] [added: and/or] their family members through undergraduate degree programs and courses on entrepreneurship, skills [removed: development and language learning.]

For example, since its launch in 2018, our partnership with Arizona State University has enrolled nearly [removed: 13,000] [added: 15,000] Drivers and their family members in [removed: undergraduate degree programs online.][added: English language learning and entrepreneurship courses.]

For additional discussion, see the risk factor titled “—If we are unable to attract or maintain a critical mass of Drivers, consumers, merchants, [removed: shippers,] [added: Shippers,] and [removed: carriers,] [added: Carriers,] whether as a result of competition or other factors, our platform will become less appealing to platform [removed: users, and our financial results would be adversely impacted.”] [added: users.”] included in Part I, Item 1A of this Annual Report on Form [removed: 10-K as well our 2023 Environmental, Social, and Governance Report.][added: 10-K.]

The U.S. Securities and Exchange Commission [removed: (“SEC”)] [added: (the “SEC”)] maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at www.sec.gov.

Additionally, we provide notifications of news or announcements regarding our financial performance, [added: including SEC filings, investor events, press and earnings releases, as part of our investor relations website.]

Membership

Uber One is available in over 30 countries.

As of December 31, 2024, Uber One member base reached 30 million.

Advertising

We also compete with other ridesharing companies for Drivers and Riders, including Bolt, Didi, Grab, Lyft, and Ola.

We hold similar licenses in the United Kingdom and Mexico.

◦In Washington State, we partnered with industry and labor to support a bill regulating rideshare, including minimum earnings, sick leave, paid family and medical leave, and workers’ compensation coverage for drivers.

◦In New York and Massachusetts, we reached agreements with the Attorneys General that introduce new protections for rideshare drivers in these states, including minimum earnings and various benefits.

◦In France, we reached a number of sectoral bargaining agreements with elected workers’ representatives to implement new standards related to minimum guaranteed revenues for couriers, minimum fare per trip for drivers, and deactivation transparency and appeals process for both.

development and language learning.

We also participate in certain regions through our minority-owned entities.

In 2020, we rolled out our “Super App” view on iOS and Android, which combines our multiple offerings into a single app and is designed to remove friction for our consumers.

During November 2021, we launched Uber One in the United States as our single cross-platform membership program that brings together the best of Uber.

Since then, we have expanded Uber One to approximately 25 countries.

We exited 2023 with 19 million members for our Uber One, Eats Pass and Rides Pass membership programs.

During the fourth quarter of 2023, active advertising merchants exceeded 550,000.

We also compete with other

ridesharing companies, including certain of our minority-owned entities, for Drivers and Riders, including Lyft, Ola, Didi, and Bolt.

For example, California’s Assembly Bill 5 (“AB5”), which went into effect in January 2020, codified a test to determine whether a worker is an employee under California law.

The California Attorney General, in conjunction with the city attorneys for San Francisco, Los Angeles and San Diego, filed a complaint under AB5, alleging that drivers are misclassified, and sought an injunction and monetary damages related to the alleged competitive advantage caused by the alleged misclassification of drivers.

Although the Court issued a preliminary injunction enjoining Uber and Lyft from classifying drivers as independent contractors during the pendency of the lawsuit, the parties were granted a stipulation to dissolve the injunction in April 2021.

In November 2020, California voters approved Proposition 22, a California state ballot initiative that provides a framework for drivers that use platforms like ours for independent work.

Proposition 22 went into effect in December 2020 and as a result of the passage of Proposition 22, Drivers are able to maintain their status as independent contractors under California law, and we and our competitors are required to comply with the provisions of Proposition 22.

In addition, many jurisdictions have municipal bodies that adopted and will adopt regulations that govern our business.

Two examples of such regulations that have significant implications for our business are the

Our human capital strategies are

Our Board of Directors recognizes the strategic importance of these issues and the Compensation Committee has incorporated employee retention metrics into the compensation packages of our most senior executives.

*Adapting to a New Way of Working*.

The world of work has changed significantly in the last few years, and in response we have evolved our work philosophy to reflect all that we have learned and what we believe will produce the best results for our employees and our business going forward.

Our work model has shifted to a hybrid model where employees have flexibility to work from home.

This helps our diverse employee base manage life’s expected and unexpected events.

We provide competitive benefits as well as offerings tailored to our unique populations.

The information in the 2023 Environmental, Social, and Governance Report is not a part of this Form 10-K.

Diversity and Inclusion

We believe that great minds don’t think alike, and we work hard to ensure that people of diverse backgrounds feel welcome and valued.

We encourage different opinions and approaches to be heard, and then we come together and build.

We believe that when employees feel empowered to succeed in a work environment that celebrates, supports, and invests in diversity, progress follows.

To achieve our objective to increase diversity in who we hire, we implement processes throughout Uber and measure progress.

For example, the Mansfield Rule was implemented by June 2021, to ensure that we are considering female, LGBTQIA+ individuals, people with disabilities, and racially underrepresented talent by expanding the applicant pool for open roles.

Our Board of Directors recognizes the strategic importance of these issues and incorporated diversity performance metrics into the compensation packages of our most senior executives.

We encourage employees who believe they, or any other employee, have been subjected to discrimination to notify their manager, Uber’s People Team or the Integrity Helpline.

As a company that powers movement, it is our goal to ensure that everyone can move freely and safely, whether physically, economically, or socially.

To do that, we strive to help fight racism that persists across society, be a champion for equity, and create opportunities for all, both inside and outside our company.

For more information regarding our Diversity and Inclusion efforts, please see our 2023 Environmental, Social, and Governance Report, which is available on our website.

The information in this report is not a part of this Form 10-K.

schedules associated with, traditional employment.

◦In Washington State, we welcomed a new law that preserves rideshare driver independence and confers new benefits such as minimum earnings guarantee, injury protection and paid sick leave.

◦In Chile, the legislature passed a law that incorporates platform workers into the government’s healthcare and pensions scheme and introduces new requirements for platform companies such as minimum earnings guarantee for time spent actively working, maintain on-app insurance coverage, and provide couriers with safety equipment.

including SEC filings, investor events, press and earnings releases, as part of our investor relations website.

Note 14 – Commitments and Contingencies to our consolidated financial statements for the year ended December 31, [removed: 2023] [added: 2024] contained in this Annual Report on Form 10-K includes information on legal proceedings that constitute material contingencies for financial reporting purposes that could have a material adverse effect on our consolidated financial position, liquidity or results of operations if they were resolved in a manner that is adverse to us.

In addition to the matters that are identified in Note 14 – Commitments and Contingencies to our consolidated financial statements for the year ended December 31, [removed: 2023] [added: 2024] contained in this Annual Report on Form 10-K, and incorporated into this item by reference, the following matters also constitute material pending legal proceedings, other than ordinary course litigation incidental to our business, to which we are or any of our subsidiaries is a party.

In December 2024, the Supreme Court of Victoria approved a settlement with no admission of liability by Uber.

The approval is subject to any appeals and the approval of the Supreme Court of Western Australia.

We intend to continue to vigorously defend against the lawsuit.

A trial has been scheduled to commence in March 2024.

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

| If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. | | | | | | | | | | | | | | | [removed: ☒] [added: ☐] | | |

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June [removed: 30, 2023,] [added: 28, 2024,] the last business day of the registrant's most recently completed second fiscal quarter, was approximately [removed: $87.9] [added: $147.0] billion based upon the closing price reported for such date on the New York Stock Exchange.

The number of shares of the registrant's common stock outstanding as of February [removed: 12, 2024] [added: 11, 2025] was [removed: 2,076,497,400.][added: 2,089,008,865.]

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: 2023.][added: 2024.]

| | | | [Special Note Regarding Forward-Looking [removed: Statements](#i11d3f9c49b8d40d5a22dbaa48088842b_13)] [added: Statements](#i2ba0389620f447e493dc681b4ea7bbd2_13)] | | | [removed: [2](#i11d3f9c49b8d40d5a22dbaa48088842b_13)] [added: [2](#i2ba0389620f447e493dc681b4ea7bbd2_13)] | | |

| Item 1. | | | [removed: [Business](#i11d3f9c49b8d40d5a22dbaa48088842b_19)] [added: [Business](#i2ba0389620f447e493dc681b4ea7bbd2_19)] | | | [removed: [4](#i11d3f9c49b8d40d5a22dbaa48088842b_19)] [added: [4](#i2ba0389620f447e493dc681b4ea7bbd2_19)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i11d3f9c49b8d40d5a22dbaa48088842b_22)] [added: Factors](#i2ba0389620f447e493dc681b4ea7bbd2_22)] | | | [removed: [10](#i11d3f9c49b8d40d5a22dbaa48088842b_22)] [added: [9](#i2ba0389620f447e493dc681b4ea7bbd2_22)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i11d3f9c49b8d40d5a22dbaa48088842b_25)] [added: Comments](#i2ba0389620f447e493dc681b4ea7bbd2_25)] | | | [removed: [45](#i11d3f9c49b8d40d5a22dbaa48088842b_25)] [added: [45](#i2ba0389620f447e493dc681b4ea7bbd2_25)] | | |

| Item 1C. | | | [removed: [Cybersecurity](#i11d3f9c49b8d40d5a22dbaa48088842b_2122)] [added: [Cybersecurity](#i2ba0389620f447e493dc681b4ea7bbd2_28)] | | | [removed: [45](#i11d3f9c49b8d40d5a22dbaa48088842b_2122)] [added: [45](#i2ba0389620f447e493dc681b4ea7bbd2_28)] | | |

| Item 2. | | | [removed: [Properties](#i11d3f9c49b8d40d5a22dbaa48088842b_28)] [added: [Properties](#i2ba0389620f447e493dc681b4ea7bbd2_31)] | | | [removed: [46](#i11d3f9c49b8d40d5a22dbaa48088842b_28)] [added: [46](#i2ba0389620f447e493dc681b4ea7bbd2_31)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i11d3f9c49b8d40d5a22dbaa48088842b_31)] [added: Proceedings](#i2ba0389620f447e493dc681b4ea7bbd2_34)] | | | [removed: [47](#i11d3f9c49b8d40d5a22dbaa48088842b_31)] [added: [46](#i2ba0389620f447e493dc681b4ea7bbd2_34)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i11d3f9c49b8d40d5a22dbaa48088842b_34)] [added: Disclosures](#i2ba0389620f447e493dc681b4ea7bbd2_37)] | | | [removed: [47](#i11d3f9c49b8d40d5a22dbaa48088842b_34)] [added: [47](#i2ba0389620f447e493dc681b4ea7bbd2_37)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i11d3f9c49b8d40d5a22dbaa48088842b_40)] [added: Securities](#i2ba0389620f447e493dc681b4ea7bbd2_43)] | | | [removed: [47](#i11d3f9c49b8d40d5a22dbaa48088842b_40)] [added: [47](#i2ba0389620f447e493dc681b4ea7bbd2_43)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#i11d3f9c49b8d40d5a22dbaa48088842b_43)] [added: [\[Reserved\]](#i2ba0389620f447e493dc681b4ea7bbd2_46)] | | | [removed: [48](#i11d3f9c49b8d40d5a22dbaa48088842b_43)] [added: [48](#i2ba0389620f447e493dc681b4ea7bbd2_46)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i11d3f9c49b8d40d5a22dbaa48088842b_46)] [added: Operations](#i2ba0389620f447e493dc681b4ea7bbd2_49)] | | | [removed: [48](#i11d3f9c49b8d40d5a22dbaa48088842b_46)] [added: [48](#i2ba0389620f447e493dc681b4ea7bbd2_49)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i11d3f9c49b8d40d5a22dbaa48088842b_88)] [added: Risk](#i2ba0389620f447e493dc681b4ea7bbd2_91)] | | | [removed: [68](#i11d3f9c49b8d40d5a22dbaa48088842b_88)] [added: [68](#i2ba0389620f447e493dc681b4ea7bbd2_91)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i11d3f9c49b8d40d5a22dbaa48088842b_91)] [added: Data](#i2ba0389620f447e493dc681b4ea7bbd2_94)] | | | [removed: [70](#i11d3f9c49b8d40d5a22dbaa48088842b_91)] [added: [70](#i2ba0389620f447e493dc681b4ea7bbd2_94)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i11d3f9c49b8d40d5a22dbaa48088842b_229)] [added: Disclosure](#i2ba0389620f447e493dc681b4ea7bbd2_232)] | | | [removed: [134](#i11d3f9c49b8d40d5a22dbaa48088842b_229)] [added: [128](#i2ba0389620f447e493dc681b4ea7bbd2_232)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i11d3f9c49b8d40d5a22dbaa48088842b_232)] [added: Procedures](#i2ba0389620f447e493dc681b4ea7bbd2_235)] | | | [removed: [134](#i11d3f9c49b8d40d5a22dbaa48088842b_232)] [added: [128](#i2ba0389620f447e493dc681b4ea7bbd2_235)] | | |

| Item 9B. | | | [Other [removed: Information](#i11d3f9c49b8d40d5a22dbaa48088842b_235)] [added: Information](#i2ba0389620f447e493dc681b4ea7bbd2_238)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_235)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_238)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i11d3f9c49b8d40d5a22dbaa48088842b_238)] [added: Inspections](#i2ba0389620f447e493dc681b4ea7bbd2_241)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_238)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_241)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i11d3f9c49b8d40d5a22dbaa48088842b_244)] [added: Governance](#i2ba0389620f447e493dc681b4ea7bbd2_247)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_244)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_247)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i11d3f9c49b8d40d5a22dbaa48088842b_247)] [added: Compensation](#i2ba0389620f447e493dc681b4ea7bbd2_250)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_247)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_250)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i11d3f9c49b8d40d5a22dbaa48088842b_250)] [added: Matters](#i2ba0389620f447e493dc681b4ea7bbd2_253)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_250)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_253)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i11d3f9c49b8d40d5a22dbaa48088842b_253)] [added: Independence](#i2ba0389620f447e493dc681b4ea7bbd2_256)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_253)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_256)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i11d3f9c49b8d40d5a22dbaa48088842b_256)] [added: Services](#i2ba0389620f447e493dc681b4ea7bbd2_259)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_256)] [added: [129](#i2ba0389620f447e493dc681b4ea7bbd2_259)] | | |

| Item 15. | | | [removed: [Exhibits,] [added: [Exhibits and] Financial Statement [removed: Schedules](#i11d3f9c49b8d40d5a22dbaa48088842b_262)] [added: Schedules](#i2ba0389620f447e493dc681b4ea7bbd2_265)] | | | [removed: [135](#i11d3f9c49b8d40d5a22dbaa48088842b_262)] [added: [130](#i2ba0389620f447e493dc681b4ea7bbd2_265)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i11d3f9c49b8d40d5a22dbaa48088842b_265)] [added: Summary](#i2ba0389620f447e493dc681b4ea7bbd2_268)] | | | [removed: [136](#i11d3f9c49b8d40d5a22dbaa48088842b_265)] [added: [130](#i2ba0389620f447e493dc681b4ea7bbd2_268)] | | |

In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” [added: “goal,”] “hope,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” or the negative of these words or other similar terms or expressions.

- the impact of [removed: contagious disease or outbreaks of viruses, disease] [added: a catastrophic event such as a disease, weather event, war,] or [removed: pandemics] [added: terrorist attack] on our business, results of operations, financial position and cash flows; and

| | | | [Exhibit Index](#i2ba0389620f447e493dc681b4ea7bbd2_271) | | | [131](#i2ba0389620f447e493dc681b4ea7bbd2_271) | | |

| | | | [Signatures](#i2ba0389620f447e493dc681b4ea7bbd2_274) | | | [133](#i2ba0389620f447e493dc681b4ea7bbd2_274) | | |

| | | | [Exhibit Index](#i11d3f9c49b8d40d5a22dbaa48088842b_268) | | | [137](#i11d3f9c49b8d40d5a22dbaa48088842b_268) | | |

| | | | [Signatures](#i11d3f9c49b8d40d5a22dbaa48088842b_271) | | | [141](#i11d3f9c49b8d40d5a22dbaa48088842b_271) | | |

One key way that Uber addresses this need is through its cybersecurity [added: program, which includes a cybersecurity] risk management [removed: program (“Cybersecurity Program”).][added: program.]

Uber’s Chief Information Security Officer (“CISO”) is responsible for the [removed: Cybersecurity Program,] [added: cybersecurity program,] which is coordinated and primarily executed by the global organization of engineers focused on risk management using the NIST Framework [removed: (Identify,] [added: (Govern, Identify,] Protect, Detect, Respond, and Recover) and activities such as automation, secure development, and advanced analytics and monitoring.

[added: The CPO has over three decades of experience as a legal advisor to] multinational corporations, including serving as Chief Privacy & Security Counsel for a Fortune 100 technology company prior to her role at Uber.

The [removed: Cybersecurity Program] [added: cybersecurity program] is supported by other members of Uber’s senior management team as well, including the Chief Legal Officer, [removed: Head of Platform Engineering,] [added: Chief Architect Officer,] and [removed: EU] [added: Global] Data Protection Officer.

[added: - Oversight and Governance.] Uber’s Board oversees the [removed: Cybersecurity Program,] [added: cybersecurity program,] and Uber’s risk profile with respect to cybersecurity matters, through regular reports and reviews.

- Internally conducted environment and vulnerability assessments. These include [removed: semi-annual] [added: regular] assessments performed by Uber’s security engineering teams.

[added: - Cyber incident management.] This includes efforts by Uber’s security engineering team, at the direction of the CISO, to review potential incidents identified by Uber’s internal teams, Uber’s third-party service providers or external researchers through Uber’s Bug Bounty program; identify those which represent potential or actual threats to Uber’s systems, data or users; investigate and mitigate the cause and impact of such incidents; and implement safeguards to help prevent recurrence.

[added: - Third Party Risk Management.] Uber performs due diligence regarding its third-party suppliers, service providers and business partners.

We also conduct table-top exercises to simulate the response to cybersecurity incidents; participants may include, among others, the CISO, the CPO, and representatives from communications, investor relations, finance and legal.

- Independent third-party audits and assessments by industry-leading firms. As a global organization, Uber undergoes annual audits to maintain its certification as a Payment Card Industry Data Security Standard (PCI DSS 4.0) Level 1 Merchant and Service provider.

Uber also undergoes annual audits to maintain its ISO 27001 certification for its core mobility, delivery, and enterprise businesses, and SOC 2 attestations that vary depending on the Uber product.

The CPO has three decades of experience as a legal advisor to

- Oversight and Governance.

- Independent third-party audits and assessments by industry-leading firms.

These include regular assessments of Uber’s information systems, business systems and cybersecurity infrastructure; reviews to identify opportunities to strengthen Uber’s cybersecurity posture; and cybersecurity audits for purposes of maintaining Uber’s Payment Cards Industry (PCI), ISO 27001 and 27002, and SOC1 and SOC2 certifications.

- Cyber incident management.

- Third Party Risk Management.

As of December 31, [removed: 2023,] [added: 2024,] we leased and owned office facilities around the world totaling 8.8 million square feet, including [removed: 2.0] [added: 2.1] million square feet for our corporate headquarters in the San Francisco Bay Area, California.

As of February [removed: 12, 2024,] [added: 11, 2025,] there were [removed: 1,366] [added: 1,249] holders of record of our common stock.

An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our common stock and in each index on [removed: May 10,] [added: December 31,] 2019, [removed: the date our common stock began trading on the NYSE,] and its relative performance is tracked through December 31, [removed: 2023.][added: 2024.]

[removed: ][added: ]

Issuer Purchases of Equity Securities

The following table summarizes the share repurchase activity for the three months ended December 31, 2024:

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

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

| | | | | | | Total Number of Shares Purchased | | | | | | Average Price Paid Per Share (1) | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Program | | | | | | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program (2) | | |

| | | | | | | (in thousands) | | | | | | | | | | | | (in thousands) | | | | | | (in millions) | | |

| October 1, 2024 to October 31, 2024 | | | | | | 3,605 | | | | | | $ | 76.56 | | | | | 3,605 | | | | | | $ | 6,024 | |

| November 1, 2024 to November 30, 2024 | | | | | | 2,024 | | | | | | $ | 70.77 | | | | | 2,024 | | | | | | $ | 5,881 | |

| December 1, 2024 to December 31, 2024 | | | | | | 2,032 | | | | | | $ | 64.34 | | | | | 2,032 | | | | | | $ | 5,750 | |

| Total | | | | | | 7,661 | | | | | | | | | | | | 7,661 | | | | | | | | |

(1) Average price paid per share excludes broker commissions and fees.

(2) In February 2024, our board of directors authorized the repurchase of up to $7.0 billion in shares of our outstanding common stock.

For additional information, refer to Note 10 – Stockholders' Equity in the notes to the consolidated financial statements included

in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

| [Report of Independent Registered Public Accounting [removed: Firm](#i11d3f9c49b8d40d5a22dbaa48088842b_97)] [added: Firm](#i2ba0389620f447e493dc681b4ea7bbd2_100)] (PCAOB ID 238) | | | [removed: [71](#i11d3f9c49b8d40d5a22dbaa48088842b_97)] [added: [71](#i2ba0389620f447e493dc681b4ea7bbd2_100)] | | |

| [Consolidated Balance [removed: Sheets](#i11d3f9c49b8d40d5a22dbaa48088842b_100)] [added: Sheets](#i2ba0389620f447e493dc681b4ea7bbd2_103)] | | | [removed: [74](#i11d3f9c49b8d40d5a22dbaa48088842b_100)] [added: [74](#i2ba0389620f447e493dc681b4ea7bbd2_103)] | | |

| [Consolidated Statements of [removed: Operations](#i11d3f9c49b8d40d5a22dbaa48088842b_103)] [added: Operations](#i2ba0389620f447e493dc681b4ea7bbd2_106)] | | | [removed: [75](#i11d3f9c49b8d40d5a22dbaa48088842b_103)] [added: [75](#i2ba0389620f447e493dc681b4ea7bbd2_106)] | | |

| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i11d3f9c49b8d40d5a22dbaa48088842b_106)] [added: (Loss)](#i2ba0389620f447e493dc681b4ea7bbd2_109)] | | | [removed: [76](#i11d3f9c49b8d40d5a22dbaa48088842b_106)] [added: [76](#i2ba0389620f447e493dc681b4ea7bbd2_109)] | | |

| [Consolidated Statements of Redeemable Non-Controlling Interests and [removed: Equity](#i11d3f9c49b8d40d5a22dbaa48088842b_109)] [added: Equity](#i2ba0389620f447e493dc681b4ea7bbd2_112)] | | | [removed: [77](#i11d3f9c49b8d40d5a22dbaa48088842b_109)] [added: [77](#i2ba0389620f447e493dc681b4ea7bbd2_112)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i11d3f9c49b8d40d5a22dbaa48088842b_112)] [added: Flows](#i2ba0389620f447e493dc681b4ea7bbd2_115)] | | | [removed: [80](#i11d3f9c49b8d40d5a22dbaa48088842b_112)] [added: [80](#i2ba0389620f447e493dc681b4ea7bbd2_115)] | | |

| [Notes to the Consolidated Financial [removed: Statements](#i11d3f9c49b8d40d5a22dbaa48088842b_115)] [added: Statements](#i2ba0389620f447e493dc681b4ea7bbd2_118)] | | | [removed: [82](#i11d3f9c49b8d40d5a22dbaa48088842b_115)] [added: [82](#i2ba0389620f447e493dc681b4ea7bbd2_118)] | | |

| [Schedule II - Valuation and Qualifying Accounts for the Years Ended December 31, [removed: 2021, 2022] [added: 2022, 2023] and [removed: 2023](#i11d3f9c49b8d40d5a22dbaa48088842b_226)] [added: 2024](#i2ba0389620f447e493dc681b4ea7bbd2_229)] | | | [removed: [134](#i11d3f9c49b8d40d5a22dbaa48088842b_226)] [added: [128](#i2ba0389620f447e493dc681b4ea7bbd2_229)] | | |

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

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

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

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

[removed: The communication of critical audit matters 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 matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

For the year ended December 31, [removed: 2023,] [added: 2024,] the Company’s Mobility and Delivery [removed: revenue, net of incentives,] [added: revenue] was [removed: $32.0] [added: $38.8] billion and [added: consumer] discounts, [removed: loyalty programs,] promotions, [removed: refunds, and] credits [added: and refunds] provided to end-users who are not customers totaled [removed: $1.7] [added: $1.4] billion, of which a significant portion relates to discounts and promotions.

These procedures included testing the effectiveness of controls [removed: relating] [added: related] to the Company’s revenue recognition process, including controls over the presentation of Mobility and Delivery revenue, incentives, discounts and promotions.

These procedures also included, among others, testing, on a sample basis, trip transaction attributes and assessing management’s classification of new or changed agreements by examining documentation [removed: related to] [added: of] the agreement terms, [removed: driver statements, rider] [added: trip] receipts, and [removed: discount, promotion and incentive terms,] [added: other support,] and assessing the impact of those terms and attributes on the presentation of revenue and income statement classification.

As described in Note 1 to the consolidated financial statements, insurance reserves is [added: an estimate of] the liability for unpaid losses and loss adjustment expenses, which represents the estimate of the ultimate unpaid obligation for certain [removed: risks retained by the Company,] [added: insurance related risks,] including auto liability, uninsured and underinsured motorist, auto physical damage, general liability, and workers’ compensation, and includes an amount for case reserves related to reported claims and an amount for losses incurred but not reported as of the balance sheet date.

The Company’s short-term and long-term insurance reserves as of December 31, [removed: 2023] [added: 2024] totaled [removed: $6.7] [added: $9.8] billion.

[added: Testing management’s process for estimating the insurance reserves involved evaluating the] appropriateness of management’s actuarial methods, evaluating the reasonableness of the significant assumptions used by management related to loss development patterns and expected loss costs used in those methods, and testing the completeness and accuracy of data used by management.

| | | | | | | As of December 31, [removed: 2022] [added: 2023] | | | | | | As of December 31, [removed: 2023] [added: 2024] | | |

| Cash and cash equivalents | | | | | | $ | 4,208 | | | | | $ | 4,680 | | [added: | | | $ | 5,893 | |]

| Short-term investments | | | | | | [removed: 103] [added: 727] | | | | | | [removed: 727] [added: 1,084] | | |

| Restricted cash and cash equivalents [added: - current] | | | | | | 680 | | | | | | 805 | | | [added: | | | 545 | | |]

| Accounts receivable, net of allowance of [removed: $80] [added: $91] and [removed: $91,] [added: $95,] respectively | | | | | | [removed: 2,779] [added: 3,404] | | | | | | [removed: 3,404] [added: 3,333] | | |

| Prepaid expenses and other current assets | | | | | | [removed: 1,479] [added: 1,681] | | | | | | [removed: 1,681] [added: 1,390] | | |

| Total current assets | | | | | | [removed: 9,249] [added: 11,297] | | | | | | [removed: 11,297] [added: 12,245] | | |

| Restricted cash and cash equivalents | | | | | | [removed: 1,789] [added: 1,519] | | | | | | [removed: 1,519] [added: 2,172] | | |

| Restricted investments | | | | | | [removed: 1,614] [added: 4,779] | | | | | | [removed: 4,779] [added: 7,019] | | |

| Investments | | | | | | [removed: 4,401] [added: 6,101] | | | | | | [removed: 6,101] [added: 8,460] | | |

| Equity method investments | | | | | | [removed: 870] [added: 353] | | | | | | [removed: 353] [added: 302] | | |

| Property and equipment, net | | | | | | [removed: 2,082] [added: 2,073] | | | | | | [removed: 2,073] [added: 1,952] | | |

| Operating lease right-of-use assets | | | | | | [removed: 1,449] [added: 1,241] | | | | | | [removed: 1,241] [added: 1,158] | | |

| Intangible assets, net | | | | | | [removed: 1,874] [added: 1,425] | | | | | | [removed: 1,425] [added: 1,125] | | |

| Goodwill | | | | | | [removed: 8,263] [added: 8,151] | | | | | | [removed: 8,151] [added: 8,066] | | |

| Total assets | | | | | | $ | [removed: 32,109] [added: 38,699] | | | | | $ | [removed: 38,699] [added: 51,244] | |

| Accounts payable | | | | | | $ | [removed: 728] [added: 790] | | | | | $ | [removed: 790] [added: 858] | |

| Short-term insurance reserves | | | | | | [removed: 1,692] [added: 2,077] | | | | | | [removed: 2,016] [added: 2,754] | | |

| Operating lease liabilities, current | | | | | | [removed: 201] [added: 190] | | | | | | [removed: 190] [added: 175] | | |

| Accrued and other current liabilities | | | | | | [removed: 6,232] [added: 6,397] | | | | | | [removed: 6,458] [added: 7,689] | | |

| Total current liabilities | | | | | | [removed: 8,853] [added: 9,454] | | | | | | [removed: 9,454] [added: 11,476] | | |

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial

| Deferred tax assets | | | | | | 170 | | | | | | 6,171 | | |

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

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

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

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

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

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

| Balance as of December 31, 2023 | | | | | | $ | 654 | | | | | | | | 2,071,144 | | | | | | $ | — | | | | | $ | 42,264 | | | | | $ | (421) | | | | | $ | (30,594) | | | | | $ | 779 | | | | | $ | 12,028 | | | | |

| Exercise of restricted stock units | | | | | | — | | | | | | | | | 469 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | |

| Repurchase of common stock | | | | | | — | | | | | | | | | (17,792) | | | | | | — | | | | | | (1,252) | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,252) | | | | | |

| Redemption of non-controlling interest | | | | | | (851) | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | |

| Re-measurement of non-controlling interests | | | | | | 345 | | | | | | | | | — | | | | | | — | | | | | | (345) | | | | | | — | | | | | | — | | | | | | — | | | | | | (345) | | | | | |

| Recognition of non-controlling interest upon capital investment | | | | | | 19 | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | |

| Balance as of December 31, 2024 | | | | | | $ | 93 | | | | | | | | 2,107,953 | | | | | | $ | — | | | | | $ | 42,801 | | | | | $ | (517) | | | | | $ | (20,726) | | | | | $ | 825 | | | | | $ | 22,383 | | | | |

| Accretion of discounts on marketable debt securities, net | | | | | | (9) | | | | | | (154) | | | | | | (251) | | |

| Accrued insurance reserves | | | | | | 730 | | | | | | 2,230 | | | | | | 2,819 | | |

| | | | | | | 2022 | | | | | | 2023 | | | | | | 2024 | | |

| Repurchases of common stock | | | | | | — | | | | | | — | | | | | | (1,252) | | |

| Redemption of non-controlling interests | | | | | | — | | | | | | — | | | | | | (851) | | |

| End of period | | | | | | $ | 6,677 | | | | | $ | 7,004 | | | | | $ | 8,610 | |

The foundation of our platform is this network of Drivers, Couriers, Merchants, Carriers as well as Riders, Eaters and Shippers (collectively “Platform Participant(s)”).

We define Platform Earner(s) as Drivers, Couriers and Merchants as well as Carriers.

Foodpanda Taiwan

In May 2024, we entered into a definitive agreement with Delivery Hero SE (“Delivery Hero”) to acquire 100% ownership interest in Delivery Hero’s Foodpanda delivery business in Taiwan (“Foodpanda Taiwan”) for approximately $950 million in cash, on a cash and debt free basis, subject to certain adjustments.

In January 2025, the Taiwan Fair Trade Commission issued a decision prohibiting the transaction.

If we do not appeal the Taiwan Fair Trade Commission’s decision, we expect to pay a termination fee during the first half of 2025.

We expect the termination fee to be settled in either (i) cash or (ii) by returning our initial investment in ordinary shares of Delivery Hero (which Delivery Hero has the option to accept, or alternatively request equivalent cash), and, as of December 31, 2024, we recorded an expense of $236 million in other income (expense), net in our consolidated statement of operations.

Prior period amounts on the consolidated balance sheet, and notes thereto, have been reclassified to conform to the current period presentation.

Certain insurance reserves in accrued and other current liabilities and other long-term liabilities were reclassified to short-term and long-term insurance reserves, respectively.

Deferred tax assets, previously presented within other assets, were reclassified to be presented separately on our consolidated balance sheet.

These reclassifications had no impact on our previously reported total assets, total liabilities, results of operations, comprehensive income or net cash flows from operating, financing or investing activities.

| | | | | | | 2022 | | | | | | 2023 | | | | | | 2024 | | |

| Motor vehicles and other equipment | | | | | | 3-10 years | | |

The factors considered in determining whether a credit loss exists can include the extent to

Derivative Instruments

We enter into financial derivative instruments, consisting of foreign currency contracts to mitigate the foreign currency exchange risk of our assets and liabilities denominated in currencies other than the functional currency.

We do not use derivatives for trading or speculative purposes.

These instruments are recorded on the consolidated balance sheets at fair value and classified within Level 2 of the fair value hierarchy.

Gains and losses on the derivative instruments that are not designated as hedging instruments are recognized in other income (expense), net in the consolidated statements of operations.

*Change in Accounting Principle*

As discussed in Note 8 to the consolidated financial statements, the Company changed the manner in which it accounts for convertible instruments and contracts in an entity’s own equity in 2021.

Testing management’s process for estimating the insurance reserves involved evaluating the

February 15, 2024

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

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

| Other assets | | | | | | 518 | | | | | | 1,760 | | |

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

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

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

| Balance as of December 31, 2020 | | | | | | $ | 787 | | | | | | | | 1,849,794 | | | | | | $ | — | | | | | $ | 35,931 | | | | | $ | (535) | | | | | $ | (23,130) | | | | | $ | 701 | | | | | $ | 12,967 | |

| Reclassification of the equity component of 2025 Convertible Notes to liability upon adoption of ASU 2020-06 | | | | | | — | | | | | | | | | — | | | | | | — | | | | | | (243) | | | | | | — | | | | | | — | | | | | | — | | | | | | (243) | | |

| Reclassification of share-based award liability to additional paid-in capital | | | | | | — | | | | | | | | | — | | | | | | — | | | | | | 4 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4 | | |

| Issuance of common stock as consideration for acquisitions | | | | | | — | | | | | | | | | 19,377 | | | | | | — | | | | | | 929 | | | | | | — | | | | | | — | | | | | | — | | | | | | 929 | | |

| Issuance of common stock for settlement of contingent consideration liability | | | | | | — | | | | | | | | | 2,252 | | | | | | — | | | | | | 102 | | | | | | — | | | | | | — | | | | | | — | | | | | | 102 | | |

| Issuance of restricted stock awards, subject to repurchase, in connection with acquisition of non-controlling interest | | | | | | — | | | | | | | | | 4,641 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| Re-measurement of non-controlling interest | | | | | | 1,052 | | | | | | | | | — | | | | | | — | | | | | | (1,058) | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,058) | | |

| Acquisition of non-controlling interests | | | | | | (1,194) | | | | | | | | | 20,641 | | | | | | — | | | | | | 1,327 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,327 | | |

| Recognition of non-controlling interest upon sale of Freight Holding preferred stock | | | | | | — | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 675 | | | | | | 675 | | |

| Derecognition of non-controlling interests upon divestiture | | | | | | (356) | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (701) | | | | | | (701) | | |

| Issuance of common stock for settlement of RSUs | | | | | | — | | | | | | | | | 36,703 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| Balance as of December 31, 2021 | | | | | | $ | 204 | | | | | | | | 1,949,316 | | | | | | $ | — | | | | | $ | 38,608 | | | | | $ | (524) | | | | | $ | (23,626) | | | | | $ | 687 | | | | | $ | 15,145 | |

| Collateral held by insurer | | | | | | 860 | | | | | | — | | | | | | — | | |

| Accrued insurance reserves | | | | | | 516 | | | | | | 736 | | | | | | 2,015 | | |

| Purchase of notes receivables | | | | | | (297) | | | | | | — | | | | | | — | | |

| Reclassification from (to) assets held for sale during the period | | | | | | 349 | | | | | | — | | | | | | — | | |

| End of period, excluding cash classified within assets held for sale | | | | | | $ | 7,805 | | | | | $ | 6,677 | | | | | $ | 7,004 | |

| Common stock issued in connection with acquisitions | | | | | | 1,868 | | | | | | — | | | | | | — | | |

| Conversion of convertible notes to common stock related to Careem | | | | | | 232 | | | | | | — | | | | | | — | | |

Our other receivables include funds withheld by well-established insurance companies with high credit quality that may be used to cover future settlement of reserved insurance claims.

| Restricted cash and cash equivalents - non-current | | | | | | 2,879 | | | | | | 1,789 | | | | | | 1,519 | | |

Collateral Held by Insurer

Collateral held by insurer represents funds held by James River Group companies (“James River”).

These funds, previously held in a trust account, were withdrawn by James River during the fourth quarter of 2019 upon notice of cancellation of their insurance policies (primarily auto insurance policies) issued to one of our subsidiaries.

The funds served as collateral for us and our subsidiary’s current and future claim settlement obligations under the indemnification agreements for these insurance policies as included in insurance reserves on the consolidated balance sheet.

Accordingly, the amount withdrawn was presented as collateral held by insurer on the consolidated balance sheet.

During the third quarter of 2021, in connection with the legacy auto insurance transfer as described below, James River returned funds, previously presented as collateral held by insurer, to the trust account where the funds were previously held.

Accordingly, the funds were reclassified from collateral held by insurer to non-current restricted cash and cash equivalents on our consolidated balance sheet as of December 31, 2021.

Legacy Auto Insurance Transfer

On September 27, 2021, Aleka Insurance, Inc., our wholly-owned captive insurance subsidiary, entered into a Loss Portfolio Transfer Reinsurance Agreement (the “LPTA”) with James River effective July 1, 2021.

There were no changes to our internal control over financial reporting that occurred during the quarter ended December 31, [removed: 2023] [added: 2024] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Based on that assessment, our management has concluded that our internal control over financial reporting was effective as of December 31, [removed: 2023.][added: 2024.]

In addition, PricewaterhouseCoopers LLP, our independent registered public accounting firm, provided an attestation report on our internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

Rule 10b5-1 Trading Plans

On November 7, 2024, Dara Khosrowshahi, Chief Executive Officer, entered into a pre-arranged stock trading plan.

Such trading plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.

Mr. Khosrowshahi’s plan provides for the potential sale of up to 350,000 shares of Uber common stock between February 6, 2025 and March 1, 2026.

On December 17, 2024, Prashanth Mahendra-Rajah, Chief Financial Officer, entered into a pre-arranged stock trading plan.

Such trading plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.

Mr. Mahendra-Rajah’s plan provides for the potential sale of up to 11,000 shares of Uber common stock between March 17, 2025 and March 16, 2026.

Amendments to Bylaws

On February 15, 2024, as part of its periodic review of the governing documents of the Company, our Board of Directors adopted Amended and Restated Bylaws (the “Bylaws”) to permit stockholders who own at least 25% of the aggregate voting power of our voting securities, and who satisfy other requirements as set forth in the Bylaws, to call a special meeting of stockholders.

The foregoing description is qualified in its entirety by reference to the full text of the Bylaws, which are attached hereto as Exhibit 3.2.

The [added: remaining] information required by this item is set forth under the headers “Proposal 1- Election of Directors,” “Executive Officers,” “Corporate Governance” and “Other Governance Matters” in our Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2023 (“2024] [added: 2024 (“2025] Proxy Statement”) and is incorporated herein by reference.

The Company has adopted an insider trading policy governing the purchase, sale and other dispositions of the Company’s securities that applies to all Company personnel, including directors, officers, employees, and other covered persons.

The Company also follows procedures for the repurchase of its securities.

The Company believes that its insider trading policy and repurchase procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations, and listing standards applicable to the Company applicable to the Company.

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

The information required by this item is included under the headers “Director Compensation,” “Executive Compensation” and “Compensation Committee Interlocks and Insider Participation” in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

The information required by this item is included under the headers “Executive Officers-Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

The information required by this item is included under the headers “Corporate Governance-Certain Relationships and Related Person Transactions” and “Corporate Governance-Director Independence Determination” in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

The information required by this item is included under the header “Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm” in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

| 3.1 | | | | | | [Amended and Restated Certificate of Incorporation of the [removed: Registrant.](http://www.sec.gov/Archives/edgar/data/1543151/000154315121000038/uber06302021exhibit31.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1543151/000154315121000038/uber06302021exhibit31.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 3.1 | | | | | | August 5, 2021 | | |

| 3.2 | | | | | | [Amended and Restated Bylaws of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit32.htm)] [added: Registrant.](https://www.sec.gov/ix?doc=/Archives/edgar/data/1543151/000154315124000012/uber-20231231.htm)] | | | | | | [removed: X] | | | | | | [added: 10-K] | | | | | | [added: 001-38902] | | | | | | [added: 3.2] | | | | | | [added: February 15, 2024] | | |

| 4.1 | | | | | | [Description of Common [removed: Stock.](http://www.sec.gov/Archives/edgar/data/1543151/000154315120000010/uber12312019exhibit41.htm)] [added: Stock.](https://www.sec.gov/Archives/edgar/data/1543151/000154315120000010/uber12312019exhibit41.htm)] | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | March 2, 2020 | | |

| 4.2 | | | | | | [Form of common stock certificate of the [removed: Registrant.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519120759/d647752dex41.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519120759/d647752dex41.htm)] | | | | | | | | | | | | S-1/A | | | | | | 333-230812 | | | | | | 4.1 | | | | | | April 26, 2019 | | |

| 4.3 | | | | | | [Indenture, [removed: relating to the Registrant’s 8.00% Senior Notes due 2026,] [added: dated as of September 17, 2019,] by and between the [removed: Registrant] [added: Registrant, Rasier, LLC] and U.S. Bank National [removed: Association, dated November 7, 2018.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex45.htm)] [added: Association as Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519246900/d806221dex41.htm)] | | | | | | | | | | | | [removed: S-1] [added: 8-K] | | | | | | [removed: 333-230812] [added: 001-38902] | | | | | | [removed: 4.5] [added: 4.1] | | | | | | [removed: April 11,] [added: September 17,] 2019 | | |

| 4.5 | | | | | | [Supplemental Indenture, dated [removed: September 6, 2019,] [added: June 2, 2023,] among the Registrant, [removed: Rasier, LLC] [added: Uber International Holding Corporation] and U.S. Bank [added: Trust Company,] National [removed: Association,] [added: Association (as successor to U.S. Bank National Association),] as trustee, relating to the Registrant’s [removed: 8.00%] [added: 7.50%] Senior Notes due [removed: 2026.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit41.htm)] [added: 2027.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit44.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | [removed: 4.1] [added: 4.4] | | | | | | August 2, 2023 | | |

| [removed: 4.6] [added: 4.15] | | | | | | [Supplemental Indenture, dated June 2, 2023, among the Registrant, Uber International Holding Corporation and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), as trustee, relating to the Registrant’s [removed: 8.00%] [added: 4.50%] Senior Notes due [removed: 2026.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit43.htm)] [added: 2029.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit46.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | [removed: 4.3] [added: 4.6] | | | | | | August 2, 2023 | | |

| 4.7 | | | | | | [Indenture, dated as of [removed: September 17, 2019,] [added: May 15, 2020,] by and between the Registrant, Rasier, LLC and U.S. Bank National [removed: Association] [added: Association,] as [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519246900/d806221dex41.htm)] [added: Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278120000356/e20332_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | [removed: September 17, 2019] [added: May 15, 2020] | | |

| [removed: 4.8] [added: 4.4] | | | | | | [Form of Global Note, representing the Registrant’s 7.500% Senior Notes due 2027 (included as Exhibit A to the Indenture filed as Exhibit [removed: 4.1).](http://www.sec.gov/Archives/edgar/data/1543151/000119312519246900/d806221dex41.htm)] [added: 4.1).](https://www.sec.gov/Archives/edgar/data/1543151/000119312519246900/d806221dex41.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | September 17, 2019 | | |

| [removed: 4.9] [added: 4.10] | | | | | | [Supplemental Indenture, dated June 2, 2023, among the Registrant, Uber International Holding Corporation and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), as trustee, relating to the Registrant’s [removed: 7.50%] [added: 6.25%] Senior Notes due [removed: 2027.](http://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit44.htm)] [added: 2028.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit45.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | [removed: 4.4] [added: 4.5] | | | | | | August 2, 2023 | | |

| [removed: 4.10] [added: 4.6] | | | | | | [Form of Unsecured Convertible [removed: Note.](http://www.sec.gov/Archives/edgar/data/1543151/000154315120000022/uber3312020exhibit41.htm)] [added: Note.](https://www.sec.gov/Archives/edgar/data/1543151/000154315120000022/uber3312020exhibit41.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 4.1 | | | | | | May 8, 2020 | | |

| [removed: 4.11] [added: 4.8] | | | | | | [Indenture, dated as of [removed: May 15,] [added: September 16,] 2020, by and between the Registrant, Rasier, LLC and U.S. Bank National Association, as [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/1543151/000155278120000356/e20332_ex4-1.htm)] [added: Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278120000487/e20513_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | [removed: May 15,] [added: September 16,] 2020 | | |

| [removed: 4.12] [added: 4.13] | | | | | | [Indenture, dated as of [removed: September 16, 2020,] [added: August 12, 2021,] by and between the Registrant, Rasier, LLC and U.S. Bank National Association, as [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/1543151/000155278120000487/e20513_ex4-1.htm)] [added: Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278121000648/e21517_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | [removed: September 16, 2020] [added: August 12, 2021] | | |

| [removed: 4.13] [added: 4.9] | | | | | | [Form of Global Note, representing the Registrant’s 6.250% Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit [removed: 4.1).](http://www.sec.gov/Archives/edgar/data/1543151/000155278120000487/e20513_ex4-1.htm)] [added: 4.1).](https://www.sec.gov/Archives/edgar/data/1543151/000155278120000487/e20513_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | September 16, 2020 | | |

| [removed: 4.14] [added: 4.18] | | | | | | [removed: [Supplemental] [added: [First Supplemental] Indenture, dated [removed: June 2,] [added: as of November 24,] 2023, [removed: among the Registrant, Uber International Holding Corporation] [added: by] and [added: between](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-3.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-3.htm) [and] U.S. Bank Trust [removed: Company, National Association (as successor to U.S. Bank] [added: Company] National [removed: Association),] [added: Association,] as [removed: trustee, relating to the Registrant’s 6.25% Senior Notes due 2028.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit45.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-3.htm)] | | | | | | | | | | | | [removed: 10-Q] [added: 8-K] | | | | | | 001-38902 | | | | | | [removed: 4.5] [added: 4.3] | | | | | | [removed: August 2,] [added: November 24,] 2023 | | |

| [removed: 4.15] [added: 4.11] | | | | | | [Indenture, dated as of December 11, 2020, by and between the Registrant and U.S. Bank National Association, as [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/1543151/000155278120000606/e20624_ex4-1.htm)] [added: Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278120000606/e20624_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | December 11, 2020 | | |

| [removed: 4.16] [added: 4.12] | | | | | | [Form of Global Note, representing the Registrant’s 0% Convertible Senior Notes due 2025 (included as Exhibit A to the Indenture filed as Exhibit [removed: 4.1).](http://www.sec.gov/Archives/edgar/data/1543151/000155278120000606/e20624_ex4-1.htm)] [added: 4.1).](https://www.sec.gov/Archives/edgar/data/1543151/000155278120000606/e20624_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | December 11, 2020 | | |

| [removed: 4.17] [added: 4.16] | | | | | | [Indenture, dated as of [removed: August 12, 2021,] [added: November 24, 2023,] by and [removed: between the Registrant, Rasier, LLC and] [added: between](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm) [and] U.S. Bank [added: Trust Company] National Association, as [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/1543151/000155278121000648/e21517_ex4-1.htm)] [added: Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | [removed: August 12, 2021] [added: November 24, 2023] | | |

| [removed: 4.18] [added: 4.14] | | | | | | [Form of Global Note, representing the Registrant’s 4.50% Senior Notes due 2029 (included as Exhibit A to the Indenture filed as Exhibit [removed: 4.1).](http://www.sec.gov/Archives/edgar/data/1543151/000155278121000648/e21517_ex4-1.htm)] [added: 4.1).](https://www.sec.gov/Archives/edgar/data/1543151/000155278121000648/e21517_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | August 12, 2021 | | |

| [removed: 4.20] [added: 4.19] | | | | | | [Indenture, dated [removed: as of November 24, 2023,] [added: September 9, 2024,] by and [removed: between Uber Technologies, Inc. and] [added: between](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-1.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-1.htm) [and] U.S. Bank Trust [removed: Company] [added: Company,] National [removed: Association, as Trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)] [added: Association.](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | [removed: November 24, 2023] [added: September 9, 2024] | | |

| [removed: 4.21] [added: 4.17] | | | | | | [Form of Global Note, [removed: representing Uber Technologies, Inc.’s 0.875%] [added: representing](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)[’](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)[s](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm) [0.875%] Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit [removed: 4.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)[1](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)[).](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)] [added: 4.1).](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | November 24, 2023 | | |

| [removed: 4.22] [added: 4.20] | | | | | | [First Supplemental Indenture, dated [removed: as of November 24, 2023,] [added: September 9, 2024,] by and [removed: between Uber Technologies, Inc. and] [added: between](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-2.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-2.htm) [and] U.S. Bank Trust [removed: Company] [added: Company,] National [removed: Association, as trustee.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex4-3.htm)] [added: Association.](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-2.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | [removed: 4.3] [added: 4.2] | | | | | | [removed: November 24, 2023] [added: September 9, 2024] | | |

| 10.1 | | | | | | [Amended and Restated 2010 Stock Plan and related forms of award [removed: agreements.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex101.htm)] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex101.htm)] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.1 | | | | | | April 11, 2019 | | |

| 10.2 | | | | | | [Amended and Restated 2013 Equity Incentive Plan and related forms of award [removed: agreements.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519120759/d647752dex102.htm)] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519120759/d647752dex102.htm)] | | | | | | | | | | | | S-1/A | | | | | | 333-230812 | | | | | | 10.2 | | | | | | April 26, 2019 | | |

| 10.3 | | | | | | [2019 Equity Incentive Plan and related forms of award [removed: agreements.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex103.htm)] [added: agreements.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex103.htm)] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.3 | | | | | | April 11, 2019 | | |

| 10.4 | | | | | | [2019 Employee Stock Purchase [removed: Plan.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex104.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex104.htm)] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.4 | | | | | | April 11, 2019 | | |

| 10.5 | | | | | | [Form of Indemnification Agreement between the Registrant and each of its directors and executive [removed: officers.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex105.htm)] [added: officers.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex105.htm)] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.5 | | | | | | April 11, 2019 | | |

| 10.6 | | | | | | [removed: [F](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[orm of](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [I](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[ndemnification](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [A](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[greement](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [between the](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [Registrant] [added: [Form of Indemnification Agreement between the Registrant] and each of its directors and executive [removed: officers,](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [effective] [added: officers, effective] as [removed: of](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[November](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm) [2024](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[.](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)] [added: of November 202](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[3](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)[.](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000012/uber12312023exhibit106.htm)] | | | | | | [removed: X] | | | | | | [added: 10-K] | | | | | | [added: 001-38902] | | | | | | [added: 10.6] | | | | | | [added: February 15, 2024] | | |

| 10.7 | | | | | | [2019 Executive Severance [removed: Plan.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex106.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex106.htm)] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.6 | | | | | | April 11, 2019 | | |

| 10.8 | | | | | | [Amended and Restated 2019 Executive Severance [removed: Plan](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000316/e23297_ex10-2.htm)[.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000316/e23297_ex10-2.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000316/e23297_ex10-2.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.2 | | | | | | June 30, 2023 | | |

| 10.9 | | | | | | [Executive Bonus [removed: Plan.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex107.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex107.htm).] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.7 | | | | | | April 11, 2019 | | |

| 10.10 | | | | | | [Director Compensation Policy and Stock Ownership [removed: Guidelines](http://www.sec.gov/Archives/edgar/data/1543151/000154315122000024/uber06302022exhibit102.htm)] [added: Guidelines](https://www.sec.gov/Archives/edgar/data/1543151/000154315122000024/uber06302022exhibit102.htm).] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.2 | | | | | | August 4, 2022 | | |

| 10.11 | | | | | | [RSU Conversion and Deferral Program for [removed: Directors.](http://www.sec.gov/Archives/edgar/data/1543151/000154315122000015/uber3312022exhibit101.htm)] [added: Directors.](https://www.sec.gov/Archives/edgar/data/1543151/000154315122000015/uber3312022exhibit101.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | May 5, 2022 | | |

| [removed: 10.21] [added: 10.13] | | | | | | [removed: [Amendment No. 9 to Revolving Credit] [added: [Credit] Agreement, dated [removed: April 4, 2022,] [added: as of September 26, 2024,] by and [removed: among the Registrant,] [added: among](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000539/e24397_ex10-1.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000539/e24397_ex10-1.htm)[,] as [added: the] borrower, [removed: Rasier, LLC, as guarantor,] the lenders party thereto, [added: the letter of credit issuers party thereto] and [removed: Morgan Stanley Senior Funding, Inc.,] [added: Bank of America, N.A.,] as administrative [removed: agent.](http://www.sec.gov/Archives/edgar/data/1543151/000155278122000307/e22228_ex10-1.htm)] [added: agent.](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000539/e24397_ex10-1.htm)] | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | [removed: April 5, 2022] [added: September 27, 2024] | | |

| [removed: 10.28] [added: 10.12] | | | | | | [Form of Capped Call Confirmation [removed: between Uber Technologies, Inc. and] [added: between](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex10-1.htm) [the Registrant](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex10-1.htm) [and] each option counterparty.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000469/e23472_ex10-1.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | November 24, 2023 | | |

| [removed: 10.29+] [added: 10.14+] | | | | | | [Google Maps Master Agreement, by and between the Registrant and Google LLC, dated July 13, [removed: 2020.](http://www.sec.gov/Archives/edgar/data/1543151/000162828020015936/uber09302020exhibit101.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1543151/000162828020015936/uber09302020exhibit101.htm)] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | November 6, 2020 | | |

| [removed: 10.30+] [added: 10.15+] | | | | | | [Amendment to the Google Maps Master Agreement - Platform Rides and Deliveries Solution Service Schedule, by and between the Registrant and Google LLC, dated February 9, [removed: 2022](http://www.sec.gov/Archives/edgar/data/1543151/000154315122000015/uber3312022exhibit102.htm)] [added: 2022](https://www.sec.gov/Archives/edgar/data/1543151/000154315122000015/uber3312022exhibit102.htm).] | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.2 | | | | | | May 5, 2022 | | |

| [removed: 10.31+] [added: 10.16+] | | | | | | [Second Amendment to the Google Maps Master Agreement - Platform Rides and Deliveries Solution Service Schedule, dated June 15, 2023, among Google LLC and the Registrant.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit101.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 2, 2023 | | |

| [removed: 10.32] [added: 10.18] | | | | | | [Employment Agreement, by and between the Registrant and Dara Khosrowshahi, dated June 28, 2023.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000316/e23297_ex10-3.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.3 | | | | | | June 30, 2023 | | |

| [removed: 10.33] [added: 10.19] | | | | | | [Employment Agreement, by and between the Registrant and [removed: Nelson Chai,] [added: Nikki Krishnamurthy,] dated April 9, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1030.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1032.htm)] | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | [removed: 10.30] [added: 10.32] | | | | | | April 11, 2019 | | |

| 4.21 | | | | | | [Form of Notes (included in Exhibit 4.2 above).](https://www.sec.gov/Archives/edgar/data/1543151/000155278124000524/e24385_ex4-2.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.3 | | | | | | September 9, 2024 | | |

| 10.17+ | | | | | | [Third Amendment to the Google Maps Master Agreement - Platform Rides and Deliveries Solution Service Schedule, dated April 22, 2024, among Google LLC and the Registrant.](https://www.sec.gov/Archives/edgar/data/1543151/000154315124000027/uber06302024exhibit101.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 6, 2024 | | |

| 19.1+ | | | | | | [Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/1543151/000154315125000008/uber12312024exhibit191.htm). | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

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| 4.4 | | | | | | [Form of 8.00% Senior Note due 2026.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex46.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 4.6 | | | | | | April 11, 2019 | | |

| 4.19 | | | | | | [Supplemental Indenture, dated June 2, 2023, among the Registrant, Uber International Holding Corporation and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), as trustee, relating to the Registrant’s 4.50% Senior Notes due 2029.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000025/uber06302023exhibit46.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 4.6 | | | | | | August 2, 2023 | | |

| 10.12 | | | | | | [Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, the Issuing Banks party thereto, and Morgan Stanley Senior Funding, Inc., dated June 26, 2015.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1014.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.14 | | | | | | April 11, 2019 | | |

| 10.13 | | | | | | [Amendment No. 1 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated November 17, 2015.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1015.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.15 | | | | | | April 11, 2019 | | |

| 10.14 | | | | | | [Amendment No. 2 to Revolving Credit Agreement, by and between the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated December 21, 2015.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1016.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.16 | | | | | | April 11, 2019 | | |

| 10.15 | | | | | | [Joinder Agreement to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated March 21, 2016.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1017.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.17 | | | | | | April 11, 2019 | | |

| 10.16 | | | | | | [Amendment No. 4 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated July 13, 2016.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1018.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.18 | | | | | | April 11, 2019 | | |

| 10.17 | | | | | | [Amendment No. 5 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated June 13, 2018.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1019.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.19 | | | | | | April 11, 2019 | | |

| 10.18 | | | | | | [Amendment No. 6 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, each Issuing Bank party thereto, and Morgan Stanley Senior Funding, Inc., dated October 25, 2018.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1020.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.20 | | | | | | April 11, 2019 | | |

| 10.19 | | | | | | [Amendment No. 7 to Revolving Credit Agreement, by and among the Registrant, Rasier LLC, the Lenders party thereto, each Issuing Bank party thereto, and Morgan Stanley Senior Funding, Inc., dated June 5, 2020.](http://www.sec.gov/Archives/edgar/data/1543151/000154315120000029/uber06302020exhibit101.htm) | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 7, 2020 | | |

| 10.20 | | | | | | [Amendment No. 8 to Revolving Credit Agreement, by and among the Registrant, Rasier LLC, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated December 24, 2021.](http://www.sec.gov/Archives/edgar/data/1543151/000154315122000008/uber12312021exhibit1017.htm) | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 10.17 | | | | | | February 24, 2022 | | |

| 10.22 | | | | | | [Joinder Agreement, dated July 28, 2023, among the Registrant, Mizuho Bank Ltd., as an incremental revolving lender, Morgan Stanley Senior Funding, Inc., as administrative agent, and other parties thereto.](https://www.sec.gov/Archives/edgar/data/1543151/000154315123000021/uberq2238kexhibit101.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 1, 2023 | | |

| 10.23 | | | | | | [Term Loan Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated July 13, 2016.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1021.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.21 | | | | | | April 11, 2019 | | |

| 10.24 | | | | | | [Amendment No. 1 to Term Loan Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated June 13, 2018.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1022.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.22 | | | | | | April 11, 2019 | | |

| 10.25 | | | | | | [Amendment No. 2 to Term Loan Agreement, dated February 25, 2021, by and among the Registrant as Borrower, Rasier LLC as subsidiary guarantor, the lenders party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent for the lenders.](http://www.sec.gov/Archives/edgar/data/1543151/000155278121000058/e21071_ex10-1.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | March 1, 2021 | | |

| 10.26 | | | | | | [Amendment No. 3 to Term Loan Agreement, dated March 3, 2023, by and among Uber Technologies, Inc. as borrower, Rasier, LLC as subsidiary guarantor, the lenders party thereto and Morgan Stanley Senior Funding Inc., as administrative agent for the lenders.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000080/e23085_ex10-1.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | March 3, 2023 | | |

| 10.27 | | | | | | [Amendment No. 4 to Term Loan Agreement, dated March 14, 2023, by and among Uber Technologies, Inc. as borrower, Rasier, LLC as subsidiary guarantor, the lenders party thereto and Morgan Stanley Senior Funding Inc., as administrative agent for the lenders.](https://www.sec.gov/Archives/edgar/data/1543151/000155278123000109/e23109_ex10-1.htm) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | March 14, 2023 | | |

| 10.35 | | | | | | [Addendum to Employment Agreement, by and between the Registrant and Nelson Chai, dated February 28, 2020.](http://www.sec.gov/Archives/edgar/data/1543151/000154315120000010/uber12312019exhibit1030.htm) | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 10.30 | | | | | | March 2, 2020 | | |

| 10.36 | | | | | | [Employment Agreement, by and between the Registrant and Nikki Krishnamurthy, dated April 9, 2019.](http://www.sec.gov/Archives/edgar/data/1543151/000119312519103850/d647752dex1032.htm) | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.32 | | | | | | April 11, 2019 | | |

| 10.37 | | | | | | [Addendum to Employment Agreement, by and between the Registrant and Nikki Krishnamurthy, dated December 18, 2020.](http://www.sec.gov/Archives/edgar/data/1543151/000154315121000014/uber12312020exhibit1029.htm) | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 10.29 | | | | | | March 1, 2021 | | |