None.
EXHIBIT INDEX
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| Exhibit No. | | | | | | Exhibit Description | | | | | | Provided | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |
| | | Herewith | | | | | | Form | | | | | | File Number | | | | | | Exhibit | | | | | | Filing Date | | | | | | | | | | | |
| 3.1 | | | | | | Amended and Restated Certificate of Incorporation of the Registrant. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 3.1 | | | | | | August 5, 2021 | | |
| 3.2 | | | | | | Amended and Restated Bylaws of the Registrant. | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 3.2 | | | | | | February 15, 2024 | | |
| 4.1 | | | | | | Description of Common Stock. | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | March 2, 2020 | | |
| 4.2 | | | | | | Form of common stock certificate of the Registrant. | | | | | | | | | | | | S-1/A | | | | | | 333-230812 | | | | | | 4.1 | | | | | | April 26, 2019 | | |
| 4.3 | | | | | | Form of Unsecured Convertible Note. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 4.1 | | | | | | May 8, 2020 | | |
| 4.4 | | | | | | Indenture, dated as of August 12, 2021, by and between the Registrant, Rasier, LLC and U.S. Bank National Association, as Trustee. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | August 12, 2021 | | |
| 4.5 | | | | | | Form of Global Note, representing the Registrant’s 4.50% Senior Notes due 2029 (included as Exhibit A to the Indenture incorporated by reference as Exhibit 4.5). | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | August 12, 2021 | | |
| 4.6 | | | | | | 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. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 4.6 | | | | | | August 2, 2023 | | |
| 4.7 | | | | | | Indenture, dated as of November 24, 2023, by and between the Registrant and U.S. Bank Trust Company National Association, as Trustee. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | November 24, 2023 | | |
| 4.8 | | | | | | Form of Global Note, representing the Registrant’s 0.875% Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture incorporated as reference as Exhibit 4.8). | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | November 24, 2023 | | |
| 4.9 | | | | | | Indenture, dated September 9, 2024, by and between the Registrant and U.S. Bank Trust Company, National Association. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | September 9, 2024 | | |
| 4.10 | | | | | | First Supplemental Indenture, dated September 9, 2024, by and between the Registrant and U.S. Bank Trust Company, National Association. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | September 9, 2024 | | |
| 4.11 | | | | | | Form of Notes, representing the Registrant’s 4.300% Senior Notes due 2030, 4.800% Senior Notes due 2034, and 5.350% Senior Notes due 2054 (included as in Exhibits A, B and C, respectively of the First Supplemental Indenture incorporated by references as Exhibit 4.12 above). | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.3 | | | | | | September 9, 2024 | | |
| 4.12 | | | | | | Indenture, dated as of May 20, 2025, among the Registrant, Neben Holdings, LLC and U.S. Bank Trust Company, National Association, as Trustee | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | May 20, 2025 | | |
| 4.13 | | | | | | Form of Global Note, representing the Registrant’s 0.0% Exchangeable Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.14) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | May 20, 2025 | | |
| 4.14 | | | | | | Second Supplemental Indenture, dated as of September 11, 2025, by and between the Registrant and U.S. Bank Trust Company, National Association | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.1 | | | | | | September 11, 2025 | | |
| 4.15 | | | | | | Form of Notes, representing the Registrant’s 4.150% Senior Notes due 2031 and 4.800 Senior Notes due 2035 (included as Exhibits A and B, respectively, to the Second Supplemental Indenture incorporated by reference as in Exhibit 4.16 above) | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 4.2 | | | | | | September 11, 2025 | | |
| 10.1 | | | | | | Amended and Restated 2010 Stock Plan and related forms of award agreements. | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.1 | | | | | | April 11, 2019 | | |
| 10.2 | | | | | | Amended and Restated 2013 Equity Incentive Plan and related forms of award agreements. | | | | | | | | | | | | S-1/A | | | | | | 333-230812 | | | | | | 10.2 | | | | | | April 26, 2019 | | |
| 10.3 | | | | | | 2019 Equity Incentive Plan and related forms of award agreements. | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.3 | | | | | | April 11, 2019 | | |
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| 10.4 | | | | | | 2019 Employee Stock Purchase Plan. | | | | | | | | | | | | 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 officers. | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.5 | | | | | | April 11, 2019 | | |
| 10.6 | | | | | | Form of Indemnification Agreement between the Registrant and each of its directors and executive officers, effective as of November 2023. | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 10.6 | | | | | | February 15, 2024 | | |
| 10.7 | | | | | | 2019 Executive Severance Plan. | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.6 | | | | | | April 11, 2019 | | |
| 10.8 | | | | | | Amended and Restated 2019 Executive Severance Plan. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.2 | | | | | | June 30, 2023 | | |
| 10.9 | | | | | | Executive Bonus Plan. | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.7 | | | | | | April 11, 2019 | | |
| 10.10 | | | | | | Director Compensation Policy and Stock Ownership Guidelines. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 6, 2025 | | |
| 10.11 | | | | | | RSU Conversion and Deferral Program for Directors. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | May 5, 2022 | | |
| 10.12 | | | | | | Form of Capped Call Confirmation between the Registrant and each option counterparty. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | November 24, 2023 | | |
| 10.13 | | | | | | Credit Agreement, dated as of September 26, 2024, by and among the Registrant, as the borrower, the lenders party thereto, the letter of credit issuers party thereto and Bank of America, N.A., as administrative agent. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | September 27, 2024 | | |
| 10.14+ | | | | | | Google Maps Master Agreement, by and between the Registrant and Google LLC, dated July 13, 2020. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | November 6, 2020 | | |
| 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, 2022. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.2 | | | | | | May 5, 2022 | | |
| 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. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 2, 2023 | | |
| 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. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.1 | | | | | | August 6, 2024 | | |
| 10.18 | | | | | | Employment Agreement, by and between the Registrant and Dara Khosrowshahi, dated June 28, 2023. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.3 | | | | | | June 30, 2023 | | |
| 10.19 | | | | | | Employment Agreement, by and between the Registrant and Nikki Krishnamurthy, dated April 9, 2019. | | | | | | | | | | | | S-1 | | | | | | 333-230812 | | | | | | 10.32 | | | | | | April 11, 2019 | | |
| 10.20 | | | | | | Addendum to Employment Agreement, by and between the Registrant and Nikki Krishnamurthy, dated December 18, 2020. | | | | | | | | | | | | 10-K | | | | | | 001-38902 | | | | | | 10.29 | | | | | | March 1, 2021 | | |
| 10.21‡ | | | | | | Form of employment agreement between the Registrant and its executive officers. | | | | | | | | | | | | 10-Q | | | | | | 001-38902 | | | | | | 10.2 | | | | | | November 6, 2020 | | |
| 19.1+ | | | | | | Insider Trading Policy. | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 21.1 | | | | | | List of Subsidiaries of the Registrant. | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 23.1 | | | | | | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 24.1 | | | | | | Power of Attorney (contained on signature page hereto). | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 31.1 | | | | | | Certification of the Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 31.2 | | | | | | Certification of the Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 32.1* | | | | | | Certifications of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| 97.1 | | | | | | Clawback Policy. | | | | | | | | | | | | 8-K | | | | | | 001-38902 | | | | | | 10.1 | | | | | | June 30, 2023 | | |
| 101.INS | | | | | | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 101.SCH | | | | | | XBRL Taxonomy Extension Schema Document. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 101.CAL | | | | | | XBRL Taxonomy Extension Calculation Linkbase Document. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 101.DEF | | | | | | XBRL Taxonomy Extension Definition Linkbase Document. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 101.LAB | | | | | | XBRL Taxonomy Extension Labels Linkbase Document. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 101.PRE | | | | | | XBRL Taxonomy Extension Presentation Linkbase Document. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 104 | | | | | | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
+Portions of this exhibit have been omitted in accordance with Item 601(b)(10)(iv) of Regulation S-K.
‡This form of employment agreement will be used for all named executive officer employment agreements entered into and effective after July 1, 2020 unless otherwise noted.
- The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Uber Technologies, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | | UBER TECHNOLOGIES, INC. | | |
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| Date: February 13, 2026 | | | By: /s/ Dara Khosrowshahi | | |
| | | Dara Khosrowshahi | | |
| | | Chief Executive Officer and Director | | |
| | | (Principal Executive Officer) | | |
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoint Dara Khosrowshahi, Prashanth Mahendra-Rajah, and Tony West, and each one of them, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in their name, place and stead, in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the following persons in the capacities and on the dates indicated.
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| Signature | | | | | | Title | | | | | | Date | | |
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| /s/ Dara Khosrowshahi | | | | | | Chief Executive Officer and Director | | | | | | February 13, 2026 | | |
| Dara Khosrowshahi | | | | | | (Principal Executive Officer) | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Prashanth Mahendra-Rajah | | | | | | Chief Financial Officer | | | | | | February 13, 2026 | | |
| Prashanth Mahendra-Rajah | | | | | | (Principal Financial Officer) | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Glen Ceremony | | | | | | Chief Accounting Officer and Global Corporate Controller | | | | | | February 13, 2026 | | |
| Glen Ceremony | | | | | | (Principal Accounting Officer) | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Ronald Sugar | | | | | | Chairperson of the Board of Directors | | | | | | February 13, 2026 | | |
| Ronald Sugar | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Revathi Advaithi | | | | | | Director | | | | | | February 13, 2026 | | |
| Revathi Advaithi | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Turqi Alnowaiser | | | | | | Director | | | | | | February 13, 2026 | | |
| Turqi Alnowaiser | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Nikesh Arora | | | | | | Director | | | | | | February 13, 2026 | | |
| Nikesh Arora | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Ursula Burns | | | | | | Director | | | | | | February 13, 2026 | | |
| Ursula Burns | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Robert Eckert | | | | | | Director | | | | | | February 13, 2026 | | |
| Robert Eckert | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Amanda Ginsberg | | | | | | Director | | | | | | February 13, 2026 | | |
| Amanda Ginsberg | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ John Thain | | | | | | Director | | | | | | February 13, 2026 | | |
| John Thain | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ David Trujillo | | | | | | Director | | | | | | February 13, 2026 | | |
| David Trujillo | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| /s/ Alexander Wynaendts | | | | | | Director | | | | | | February 13, 2026 | | |
| Alexander Wynaendts | | | | | | | | | | | | | | |