19 unchanged sentences
OTHER INFORMATION
−Removed: Amendments to Bylaws
−Removed: 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.
−Removed: 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.
+Added: Rule 10b5-1 Trading Plans
+Added: On November 7, 2024 , Dara Khosrowshahi , Chief Executive Officer , entered into a pre-arranged stock trading plan.
+Added: Such trading plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.
+Added: 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 .
+Added: On December 17, 2024 , Prashanth Mahendra-Rajah , Chief Financial Officer , entered into a pre-arranged stock trading plan.
+Added: Such trading plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended.
+Added: 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 .
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 unchanged sentence
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The 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 2024 Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, 2023 (“2024 Proxy Statement”) and is incorporated herein by reference.
+Added: 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.
+Added: The Company also follows procedures for the repurchase of its securities.
+Added: 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.
+Added: A copy of the Company’s insider trading policy is filed with this Annual Report on Form 10-K as Exhibit 19.1.
+Added: The 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 2025 Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024 (“2025 Proxy Statement”) and is incorporated herein by reference.
EXECUTIVE COMPENSATION
7 unchanged sentences
Ratification of Appointment of Independent Registered Public Accounting Firm” in the 2025 Proxy Statement and is incorporated herein by reference.
−Removed: EXHIBITS, FINANCIAL STATEMENT SCHEDULES
+Added: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) We have filed the following documents as part of this Annual Report on Form 10-K:
11 unchanged sentences
3.2 Amended and Restated Bylaws of the Registrant.
+Added: 3.2 February 15, 2024
4.1 Description of Common Stock.
2 unchanged sentences
S-1/A 333-230812 4.1 April 26, 2019
−Removed: 4.3 Indenture, relating to the Registrant’s 8.00% Senior Notes due 2026, by and between the Registrant and U.S.
−Removed: Bank National Association, dated November 7, 2018.
−Removed: S-1 333-230812 4.5 April 11, 2019
−Removed: 4.4 Form of 8.00% Senior Note due 2026.
−Removed: S-1 333-230812 4.6 April 11, 2019
−Removed: 4.5 Supplemental Indenture, dated September 6, 2019, among the Registrant, Rasier, LLC and U.S.
−Removed: Bank National Association, as trustee, relating to the Registrant’s 8.00% Senior Notes due 2026.
−Removed: 4.1 August 2, 2023
−Removed: 4.6 Supplemental Indenture, dated June 2, 2023, among the Registrant, Uber International Holding Corporation and U.S.
−Removed: Bank Trust Company, National Association (as successor to U.S.
−Removed: Bank National Association), as trustee, relating to the Registrant’s 8.00% Senior Notes due 2026.
−Removed: 4.3 August 2, 2023
4.3 Indenture, dated as of September 17, 2019, by and between the Registrant, Rasier, LLC and U.S.
35 unchanged sentences
4.6 August 2, 2023
−Removed: 4.20 Indenture, dated as of November 24, 2023, by and between Uber Technologies, Inc.
+Added: 4.16 Indenture, dated as of November 24, 2023, by and between the Registrant and U.S.
Bank Trust Company National Association, as Trustee.
4.1 November 24, 2023
−Removed: 4.21 Form of Global Note, representing Uber Technologies, Inc.’s 0.875% Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.
+Added: 4.17 Form of Global Note, representing the Registrant ’ s 0.875% Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.1).
4.2 November 24, 2023
−Removed: 4.22 First Supplemental Indenture, dated as of November 24, 2023, by and between Uber Technologies, Inc.
+Added: 4.18 First Supplemental Indenture, dated as of November 24, 2023, by and between the Registrant and U.S.
Bank Trust Company National Association, as trustee.
4.3 November 24, 2023
+Added: 4.19 Indenture, dated September 9, 2024, by and between the Registrant and U.S.
+Added: Bank Trust Company, National Association.
+Added: 4.1 September 9, 2024
+Added: 4.20 First Supplemental Indenture, dated September 9, 2024, by and between the Registrant and U.S.
+Added: Bank Trust Company, National Association.
+Added: 4.2 September 9, 2024
+Added: 4.21 Form of Notes (included in Exhibit 4.2 above).
+Added: 4.3 September 9, 2024
10.1 Amended and Restated 2010 Stock Plan and related forms of award agreements.
8 unchanged sentences
S-1 333-230812 10.5 April 11, 2019
−Removed: 10.6 F orm of I ndemnification A greement between the Registrant and each of its directors and executive officers, effective as of November 2024 .
+Added: 10.6 Form of Indemnification Agreement between the Registrant and each of its directors and executive officers, effective as of November 202 3 .
+Added: 10.6 February 15, 2024
10.7 2019 Executive Severance Plan.
8 unchanged sentences
10-Q 001-38902 10.1 May 5, 2022
−Removed: 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.
−Removed: S-1 333-230812 10.14 April 11, 2019
−Removed: 10.13 Amendment No.
−Removed: 1 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated November 17, 2015.
−Removed: S-1 333-230812 10.15 April 11, 2019
−Removed: 10.14 Amendment No.
−Removed: 2 to Revolving Credit Agreement, by and between the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated December 21, 2015.
−Removed: S-1 333-230812 10.16 April 11, 2019
−Removed: 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.
−Removed: S-1 333-230812 10.17 April 11, 2019
−Removed: 10.16 Amendment No.
−Removed: 4 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated July 13, 2016.
−Removed: S-1 333-230812 10.18 April 11, 2019
−Removed: 10.17 Amendment No.
−Removed: 5 to Revolving Credit Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated June 13, 2018.
−Removed: S-1 333-230812 10.19 April 11, 2019
−Removed: 10.18 Amendment No.
−Removed: 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.
−Removed: S-1 333-230812 10.20 April 11, 2019
−Removed: 10.19 Amendment No.
−Removed: 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.
−Removed: 10-Q 001-38902 10.1 August 7, 2020
−Removed: 10.20 Amendment No.
−Removed: 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.
−Removed: 10-K 001-38902 10.17 February 24, 2022
−Removed: 10.21 Amendment No.
−Removed: 9 to Revolving Credit Agreement, dated April 4, 2022, by and among the Registrant, as borrower, Rasier, LLC, as guarantor, the lenders party thereto, and Morgan Stanley Senior Funding, Inc., as administrative agent.
−Removed: 8-K 001-38902 10.1 April 5, 2022
−Removed: 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.
−Removed: 10.1 August 1, 2023
−Removed: 10.23 Term Loan Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated July 13, 2016.
−Removed: S-1 333-230812 10.21 April 11, 2019
−Removed: 10.24 Amendment No.
−Removed: 1 to Term Loan Agreement, by and among the Registrant, the Lenders party thereto, and Morgan Stanley Senior Funding, Inc., dated June 13, 2018.
−Removed: S-1 333-230812 10.22 April 11, 2019
−Removed: 10.25 Amendment No.
−Removed: 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.
−Removed: 8-K 001-38902 10.1 March 1, 2021
−Removed: 10.26 Amendment No.
−Removed: 3 to Term Loan Agreement, dated March 3, 2023, by and among Uber Technologies, Inc.
−Removed: as borrower, Rasier, LLC as subsidiary guarantor, the lenders party thereto and Morgan Stanley Senior Funding Inc., as administrative agent for the lenders.
−Removed: 10.1 March 3, 2023
−Removed: 10.27 Amendment No.
−Removed: 4 to Term Loan Agreement, dated March 14, 2023, by and among Uber Technologies, Inc.
−Removed: as borrower, Rasier, LLC as subsidiary guarantor, the lenders party thereto and Morgan Stanley Senior Funding Inc., as administrative agent for the lenders.
−Removed: 10.1 March 14, 2023
−Removed: 10.28 Form of Capped Call Confirmation between Uber Technologies, Inc.
−Removed: and each option counterparty.
+Added: 10.12 Form of Capped Call Confirmation between the Registrant and each option counterparty.
10.1 November 24, 2023
+Added: 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.
+Added: 10.1 September 27, 2024
Google Maps Master Agreement, by and between the Registrant and Google LLC, dated July 13, 2020.
4 unchanged sentences
10.1 August 2, 2023
+Added: 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.
+Added: 10.1 August 6, 2024
10.18 Employment Agreement, by and between the Registrant and Dara Khosrowshahi, dated June 28, 2023.
10.3 June 30, 2023
−Removed: 10.33 Employment Agreement, by and between the Registrant and Nelson Chai, dated April 9, 2019.
−Removed: S-1 333-230812 10.30 April 11, 2019
−Removed: 10.34 Addendum to Employment Agreement, by and between the Registrant and Nelson Chai, dated September 1, 2019.
−Removed: 10-K 001-38902 10.29 March 2, 2020
−Removed: 10.35 Addendum to Employment Agreement, by and between the Registrant and Nelson Chai, dated February 28, 2020.
−Removed: 10-K 001-38902 10.30 March 2, 2020
10.19 Employment Agreement, by and between the Registrant and Nikki Krishnamurthy, dated April 9, 2019.
4 unchanged sentences
10-Q 001-38902 10.2 November 6, 2020
+Added: Insider Trading Policy .
21.1 List of Subsidiaries of the Registrant.
64 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.