app-20260420

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934

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AppLovin Corporation
(Name of Registrant as Specified In Its Charter)

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Letter to Our Stockholders

Fellow Stockholders,

AppLovin had another milestone year in 2025, with exceptional financial performance and the sale of our Apps business sharpening our focus on our core advertising platform.

Our financial results put us in a rare air: $5.5 billion in revenue with 70% annual growth paired with $4.5 billion in Adjusted EBITDA (+87% year-over-year) and $4.0 billion in Free Cash Flow (+91% year-over-year).

We also continued to deliver value for stockholders, repurchasing $2.2 billion of our Class A common stock throughout the year and increasing our repurchase program authorization by $3.2 billion in October.

During the year, we launched our rebranded Axon Ads Manager and made meaningful improvements to our Axon AI recommendation engine, all while continuing the early introduction of web-based e-commerce advertisers to our platform.

Our mission is to make profitable growth accessible to every business. As we continue our expansion into e-commerce and other major advertising categories, we are excited to show even more businesses how Axon can drive their revenues. We’ll remain focused on improving our core Axon technologies and delivering measurable results for advertisers.

On the governance front, we are pleased to announce the transition of Craig Billings into the role of independent Chairperson. We first met in 2013, when Craig’s business was a customer of AppLovin. He deeply understands what we do and has seen firsthand how we help grow businesses. He has also played a key role leading the Board as our Lead Independent Director over the past five years. As a result, Craig is well-suited to take on this new role, which strengthens the independent leadership of the Board while allowing management to continue executing on Adam’s long-term vision.

In pursuing the tremendous opportunities in front of us, our full Board of Directors believes the AppLovin team will continue to create long-term stockholder value, and remains committed to providing strong oversight of strategy, capital allocation and risk management.

To our stockholders - thank you for your investment in AppLovin and your belief in our future.

Sincerely,

Adam Foroughi

Chief Executive Officer and Co-Founder

Craig Billings

Chairperson of the Board of Directors

Adam Foroughi

Craig Billings


			AppLovin Corporation			i			2026 Proxy Statement


			1100 Page Mill Road \| Palo Alto, California 94304

Notice of Annual Meeting of Stockholders

MEETING DETAILS

Date

June 3, 2026

Dear Stockholders of AppLovin Corporation:

We cordially invite you to attend the 2026 annual meeting of stockholders (the “Annual Meeting”) of AppLovin Corporation, a Delaware corporation, to be held virtually via live audio webcast, where you will be able to listen to the meeting live, submit questions, and vote online.

Your vote is important. Whether or not you attend the Annual Meeting, it is important that your shares be represented and voted at the meeting. Therefore, we urge you to promptly vote and submit your proxy via the internet, by telephone, or by mail.

We are holding the Annual Meeting for the following purposes, as more fully described in the accompanying proxy statement:

Time

10:00 a.m.

Pacific Time

Location

www.virtualshareholdermeeting.com/APP2026

Proposals

Board Vote Recommendation

To elect nine (9) directors to serve until the next annual meeting of stockholders and until their successors are duly elected and qualified;

FOR

the election of each director nominee

To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026;

FOR

To approve, on an advisory basis, the compensation of our named executive officers;

FOR

To approve an amendment to our amended and restated certificate of incorporation to provide for officer exculpation as permitted by Delaware law;

FOR

AGAINST

To vote on a stockholder proposal, if properly presented; and

To transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof.

Our Board of Directors has fixed the close of business on April 13, 2026 as the record date for the Annual Meeting. Stockholders of record on April 13, 2026 are entitled to notice of and to vote at the Annual Meeting. Further information regarding voting rights and the matters to be voted upon is presented in the accompanying proxy statement. The accompanying proxy statement and our 2025 annual report are available at www.proxyvote.com. You will be asked to enter the 16 digit control number located on your proxy card.

By order of the Board of Directors,

Adam Foroughi

Chief Executive Officer and Co-Founder

Palo Alto, California

This notice and the accompanying proxy statement and form of proxy are being made available to stockholders on April 21, 2026.


			AppLovin Corporation			ii			2026 Proxy Statement

Table of Contents


LETTER TO STOCKHOLDERS			i
N OTICE OF ANNUAL MEETING OF STOCKHOLDERS			ii
ANNUAL MEETING INFORMATION			1
GOVERNANCE AND COMPENSATION HIGHLIGHTS			2
PROPOSAL N O . 1 - ELECTION OF DIRECTORS			3
BOARD OF DIRECTORS AND CORPORATE GOVERNANCE			4
Director Nominees			6
Board Leadership Structure and Role of the Independent C hairperson			15
Role of our Board in the Risk Oversight Process			16
Director Independence			17
Multi-Class Structure			17
Board Committees			18
Attendance at Board and Stockholder Meetings			21
Compensation Committee Interlocks and Insider Participation			21
Board of Directors Evaluations			21
Considerations in Evaluating Director Nominees			21
Stockholder Recommendations and Nominations to the Board of Directors			22
Communications with the Board of Directors			22
Other Governance Information			23
Director Compensation			24
PROPOSAL N O . 2 - RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			27
AUDIT COMMITTEE REPORT			29
PROPOSAL N O . 3 - ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS			30
EXECUTIVE OFFICERS			31
COMPENSATION DI S CUSSION AND ANALYSIS			32
Bu siness Context			32
Compensation Philosophy			32
Executive Compensation Policies and Practices			33



Our Compensation-Setting Process			34
Compensation Decisions			35
Elements of Executive Pay and 202 5 Compensation			36
Other Compensation Information			38
Employment Arrangements			38
Post-Employment Compensation			39
Compensation Risk Assessment			39
COMPENSATION COMMITTEE REPORT			40
EXECUTIVE COMPENSATION TABLES			41
Summary Compensation Table for Fiscal Year 2025			41
Grants of Plan-Based Awards in 2025			42
Outstanding Equity Awards at 202 5 Year-End			43
Option Exercises and Stock Vested in 2025			44
Potential Payments on Termination or Change in Control			45
Pay Versus Performance			47
CEO Pay Ratio			50
E QUITY COMPENSATION PLAN INFORMATION			51
PROPOSAL N O . 4 - AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PROVIDE FOR OFFICER EXCULPATION AS PERMITTED BY DELAWARE LAW			52
PROPOSAL N O . 5 - STOCKHOLDER PROPOSAL REGARDING DISCLOSURE OF VOTING RESULTS BY CLASS OF SHARES			54
S ECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT			57
FISCAL YEAR 2025 ANNUAL REPORT AND SEC FILINGS			62
QUESTION S AND ANSWERS REGARDI NG THIS PRO XY STATEMENT AND THE ANNUAL MEETING			63


			AppLovin Corporation			iii			2026 Proxy Statement

Table of Contents

Annual Meeting Information

This proxy statement and the enclosed form of proxy are furnished in connection with the solicitation of proxies by our board of directors (“Board of Directors” or “Board”) for use at the 2026 annual meeting of stockholders of AppLovin Corporation, a Delaware corporation (“we,” “our,” “us,” the “Company,” or “AppLovin”), and any postponements, adjournments, or continuations thereof (the “Annual Meeting”). Our Class A common stock and Class B common stock are collectively referred to in this proxy statement as our “common stock.”

Date

June 3, 2026

Time

10:00 a.m. Pacific Time

Location

www.virtualshareholdermeeting.com/APP2026

The Annual Meeting will be conducted virtually via live audio webcast. You will be able to attend the Annual Meeting virtually by visiting www.virtualshareholdermeeting.com/APP2026, where you will be able to listen to the meeting live, submit questions, and vote online. The Notice of Internet Availability of Proxy Materials (the “Notice”) containing instructions on how to access this proxy statement and our annual report is first being mailed on or about April 21, 2026 to all stockholders entitled to vote at the Annual Meeting. The proxy materials and our 2025 annual report can be accessed by following the instructions in the Notice.

It is important that your shares of our common stock be represented at the Annual Meeting, regardless of the number of shares that you hold. You are urged to vote by telephone or by using the Internet as instructed on the enclosed proxy card or execute and return, at your earliest convenience, the enclosed proxy card in the envelope that has also been provided.

Information contained on, or that can be accessed through, our website is not intended to be incorporated by reference into this proxy statement and references to our website address in this proxy statement are inactive textual references only.


			AppLovin Corporation			1			2026 Proxy Statement

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Governance and Compensation Highlights

Governance Highlights

Our corporate governance structure is designed to promote the long-term interests of our stockholders. The list below highlights our Board and leadership practices, as discussed further in this proxy statement.

6 of 9 director nominees are independent

Annual self-evaluation of Board and committees

Independent Chairperson of our Board

Annual review of committee charters, corporate policies, and corporate governance guidelines

100% independent committees

Continuing director education program

Strong risk oversight by full Board and committees

Regular executive sessions of Board and independent directors

Regular communication between Board members and management beyond regular meetings

Compensation Highlights

Our compensation practices are designed to attract and retain critical talent and to align management and stockholder interests. The list below highlights key compensation practices, as discussed further in this proxy statement.

What We Do

What We Don’t Do

RSUs as primary component of executive compensation to maintain stockholder alignment

No executive base salary increases since initial public offering

Independent compensation consultant advises on executive and outside director compensation

No annual cash bonus program for executive officers

Equity ownership guidelines exceeded by all officers and directors

No “Golden Parachute” tax reimbursements

Compensation Committee oversees compensation for key engineering talent in addition to executive officers

No single-trigger change of control acceleration for executive officers

Hedging and pledging limitations in our insider trading policy

No “evergreen” increases to our equity plans for 2026


			AppLovin Corporation			2			2026 Proxy Statement

Table of Contents

PROPOSAL NO. 1

Election of Directors

Our Board of Directors is currently composed of nine (9) members. Each of the director nominees except Victoria Valenzuela currently serves on the Board. As previously announced, Alyssa Harvey Dawson, who currently serves as a director, will not stand for re-election and her term will expire at the Annual Meeting. Ms. Valenzuela is standing for election by our stockholders for the first time and was recommended for consideration as a director to the Nominating and Corporate Governance Committee by our Chief Executive Officer. The current term of all directors will expire at the Annual Meeting when their successors are elected and qualified.

Our Nominating and Corporate Governance Committee has recommended, and our Board of Directors has approved, as director nominees for election as directors at the Annual Meeting: Adam Foroughi, Craig Billings, Herald Chen, Margaret Georgiadis, Barbara Messing, Todd Morgenfeld, Victoria Valenzuela, Eduardo Vivas, and Maynard Webb. If elected, each of the director nominees will serve as directors until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified. For information concerning the director nominees, see the section titled “Board of Directors and Corporate Governance.”

If you are a stockholder of record and you sign your proxy card or vote by telephone or over the internet but do not give instructions with respect to the voting of directors, your shares will be voted “For” the election of Messrs. Foroughi, Billings, Chen, Morgenfeld, Vivas, and Webb and Mses. Georgiadis, Messing, and Valenzuela. If you are a street name stockholder and you do not give voting instructions to your broker or nominee, your broker will leave your shares unvoted on this matter.

Vote Required

Each director is elected by a plurality of the votes of the shares present virtually or represented by proxy at the meeting and entitled to vote on the election of directors at the Annual Meeting. “Plurality” means that the nine (9) director nominees who receive the largest number of votes cast “For” such director nominees are elected as directors. As a result, any shares not voted “For” a particular director nominee (whether as a result of a withhold vote or a broker non-vote) will not be counted in such director nominee’s favor and will have no effect on the outcome of the election.


			OUR BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” EACH OF THE DIRECTOR NOMINEES NAMED ABOVE.


			AppLovin Corporation			3			2026 Proxy Statement

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Board of Directors and Corporate Governance

Our Board of Directors and its three (3) fully independent standing committees play a critical role in the oversight and governance of our business and operations. The following charts provide summary information about each director nominee’s background, skills, and expertise.

Name

Age

Director Since

Independent

Other Public Co. Boards

Committee Memberships

Occupation

Audit

Comp.

NCG

Adam Foroughi

2011

Chief Executive Officer and Co-Founder of AppLovin Corporation

Craig Billings

2020

Yes

Chairperson; Chief Executive Officer of Wynn Resorts, Limited

Herald Chen

2018

Former President and Chief Financial Officer of AppLovin Corporation

Margaret Georgiadis

Co-Founder and Chief Executive Officer of Montai Therapeutics and a CEO-Partner of Flagship Pioneering Inc.

2021

Yes

Barbara Messing

2024

Yes

Operating Partner of Stripes Group and Former Chief Marketing and Communications Officer at Roblox Corp.

Todd Morgenfeld

2023

Yes

Former Chief Financial Officer and Head of Business Operations of Pinterest

Victoria Valenzuela

N/A

Chief Administrative & Legal Officer of AppLovin Corporation

Eduardo Vivas

2018

Yes

Former Chief Operating Officer of Humans, Inc.

Maynard Webb

2025

Yes

Founder of Webb Investment Network

Committee chair

Committee member


			AppLovin Corporation			4			2026 Proxy Statement

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Director Nominees’ Skills and Expertise

Director Nominees

Skills and Expertise

Adam Foroughi

Craig Billings

Herald Chen

Margaret Georgiadis

Barbara Messing

Todd Morgenfeld

Victoria Valenzuela

Eduardo Vivas

Maynard Webb

CEO or Founder Experience

Industry Expertise

Marketing & Digital Media

Public Company Experience

Cyber Security & Data Privacy

Financial & Accounting

Global Operational Expertise

Risk Management & Corporate Governance

Human Capital & Talent Development

CEO or Founder Experience

Industry Expertise

Marketing & Digital Media

Experience and skills in leadership, management, and business strategy as a chief executive officer and/or founder at a large publicly traded or private company.

In-depth knowledge and expertise in the creation, management, and optimization of products within the advertising technology and/or artificial intelligence space, including building and improving tools, platforms and strategies that help companies reach their audiences.

A deep understanding of marketing and digital media strategies, including brand and marketing strategy, social media and content marketing, and/or creating or implementing platforms to promote products and services.

Public Company Experience

Cyber Security & Data Privacy

Financial & Accounting

Experience as a senior executive or member of the board of directors of a publicly traded company, providing valuable insight into public company operations, governance, financial reporting, investor relations, and regulatory compliance.

Experience (including through oversight) in various cyber security and data privacy capabilities, including protection from threats such as cyberattacks, hacking, data breaches, malware, and other forms of digital security vulnerabilities; data governance and managing sensitive personal and organizational data; and compliance with respect to privacy laws and regulations.

Experience in positions requiring a deep understanding of financial principles, accounting standards, tax strategies, auditing, and reporting.

Global Operational Expertise

Risk Management & Corporate Governance

Human Capital & Talent Development

Leadership position in an organization managing day-to-day business operations at scale and/or international operations, providing knowledge and expertise in executing business activities and strategies and driving growth in complex or high-growth environments.

Knowledge and experience in identifying, accessing, and managing risks that may affect an organization’s objectives, including understanding the principles, structures, and processes that allow a company to best operate in an ethical, accountable, and transparent manner.

Management experience involving strategies and practices aimed at maximizing the potential of an organization’s workforce.


			AppLovin Corporation			5			2026 Proxy Statement

Table of Contents

Director Nominees

Mr. Foroughi is one of our co-founders and has served as our Chief Executive Officer and a member of our Board of Directors since December 2011.

He served as Chairperson of our Board of Directors from March 2021 until April 2026. He previously co-founded two advertising technology companies, Lifestreet Media Inc. and Social Hour Inc. Mr. Foroughi holds a B.A. in Business Administration from the University of California, Berkeley.

Qualifications

Mr. Foroughi was selected to serve on our Board of Directors because of his deep industry knowledge and the vision and experience he brings as our Chief Executive Officer and Co-Founder. With expertise in international operations, product development, building high-performing teams, and driving strategic vision, he has successfully led us through growth and innovation in the ever-evolving tech landscape.

Adam Foroughi

Chief Executive Officer and Co-Founder

Director

Skills

Age: 45

Director Since: 2011

Committees: None

CEO or Founder Experience

Cyber Security & Data Privacy

Industry Expertise

Global Operational Expertise

Marketing & Digital Media

Human Capital & Talent Development

Public Company


			AppLovin Corporation			6			2026 Proxy Statement

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Mr. Billings has served as a member of our Board of Directors since December 2020 and as our Chairperson since April 2026.

Mr. Billings previously served as our Lead Independent Director from February 2021 until his appointment as our independent Chairperson. Mr. Billings has served as Chief Executive Officer and a member of the board of directors of Wynn Resorts, Limited (NYSE: WYNN), a developer and operator of hotels and casinos, since February 2022. Prior to February 2022, Mr. Billings served as the Chief Financial Officer and Treasurer of Wynn Resorts from March 2017 to January 2022 and as President from May 2019 to May 2021. Since August 2018, he has also served as a Director of Wynn Macau, Limited, a majority owned subsidiary of Wynn Resorts that is listed on the Hong Kong Stock Exchange. From December 2015 to January 2018, Mr. Billings served as Non-Executive Chairman of NYX Gaming Group Ltd., a developer of digital gaming systems which was acquired by Scientific Games Corporation in January 2018. Mr. Billings has been a Certified Public Accountant since 1999. He holds a B.S. in Business Administration from the University of Nevada, Las Vegas and an M.B.A. from Columbia Business School.

Qualifications

Craig Billings

Chairperson

Independent Director

Age: 53

Director Since: 2020

Committees: Compensation (Chair); Audit

Mr. Billings was selected to serve on our Board of Directors because of his significant global operational experience as a public-company CEO, his financial and accounting acumen, his risk management and corporate governance expertise, and his industry knowledge—qualities that bring a strategic perspective to the boardroom and position him to guide us through complex challenges and growth opportunities.

Skills

CEO or Founder Experience

Financial & Accounting

Marketing & Digital Media

Global Operational Expertise

Public Company

Risk Management & Corporate Governance


			AppLovin Corporation			7			2026 Proxy Statement

Table of Contents

Mr. Chen has served as a member of our Board of Directors since August 2018.

Mr. Chen previously served as AppLovin’s President and Chief Financial Officer from November 2019 to December 2023. Prior to joining us, he served as the head of Technology, Media and Telecom at Kohlberg Kravis Roberts & Co. L.P. (NYSE: KKR), an investment firm that manages multiple alternative asset classes, from 2007 to 2019, having previously worked for the firm from 1995 to 1997. He also currently serves on the board of directors of GoDaddy, Inc. (NYSE: GDDY), an online solutions provider, and Internet Brands Inc., an integrated digital media and software services company. Mr. Chen holds a B.S. in Economics (Finance) and a B.S.E. in Mechanical Engineering from the University of Pennsylvania and an M.B.A. from the Stanford University Graduate School of Business.

Qualifications

Herald Chen

Director

Age: 56

Director Since: 2018

Committees: None

Mr. Chen was selected to serve on our Board of Directors because of his extensive operating and management experience. He brings strong financial and accounting expertise, along with significant experience in public company leadership, strategic transactions, and governance. His experience serving on the boards of both public and private technology companies provides valuable oversight and strategic insight to our Board.

Skills

CEO or Founder Experience

Financial & Accounting

Industry Expertise

Global Operational Expertise

Public Company


			AppLovin Corporation			8			2026 Proxy Statement

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Ms. Georgiadis has served as a member of our Board of Directors since January 2021.

Ms. Georgiadis currently serves as Co-Founder and Chief Executive Officer of Montai Therapeutics and as a CEO-Partner of Flagship Pioneering Inc., a bioplatform innovation company, since April 2022. She previously served as an Endurance Partner-in-Residence at General Catalyst, a venture capital firm, from January 2021 to April 2022. From May 2018 to December 2020, she served as President and Chief Executive Officer of Ancestry.com LLC, a global family history and consumer genomics company. Prior to Ancestry, from February 2017 to May 2018, Ms. Georgiadis served as Chief Executive Officer of Mattel, Inc. (NASDAQ: MAT), a global children’s entertainment company specializing in toys and consumer products. From 2009 to 2017, she served as President of Google Americas and the Vice President of Global Operations. She is an experienced public and private company board director and currently serves on the board of directors of McDonald’s Corporation (NYSE: MCD) and several private companies in technology and health technology. She holds an A.B. from Harvard College and an M.B.A. from Harvard Business School.

Qualifications

Margaret Georgiadis

Independent Director

Age: 62

Director Since: 2021

Committees: Nominating and Corporate Governance (Chair); Audit

Ms. Georgiadis was selected to serve on our Board of Directors because of her experience as a public company director and deep expertise in the tech industry. With extensive CEO and public company experience, she brings a strategic and operational mindset to the boardroom. Her background spans product development, ad tech, and data privacy, complemented by strong financial, accounting and risk management acumen. A leader in corporate governance with a strong track record in international operations, strategic transactions, and talent development, she provides critical oversight while driving innovation and growth.

Skills

CEO or Founder Experience

Financial & Accounting

Industry Expertise

Global Operational Expertise

Marketing & Digital Media

Risk Management & Corporate Governance

Public Company

Human Capital & Talent Development

Cyber Security & Data Privacy


			AppLovin Corporation			9			2026 Proxy Statement

Table of Contents

Ms. Messing has served as a member of our Board of Directors since March 2024.

Ms. Messing has served as an Operating Partner at Stripes, LLC (“Stripes Group”), a leading growth equity firm since January 2026. Prior to joining Stripes Group, Ms. Messing served as Chief Marketing & Communications Officer at Roblox Corp. (NYSE: RBLX), an online gaming platform, from August 2020 to December 2023 and previously served as Chief Marketing Officer and People Experience Officer from August 2020 to July 2023. Previously, Ms. Messing served as Senior Vice President, Chief Marketing Officer of Walmart U.S (NYSE: WMT) from August 2018 to August 2019, and brought her years of experience serving in multiple roles including Vice President and Chief Marketing Officer, and later Senior Vice President and Chief Marketing Officer at TripAdvisor, Inc. (NASDAQ: TRIP) an online travel company, between 2011 and 2018. Between 2002 and 2011, she served in a number of management positions at Hotwire.com, an internet-based travel agency, including Vice President of Customer Experience and Vice President and General Manager, Travel Ticker. Ms. Messing previously served on the board of directors of Vacasa, Inc., a leading platform for vacation rental management, from 2021 to 2025, Overstock.com, Inc., an internet retailer, from 2020 to 2023, and XO Group, Inc., which merged with WeddingWire in December 2018, from 2014 to 2018. Ms. Messing received her B.A. from Northwestern University and her J.D. from Stanford Law School.

Barbara Messing

Independent Director

Age: 54

Director Since: 2024

Committees: Compensation; Nominating and Corporate Governance

Qualifications

Ms. Messing was selected to serve on our Board of Directors because of her extensive operational expertise and leadership experience in both management and director roles at public companies. She brings deep knowledge in marketing, digital media, product development, and ad tech, along with a strong background in building and scaling online platforms. Her experience in human capital and talent development further enhances our ability to drive organizational growth and foster leadership excellence.

Skills

Marketing & Digital Media

Global Operational Expertise

Public Company

Human Capital & Talent Development


			AppLovin Corporation			10			2026 Proxy Statement

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Mr. Morgenfeld has served as a member of our Board of Directors since September 2023.

Mr. Morgenfeld previously held pivotal roles at Pinterest, Inc. (NYSE: PINS), a discovery and social media platform, including Chief Financial Officer and Head of Business Operations (CFO/COO) from November 2016 to July 2023. Before Pinterest, he left his mark at Twitter as Vice President of Finance from 2015 to 2016 and at Hewlett-Packard (NYSE: HPQ) as Treasurer and Senior VP of Financial Analytics and Corporate Development from 2013 to 2015. Prior to his role at Hewlett-Packard, he was an investment partner at Silver Lake from 2004 to 2013. Mr. Morgenfeld currently serves on the board of directors of Urban Outfitters, Inc. (NASDAQ: URBN), a portfolio of global consumer brands comprising Urban Outfitters, Anthropologie, Free People, BHLDN, Terrain, Menus & Venues, and Nuuly; and Axon Enterprise, Inc. (NASDAQ: AXON), a technology leader in global public safety. Mr. Morgenfeld graduated first in his class from the United States Military Academy at West Point and holds an M.B.A. from Stanford University Graduate School of Business.

Qualifications

Todd Morgenfeld

Independent Director

Age: 54

Director Since: 2023

Committees: Audit (Chair); Compensation

Mr. Morgenfeld was selected to serve on our Board of Directors because of his deep operational expertise in technology-driven enterprises. He has a strong background in finance and accounting, and his public company board experience helps him bring valuable insights into public company financial oversight, risk management, and corporate governance matters.

Skills

Industry Expertise

Financial & Accounting

Marketing & Digital Media

Global Operational Expertise

Public Company

Risk Management & Corporate Governance


			AppLovin Corporation			11			2026 Proxy Statement

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Ms. Valenzuela is standing for election as a member of our Board of Director for the first time.

Ms. Valenzuela has served as our Chief Administrative & Legal Officer and Corporate Secretary since July 2025. She previously served as our Chief Legal Officer and Corporate Secretary from May 2020 through July 2025. Ms. Valenzuela joined us through our acquisition of Machine Zone, Inc. where she served as Chief Legal Officer and Corporate Secretary from January 2015 to April 2020. From May 2004 to December 2014, she served as General Counsel, Vice President, Legal Affairs, and Corporate Secretary of Cypress Semiconductor Corporation, a public semiconductor company acquired by Infineon Technologies AG. Prior to Cypress Semiconductor, she was a corporate and technology attorney with Brobeck, Phleger & Harrison, LLP and Clifford Chance LLP. She holds a B.A. in Political Science from California State University, Fullerton and a J.D. from Stanford University Law School.

Victoria Valenzuela

Director Nominee

Age: 52

Qualifications

Ms. Valenzuela was selected to serve on our Board of Directors because of her deep Company and industry knowledge as an executive at AppLovin and other technology companies. She has expertise in legal and regulatory matters, in particular with respect to ad tech, cybersecurity and data privacy matters. Ms. Valenzuela also has extensive experience in mergers, acquisitions and strategic transactions, as well as strong experience in human capital and talent development.

Skills

Industry Expertise

Global Operational Expertise

Marketing & Digital Media

Risk Management & Corporate Governance

Public Company

Human Capital & Talent Development

Cyber Security & Data Privacy


			AppLovin Corporation			12			2026 Proxy Statement

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Mr. Vivas has served as a member of our Board of Directors since August 2018.

Mr. Vivas served as Chief Operating Officer at Humans, Inc., the developer of the Flip Shop social shopping app, from March 2024 to September 2025. From August 2017 to March 2024, he served as the Chief Executive Officer at Curated, Inc. (Curated.com), an online outdoor sports retailer he co-founded. From March 2014 to April 2017, Mr. Vivas served as Head of Product, Talent Solutions at LinkedIn Corporation, a business and employment-oriented online service. He joined LinkedIn through its acquisition of Bright.com, an employment website company he co-founded and served as Chief Product Officer of from October 2011 to February 2014.

Qualifications

Eduardo Vivas

Independent Director

Mr. Vivas was selected to serve on our Board of Directors because of his experience as a CEO and executive leader in the technology sector. His expertise in marketing, digital media, product development, and ad tech has been instrumental in shaping and executing successful go-to-market strategies. Mr. Vivas also has extensive experience in mergers, acquisitions, and strategic transactions, providing valuable insight into business expansion and corporate development.

Age: 40

Director Since: 2018

Committees: Nominating and Corporate Governance

Skills

CEO or Founder Experience

Global Operational Expertise

Industry Expertise

Human Capital & Talent Development

Marketing & Digital Media


			AppLovin Corporation			13			2026 Proxy Statement

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Mr. Webb has served as a member of our Board of Directors since April 2025.

Mr. Webb is the Founder of Webb Investment Network, an early-stage venture capital firm he started in 2010. Mr. Webb served as the Chairman of the board of Liveops, Inc., a cloud-based call center, from 2008 to 2013 and was the Chief Executive Officer from 2006 to 2011. Previously, Mr. Webb was the Chief Operating Officer of eBay, Inc. (NASDAQ: EBAY), a global commerce and payments provider, from 2002 to 2006, and President of eBay Technologies from 1999 to 2002. Prior to joining eBay, Mr. Webb was Senior Vice President and Chief Information Officer at Gateway, Inc., a computer manufacturer, and Vice President and Chi

SEC Form DEF 14A filed by Applovin Corporation