Uber Technologies, Inc

Uber Technologies, Inc - DEF 14A

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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 (Amendment No. 1)

☑

Filed by the Registrant

☐

Filed by a party other than the Registrant

CHECK THE APPROPRIATE BOX:
☐		Preliminary Proxy Statement
☐		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☑		Definitive Proxy Statement
☐		Definitive Additional Materials
☐		Soliciting Material under §240.14a-12

Uber Technologies, Inc.

(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY):
☑		No fee required
☐		Fee paid previously with preliminary materials
☐		Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

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EXPLANATORY NOTE

This Amendment No. 1 (this “Amendment”) to Schedule 14A is being filed by Uber Technologies, Inc. to amend its definitive proxy statement (“Proxy Statement”) filed with the U.S. Securities and Exchange Commission (“SEC”) on March 23, 2026 for the Annual Meeting of Stockholders to be held on May 4, 2026, solely to correct a typographical error relating to Board committee membership for Nikesh Arora underneath his photograph on page 24 of the Proxy Statement.

Except as specifically discussed in this Explanatory Note, this Amendment does not modify or update any other disclosures presented in the Proxy Statement. In addition, this Amendment does not reflect events occurring after the date of the Proxy Statement or modify or update disclosures that may have been affected by subsequent events.

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Uber’s Mission

We reimagine the way the world moves for the better

Movement is what we power. It’s our lifeblood. It runs through our veins. It’s what gets us out of bed each morning. It pushes us to constantly reimagine how we can move better. For you. For all the places you want to go. For all the things you want to get. For all the ways you want to earn. Across the entire world. In real time. At the incredible speed of now.

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	Voting Agenda	Proxy Statement Summary	Board and Governance Matters	Director Compensation

Letter from the Chairperson of the Board

“2025 was another strong

operating year–Uber’s fifth

consecutive year of 20%+

annual Gross Bookings growth.⁽¹⁾”

Dear Stockholders,

On behalf of our entire Board, we thank you for your continued support of Uber. 2025 was another strong operating year–Uber’s fifth consecutive year of 20%+ annual Gross Bookings growth. ⁽¹⁾ Very few companies are able to generate this much growth at this scale, and we’re proud of the execution and innovation that has brought us to this point. In September, Uber joined the S&P 100, reflecting our scale and financial strength. We entered 2026 with substantial momentum, a scaled and profitable platform, and a clear operating framework to continue driving durable growth.

During 2025, we deployed capital in a disciplined manner, including growing share repurchases and strategic investments in autonomous vehicle (AV) technologies. We believe this balanced approach to capital allocation supports both near-term performance and long-term value creation.

We advanced our AV program in 2025 with multiple new partnerships and deployments. Autonomy fundamentally amplifies the strengths of our existing platform: global scale, deep demand density, sophisticated marketplace technology, and decades of experience matching millions of trips in real time. We remain confident that AVs will unlock a massive long-term opportunity for the Company.

Today, we facilitate over 40 million trips per day in over 70 countries, support flexible earning opportunities for 9.7 million Drivers and Couriers, and partner with over 1.3 million monthly Merchants worldwide.

From a governance perspective, we continued to strengthen Board and leadership depth. We welcomed Nikesh Arora as an independent director and are benefiting from his expertise in cybersecurity and artificial intelligence. We believe few leaders are as well positioned as Nikesh to augment the Board’s oversight in these areas, strengthening our platform resilience and supporting long-term stockholder value. We also welcomed Andrew Macdonald into the role of President and Chief Operating Officer, and we successfully completed a Chief Financial Officer transition, welcoming Balaji Krishnamurthy.

I would like to take this opportunity to offer my heartfelt thanks to our colleague David Trujillo, who will transition off our Board following the 2026 Annual Meeting. David has served on our Board since 2017, prior to our IPO, and his insight and dedication have been invaluable for the Company.

We remain as committed as ever to serving our stockholders and the millions of people who interact with our platform every day. Thank you for your investment and partnership as we continue to build the future of Uber.

Sincerely,

Ronald Sugar

Independent Chairperson
of the Board of Directors

⁽¹⁾	Gross Bookings growth on a constant currency basis.

2026 Proxy Statement

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Compensation Discussion & Analysis	Compensation Tables	Stock Ownership Information	Audit Matters	Additional Information

Notice of 2026 Annual Meeting of Stockholders

Meeting Information

DATE & TIME	LOCATION	RECORD DATE
May 4, 2026	Virtual	March 12, 2026
08:00 a.m. Pacific Time	A live webcast of the Annual Meeting will be available at www.virtualshareholdermeeting.com/UBER2026

Items of Business		Board’s Recommendations

01	To elect the ten director nominees named in this proxy statement.

SEC Form DEFR14A filed by Uber Technologies Inc.