Uber Shareholder Engagement Presentation Deck
Executive compensation is performance-based
2022 Program Highlights
2022 Incentive Structure
96% of CEO compensation and 92% of NEO compensation
variable based on performance and at risk
At least one-third of annual equity awards to NEOs were in the
form of PRSUS (50% for CEO and CFO)
·
Continued to incorporate, and expanded the inclusion of, ESG
metrics in both our annual cash bonus plan and our long-term
incentive program with disclosed quantifiable goals
No modification of 2020 PRSUS despite the impact of the
COVID-19 pandemic on both financial and safety goals
2023 Program Preview
Incorporating stock-based compensation (SBC) expense into
2023 annual cash bonus goals
Decreasing annual equity grants by 10% per individual NEO
compared to 2022 grants
Uber | 2023 Annual Meeting Stockholder Engagement
2022 PRSU
Structure
70%-130%
Relative TSR Modifier
2022 Bonus
Structure
50%-150% Individual
Performance Modifier
Financial and Strategic Measures:
40% - Adjusted EBITDA Margin (annual)*
40% - Gross Bookings Growth (3 yr. avg)
20%-ESG (end of 3-yrs.)
o 10% - DEI goals
o 10% - Safety goals
•
4
+
3-yr. relative TSR modifier (70%-130%)
Financial and Strategic results are multiplied
by a relative TSR modifier
Vesting schedule: 3 yr. cliff
Max program payout: 150%
Adjusted EBITDA as a percentage of Gross Bookings
*
Financial (60%)
·
+
40% - Adjusted EBITDA
20% - Gross Bookings
Strategic & Operational Priorities (40%)
5 equally weighted metrics (each 8%)
♥
Individual Modifier (50%-150%)
Results of Company goals may be adjusted by an individual
modifier based on a mixture of quantitative and qualitative
goals
Max program payout: 200%View entire presentation