grepcent / static financial knowledge base

DoorDash, Inc. (DASH)

CIK: 0001792789. SIC: 7389 Services-Business Services, NEC. Latest 10-K as of: 2026-02-18.

SIC breadcrumb: Services > Business Services > SIC 7389 Services-Business Services, NEC

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1792789. Latest filing source: 0001792789-26-000013.

Informational only - descriptive public-record data, not investment advice.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue13,717,000,000USD20252026-05-06
Net income935,000,000USD20252026-05-06
Assets19,659,000,000USD20252026-05-06

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001792789.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric201720182019202020212022202320242025
Revenue291,000,000885,000,0002,886,000,0004,888,000,0006,583,000,0008,635,000,00010,722,000,00013,717,000,000
Net income-204,000,000-667,000,000-461,000,000-468,000,000-1,365,000,000-558,000,000123,000,000935,000,000
Operating income-210,000,000-616,000,000-436,000,000-452,000,000-1,124,000,000-579,000,000-38,000,000723,000,000
Diluted EPS-15.44-7.39-1.39-3.68-1.420.292.13
Operating cash flow-159,000,000-467,000,000252,000,000692,000,000367,000,0001,673,000,0002,132,000,0002,431,000,000
Capital expenditures13,000,00078,000,000106,000,000129,000,000176,000,000123,000,000104,000,000257,000,000
Share buybacks60,000,0000.000.000.00400,000,000750,000,000224,000,0000.00
Assets1,732,000,0006,353,000,0006,809,000,0009,789,000,00010,839,000,00012,845,000,00019,659,000,000
Liabilities550,000,0001,653,000,0002,142,000,0003,021,000,0004,026,000,0005,035,000,0009,613,000,000
Stockholders' equity-198,000,000-436,000,000-1,082,000,0004,700,000,0004,667,000,0006,754,000,0006,806,000,0007,803,000,00010,033,000,000
Cash and cash equivalents215,000,000257,000,0004,345,000,0002,504,000,0001,977,000,0002,656,000,0004,019,000,0004,378,000,000
Free cash flow-172,000,000-545,000,000146,000,000563,000,000191,000,0001,550,000,0002,028,000,0002,174,000,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric201720182019202020212022202320242025
Net margin-70.10%-75.37%-15.97%-9.57%-20.74%-6.46%1.15%6.82%
Operating margin-72.16%-69.60%-15.11%-9.25%-17.07%-6.71%-0.35%5.27%
Return on equity-9.81%-10.03%-20.21%-8.20%1.58%9.32%
Return on assets-38.51%-7.26%-6.87%-13.94%-5.15%0.96%4.76%
Liabilities / equity0.350.460.450.590.650.96
Current ratio2.613.942.591.861.641.661.41

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001792789.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q22022-06-30-0.72reported discrete quarter
2022-Q32022-09-30-0.77reported discrete quarter
2023-Q12023-03-31-0.41reported discrete quarter
2023-Q22023-03-31-161,000,000reported discrete quarter
2023-Q22023-06-302,133,000,000-0.44reported discrete quarter
2023-Q32023-06-30-170,000,000reported discrete quarter
2023-Q32023-09-302,164,000,000-0.19reported discrete quarter
2023-Q42023-12-312,303,000,000-154,000,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-312,513,000,000-23,000,000-0.06reported discrete quarter
2024-Q22024-03-31-23,000,000reported discrete quarter
2024-Q22024-06-302,630,000,000-0.38reported discrete quarter
2024-Q32024-06-30-157,000,000reported discrete quarter
2024-Q32024-09-302,706,000,0000.38reported discrete quarter
2024-Q42024-12-312,873,000,000141,000,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-313,032,000,000193,000,0000.44reported discrete quarter
2025-Q22025-03-31193,000,000reported discrete quarter
2025-Q22025-06-303,284,000,0000.65reported discrete quarter
2025-Q32025-06-30285,000,000reported discrete quarter
2025-Q32025-09-303,446,000,0000.55reported discrete quarter
2025-Q42025-12-313,955,000,000213,000,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-314,036,000,000184,000,0000.42reported discrete quarter

Quarterly Charts

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001792789-26-000037.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-06. Report date: 2026-03-31.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes thereto included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025. This discussion contains forward-looking statements that are based on current plans, expectations, and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including, but not limited to, those identified below and those discussed in the section titled “Risk Factors” and other sections of this Quarterly Report on Form 10-Q. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Overview

DoorDash, Inc. is incorporated in Delaware with headquarters in San Francisco, California. Our mission is to grow and empower local economies. We aim to do this by providing services that reduce friction in local commerce and help merchants better connect with consumers in their communities.

Our primary offerings include the DoorDash Marketplace, the Wolt Marketplace, and the Deliveroo Marketplace (together, our "Marketplaces"), and our Commerce Platform. Our Marketplaces operate in over 40 countries and provide an integrated suite of services that help merchants establish an online presence, connect with consumers in their communities, and solve mission-critical challenges, such as customer acquisition, demand generation, order fulfillment, merchandising, payment processing, and customer support. We also offer advertising as a value-added service through our Marketplaces to help merchants and consumer packaged goods companies increase consumer engagement and drive incremental revenue.

Our Marketplaces seek to attract and retain consumers based primarily on the selection, convenience, quality, affordability, and service we provide. Our Marketplaces also offer our consumer membership programs, DashPass, Wolt+, and Deliveroo Plus, which aim to lower transactional friction by reducing the delivery and service fees we charge, while providing additional membership benefits.

In addition to our Marketplaces, we offer our Commerce Platform, which is a suite of services that help empower merchants to build, operate, and grow their businesses on their own channels. Within our Commerce Platform, we offer white-label delivery fulfillment services ("Drive") as well as services that help merchants establish online ordering, build branded mobile apps, manage reservations and in-store dining, manage consumer relationships, enable tableside order and pay, and improve customer support.

Financial and Operational Highlights

We use the below financial and operational metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions. As we grow our business and expand our offerings, our success and the financial performance of our business will be dependent upon many factors. These factors include, but are not limited to, those highlighted in this Quarterly Report on Form 10-Q, as well as the success of our growth strategies and the timing and size of investments and expenditures that we choose to undertake, such as our recent and continued

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investment in our non-U.S. operations, in our global technology platform, and to increase system capacity for Dashers and in support of longer distance and higher effort deliveries. Certain of these and other factors may not be within our control.

Three Months Ended March 31,
(in millions, except percentages)20252026
Total Orders732933
Total Orders Y/Y growth18%27%
Marketplace GOV$23,076$31,604
Marketplace GOV Y/Y growth20%37%
Revenue$3,032$4,036
Revenue Y/Y growth21%33%
Net Revenue Margin13.1%12.8%
GAAP gross profit$1,478$1,944
GAAP gross profit as a % of Marketplace GOV6.4%6.2%
Contribution Profit(1)$1,020$1,380
Contribution Profit as a % of Marketplace GOV4.4%4.4%
GAAP net income attributable to DoorDash, Inc. common stockholders$193$184
GAAP net income attributable to DoorDash, Inc. common stockholders as a % of Marketplace GOV0.8%0.6%
Adjusted EBITDA(1)$590$754
Adjusted EBITDA as a % of Marketplace GOV2.6%2.4%
Weighted-average diluted shares outstanding436442

(1)Contribution Profit and Adjusted EBITDA are non-GAAP financial measures. For more information regarding our use of these measures and reconciliations to the most directly comparable financial measures calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures."

Total Orders. We define Total Orders as all orders completed through our Marketplaces and Commerce Platform over the period of measurement.

In the first quarter of 2026, Total Orders increased to 933 million, or 27% growth compared to the same quarter of 2025. The increase in Total Orders was driven primarily by growth in the number of consumers and the acquisition of Deliveroo plc ("Deliveroo").

Marketplace GOV. We define Marketplace GOV as the total dollar value of orders completed on our Marketplaces, including taxes, tips2, and any applicable consumer fees, including membership fees related to DashPass, Wolt+, and Deliveroo Plus. Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants for orders fulfilled through our Commerce Platform.

In the first quarter of 2026, Marketplace GOV increased to $31.6 billion, or 37% growth compared to the same quarter of 2025, driven primarily by growth in Total Orders.

Net Revenue Margin. We define Net Revenue Margin as revenue expressed as a percentage of Marketplace GOV.

In the first quarter of 2026, Net Revenue Margin decreased to 12.8% from 13.1% in the same quarter of 2025, primarily due to decreases in fees charged to consumers as a percentage of Marketplace GOV and the acquisition of Deliveroo, partially offset by increased contribution from advertising revenue, as well as reductions in credits and refunds, each as a percentage of Marketplace GOV.

Contribution Profit. We define Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue.

2 Dashers receive 100% of tips

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We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

In the first quarter of 2026, Contribution Profit increased to $1.4 billion, compared to $1.0 billion in the same quarter of 2025, driven primarily by growth in revenue, partially offset by increases in cost of revenue and sales and marketing expenses.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) attributable to DoorDash, Inc. common stockholders, adjusted to include net income (loss) attributable to redeemable non-controlling interests, and exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest income, net, (ix) other (income) expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business.

In the first quarter of 2026, Adjusted EBITDA increased to $754 million from $590 million in the same quarter of 2025, driven primarily by growth in Contribution Profit, partially offset by increases in adjusted research and development expense and adjusted general and administrative expense.

Free Cash Flow. We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

In the first quarter of 2026, we generated net cash provided by operating activities of $594 million and Free Cash Flow of $420 million, down from $635 million and $494 million, respectively, in the same quarter of 2025. Among other factors, Free Cash Flow in the first quarter of 2026 was negatively impacted by timing of working capital.

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Results of Operations

The following table summarizes our historical condensed consolidated statements of operations data:

Three Months Ended March 31,
(in millions)20252026
Revenue$3,032$4,036
Costs and expenses:(1)
Cost of revenue, exclusive of depreciation and amortization shown separately below1,5001,992
Sales and marketing586746
Research and development306398
General and administrative332432
Depreciation and amortization(2)152269
Restructuring charges148
Total costs and expenses2,8773,885
Income from operations155151
Interest income, net4934
Other income (expense), net(6)6
Income before income taxes198191
Provision for income taxes68
Net income including redeemable non-controlling interests192183
Less: net loss attributable to redeemable non-controlling interests(1)(1)
Net income attributable to DoorDash, Inc. common stockholders$193$184

(1)Costs and expenses included stock-based compensation expense as follows:

Three Months Ended March 31,
(in millions)20252026
Cost of revenue, exclusive of depreciation and amortization$33$35
Sales and marketing2623
Research and development116113
General and administrative6057
Restructuring charges3
Total stock-based compensation expense$235$231

(2)Depreciation and amortization related to the following:

[[GREPCENT_TABLE]]
[["","","","","Three Months Ended

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2026-02-18. Report date: 2025-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” and other sections of this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

In addition, this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section generally discusses 2025 items and year-to-year comparisons between 2025 and 2024. Discussions of 2024 items and year-to-year comparisons between 2024 and 2023 are not included in this Annual Report on Form 10-K and can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 14, 2025.

Overview

DoorDash, Inc. is incorporated in Delaware with headquarters in San Francisco, California. Our mission is to grow and empower local economies. We aim to do this by providing services that reduce friction in local commerce and help merchants better connect with consumers in their communities.

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Our primary offerings include the DoorDash Marketplace, the Wolt Marketplace, and the Deliveroo Marketplace (together, our "Marketplaces"), and our Commerce Platform. Our Marketplaces operate in over 40 countries and provide an integrated suite of services that help merchants establish an online presence, connect with consumers in their communities, and solve mission-critical challenges, such as customer acquisition, demand generation, order fulfillment, merchandising, payment processing, and customer support. We also offer advertising as a value-added service through our Marketplaces to help merchants and consumer packaged goods companies increase consumer engagement and drive incremental revenue.

Our Marketplaces seek to attract and retain consumers based primarily on the selection, convenience, quality, affordability, and service we provide. Our Marketplaces also offer our consumer membership programs, DashPass, Wolt+, and Deliveroo Plus, which aim to lower transactional friction by reducing the delivery and service fees we charge, while providing additional membership benefits.

In addition to our Marketplaces, we offer our Commerce Platform, which is a suite of services that help empower merchants to build, operate, and grow their businesses on their own channels. Within our Commerce Platform, we offer white-label delivery fulfillment services ("Drive") as well as services that help merchants establish online ordering, build branded mobile apps, manage reservations and in-store dining, manage consumer relationships, enable tableside order and pay, and improve customer support.

Financial and Operational Highlights

We use the below financial and operational metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions. As we grow our business and expand our offerings, our success and the financial performance of our business will be dependent upon many factors. These factors include, but are not limited to, those highlighted in this Annual Report on Form 10-K, as well as the success of our growth strategies and the timing and size of investments and expenditures that we choose to undertake, such as our recent and continued investment in our non-U.S. operations, in our global technology platform, and to increase system capacity for Dashers and in support of longer distance and higher effort deliveries. Certain of these and other factors may not be within our control.

Year Ended December 31,
(in millions, except percentages)202320242025
Total Orders2,1612,5833,172
Total Orders Y/Y growth24%20%23%
Marketplace GOV$66,771$80,231$102,018
Marketplace GOV Y/Y growth25%20%27%
Revenue$8,635$10,722$13,717
Revenue Y/Y growth31%24%28%
Net Revenue Margin12.9%13.4%13.4%
GAAP gross profit$3,860$4,979$6,686
GAAP gross profit as a % of Marketplace GOV5.8%6.2%6.6%
Contribution Profit(1)$2,482$3,474$4,840
Contribution Profit as a % of Marketplace GOV3.7%4.3%4.7%
GAAP net income (loss) attributable to DoorDash, Inc. common stockholders$(558)$123$935
GAAP net income (loss) attributable to DoorDash, Inc. common stockholders as a % of Marketplace GOV(0.8)%0.2%0.9%
Adjusted EBITDA(1)$1,190$1,900$2,779
Adjusted EBITDA as a % of Marketplace GOV1.8%2.4%2.7%
Weighted-average diluted shares outstanding393430440

(1)Contribution Profit and Adjusted EBITDA are non-GAAP financial measures. For more information regarding our use of these measures and reconciliations to the most directly comparable financial measures calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures."

Total Orders. We define Total Orders as all orders completed through our Marketplaces and Commerce Platform over the period of measurement.

Total Orders grew to 3.2 billion in 2025, a 23% increase compared to 2024. The increase in Total Orders was driven primarily by growth in the number of consumers, including partially as a result of our acquisition of Deliveroo, and growth in average consumer engagement.

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Marketplace GOV. We define Marketplace GOV as the total dollar value of orders completed on our Marketplaces, including taxes, tips5, and any applicable consumer fees, including membership fees related to DashPass, Wolt+, and Deliveroo Plus. Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants for orders fulfilled through our Commerce Platform.

Marketplace GOV grew to $102.0 billion in 2025, a 27% increase compared to 2024, driven primarily by growth in Total Orders.

Net Revenue Margin. We define Net Revenue Margin as revenue expressed as a percentage of Marketplace GOV.

Net Revenue Margin was 13.4% in 2025, consistent with 2024.

Contribution Profit. We define Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue.

We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

Contribution Profit increased to $4.8 billion in 2025 from $3.5 billion in 2024, driven primarily by growth in revenue, partially offset by increases in cost of revenue and sales and marketing expenses.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) attributable to DoorDash, Inc. common stockholders, adjusted to include net income (loss) attributable to redeemable non-controlling interests, and exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest income, net, (ix) other (income) expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business.

Adjusted EBITDA increased to $2.8 billion in 2025 from $1.9 billion in 2024, driven primarily by growth in Contribution Profit, partially offset by increases in adjusted research and development expense and adjusted general and administrative expense.

Free Cash Flow. We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

Free Cash Flow was $1.8 billion in 2025, consistent with 2024. Free Cash Flow remained flat as the increase in net cash provided by operating activities was largely offset by a comparable increase in purchases of property and equipment, as well as capitalized software and website development costs.

5 Dashers receive 100% of tips.

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Results of Operations

The following table summarizes our historical consolidated statements of operations data:

Year Ended December 31,
(in millions)202320242025
Revenue$8,635$10,722$13,717
Costs and expenses:(1)
Cost of revenue, exclusive of depreciation and amortization shown separately below4,5895,5426,738
Sales and marketing1,8762,0372,476
Research and development1,0031,1681,431
General and administrative1,2351,4521,600
Depreciation and amortization(2)509561747
Restructuring charges22
Total costs and expenses9,21410,76012,994
Income (loss) from operations(579)(38)723
Interest income, net152199211
Other income (expense), net(107)(5)5
Income (loss) before income taxes(534)156939
Provision for income taxes31397
Net income (loss) including redeemable non-controlling interests(565)117932
Less: net loss attributable to redeemable non-controlling interests(7)(6)(3)
Net income (loss) attributable to DoorDash, Inc. common stockholders$(558)$123$935

(1)Costs and expenses include stock-based compensation expense as follows:

Year Ended December 31,
(in millions)202320242025
Cost of revenue, exclusive of depreciation and amortization$139$151$154
Sales and marketing119117107
Research and development466505527
General and administrative364326263
Total stock-based compensation expense$1,088$1,099$1,051

(2)Depreciation and amortization related to the following:

Year Ended December 31,
(in millions)202320242025
Cost of revenue$186$201$293
Sales and marketing125119161
Research and development185222270
General and administrative131923
Total depreciation and amortization$509$561$747

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The following table sets forth the components of our consolidated statements of operations data as a percentage of revenue:

Year Ended December 31,
202320242025
Revenue100%100%100%
Costs and expenses:
Cost of revenue, exclusive of depreciation and amortization shown separately below53%52%49%
Sales and marketing22%19%18%
Research and development12%11%10%
General and administrative14%14%12%
Depreciation and amortization6%5%6%
Restructuring charges%%%
Total costs and expenses107%101%95%
Income (loss) from operations(7)%(1)%5%
Interest income, net2%2%2%
Other income (expense), net(1)%%%
Income (loss) before income taxes(6)%1%7%
Provision for income taxes%%%
Net income (loss) including redeemable non-controlling interests(6)%1%7%
Less: net loss attributable to redeemable non-controlling interests%%%
Net income (loss) attributable to DoorDash, Inc. common stockholders(6)%1%7%

Comparison of the Years Ended 2025 and 2024

Revenue

We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. Commissions from partner merchants are based on an agreed-upon rate applied to the total dollar value of goods ordered in exchange for using our Marketplaces to sell the partner merchants’ products. Fees from consumers are for the use of our Marketplaces and to arrange for delivery services. Our revenue reflects commissions charged to partner merchants and fees charged to consumers less (i) Dasher payout and (ii) refunds, credits, and promotions, which includes certain discounts and incentives provided to consumers.

We also generate revenue from membership fees paid by consumers for DashPass, Wolt+, and Deliveroo Plus, and our advertising products, which are recognized as part of our Marketplaces revenue.

In addition, we generate revenue from other sources, including our Commerce Platform. Drive generates the majority of revenue within our Commerce Platform. We generate revenue from Drive by collecting per-order fees from merchants to arrange for delivery services that fulfill demand generated through their own channels.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Revenue$8,635$10,722$13,717$2,99528%

Revenue increased by $3.0 billion, or 28%, in 2025, compared to 2024. The increase was primarily driven by a 27% increase in Marketplace GOV. In 2025, revenue grew at a faster rate than Marketplace GOV primarily due to improved logistics efficiency, increasing contribution from advertising revenue, and a reduction in credits and refunds as a percentage of Marketplace GOV.

Cost of Revenue, Exclusive of Depreciation and Amortization

Cost of revenue primarily consists of (i) order management costs, which include payment processing charges, net of rebates issued from payment processors, costs associated with cancelled orders, insurance expenses, costs related to placing orders with non-partner merchants, and costs related to first party product sales, for which we take control of inventory, (ii) platform costs, which include costs for onboarding merchants and Dashers, costs for providing support for consumers, merchants, and Dashers, and technology platform infrastructure costs, and (iii) personnel costs, which include

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personnel-related compensation expenses related to our local operations, support, and other teams, and allocated overhead. Personnel-related compensation expenses primarily include salary, bonus, benefits, and stock-based compensation expense. Allocated overhead is determined based on an allocation of certain shared costs, such as facilities (including rent and utilities) and information technology costs, among all departments based on employee headcount.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Cost of revenue, exclusive of depreciation and amortization$4,589$5,542$6,738$1,19622%

Cost of revenue, exclusive of depreciation and amortization, increased by $1.2 billion, or 22%, in 2025, compared to 2024. The increase was primarily attributable to an increase of $815 million in order management costs and an increase of $356 million in platform costs, driven primarily by growth in Total Orders.

Sales and Marketing

Sales and marketing expenses primarily consist of advertising and other ancillary expenses related to merchant, consumer, and Dasher acquisition, including certain consumer referral credits and Dasher referral fees paid to the referrers to the extent they represent fair value of acquiring a new consumer or a new Dasher, brand marketing expenses, personnel-related compensation expenses for sales and marketing employees, and commissions expense including amortization of deferred contract costs, as well as allocated overhead.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Sales and marketing$1,876$2,037$2,476$43922%

Sales and marketing expenses increased by $439 million, or 22%, in 2025, compared to 2024. The increase was primarily driven by an increase of $278 million in advertising expenses and an increase of $144 million in personnel-related compensation expenses.

Research and Development

Research and development expenses primarily consist of personnel-related compensation expenses related to data analytics and the design of, product development of, and improvements to our platform, as well as expenses associated with the licensing of third-party software and allocated overhead.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Research and development$1,003$1,168$1,431$26323%

Research and development expenses increased by $263 million, or 23%, in 2025, compared to 2024. The increase was primarily driven by an increase of $314 million in personnel-related compensation expenses, partially offset by an increase in capitalized software and website development costs of $137 million.

General and Administrative

General and administrative expenses primarily consist of legal, tax, and regulatory expenses, which include litigation settlement expenses and sales and indirect taxes; personnel-related compensation expenses related to administrative employees, which include finance and accounting, human resources and legal; chargebacks associated with fraudulent credit card transactions; professional services fees; transaction-related costs; impairment expenses; bad debt expense; and allocated overhead.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
General and administrative$1,235$1,452$1,600$14810%

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General and administrative expenses increased by $148 million or 10% in 2025, compared to 2024.The increase was primarily driven by an increase of $98 million in transaction-related costs mainly associated with the acquisitions in 2025 and an increase of $96 million in personnel-related compensation expenses, exclusive of stock-based compensation expense related to the CEO performance award, partially offset by a $72 million decrease in office lease impairment expenses.

Depreciation and Amortization

Depreciation and amortization expenses primarily consist of depreciation and amortization expenses associated with our property and equipment and intangible assets. Depreciation primarily includes expenses associated with equipment for merchants, computer equipment and software, office equipment, and leasehold improvements. Amortization includes expenses associated with our capitalized software and website development costs, as well as acquired intangible assets.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Depreciation and amortization$509$561$747$18633%

Depreciation and amortization expenses increased by $186 million, or 33%, in 2025, compared to 2024. The increase was primarily driven by an increase of $86 million in amortization expense for acquired intangible assets and an increase of $53 million in amortization expense related to capitalized software and website development costs.

Restructuring Charges

Restructuring charges primarily consist of separation-related payments and other termination benefit costs associated with restructuring activities.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Restructuring charges$2$$2$2*

*Percentage not meaningful

Restructuring charges were not material in 2025 and 2024.

Interest Income, Net

Interest income, net primarily consists of interest earned on our cash, cash equivalents, and investments, net of interest costs, as well as interest earned on cash held in escrow under the Escrow Agreement as defined in Note 10 - "Commitments and Contingencies" included in Part II, Item 8, "Notes to Consolidated Financial Statements" of this Annual Report on Form 10-K.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Interest income, net$152$199$211126%

Interest income, net increased by $12 million, or 6%, in 2025, compared to 2024. The increase was primarily driven by interest earned on cash held in escrow under the Escrow Agreement, partially offset by a decrease in average interest rates.

Other Income (Expense), Net

Other income (expense), net primarily consists of adjustments to non-marketable equity securities, including impairment, gains and losses from transactions denominated in a currency other than the functional currency and loss on the settlement of the deal-contingent forward contract (the "Deal-Contingent Forward") that we entered into with Bank of America, N.A. which settled upon the closing of the Deliveroo acquisition. For further information on the Deal-Contingent

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Forward, see Note 16 - "Derivative", included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Other income (expense), net$(107)$(5)$5$10(200)%

Other income (expense), net was not material in 2025 and 2024.

Provision for Income Taxes

We are subject to income taxes in the U.S. and foreign jurisdictions in which we do business. Foreign jurisdictions have different statutory tax rates than those in the U.S. Additionally, certain of our foreign earnings may also be taxable in the U.S.

Accordingly, our effective tax rate is subject to significant variation due to several factors, including variability in our pre-tax and taxable income and loss and the mix of jurisdictions to which they relate, changes in our stock price, intercompany transactions, changes in how we do business, acquisitions, investments, tax audit developments, changes in our deferred tax assets and liabilities and their valuation, foreign currency gains and losses, changes in statutes, regulations, case law, administrative practices, principles, and interpretations related to tax, including changes to the global tax framework, competition, and other laws and accounting rules in various jurisdictions, and relative changes of expenses or losses for which tax benefits are not recognized. Additionally, the impact of discrete items and non-deductible expenses varies depending on the amount of pre-tax income or loss.

We have a valuation allowance for our net deferred tax assets in the U.S., the U.K., and Finland. We expect to maintain these valuation allowances until it becomes more-likely-than-not that the benefit of our deferred tax assets will be realized by way of expected future taxable income in the U.S., the U.K., and Finland.

Year Ended December 31,2024 to 2025
(in millions, except percentages)202320242025$ Change% Change
Provision for income taxes$31$39$7$(32)*

*Percentage not meaningful.

On July 4, 2025, the U.S. enacted the One Big Beautiful Bill Act. Included in this legislation are provisions that allow for the immediate expensing of domestic U.S. research and development expenses, immediate expensing of certain capital expenditures, and other changes to the U.S. taxation of profits derived from foreign operations.

In 2025, the income tax expense decreased by $32 million compared to 2024. The decrease in income tax expense was primarily attributable to a one-time tax benefit from the release of a portion of the U.S. valuation allowance in connection with the SevenRooms Inc. and Symbiosys Corp. acquisitions, as well as the enactment of the One Big Beautiful Bill Act that occurred during the year.

For additional information, see Note 12 – "Income Taxes" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Non-GAAP Financial Measures

We use adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with GAAP measures as part of our overall assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance. We believe that these non-GAAP financial measures provide useful information to investors about our business and financial performance, enhance their overall understanding of our past performance and future prospects, and allow for greater transparency with respect to metrics used by our management in their financial and operational decision making. We are presenting these non-GAAP financial measures to assist investors in seeing our

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business and financial performance through the eyes of management, and because we believe that these non-GAAP financial measures provide an additional tool for investors to use in comparing results of operations of our business over multiple periods and with other companies in our industry.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations. Thus, our adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with GAAP.

We compensate for these limitations by providing a reconciliation of adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow to their respective related GAAP financial measures. We encourage investors and others to review our business, results of operations, and financial information in its entirety, not to rely on any single financial measure, and to view adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with their respective related GAAP financial measures.

Adjusted Cost of Revenue

We define adjusted cost of revenue as cost of revenue, exclusive of depreciation and amortization, excluding stock-based compensation expense and certain payroll tax expense, allocated overhead, and inventory write-off related to restructuring. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of cost of revenue, exclusive of depreciation and amortization, to adjusted cost of revenue:

Year Ended December 31,
(in millions)202320242025
Cost of revenue, exclusive of depreciation and amortization$4,589$5,542$6,738
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(140)(153)(155)
Allocated overhead(32)(35)(46)
Adjusted cost of revenue$4,417$5,354$6,537

Adjusted Sales and Marketing Expense

We define adjusted sales and marketing expense as sales and marketing expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of sales and marketing expense to adjusted sales and marketing expense:

Year Ended December 31,
(in millions)202320242025
Sales and marketing$1,876$2,037$2,476
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(119)(118)(108)
Allocated overhead(21)(25)(28)
Adjusted sales and marketing$1,736$1,894$2,340

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Adjusted Research and Development Expense

We define adjusted research and development expense as research and development expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of research and development expense to adjusted research and development expense:

Year Ended December 31,
(in millions)202320242025
Research and development$1,003$1,168$1,431
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(470)(507)(528)
Allocated overhead(16)(23)(28)
Adjusted research and development$517$638$875

Adjusted General and Administrative Expense

We define adjusted general and administrative expense as general and administrative expenses excluding stock-based compensation expense and certain payroll tax expense, certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs (primarily consists of acquisition, integration, and investment related costs), impairment expenses, and including allocated overhead from cost of revenue, sales and marketing, and research and development. We exclude stock-based compensation as it is non-cash in nature and we exclude certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs, as well as impairment expenses, as these costs are not indicative of our operating performance. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of general and administrative expense to adjusted general and administrative expense:

Year Ended December 31,
(in millions)202320242025
General and administrative$1,235$1,452$1,600
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(365)(329)(265)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)(162)(180)(135)
Transaction-related costs(2)(7)(105)
Office lease impairment expenses(83)(11)
Allocated overhead from cost of revenue, sales and marketing, and research and development6983102
Adjusted general and administrative$775$936$1,186

(1)We exclude certain costs and expenses from our calculation of adjusted general and administrative expense because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, and our historical Dasher pay model and pay practices, (ii) reserves and settlements or other resolutions for or related to the collection of sales, indirect, and other taxes that we do not expect to incur on a recurring basis, and (iii) expenses related to supporting various policy matters, including those related to worker classification, other labor law matters, and price controls. We believe it is appropriate to exclude the foregoing matters from our calculation of adjusted general and administrative expense because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

Contribution Profit

We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders. It is not a financial measure of total company profitability and it is neither intended to be used as a proxy for total company profitability nor imply profitability for our business. We define

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Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. We define gross margin as gross profit as a percentage of revenue for the same period and we define Contribution Margin as Contribution Profit as a percentage of revenue for the same period.

Gross profit is the most directly comparable financial measure to Contribution Profit. The following table provides a reconciliation of gross profit to Contribution Profit:

Year Ended December 31,
(in millions, except percentages)202320242025
Revenue$8,635$10,722$13,717
Less: Cost of revenue, exclusive of depreciation and amortization(4,589)(5,542)(6,738)
Less: Depreciation and amortization related to cost of revenue(186)(201)(293)
Gross profit$3,860$4,979$6,686
Gross Margin44.7%46.4%48.7%
Less: Sales and marketing$(1,876)$(2,037)$(2,476)
Add: Depreciation and amortization related to cost of revenue186201293
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing259271263
Add: Allocated overhead included in cost of revenue and sales and marketing536074
Contribution Profit$2,482$3,474$4,840
Contribution Margin28.7%32.4%35.3%

Adjusted Gross Profit

We define Adjusted Gross Profit as gross profit plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue, (iii) allocated overhead included in cost of revenue, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue. Adjusted Gross Margin is defined as Adjusted Gross Profit as a percentage of revenue for the same period.

The following table provides a reconciliation of gross profit to Adjusted Gross Profit:

Year Ended December 31,
(in millions, except percentages)202320242025
Gross profit$3,860$4,979$6,686
Add: Depreciation and amortization related to cost of revenue186201293
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue140153155
Add: Allocated overhead included in cost of revenue323546
Adjusted Gross Profit$4,218$5,368$7,180
Adjusted Gross Margin48.8%50.1%52.3%

Adjusted EBITDA

Adjusted EBITDA is a measure that we use to assess our operating performance and the operating leverage in our business. We define Adjusted EBITDA as net income (loss) attributable to DoorDash, Inc. common stockholders, adjusted to include net income (loss) attributable to redeemable non-controlling interests and exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest income, net, (ix) other (income) expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

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The following table provides a reconciliation of net income (loss) attributable to DoorDash, Inc. common stockholders to Adjusted EBITDA, and a reconciliation of net income (loss) including redeemable non-controlling interests to Adjusted EBITDA:

Year Ended December 31,
(in millions)202320242025
Net income (loss) attributable to DoorDash, Inc. common stockholders$(558)$123$935
Add: Net loss attributable to redeemable non-controlling interests(7)(6)(3)
Net income (loss) including redeemable non-controlling interests$(565)$117$932
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)162180135
Transaction-related costs27105
Office lease impairment expenses8311
Restructuring charges22
Provision for income taxes31397
Interest income, net(152)(199)(211)
Other (income) expense, net1075(5)
Stock-based compensation expense and certain payroll tax expense1,0941,1071,056
Depreciation and amortization expense509561747
Adjusted EBITDA$1,190$1,900$2,779

(1)We exclude certain costs and expenses from our calculation of Adjusted EBITDA because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, and our historical Dasher pay model and pay practices, (ii) reserves and settlements or other resolutions for or related to the collection of sales, indirect, and other taxes that we do not expect to incur on a recurring basis, and (iii) expenses related to supporting various policy matters, including those related to worker classification, other labor law matters, and price controls. We believe it is appropriate to exclude the foregoing matters from our calculation of Adjusted EBITDA because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

Free Cash Flow

We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

The following table provides a reconciliation of net cash provided by operating activities to Free Cash Flow:

Year Ended December 31,
(in millions)202320242025
Net cash provided by operating activities$1,673$2,132$2,431
Purchases of property and equipment(123)(104)(257)
Capitalized software and website development costs(201)(226)(348)
Free Cash Flow$1,349$1,802$1,826
Net cash used in investing activities$(342)$(444)$(4,391)
Net cash provided by (used in) financing activities$(752)$(204)$2,360

Credit Facility

On November 19, 2019, we entered into a revolving credit and guaranty agreement with certain lenders, which, as most recently amended and restated on April 26, 2024, provides for an $800 million unsecured revolving credit facility maturing on April 26, 2029, with a sublimit for the issuance of letters of credit in an aggregate face amount of up to $600 million. As of December 31, 2025, we were in compliance with the covenants under the revolving credit and guaranty agreement. As amended and restated, the credit agreement contains customary affirmative covenants, as well as customary negative covenants that restrict our ability and our subsidiaries’ ability to, among other things, incur subsidiary indebtedness, grant liens, declare cash dividends or make certain other distributions, repurchase stock, merge or consolidate with other companies or sell substantially all of our and our subsidiaries' assets, taken as a whole, make investments and loans, and engage in certain transactions with affiliates. The Company must also maintain compliance with a maximum senior net leverage ratio, measured quarterly, determined in accordance with the terms of the credit agreement. As of December 31,

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2024 and 2025, no revolving loans were outstanding and $112 million and $61 million of letters of credit were issued under our revolving credit facility, respectively.

Liquidity and Capital Resources

As of December 31, 2025, our principal sources of liquidity were cash, cash equivalents, and investments of $6.3 billion, which consisted of cash and cash equivalents of $4.4 billion, short-term investments of $1.1 billion, and long-term investments of $837 million. Additionally, funds held at payment processors of $587 million represent cash due from our payment processors for cleared transactions with merchants and consumers, as well as funds remitted to payment processors for Dasher payout. Cash and cash equivalents consisted of cash on deposit with banks as well as institutional money market funds, U.S. Treasury securities, and time deposits. Investments consisted of certificates of deposit, commercial paper, corporate bonds, U.S. government agency securities, U.S. Treasury securities, mutual funds, and time deposits.

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $4.3 billion as of December 31, 2025. We have historically funded our operations from cash from operations as well as the issuance of equity securities, including in our initial public offering in December 2020. We have also completed debt financings, such as our recent issuance of $2.75 billion aggregate principal amount of 0% Convertible Senior Notes due 2030 (the “2030 Notes”) in May 2025. We intend to use the net proceeds from the 2030 Notes for general corporate purposes. For additional information regarding the 2030 Notes, see Note 9 - "Convertible Notes, Net" included in Part II, Item 8, "Notes to Consolidated Financial Statements" of this Annual Report on Form 10-K.

To execute on our strategic initiatives to continue to grow our business, we may incur operating losses and generate negative cash flows from operations in the future, and as a result, we may require additional capital resources. We believe our existing cash, cash equivalents, and investments, along with the available borrowings under our revolving credit facility, will be sufficient to meet our working capital and capital expenditures needs for at least the next 12 months and beyond.

In February 2025, we announced the authorization of a share repurchase program for the repurchase of shares of our Class A common stock in an aggregate amount of up to $5.0 billion, which is inclusive of the remaining share repurchase authority of $876 million under the share repurchase program that we previously announced in February 2024. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Exchange Act. We have entered into, and may, from time to time, enter into, Rule 10b5-1 plans to facilitate repurchases of our Class A common stock under this authorization. We may or may not repurchase any portion of the total authorized amount, and the timing and actual number of shares repurchased may depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities. As of December 31, 2025, $5.0 billion remained available under the repurchase authorization.

Our future capital requirements will depend on many factors, including, but not limited to, our growth, our ability to attract and retain merchants, consumers, and Dashers that utilize our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, the expansion of sales and marketing activities, the timing and extent of spending for policy and worker classification initiatives, and the occurrence of certain conditions triggering the 2030 Notes' conversion feature or our repurchase of some or all of the 2030 Notes. Unless earlier repurchased, redeemed or converted, the 2030 Notes will mature on May 15, 2030. Before November 15, 2029, noteholders will have the right to convert the 2030 Notes only upon the occurrence of certain events. From and after November 15, 2029, noteholders may convert their 2030 Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. We will have the right to elect to settle conversions either in cash or in a combination of cash and shares of our Class A common stock, provided that, at least the principal amount of the 2030 Notes being converted will be paid in cash, which could adversely affect our liquidity. Further, we have in the past entered into, and may in the future enter into, arrangements to acquire or invest in businesses, products, services, and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If

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we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.

The following table summarizes our cash flows for the periods indicated:

Year Ended December 31,
(In millions)202320242025
Net cash provided by operating activities$1,673$2,132$2,431
Net cash used in investing activities(342)(444)(4,391)
Net cash provided by (used in) financing activities(752)(204)2,360
Foreign currency effect on cash and cash equivalents, and restricted cash and cash equivalents5(35)60
Net increase in cash and cash equivalents, and restricted cash and cash equivalents$584$1,449$460

Operating Activities

Cash provided by operating activities was $2.4 billion for 2025. This primarily consisted of net income including redeemable non-controlling interests of $932 million, adjusted for non-cash stock-based compensation expense of $1.1 billion, non-cash depreciation and amortization expense of $747 million, non-cash reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $118 million, amortization of deferred contract costs of $77 million non-cash office lease impairment expenses of $11 million, and other net non-cash expenses of $20 million, partially offset by $525 million net outflows from changes in operating assets and liabilities, primarily driven by increases in our accounts receivable, net, prepaid expenses and other current assets, other assets and funds held by payment processors, as well as payments for operating lease liabilities, partially offset by an increase in our accrued expenses and accounts payable.

Cash provided by operating activities was $2.1 billion for 2024. This primarily consisted of net income including redeemable non-controlling interests of $117 million, adjusted for non-cash stock-based compensation expense of $1.1 billion, non-cash depreciation and amortization expense of $561 million, non-cash reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $103 million, amortization of deferred contract costs of $60 million, and non-cash office lease impairment expenses of $83 million, partially offset by other net non-cash adjustments of $27 million, as well as $136 million net inflows from changes in operating assets and liabilities, primarily driven by an increase in our accrued expenses, partially offset by increases in other assets, accounts receivable, net, and prepaid expenses and other current assets.

Investing Activities

Cash used in investing activities was $4.4 billion for 2025, which primarily consisted of cash paid for acquisitions, net of cash acquired, of $4.2 billion, purchases of investments of $1.4 billion, purchases of property and equipment of $257 million, cash outflows for capitalized software and website development costs of $348 million, purchases of non-marketable investments of $47 million, and net cash paid upon settlement of deal-contingent forward of $24 million, partially offset by proceeds from the sales and maturities of investments of $1.8 billion.

Cash used in investing activities was $444 million for 2024, which primarily consisted of purchases of investments of $2.0 billion, purchases of property and equipment of $104 million, and cash outflows for capitalized software and website development costs of $226 million, partially offset by proceeds from the sales and maturities of investments of $1.8 billion.

Financing Activities

Cash provided by financing activities was $2.4 billion for 2025, which primarily consisted of proceeds from issuance of the 2030 Notes of $2.7 billion, proceeds from issuance of warrants of $341 million, and proceeds from the exercise of stock options of $9 million, partially offset by purchase of convertible note hedges of $680 million, payments of acquisition-related deferred cash consideration of $20 million, and other financing activities of $10 million.

Cash used in financing activities was $204 million for 2024, which consisted of repurchases of our Class A common stock of $224 million, partially offset by proceeds from the exercise of stock options of $14 million and other financing activities of $6 million.

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Critical Accounting Estimates

Our consolidated financial statements and the related notes thereto included elsewhere in this Annual Report on Form 10-K are prepared in accordance with GAAP. The preparation of consolidated financial statements in accordance with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the period presented. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from our estimates. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows could be affected.

We believe that the accounting policies described below involve a significant degree of judgment and complexity. Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. For further information, see Note 2 – "Summary of Significant Accounting Policies" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Revenue Recognition

We recognize revenue in accordance with ASC 606. We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. A partner merchant represents a merchant that has entered into a contractual agreement with DoorDash. Revenue from our Marketplaces is recognized at the point in time when the consumer obtains control of the merchant’s products. We also generate revenue from membership fees paid by consumers for DashPass, Wolt+, and Deliveroo Plus, which are recognized as part of our Marketplaces. Revenue generated from DashPass, Wolt+, and Deliveroo Plus memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer. We also generate revenue from our Drive offering by collecting per-order fees from merchants that use our local commerce platform to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Our local commerce platform facilitates orders between consumers and partner merchants. Separately, the platform arranges for consumers to obtain delivery service from Dashers. We determined that the order facilitation service and delivery facilitation service are distinct performance obligations and therefore considered whether it is a principal or agent separately for each of these items. The order facilitation service and the delivery facilitation service are distinct given that the consumer can benefit from each item separately. Further, the order facilitation service and delivery facilitation service are separately identifiable as the nature of the promises are to transfer the order facilitation service and delivery facilitation service individually, rather than as a combined item.

Principal vs. Agent Considerations

Judgment is required in determining whether we are the principal or the agent in transactions with partner merchants, consumers, and Dashers. As it relates to the accounting for order facilitation services and delivery facilitation services, we evaluated whether to present revenue on a gross versus net basis based on whether we control each specified good or service before it is provided to the consumer in Marketplace transactions.

With respect to order facilitation services, we have determined that we are an agent for partner merchants in facilitating the sale of products to the consumer through our Marketplaces. The consumer accesses our local commerce platform to identify merchants and places an order for merchants’ products. These orders are picked up from partner merchants and delivered to consumers by Dashers. We do not control the products prior to them being transferred to the consumer as we do not have the ability to redirect the products to another consumer nor do we obtain any economic benefit from the products.

With respect to the vast majority of our delivery facilitation services, we have determined that we are acting as an agent for the consumer in facilitating the delivery of products by connecting consumers with Dashers. As our role with the delivery facilitation service is only to arrange for a delivery opportunity to be offered to prospective Dashers, we do not control how the delivery service is ultimately provided to the consumer.

In the vast majority of our transactions with end-users, we are an agent in facilitating the sale of products and delivery services, thus we report revenue on a net basis, reflecting amounts collected from consumers, less amounts remitted to merchants and Dashers.

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We recognize revenue from both partner merchants and consumers for each successfully completed transaction. We satisfy our performance obligations to a partner merchant when there is a successful sale of the merchant’s products and we meet our performance obligation to a consumer once the Dasher has picked up the products from the merchant for delivery to the consumer.

Business Combinations

We account for our business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and liabilities assumed, we make significant estimates and assumptions, especially with respect to intangible assets. Our estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. Acquisition costs, such as legal and consulting fees, are expensed as incurred.

Insurance Reserves

We utilize third-party insurance that includes retained insurance deductibles and retained quota shares to insure costs, including auto liability related to both bodily injury and physical damage, and uninsured and underinsured motorists up to a certain dollar retention limit. The recorded insurance reserves reflect the estimated cost for claims incurred but not yet paid and claims that have been incurred but not yet reported and any loss adjustment expense. The estimate of our ultimate deductible obligation utilizes actuarial techniques applied to historical claim and loss experience. We use assumptions based on actuarial judgments with consideration toward claim and loss development factors, which includes the development time frame and settlement patterns, and expected loss rates. Reserves are periodically reviewed and adjusted as necessary as experience develops or new information becomes known. However, ultimate results may differ from our estimates, which could result in losses over our reserved amounts.

Loss Contingencies

We are involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. We record a liability when we believe that it is both probable that a loss has been incurred and the amount or range can be reasonably estimated. We disclose material contingencies when we believe that a loss is not probable but reasonably possible. Significant judgment is required to determine both probability and the estimated amount. We review these provisions on a quarterly basis and adjust these provisions accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information.

The outcome of legal matters and litigation is inherently uncertain. Therefore, if one or more of these legal matters were resolved against us for amounts in excess of management’s expectations, our results of operations, and financial condition, including in a particular reporting period, could be materially adversely affected.

Income Taxes

We are subject to income taxes in the U.S. and in many foreign jurisdictions. Significant judgment is required in determining our provision for income taxes, our deferred tax assets and liabilities and any valuation allowance recorded against our net deferred tax assets that are not more-likely-than-not to be realized. The determination of the realizability of deferred tax assets requires significant judgment in assessing the likelihood of future tax consequences and evaluation of all available evidence in accordance with applicable accounting guidance. In completing our assessment of realizability of our deferred tax assets, we consider our history of losses measured at pre-tax income (loss) adjusted for permanent book-tax differences on a jurisdictional basis, volatility in actual earnings, excess tax benefits related to stock-based compensation in recent prior years, and impacts of the timing of reversal of existing temporary differences. We also rely on our assessment of the Company’s projected future results of business operations, including uncertainty in future operating results relative to historical results, volatility in the market price of our common stock and its performance over time, variable macroeconomic conditions impacting our ability to forecast future taxable income, and changes in business that may affect the existence and magnitude of future taxable income. Our valuation allowance assessment is based on our best estimate of future results considering all available information.

Given our current earnings and anticipated future earnings, we believe that there is a reasonable possibility that sufficient positive evidence may become available in a future period to reach a conclusion that the U.S. valuation allowance will no

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longer be needed. Release of the valuation allowance would result in the recognition of U.S. federal and state deferred tax assets and a corresponding decrease to income tax expense in the period the release is recorded. The exact timing and amount of any potential valuation allowance release are subject to change on the basis of our level of sustained U.S. profitability, as well as the amount of our tax deductible stock-based compensation, which is dependent upon our publicly traded share price and macroeconomic conditions, among other factors.

Furthermore, significant judgment is required in evaluating our tax positions. In the ordinary course of business, there are many transactions and calculations for which the ultimate tax result is uncertain. As a result, we recognize the effect of this uncertainty on our tax attributes or taxes payable in light of our estimates of the eventual outcome. These effects are recognized when, despite our belief that our tax return positions are supportable, we believe that it is more-likely-than-not that some of those positions may not be fully sustained upon review by tax authorities. We are required to file income tax returns in the U.S. and various foreign jurisdictions, many of which are unclear, uncertain, and lack authoritative interpretive guidance. Such returns are subject to audit by the various federal, state and local, and foreign taxing authorities, who may disagree with respect to our tax positions. We believe that our consideration is adequate for all open audit years based on our assessment of many factors, including past experience and interpretations of tax law. We review and update our estimates each quarter in light of changing facts and circumstances, such as the closing of a tax audit, the lapse of a statute of limitations or a change in estimate. This review could result in a change in our income tax expense. Similarly, to the extent that the final tax outcome of these matters differs from our estimates, as may be adjusted, such differences may impact income tax expense in the period in which such determination is made.

Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, see Note 2 – "Summary of Significant Accounting Policies" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0001628280-25-005715.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2025-02-14. Report date: 2024-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” and other sections of this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

In addition, this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section generally discusses 2024 and 2023 items and year-to-year comparisons between 2024 and 2023. Discussions of 2022 items and year-to-year comparisons between 2023 and 2022 are not included in this Annual Report on Form 10-K and can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 20, 2024.

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Overview

DoorDash, Inc. is incorporated in Delaware with headquarters in San Francisco, California. Our mission is to grow and empower local economies. We aim to do this by providing services that reduce friction in local commerce and help merchants better connect with consumers in their communities.

Our primary offerings include the DoorDash Marketplace and the Wolt Marketplace (our "Marketplaces"), and our Commerce Platform. Our Marketplaces operate in over 30 countries across the globe and provide an integrated suite of services that help merchants establish an online presence, connect with consumers in their communities, and solve mission-critical challenges, such as customer acquisition, demand generation, order fulfillment, merchandising, payment processing, and customer support. We also offer advertising as a value-added service through our Marketplaces to help merchants and consumer packaged goods companies increase consumer engagement and drive incremental revenue.

Our Marketplaces compete for consumers based primarily on the selection, convenience, quality, affordability, and service we provide. Our Marketplaces also offer our consumer membership programs, DashPass and Wolt+, which aim to lower transactional friction by reducing the delivery and service fees we charge, while providing additional membership benefits.

In addition to our Marketplaces, we offer our Commerce Platform, which is a suite of services that help merchants grow, run, and operate their businesses on their own channels. DoorDash Drive On-Demand and Wolt Drive (together, "Drive") are white-label delivery fulfillment services that generate the majority of revenue within our Commerce Platform. In addition to Drive, we also provide services that help merchants establish online ordering, build branded mobile apps, enable tableside order and pay, and improve customer support.

Financial and Operational Highlights

We use the following financial and operational metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions:

Year Ended December 31,
(in millions, except percentages)202220232024
Total Orders1,7362,1612,583
Total Orders Y/Y growth25%24%20%
Marketplace GOV$53,414$66,771$80,231
Marketplace GOV Y/Y growth27%25%20%
Revenue$6,583$8,635$10,722
Revenue Y/Y growth35%31%24%
Net Revenue Margin12.3%12.9%13.4%
GAAP gross profit$2,824$3,860$4,979
GAAP gross profit as a % of Marketplace GOV5.3%5.8%6.2%
Contribution Profit(1)$1,567$2,482$3,474
Contribution Profit as a % of Marketplace GOV2.9%3.7%4.3%
GAAP net income (loss) attributable to DoorDash, Inc. common stockholders$(1,365)$(558)$123
GAAP net income (loss) attributable to DoorDash, Inc. common stockholders as a % of Marketplace GOV(2.6)%(0.8)%0.2%
Adjusted EBITDA(1)$361$1,190$1,900
Adjusted EBITDA as a % of Marketplace GOV0.7%1.8%2.4%
Weighted-average diluted shares outstanding371393430

(1)Contribution Profit and Adjusted EBITDA are non-GAAP financial measures. For more information regarding our use of these measures and reconciliations to the most directly comparable financial measures calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures."

Total Orders. We define Total Orders as all orders completed through our Marketplaces and Commerce Platform over the period of measurement.

Total Orders grew to 2.6 billion in 2024, a 20% increase compared to 2023. The increase in Total Orders was driven primarily by growth in consumers and growth in average consumer engagement.

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Marketplace GOV. We define Marketplace GOV as the total dollar value of orders completed on our Marketplaces, including taxes, tips4, and any applicable consumer fees, including membership fees related to DashPass and Wolt+. Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants for orders fulfilled through our Commerce Platform.

Marketplace GOV grew to $80.2 billion in 2024, a 20% increase compared to 2023, driven primarily by growth in Total Orders.

Net Revenue Margin. We define Net Revenue Margin as revenue expressed as a percentage of Marketplace GOV.

Net Revenue Margin increased to 13.4% in 2024 from 12.9% in 2023, primarily due to an increased contribution from advertising revenue.

Contribution Profit. We define Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue.

We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

Contribution Profit increased to $3.5 billion in 2024 from $2.5 billion in 2023, driven primarily by growth in revenue, partially offset by increases in cost of revenue and sales and marketing expenses.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) attributable to DoorDash, Inc. common stockholders, adjusted to include net income (loss) attributable to redeemable non-controlling interests, and exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest income, net, (ix) other expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business.

Adjusted EBITDA increased to $1.9 billion in 2024 from $1.2 billion in 2023, driven primarily by growth in Contribution Profit, partially offset by increases in adjusted research and development expense and adjusted general and administrative expense.

Free Cash Flow. We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

Free Cash Flow increased to $1.8 billion in 2024 from $1.3 billion in 2023, driven primarily by an increase in net cash provided by operating activities.

4 Dashers receive 100% of tips.

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Results of Operations

The following table summarizes our historical consolidated statements of operations data:

Year Ended December 31,
(in millions)202220232024
Revenue$6,583$8,635$10,722
Costs and expenses:(1)
Cost of revenue, exclusive of depreciation and amortization shown separately below3,5884,5895,542
Sales and marketing1,6821,8762,037
Research and development8291,0031,168
General and administrative1,1471,2351,452
Depreciation and amortization(2)369509561
Restructuring charges922
Total costs and expenses7,7079,21410,760
Loss from operations(1,124)(579)(38)
Interest income, net30152199
Other expense, net(305)(107)(5)
Income (loss) before income taxes(1,399)(534)156
Provision for (benefit from) income taxes(31)3139
Net income (loss) including redeemable non-controlling interests(1,368)(565)117
Less: net loss attributable to redeemable non-controlling interests(3)(7)(6)
Net income (loss) attributable to DoorDash, Inc. common stockholders$(1,365)$(558)$123

(1)Costs and expenses include stock-based compensation expense as follows:

Year Ended December 31,
(in millions)202220232024
Cost of revenue, exclusive of depreciation and amortization$102$139$151
Sales and marketing98119117
Research and development365466505
General and administrative313364326
Restructuring charges11
Total stock-based compensation expense$889$1,088$1,099

(2)Depreciation and amortization related to the following:

Year Ended December 31,
(in millions)202220232024
Cost of revenue$171$186$201
Sales and marketing81125119
Research and development104185222
General and administrative131319
Total depreciation and amortization$369$509$561

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The following table sets forth the components of our consolidated statements of operations data as a percentage of revenue:

Year Ended December 31,
202220232024
Revenue100%100%100%
Costs and expenses:
Cost of revenue, exclusive of depreciation and amortization shown separately below54%53%52%
Sales and marketing26%22%19%
Research and development13%12%11%
General and administrative17%14%14%
Depreciation and amortization6%6%5%
Restructuring charges1%%%
Total costs and expenses117%107%101%
Loss from operations(17)%(7)%(1)%
Interest income, net1%2%2%
Other expense, net(5)%(1)%%
Income (loss) before income taxes(21)%(6)%1%
Provision for (benefit from) income taxes%%%
Net income (loss) including redeemable non-controlling interests(21)%(6)%1%
Less: net loss attributable to redeemable non-controlling interests%%%
Net income (loss) attributable to DoorDash, Inc. common stockholders(21)%(6)%1%

Comparison of the Years Ended 2024 and 2023

Revenue

We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. Commissions from partner merchants are based on an agreed-upon rate applied to the total dollar value of goods ordered in exchange for using our Marketplaces to sell the partner merchants’ products. Fees from consumers are for the use of our Marketplaces and to arrange for delivery services. Our revenue reflects commissions charged to partner merchants and fees charged to consumers less (i) Dasher payout and (ii) refunds, credits, and promotions, which includes certain discounts and incentives provided to consumers.

We also generate revenue from membership fees paid by consumers for DashPass and Wolt+, and our advertising products, which are recognized as part of our Marketplaces revenue.

In addition, we generate revenue from other sources, including our Commerce Platform. Drive generates the majority of revenue within our Commerce Platform. We generate revenue from Drive by collecting per-order fees from merchants to arrange for delivery services that fulfill demand generated through their own channels.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Revenue$6,583$8,635$10,722$2,08724%

Revenue increased by $2.1 billion, or 24%, in 2024, compared to 2023. The increase was primarily driven by a 20% increase in Marketplace GOV to $80.2 billion. In 2024, revenue grew at a faster rate than Marketplace GOV primarily due to an increased contribution from advertising revenue.

Cost of Revenue, Exclusive of Depreciation and Amortization

Cost of revenue primarily consists of (i) order management costs, which include payment processing charges, net of rebates issued from payment processors, costs associated with cancelled orders, insurance expenses, costs related to placing orders with non-partner merchants, and costs related to first party product sales, for which we take control of inventory, (ii) platform costs, which include costs for onboarding merchants and Dashers, costs for providing support for consumers, merchants, and Dashers, and technology platform infrastructure costs, and (iii) personnel costs, which include

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personnel-related compensation expenses related to our local operations, support, and other teams, and allocated overhead. Personnel-related compensation expenses primarily include salary, bonus, benefits, and stock-based compensation expense. Allocated overhead is determined based on an allocation of shared costs, such as facilities (including rent and utilities) and information technology costs, among all departments based on employee headcount.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Cost of revenue, exclusive of depreciation and amortization$3,588$4,589$5,542$95321%

Cost of revenue, exclusive of depreciation and amortization, increased by $953 million, or 21%, in 2024, compared to 2023. The increase was primarily attributable to an increase of $782 million in order management costs and an increase of $94 million in platform costs, driven primarily by growth in Total Orders.

Sales and Marketing

Sales and marketing expenses primarily consist of advertising and other ancillary expenses related to merchant, consumer, and Dasher acquisition, including certain consumer referral credits and Dasher referral fees paid to the referrers to the extent they represent fair value of acquiring a new consumer or a new Dasher, brand marketing expenses, personnel-related compensation expenses for sales and marketing employees, and commissions expense including amortization of deferred contract costs, as well as allocated overhead.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Sales and marketing$1,682$1,876$2,037$1619%

Sales and marketing expenses increased by $161 million, or 9%, in 2024, compared to 2023. The increase was primarily driven by an increase of $74 million in advertising expenses and an increase of $66 million in personnel-related compensation expenses and allocated overhead.

Research and Development

Research and development expenses primarily consist of personnel-related compensation expenses related to data analytics and the design of, product development of, and improvements to our platform, as well as expenses associated with the licensing of third-party software and allocated overhead.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Research and development$829$1,003$1,168$16516%

Research and development expenses increased by $165 million, or 16%, in 2024, compared to 2023. The increase was primarily driven by an increase of $163 million in personnel-related compensation expenses and allocated overhead.

General and Administrative

General and administrative expenses primarily consist of legal, tax, and regulatory expenses, which include litigation settlement expenses and sales and indirect taxes; personnel-related compensation expenses related to administrative employees, which include finance and accounting, human resources and legal; chargebacks associated with fraudulent credit card transactions; professional services fees; transaction-related costs; impairment expenses; bad debt expense; and allocated overhead.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
General and administrative$1,147$1,235$1,452$21718%

General and administrative expenses increased by $217 million, or 18%, in 2024, compared to 2023. The increase was primarily driven by an increase of $83 million in office lease impairment expenses, an increase of $58 million in legal, tax,

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and regulatory expenses, and an increase in personnel-related compensation expenses and allocated overhead, exclusive of stock-based compensation expense related to the CEO performance award, of $41 million, primarily driven by increased headcount.

Depreciation and Amortization

Depreciation and amortization expenses primarily consist of depreciation and amortization expenses associated with our property and equipment and intangible assets. Depreciation primarily includes expenses associated with equipment for merchants, computer equipment and software, office equipment, and leasehold improvements. Amortization includes expenses associated with our capitalized software and website development costs, as well as acquired intangible assets.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Depreciation and amortization$369$509$561$5210%

Depreciation and amortization expenses increased by $52 million, or 10%, in 2024, compared to 2023. The increase was primarily driven by an increase of $62 million in amortization expenses related to capitalized software and website development costs.

Restructuring Charges

Restructuring charges primarily consist of separation-related payments and other termination benefit costs associated with restructuring activities.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Restructuring charges$92$2$$(2)*

*Percentage not meaningful

Restructuring charges were not material in 2024 and 2023.

Interest Income, Net

Interest income, net primarily consists of interest earned on our cash, cash equivalents, and marketable securities, net of interest costs.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Interest income, net$30$152$199$4731%

Interest income, net increased by $47 million, or 31%, in 2024, compared to 2023. The increase was primarily driven by an increase in average interest rates and a larger investment portfolio.

Other Expense, Net

Other expense, net primarily consists of adjustments to non-marketable equity securities, including impairment, as well as gains and losses from transactions denominated in a currency other than the functional currency.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Other expense, net$(305)$(107)$(5)$102(95)%

Other expense, net, decreased by $102 million, or 95%, in 2024, compared to 2023. The decrease was primarily driven by a decrease of $95 million in impairment for investments in non-marketable equity securities.

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Provision for (benefit from) Income Taxes

We are subject to income taxes in the U.S. and foreign jurisdictions in which we do business. Foreign jurisdictions have different statutory tax rates than those in the U.S. Additionally, certain of our foreign earnings may also be taxable in the U.S.

Accordingly, our effective tax rate is subject to significant variation due to several factors, including variability in our pre-tax and taxable income and loss and the mix of jurisdictions to which they relate, changes in our stock price, intercompany transactions, changes in how we do business, acquisitions, investments, tax audit developments, changes in our deferred tax assets and liabilities and their valuation, foreign currency gains and losses, changes in statutes, regulations, case law, administrative practices, principles, and interpretations related to tax, including changes to the global tax framework, competition, and other laws and accounting rules in various jurisdictions, and relative changes of expenses or losses for which tax benefits are not recognized. Additionally, the impact of discrete items and non-deductible expenses varies depending on the amount of pre-tax income or loss. For example, the impact of any particular item is greater when the amount of our pre-tax income or loss is smaller.

We have a valuation allowance for our net deferred tax assets in the U.S. and Finland. We expect to maintain these valuation allowances until it becomes more-likely-than-not that the benefit of our deferred tax assets will be realized by way of expected future taxable income in the U.S. and Finland.

Year Ended December 31,2023 to 2024
(in millions, except percentages)202220232024$ Change% Change
Provision for (benefit from) income taxes$(31)$31$39$8*

*Percentage not meaningful.

In 2024, the income tax expense increased by $8 million compared to 2023. The increase in income tax expense was primarily driven by U.S. pre-tax book income and the resulting increase in U.S. cash tax liabilities, partially offset by losses in foreign jurisdictions for which a tax benefit can be realized.

Given our current earnings and anticipated future earnings, we believe that there is a reasonable possibility that sufficient positive evidence may become available in a future period to reach a conclusion that the U.S. valuation allowance will no longer be needed. Release of the valuation allowance would result in the recognition of U.S. federal and state deferred tax assets and a corresponding decrease to income tax expense in the period the release is recorded. The exact timing and amount of any potential valuation allowance release are subject to change on the basis of our level of sustained U.S. profitability, as well as the amount of our tax deductible stock-based compensation, which is dependent upon our publicly traded share price, and macroeconomic conditions, among other factors.

For additional information, see Note 11 – "Income Taxes" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Non-GAAP Financial Measures

We use adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with GAAP measures as part of our overall assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance. We believe that these non-GAAP financial measures provide useful information to investors about our business and financial performance, enhance their overall understanding of our past performance and future prospects, and allow for greater transparency with respect to metrics used by our management in their financial and operational decision making. We are presenting these non-GAAP financial measures to assist investors in seeing our business and financial performance through the eyes of management, and because we believe that these non-GAAP financial measures provide an additional tool for investors to use in comparing results of operations of our business over multiple periods and with other companies in our industry.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations. Thus, our adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense,

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adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with GAAP.

We compensate for these limitations by providing a reconciliation of adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow to their respective related GAAP financial measures. We encourage investors and others to review our business, results of operations, and financial information in its entirety, not to rely on any single financial measure, and to view adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with their respective related GAAP financial measures.

Adjusted Cost of Revenue

We define adjusted cost of revenue as cost of revenue, exclusive of depreciation and amortization, excluding stock-based compensation expense and certain payroll tax expense, allocated overhead, and inventory write-off related to restructuring. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of cost of revenue, exclusive of depreciation and amortization, to adjusted cost of revenue:

Year Ended December 31,
(in millions)202220232024
Cost of revenue, exclusive of depreciation and amortization$3,588$4,589$5,542
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(103)(140)(153)
Allocated overhead(32)(32)(35)
Inventory write-off related to restructuring(2)
Adjusted cost of revenue$3,451$4,417$5,354

Adjusted Sales and Marketing Expense

We define adjusted sales and marketing expense as sales and marketing expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of sales and marketing expense to adjusted sales and marketing expense:

Year Ended December 31,
(in millions)202220232024
Sales and marketing$1,682$1,876$2,037
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(98)(119)(118)
Allocated overhead(19)(21)(25)
Adjusted sales and marketing$1,565$1,736$1,894

Adjusted Research and Development Expense

We define adjusted research and development expense as research and development expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

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The following table provides a reconciliation of research and development expense to adjusted research and development expense:

Year Ended December 31,
(in millions)202220232024
Research and development$829$1,003$1,168
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(366)(470)(507)
Allocated overhead(16)(16)(23)
Adjusted research and development$447$517$638

Adjusted General and Administrative Expense

We define adjusted general and administrative expense as general and administrative expenses excluding stock-based compensation expense and certain payroll tax expense, certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs (primarily consists of acquisition, integration, and investment related costs), impairment expenses, and including allocated overhead from cost of revenue, sales and marketing, and research and development. We exclude stock-based compensation as it is non-cash in nature and we exclude certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs, as well as impairment expenses, as these costs are not indicative of our operating performance. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of general and administrative expense to adjusted general and administrative expense:

Year Ended December 31,
(in millions)202220232024
General and administrative$1,147$1,235$1,452
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(313)(365)(329)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)(72)(162)(180)
Transaction-related costs(68)(2)(7)
Office lease impairment expenses(2)(83)
Allocated overhead from cost of revenue, sales and marketing, and research and development676983
Adjusted general and administrative$759$775$936

(1)We exclude certain costs and expenses from our calculation of adjusted general and administrative expense because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, our historical Dasher pay model, and a settlement entered into in connection with an initiative to serve underrepresented communities, (ii) reserves and settlements or other resolutions for or related to the collection of sales, indirect, and other taxes that we do not expect to incur on a recurring basis, (iii) expenses related to supporting various policy matters, including those related to worker classification, other labor law matters, and price controls, and (iv) donations as part of our relief efforts in connection with the COVID-19 pandemic and Russia's invasion of Ukraine. We believe it is appropriate to exclude the foregoing matters from our calculation of adjusted general and administrative expense because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

Contribution Profit

We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders. It is not a financial measure of total company profitability and it is neither intended to be used as a proxy for total company profitability nor imply profitability for our business. We define Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. We define gross margin as gross profit as a percentage of revenue for the same period and we define Contribution Margin as Contribution Profit as a percentage of revenue for the same period.

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Gross profit is the most directly comparable financial measure to Contribution Profit. The following table provides a reconciliation of gross profit to Contribution Profit:

Year Ended December 31,
(in millions, except percentages)202220232024
Revenue$6,583$8,635$10,722
Less: Cost of revenue, exclusive of depreciation and amortization(3,588)(4,589)(5,542)
Less: Depreciation and amortization related to cost of revenue(171)(186)(201)
Gross profit$2,824$3,860$4,979
Gross Margin42.9%44.7%46.4%
Less: Sales and marketing$(1,682)$(1,876)$(2,037)
Add: Depreciation and amortization related to cost of revenue171186201
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing201259271
Add: Allocated overhead included in cost of revenue and sales and marketing515360
Add: Inventory write-off related to restructuring2
Contribution Profit$1,567$2,482$3,474
Contribution Margin23.8%28.7%32.4%

Adjusted Gross Profit

We define Adjusted Gross Profit as gross profit plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue, (iii) allocated overhead included in cost of revenue, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue. Adjusted Gross Margin is defined as Adjusted Gross Profit as a percentage of revenue for the same period.

The following table provides a reconciliation of gross profit to Adjusted Gross Profit:

Year Ended December 31,
(in millions, except percentages)202220232024
Gross profit$2,824$3,860$4,979
Add: Depreciation and amortization related to cost of revenue171186201
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue103140153
Add: Allocated overhead included in cost of revenue323235
Add: Inventory write-off related to restructuring2
Adjusted Gross Profit$3,132$4,218$5,368
Adjusted Gross Margin47.6%48.8%50.1%

Adjusted EBITDA

Adjusted EBITDA is a measure that we use to assess our operating performance and the operating leverage in our business. We define Adjusted EBITDA as net income (loss) attributable to DoorDash, Inc. common stockholders, adjusted to include net income (loss) attributable to redeemable non-controlling interests and exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest income, net, (ix) other expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

Beginning with fiscal year 2024, we now present net income (loss) attributable to DoorDash, Inc. common stockholders as the most comparable GAAP measure to Adjusted EBITDA and we have changed our presentation of the reconciliation of Adjusted EBITDA to reconcile Adjusted EBITDA to net income (loss) attributable to DoorDash, Inc. common stockholders. We believe this is an important measure used by investors to assess the health and performance of our operations and that this presentation better reflects the comparison of that performance to the most comparable GAAP measure impacting DoorDash stockholders. We are continuing to show both net income (loss) attributable to DoorDash, Inc.

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common stockholders and net income (loss) including redeemable non-controlling interests so that investors can easily compare our historical presentations. The presentation for the years ended December 31, 2022 and 2023 have been conformed to this presentation.

The following table provides a reconciliation of net income (loss) attributable to DoorDash, Inc. common stockholders to Adjusted EBITDA, and a reconciliation of net income (loss) including redeemable non-controlling interests to Adjusted EBITDA:

Year Ended December 31,
(in millions)202220232024
Net income (loss) attributable to DoorDash, Inc. common stockholders$(1,365)$(558)$123
Add: Net loss attributable to redeemable non-controlling interests(3)(7)(6)
Net income (loss) including redeemable non-controlling interests$(1,368)$(565)$117
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)72162180
Transaction-related costs6827
Office lease impairment expenses283
Restructuring charges922
Inventory write-off related to restructuring2
Provision for (benefit from) income taxes(31)3139
Interest income, net(30)(152)(199)
Other expense, net(2)3051075
Stock-based compensation expense and certain payroll tax expense(3)8801,0941,107
Depreciation and amortization expense369509561
Adjusted EBITDA$361$1,190$1,900

(1)We exclude certain costs and expenses from our calculation of Adjusted EBITDA because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, our historical Dasher pay model, and a settlement entered into in connection with an initiative to serve underrepresented communities, (ii) reserves and settlements or other resolutions for or related to the collection of sales, indirect, and other taxes that we do not expect to incur on a recurring basis, (iii) expenses related to supporting various policy matters, including those related to worker classification, other labor law matters, and price controls, and (iv) donations as part of our relief efforts in connection with the COVID-19 pandemic and Russia's invasion of Ukraine. We believe it is appropriate to exclude the foregoing matters from our calculation of Adjusted EBITDA because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

(2)Consists primarily of adjustments to non-marketable equity securities, including impairment.

(3)Excludes stock-based compensation related to restructuring, which is included in restructuring charges in the table above.

Free Cash Flow

We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

The following table provides a reconciliation of net cash provided by operating activities to Free Cash Flow:

Year Ended December 31,
(in millions)202220232024
Net cash provided by operating activities$367$1,673$2,132
Purchases of property and equipment(176)(123)(104)
Capitalized software and website development costs(170)(201)(226)
Free Cash Flow$21$1,349$1,802
Net cash used in investing activities$(300)$(342)$(444)
Net cash used in financing activities$(375)$(752)$(204)

Credit Facility

On November 19, 2019, we entered into a revolving credit and guaranty agreement with certain lenders, which, as most recently amended and restated on April 26, 2024, provides for an $800 million unsecured revolving credit facility maturing on April 26, 2029, with a sublimit for the issuance of letters of credit in an aggregate face amount of up to $600 million. As

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of December 31, 2024, we were in compliance with the covenants under the revolving credit and guaranty agreement. As amended and restated, the credit agreement contains customary affirmative covenants, as well as customary negative covenants that restrict our ability and our subsidiaries’ ability to, among other things, incur subsidiary indebtedness, grant liens, declare cash dividends or make certain other distributions, repurchase stock, merge or consolidate with other companies or sell substantially all of our and our subsidiaries' assets, taken as a whole, make investments and loans, and engage in certain transactions with affiliates. The Company must also maintain compliance with a maximum senior net leverage ratio, measured quarterly, determined in accordance with the terms of the credit agreement. As of December 31, 2023 and 2024, no revolving loans were outstanding and $115 million and $112 million of letters of credit were issued under our revolving credit facility, respectively.

Liquidity and Capital Resources

As of December 31, 2024, our principal sources of liquidity were cash, cash equivalents, and marketable securities of $6.2 billion, which consisted of cash and cash equivalents of $4.0 billion, and short-term marketable securities of $1.3 billion and long-term marketable securities of $835 million. Additionally, funds held at payment processors of $436 million represent cash due from our payment processors for cleared transactions with merchants and consumers, as well as funds remitted to payment processors for Dasher payout. Cash and cash equivalents consisted of cash on deposit with banks as well as institutional money market funds, commercial paper, and U.S. Treasury securities. Marketable securities consisted of certificates of deposit, commercial paper, corporate bonds, U.S. government agency securities, U.S. Treasury securities, and mutual funds.

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $5.3 billion as of December 31, 2024. We have historically funded our operations from cash from operations as well as the issuance of equity securities, including in our initial public offering in December 2020. To execute on our strategic initiatives to continue to grow our business, we may incur operating losses and generate negative cash flows from operations in the future, and as a result, we may require additional capital resources. We believe our existing cash, cash equivalents, and marketable securities, along with the available borrowings under our revolving credit facility, will be sufficient to meet our working capital and capital expenditures needs for at least the next 12 months and beyond.

In February 2024, we announced the authorization of a share repurchase program for the repurchase of shares of our Class A common stock, in an aggregate amount up to $1.1 billion. As of December 31, 2024, approximately $876 million remained available under the repurchase authorization.

In February 2025, we announced the authorization of a share repurchase program for the repurchase of shares of our Class A common stock in an aggregate amount of up to $5.0 billion, which is inclusive of the remaining share repurchase authority of $876 million under the share repurchase program that we previously announced in February 2024. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Exchange Act. We may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of our Class A common stock under this authorization. We may or may not repurchase any portion of the total authorized amount, and the timing and actual number of shares repurchased may depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities.

Our future capital requirements will depend on many factors, including, but not limited to our growth, our ability to attract and retain merchants, consumers, and Dashers that utilize our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, the expansion of sales and marketing activities, and the timing and extent of spending for policy and worker classification initiatives. Further, we may in the future enter into arrangements to acquire or invest in businesses, products, services, and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.

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The following table summarizes our cash flows for the periods indicated:

Year Ended December 31,
(In millions)202220232024
Net cash provided by operating activities$367$1,673$2,132
Net cash used in investing activities(300)(342)(444)
Net cash used in financing activities(375)(752)(204)
Foreign currency effect on cash, cash equivalents, and restricted cash(10)5(35)
Net increase (decrease) in cash, cash equivalents, and restricted cash$(318)$584$1,449

Operating Activities

Cash provided by operating activities was $2.1 billion for 2024. This primarily consisted of net income including redeemable non-controlling interests of $117 million, adjusted for non-cash stock-based compensation expense of $1.1 billion, non-cash depreciation and amortization expense of $561 million, non-cash reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $103 million, non-cash office lease impairment expenses of $83 million, and other net non-cash expenses of $33 million, as well as $136 million net inflows from changes in operating assets and liabilities primarily driven by an increase in our accrued expenses, partially offset by increases in other assets, accounts receivable, net, and prepaid expenses and other current assets.

Cash provided by operating activities was $1.7 billion for 2023. This primarily consisted of a net loss including redeemable non-controlling interests of $565 million, adjusted for non-cash stock-based compensation expense of $1.1 billion, non-cash depreciation and amortization expense of $509 million, reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $108 million, non-cash impairments of non-marketable equity securities of $101 million, and other net non-cash expenses of $15 million, as well as $417 million net inflows from changes in operating assets and liabilities primarily driven by an increase in our accrued expenses, partially offset by increases in accounts receivable, net, payments for operating lease liabilities, and prepaid expenses and other current assets.

Investing Activities

Cash used in investing activities was $444 million for 2024, which primarily consisted of purchases of marketable securities of $2.0 billion, purchases of property and equipment of $104 million, and cash outflows for capitalized software and website development costs of $226 million, partially offset by proceeds from the sales and maturities of marketable securities of $1.8 billion.

Cash used in investing activities was $342 million for 2023, which primarily consisted of purchases of marketable securities of $1.9 billion, purchases of property and equipment of $123 million, cash outflows for capitalized software and website development costs of $201 million, and purchases of non-marketable equity securities of $17 million, partially offset by proceeds from the sales and maturities of marketable securities of $1.9 billion.

Financing Activities

Cash used in financing activities was $204 million for 2024, which consisted of repurchases of our Class A common stock of $224 million, partially offset by proceeds from the exercise of stock options of $14 million and other financing activities of $6 million.

Cash used in financing activities was $752 million for 2023, which consisted of repurchases of our Class A common stock of $750 million and cash paid for other financing activities of $8 million, partially offset by proceeds from the exercise of stock options of $6 million.

Critical Accounting Estimates

Our consolidated financial statements and the related notes thereto included elsewhere in this Annual Report on Form 10-K are prepared in accordance with GAAP. The preparation of consolidated financial statements in accordance with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the period presented. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from our

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estimates. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows could be affected.

We believe that the accounting policies described below involve a significant degree of judgment and complexity. Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. For further information, see Note 2 – "Summary of Significant Accounting Policies" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Revenue Recognition

We recognize revenue in accordance with ASC 606. We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. A partner merchant represents a merchant that has entered into a contractual agreement with DoorDash. Revenue from our Marketplaces is recognized at the point in time when the consumer obtains control of the merchant’s products. We also generate revenue from membership fees paid by consumers for DashPass and Wolt+, which is recognized as part of our Marketplaces. Revenue generated from DashPass and Wolt+ memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer. We also generate revenue from our Drive offering by collecting per-order fees from merchants that use our local commerce platform to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Our local commerce platform facilitates orders between consumers and partner merchants. Separately, the platform arranges for consumers to obtain delivery service from Dashers. We determined that the order facilitation service and delivery facilitation service are distinct performance obligations and therefore considered whether it is a principal or agent separately for each of these items. The order facilitation service and the delivery facilitation service are distinct given that the consumer can benefit from each item separately. Further, the order facilitation service and delivery facilitation service are separately identifiable as the nature of the promises are to transfer the order facilitation service and delivery facilitation service individually, rather than as a combined item.

Principal vs. Agent Considerations

Judgment is required in determining whether we are the principal or the agent in transactions with partner merchants, consumers, and Dashers. As it relates to the accounting for order facilitation services and delivery facilitation services, we evaluated whether to present revenue on a gross versus net basis based on whether we control each specified good or service before it is provided to the consumer in Marketplace transactions.

With respect to order facilitation services, we have determined that we are an agent for partner merchants in facilitating the sale of products to the consumer through our Marketplaces. The consumer accesses our local commerce platform to identify merchants and places an order for merchants’ products. These orders are picked up from partner merchants and delivered to consumers by Dashers. We do not control the products prior to them being transferred to the consumer as we do not have the ability to redirect the products to another consumer nor do we obtain any economic benefit from the products.

With respect to the vast majority of our delivery facilitation services, we have determined that we are acting as an agent for the consumer in facilitating the delivery of products by connecting consumers with Dashers. As our role with the delivery facilitation service is only to arrange for a delivery opportunity to be offered to prospective Dashers, we do not control how the delivery service is ultimately provided to the consumer.

In the vast majority of our transactions with end-users, we are an agent in facilitating the sale of products and delivery services, thus we report revenue on a net basis, reflecting amounts collected from consumers, less amounts remitted to merchants and Dashers.

We recognize revenue from both partner merchants and consumers for each successfully completed transaction. We satisfy our performance obligations to a partner merchant when there is a successful sale of the merchant’s products and we meet our performance obligation to a consumer once the Dasher has picked up the products from the merchant for delivery to the consumer.

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Insurance Reserves

We utilize third-party insurance that includes retained insurance deductibles to insure costs, including auto liability related to both bodily injury and physical damage, and uninsured and underinsured motorists up to a certain dollar retention limit. The recorded insurance reserves reflect the estimated cost for claims incurred but not yet paid and claims that have been incurred but not yet reported and any loss adjustment expense. The estimate of our ultimate deductible obligation utilizes actuarial techniques applied to historical claim and loss experience. We use assumptions based on actuarial judgments with consideration toward claim and loss development factors, which includes the development time frame and settlement patterns, and expected loss rates. Reserves are periodically reviewed and adjusted as necessary as experience develops or new information becomes known. However, ultimate results may differ from our estimates, which could result in losses over our reserved amounts.

Loss Contingencies

We are involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. We record a liability when we believe that it is both probable that a loss has been incurred and the amount or range can be reasonably estimated. We disclose material contingencies when we believe that a loss is not probable but reasonably possible. Significant judgment is required to determine both probability and the estimated amount. We review these provisions on a quarterly basis and adjust these provisions accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information.

The outcome of legal matters and litigation is inherently uncertain. Therefore, if one or more of these legal matters were resolved against us for amounts in excess of management’s expectations, our results of operations, and financial condition, including in a particular reporting period, could be materially adversely affected.

Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, see Note 2 – "Summary of Significant Accounting Policies" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

FY 2023 10-K MD&A

SEC filing source: 0001628280-24-005600.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2024-02-20. Report date: 2023-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” and other sections of this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

In addition, this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section generally discusses 2023 and 2022 items and year-to-year comparisons between 2023 and 2022. Discussions of 2021 items and year-to-year comparisons between 2022 and 2021 are not included in this Annual Report on Form 10-K and

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can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on February 27, 2023.

Overview

DoorDash, Inc. is incorporated in Delaware with headquarters in San Francisco, California. We provide a local commerce platform that enables local businesses to address consumers’ expectations of ease and immediacy and thrive in today’s convenience economy.

We operate a local commerce platform that connects merchants, consumers, and Dashers. Our primary offerings are the DoorDash Marketplace and the Wolt Marketplace, which together operate in over 25 countries across the globe. Our Marketplaces provide a suite of services that enable merchants to establish an online presence, generate demand, seamlessly transact with consumers, and fulfill orders. As part of our Marketplaces, we also offer Pickup, which allows consumers to place advance orders, skip lines, and pick up their orders conveniently with no consumer fees, as well as DoorDash for Business, which provides merchants on our platform with large group orders and catering orders for businesses and events. The DoorDash Marketplace also includes DashPass and the Wolt Marketplace includes Wolt+. DashPass and Wolt+ are our membership products, which provide members with unlimited access to eligible merchants with zero delivery fees and reduced service fees on eligible orders.

In addition to our Marketplaces, we offer Platform Services, which primarily includes DoorDash Drive and Wolt Drive, which are white-label delivery fulfillment services that enable merchants that have generated consumer demand through their own channels to fulfill this demand using our platform. Platform Services also includes DoorDash Storefront, which enables merchants to create their own branded online ordering experience, providing them with a turnkey solution to offer consumers on-demand access to e-commerce without investing in in-house engineering or fulfillment capabilities, and Bbot, which offers merchants solutions for their in-store and online channels, including in-store digital ordering and payments.

Financial and Operational Highlights

We use the following financial and operational metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions:

Year Ended December 31,
(in millions, except percentages)202120222023
Total Orders1,3901,7362,161
Total Orders Y/Y growth70%25%24%
Marketplace GOV$41,944$53,414$66,771
Marketplace GOV Y/Y growth70%27%25%
Revenue$4,888$6,583$8,635
Revenue Y/Y growth69%35%31%
Net Revenue Margin11.7%12.3%12.9%
GAAP gross profit$2,452$2,824$3,860
GAAP gross profit as a % of Marketplace GOV5.8%5.3%5.8%
Contribution Profit(1)$1,071$1,567$2,482
Contribution Profit as a % of Marketplace GOV2.6%2.9%3.7%
GAAP net loss including redeemable non-controlling interests$(468)$(1,368)$(565)
GAAP net loss including redeemable non-controlling interests as a % of Marketplace GOV(1.1)%(2.6)%(0.8)%
Adjusted EBITDA(1)$289$361$1,190
Adjusted EBITDA as a % of Marketplace GOV0.7%0.7%1.8%
Basic shares, options and RSUs outstanding as of period end393452450

(1)Contribution Profit and Adjusted EBITDA are non-GAAP financial measures. For more information regarding our use of these measures and reconciliations to the most directly comparable financial measures calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures."

Total Orders. We define Total Orders as all orders completed through our Marketplaces and Platform Services businesses over the period of measurement.

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Total Orders grew to 2.2 billion in 2023, a 24% increase compared to 2022. The increase in Total Orders was driven primarily by growth in consumers and increased consumer engagement as well as the inclusion of Wolt, which we acquired in the second quarter of 2022, for a full fiscal year.

Marketplace GOV. We define Marketplace GOV as the total dollar value of orders completed on our Marketplaces, including taxes, tips4, and any applicable consumer fees, including membership fees related to DashPass and Wolt+. Marketplace orders include orders completed through Pickup and DoorDash for Business. Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants, for orders fulfilled through Drive, Storefront, or Bbot.

Marketplace GOV grew to $66.8 billion in 2023, a 25% increase compared to 2022, driven primarily by organic growth in Total Orders as well as the inclusion of Wolt for a full fiscal year.

Net Revenue Margin. We define Net Revenue Margin as revenue expressed as a percentage of Marketplace GOV.

Net Revenue Margin increased to 12.9% in 2023 from 12.3% in 2022, primarily due to improved logistics efficiency and quality, as well as increasing contribution from advertising revenue.

Contribution Profit. We define Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue.

We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

Contribution Profit increased to $2.5 billion in 2023 from $1.6 billion in 2022, driven primarily by growth in revenue, partially offset by increases in cost of revenue and sales and marketing expenses, as well as the inclusion of Wolt for a full fiscal year.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) including redeemable non-controlling interests, adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest (income) expense, net, (ix) other expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business.

Adjusted EBITDA increased to $1.2 billion in 2023 from $361 million in 2022, driven primarily by growth in Contribution Profit, partially offset by the inclusion of Wolt operating expenses for a full fiscal year.

Free Cash Flow. We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

Free Cash Flow increased to $1.3 billion in 2023 from $21 million in 2022, driven primarily by an increase in net cash provided by operating activities.

4 Dashers receive 100% of tips.

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Results of Operations

The following table summarizes our historical consolidated statements of operations data:

Year Ended December 31,
(in millions)202120222023
Revenue$4,888$6,583$8,635
Costs and expenses:(1)
Cost of revenue, exclusive of depreciation and amortization shown separately below2,3383,5884,589
Sales and marketing1,6191,6821,876
Research and development4308291,003
General and administrative7971,1471,235
Depreciation and amortization(2)156369509
Restructuring charges922
Total costs and expenses5,3407,7079,214
Loss from operations(452)(1,124)(579)
Interest income (expense), net(11)30152
Other expense, net(305)(107)
Loss before income taxes(463)(1,399)(534)
Provision for (benefit from) income taxes5(31)31
Net loss including redeemable non-controlling interests(468)(1,368)(565)
Less: net loss attributable to redeemable non-controlling interests(3)(7)
Net loss attributable to DoorDash, Inc. common stockholders$(468)$(1,365)$(558)

(1)Costs and expenses include stock-based compensation expense as follows:

Year Ended December 31,
(in millions)202120222023
Cost of revenue, exclusive of depreciation and amortization$46$102$139
Sales and marketing5298119
Research and development182365466
General and administrative206313364
Restructuring charges11
Total stock-based compensation expense$486$889$1,088

(2)Depreciation and amortization related to the following:

Year Ended December 31,
(in millions)202120222023
Cost of revenue$98$171$186
Sales and marketing2081125
Research and development30104185
General and administrative81313
Total depreciation and amortization$156$369$509

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The following table sets forth the components of our consolidated statements of operations data as a percentage of revenue:

Year Ended December 31,
202120222023
Revenue100%100%100%
Costs and expenses:
Cost of revenue, exclusive of depreciation and amortization shown separately below48%54%53%
Sales and marketing33%26%22%
Research and development9%13%12%
General and administrative16%17%14%
Depreciation and amortization3%6%6%
Restructuring charges%1%%
Total costs and expenses109%117%107%
Loss from operations(9)%(17)%(7)%
Interest income (expense), net%1%2%
Other expense, net%(5)%(1)%
Loss before income taxes(9)%(21)%(6)%
Provision for (benefit from) income taxes%%%
Net loss including redeemable non-controlling interests(9)%(21)%(6)%
Less: net loss attributable to redeemable non-controlling interests%%%
Net loss attributable to DoorDash, Inc. common stockholders(9)%(21)%(6)%

Comparison of the Years Ended 2023 and 2022

Revenue

We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. Commissions from partner merchants are based on an agreed-upon rate applied to the total dollar value of goods ordered in exchange for using our Marketplaces to sell the partner merchants’ products. Fees from consumers are for the use of our Marketplaces and to arrange for delivery services. Our revenue reflects commissions charged to partner merchants and fees charged to consumers less (i) Dasher payout and (ii) refunds, credits, and promotions, which includes certain discounts and incentives provided to consumers, including those for referring a new customer.

We also generate revenue from membership fees paid by consumers for DashPass and Wolt+, and our advertising products, which are recognized as part of our Marketplaces revenue.

In addition, we generate revenue from other sources, including our Platform Services, which primarily consists of our Drive and Storefront offerings. We generate revenue from Drive by collecting per-order fees from merchants to arrange for delivery services that fulfill demand generated through their own channels.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Revenue$4,888$6,583$8,635$2,05231%

Revenue increased by $2.1 billion, or 31%, in 2023, compared to 2022. The increase was primarily driven by a 25% increase in Marketplace GOV to $66.8 billion. In 2023, revenue grew at a faster rate than Marketplace GOV primarily due to improved logistics efficiency and quality, as well as increasing contribution from advertising revenue.

Cost of Revenue, Exclusive of Depreciation and Amortization

Cost of revenue primarily consists of (i) order management costs, which include payment processing charges, net of rebates issued from payment processors, costs associated with cancelled orders, insurance expenses, costs related to placing orders with non-partner merchants, and costs related to first party product sales, for which we take control of inventory (ii) platform costs, which include costs for onboarding merchants and Dashers, costs for providing support for consumers, merchants, and Dashers, and technology platform infrastructure costs, and (iii) personnel costs, which include

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personnel-related compensation expenses related to our local operations, support, and other teams, and allocated overhead. Personnel-related compensation expenses primarily include salary, bonus, benefits, and stock-based compensation expense. Allocated overhead is determined based on an allocation of shared costs, such as facilities (including rent and utilities) and information technology costs, among all departments based on employee headcount.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Cost of revenue, exclusive of depreciation and amortization$2,338$3,588$4,589$1,00128%

Cost of revenue, exclusive of depreciation and amortization, increased by $1.0 billion, or 28%, in 2023, compared to 2022. The increase was primarily attributable to an increase of $766 million in order management costs and an increase of $67 million in platform costs, driven primarily by growth in Total Orders and Marketplace GOV. Order management costs also increased due to an increase in insurance reserves, and costs associated with our first-party distribution business. Additionally, personnel-related compensation expenses and allocated overhead increased by $148 million primarily driven by the inclusion of Wolt for a full fiscal year.

Sales and Marketing

Sales and marketing expenses primarily consist of advertising and other ancillary expenses related to merchant, consumer, and Dasher acquisition, including certain consumer referral credits and Dasher referral fees paid to the referrers to the extent they represent fair value of acquiring a new consumer or a new Dasher, brand marketing expenses, personnel-related compensation expenses for sales and marketing employees, and commissions expense including amortization of deferred contract costs, as well as allocated overhead.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Sales and marketing$1,619$1,682$1,876$19412%

Sales and marketing expenses increased by $194 million, or 12%, in 2023, compared to 2022. The increase was primarily driven by an increase of $111 million in advertising expenses and an increase of $58 million in personnel-related compensation expenses primarily driven by the inclusion of Wolt for a full fiscal year.

Research and Development

Research and development expenses primarily consist of personnel-related compensation expenses related to data analytics and the design of, product development of, and improvements to our platform, as well as expenses associated with the licensing of third-party software and allocated overhead.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Research and development$430$829$1,003$17421%

Research and development expenses increased by $174 million, or 21%, in 2023, compared to 2022. The increase was primarily driven by an increase of $232 million in personnel-related compensation expenses and allocated overhead, partially offset by an increase in capitalized software and website development costs of $56 million.

General and Administrative

General and administrative expenses primarily consist of (i) legal, tax, and regulatory expenses, which include litigation settlement expenses and sales and indirect taxes, (ii) personnel-related compensation expenses related to administrative employees, which include finance and accounting, human resources and legal, (iii) chargebacks associated with

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fraudulent credit card transactions, (iv) professional services fees, (v) transaction-related costs, (vi) bad debt expense, and (vii) allocated overhead.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
General and administrative$797$1,147$1,235$888%

General and administrative expenses increased by $88 million, or 8%, in 2023, compared to 2022. The increase was primarily driven by an increase of $81 million in legal, tax, and regulatory expenses, and an increase of $67 million in personnel-related compensation expenses and allocated overhead primarily driven by the inclusion of Wolt for a full fiscal year, partially offset by a decrease in transaction-related costs of $66 million.

Depreciation and Amortization

Depreciation and amortization expenses primarily consist of depreciation and amortization expenses associated with our property and equipment and intangible assets. Depreciation primarily includes expenses associated with equipment for merchants, computer equipment and software, office equipment, and leasehold improvements. Amortization includes expenses associated with our capitalized software and website development costs, as well as acquired intangible assets.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Depreciation and amortization$156$369$509$14038%

Depreciation and amortization expenses increased by $140 million, or 38%, in 2023, compared to 2022. The increase was primarily driven by an increase of $99 million in amortization expenses related to capitalized software and website development costs and an increase of $28 million in amortization expenses for acquired intangible assets.

Restructuring Charges

Restructuring charges primarily consist of separation-related payments and other termination benefit costs associated with a reduction in workforce in 2022 as well as costs associated with other restructuring activities.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Restructuring charges$$92$2$(90)(98)%

Restructuring charges decreased by $90 million, or 98%, in 2023, compared to 2022. The charge in 2022 was primarily the result of a reduction in workforce announced in November 2022 consisting of $82 million of separation-related payments and other termination benefit costs.

Interest Income (Expense), Net

Interest income (expense), net primarily consists of interest earned on our cash, cash equivalents, and marketable securities, net of interest costs.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Interest income (expense), net$(11)$30$152$122407%

Interest income, net increased by $122 million, or 407%, in 2023, compared to 2022. The increase was primarily driven by an increase in average interest rates earned on marketable securities during 2023.

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Other Expense, Net

Other expense, net primarily consists of adjustments to non-marketable equity securities, including impairment, as well as gains and losses from transactions denominated in a currency other than the functional currency.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Other expense, net$$(305)$(107)$198(65)%

Other expense, net, decreased by $198 million, or 65%, in 2023, compared to 2022. The decrease was primarily driven by a decrease of $211 million in impairment for investments in non-marketable equity securities.

Provision for (Benefit from) Income Taxes

We are subject to income taxes in the United States and foreign jurisdictions in which we do business. Foreign jurisdictions have different statutory tax rates than those in the United States. Additionally, certain of our foreign earnings may also be taxable in the United States.

Accordingly, our effective tax rate is subject to significant variation due to several factors, including variability in our pre-tax and taxable income and loss and the mix of jurisdictions to which they relate, changes in our stock price, intercompany transactions, changes in how we do business, acquisitions, investments, tax audit developments, changes in our deferred tax assets and liabilities and their valuation, foreign currency gains and losses, changes in statutes, regulations, case law, administrative practices, principles, and interpretations related to tax, including changes to the global tax framework, competition, and other laws and accounting rules in various jurisdictions, and relative changes of expenses or losses for which tax benefits are not recognized. Additionally, the impact of discrete items and non-deductible expenses varies depending on the amount of pre-tax income or loss. For example, the impact of any particular item is greater when the amount of our pre-tax income or loss is smaller.

We have a valuation allowance for our net deferred tax assets in the United States and Finland. We expect to maintain these valuation allowances until it becomes more likely than not that the benefit of our deferred tax assets will be realized by way of expected future taxable income in the United States and Finland.

Year Ended December 31,2022 to 2023
(in millions, except percentages)202120222023$ Change% Change
Provision for (benefit from) income taxes$5$(31)$31$62*

*Percentage not meaningful.

In 2023, the income tax expense of $31 million was primarily driven by U.S. pre-tax book income and resulting U.S., and foreign cash tax liabilities. In 2022, a partial income tax benefit of $31 million was recognized for foreign losses and the remaining income tax benefit was offset by a valuation allowance. As a result of the valuation allowance, such income tax benefit is not expected to recur in the future.

For additional information, see Note 11 – "Income Taxes" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Non-GAAP Financial Measures

We use adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with GAAP measures as part of our overall assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance. We believe that these non-GAAP financial measures provide useful information to investors about our business and financial performance, enhance their overall understanding of our past performance and future prospects, and allow for greater transparency with respect to metrics used by our management in their financial and operational decision making. We are presenting these non-GAAP financial measures to assist investors in seeing our business and financial performance through the eyes of management, and because we believe that these non-GAAP

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financial measures provide an additional tool for investors to use in comparing results of operations of our business over multiple periods with other companies in our industry.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations. Thus, our adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with GAAP.

We compensate for these limitations by providing a reconciliation of adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow to their respective related GAAP financial measures. We encourage investors and others to review our business, results of operations, and financial information in its entirety, not to rely on any single financial measure, and to view adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit, Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with their respective related GAAP financial measures.

Adjusted Cost of Revenue

We define adjusted cost of revenue as cost of revenue, exclusive of depreciation and amortization, excluding stock-based compensation expense and certain payroll tax expense, allocated overhead, and inventory write-off related to restructuring. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of cost of revenue, exclusive of depreciation and amortization, to adjusted cost of revenue:

Year Ended December 31,
(in millions)202120222023
Cost of revenue, exclusive of depreciation and amortization$2,338$3,588$4,589
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(48)(103)(140)
Allocated overhead(25)(32)(32)
Inventory write-off related to restructuring(2)
Adjusted cost of revenue$2,265$3,451$4,417

Adjusted Sales and Marketing Expense

We define adjusted sales and marketing expense as sales and marketing expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of sales and marketing expense to adjusted sales and marketing expense:

Year Ended December 31,
(in millions)202120222023
Sales and marketing$1,619$1,682$1,876
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(53)(98)(119)
Allocated overhead(14)(19)(21)
Adjusted sales and marketing$1,552$1,565$1,736

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Adjusted Research and Development Expense

We define adjusted research and development expense as research and development expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of research and development expense to adjusted research and development expense:

Year Ended December 31,
(in millions)202120222023
Research and development$430$829$1,003
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(186)(366)(470)
Allocated overhead(13)(16)(16)
Adjusted research and development$231$447$517

Adjusted General and Administrative Expense

We define adjusted general and administrative expense as general and administrative expenses excluding stock-based compensation expense and certain payroll tax expense, certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs (primarily consists of acquisition, integration, and investment related costs), impairment expenses, and including allocated overhead from cost of revenue, sales and marketing, and research and development. We exclude stock-based compensation as it is non-cash in nature and we exclude certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs, as well as impairment expenses, as these costs are not indicative of our operating performance. We believe excluding such expenses provides a better period-to-period comparison of the core operating performance of our business.

The following table provides a reconciliation of general and administrative expense to adjusted general and administrative expense:

Year Ended December 31,
(in millions)202120222023
General and administrative$797$1,147$1,235
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(210)(313)(365)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)(77)(72)(162)
Transaction-related costs(2)(10)(68)(2)
Impairment expenses(3)(1)(2)
Allocated overhead from cost of revenue, sales and marketing, and research and development526769
Adjusted general and administrative$551$759$775

(1)We exclude certain costs and expenses from our calculation of adjusted general and administrative expense because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, as well as a settlement entered into in connection with an initiative to serve underrepresented communities, (ii) reserves and settlements or other resolutions for or related to the collection of sales, indirect, and other taxes that we do not expect to incur on a recurring basis, (iii) costs related to the settlement of an intellectual property matter, (iv) expenses related to supporting various policy matters, including those related to worker classification, other labor law matters, and price controls, and (v) donations as part of our relief efforts in connection with the COVID-19 pandemic and Russia's invasion of Ukraine. We believe it is appropriate to exclude the foregoing matters from our calculation of adjusted general and administrative expense because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

(2)Consists of acquisition, integration, and investment related costs, primarily related to our acquisition of Wolt.

(3)Consists of impairment expense related to an operating lease right-of-use asset associated with our former headquarters.

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Contribution Profit

We use Contribution Profit to evaluate our operating performance and trends. We believe that Contribution Profit is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders. We define Contribution Profit as our gross profit less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. We define gross margin as gross profit as a percentage of revenue for the same period and we define Contribution Margin as Contribution Profit as a percentage of revenue for the same period.

Gross profit is the most directly comparable financial measure to Contribution Profit. The following table provides a reconciliation of gross profit to Contribution Profit:

Year Ended December 31,
(in millions, except percentages)202120222023
Revenue$4,888$6,583$8,635
Less: Cost of revenue, exclusive of depreciation and amortization(2,338)(3,588)(4,589)
Less: Depreciation and amortization related to cost of revenue(98)(171)(186)
Gross profit$2,452$2,824$3,860
Gross Margin50.2%42.9%44.7%
Less: Sales and marketing$(1,619)$(1,682)$(1,876)
Add: Depreciation and amortization related to cost of revenue98171186
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing101201259
Add: Allocated overhead included in cost of revenue and sales and marketing395153
Add: Inventory write-off related to restructuring2
Contribution Profit$1,071$1,567$2,482
Contribution Margin21.9%23.8%28.7%

Adjusted Gross Profit

We define Adjusted Gross Profit as gross profit plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue, (iii) allocated overhead included in cost of revenue, and (iv) inventory write-off related to restructuring. Gross profit is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue. Adjusted Gross Margin is defined as Adjusted Gross Profit as a percentage of revenue for the same period.

The following table provides a reconciliation of gross profit to Adjusted Gross Profit:

Year Ended December 31,
(in millions, except percentages)202120222023
Gross profit$2,452$2,824$3,860
Add: Depreciation and amortization related to cost of revenue98171186
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue48103140
Add: Allocated overhead included in cost of revenue253232
Add: Inventory write-off related to restructuring2
Adjusted Gross Profit$2,623$3,132$4,218
Adjusted Gross Margin53.7%47.6%48.8%

Adjusted EBITDA

Adjusted EBITDA is a measure that we use to assess our operating performance and the operating leverage in our business. We define Adjusted EBITDA as net income (loss) including redeemable non-controlling interests, adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv)

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impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest (income) expense, net, (ix) other expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

The following table provides a reconciliation of net loss including redeemable non-controlling interests to Adjusted EBITDA:

Year Ended December 31,
(in millions)202120222023
Net loss including redeemable non-controlling interests$(468)$(1,368)$(565)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)7772162
Transaction-related costs(2)10682
Impairment expenses(3)12
Restructuring charges922
Inventory write-off related to restructuring2
Provision for (benefit from) income taxes5(31)31
Interest (income) expense, net11(30)(152)
Other expense, net(4)305107
Stock-based compensation expense and certain payroll tax expense(5)4978801,094
Depreciation and amortization expense156369509
Adjusted EBITDA$289$361$1,190

(1)We exclude certain costs and expenses from our calculation of Adjusted EBITDA because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, as well as a settlement entered into in connection with an initiative to serve underrepresented communities, (ii) reserves and settlements or other resolutions for or related to the collection of sales, indirect, and other taxes that we do not expect to incur on a recurring basis, (iii) costs related to the settlement of an intellectual property matter, (iv) expenses related to supporting various policy matters, including those related to worker classification, other labor law matters, and price controls, and (v) donations as part of our relief efforts in connection with the COVID-19 pandemic and Russia's invasion of Ukraine. We believe it is appropriate to exclude the foregoing matters from our calculation of Adjusted EBITDA because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

(2)Consists of acquisition, integration, and investment related costs, primarily related to our acquisition of Wolt.

(3)Consists of impairment expense related to an operating lease right-of-use asset associated with our former headquarters.

(4)Consists primarily of adjustments to non-marketable equity securities, including impairment.

(5)Excludes stock-based compensation related to restructuring, which is included in restructuring charges in the table above.

Free Cash Flow

We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

The following table provides a reconciliation of net cash provided by operating activities to Free Cash Flow:

Year Ended December 31,
(in millions)202120222023
Net cash provided by operating activities$692$367$1,673
Purchases of property and equipment(129)(176)(123)
Capitalized software and website development costs(108)(170)(201)
Free Cash Flow$455$21$1,349

Credit Facilities

On November 19, 2019, we entered into a revolving credit and guaranty agreement with JPMorgan Chase Bank, N.A., an affiliate of J.P. Morgan Securities LLC, and Goldman Sachs Lending Partners LLC, an affiliate of Goldman Sachs & Co. LLC, which, as amended and restated on August 7, 2020, and further amended on October 31, 2022, provides for a $300 million unsecured revolving credit facility maturing on August 7, 2025, which increased to $400 million in aggregate revolving commitments upon the consummation of our initial public offering, with a sublimit for the issuance of letters of credit in an aggregate face amount of up to $200 million. Loans under the credit facility bear interest, at our option, at (i) a base rate equal to the highest of (A) the prime rate, (B) the higher of the federal funds rate or a composite overnight bank

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borrowing rate plus 0.50%, or (C) an adjusted SOFR rate for a one-month interest period plus 1.00%, or (ii) an adjusted SOFR rate (based on an interest period of one, three, or six months) plus a margin equal to 1.00%. We are also obligated to pay other customary fees for a credit facility of this size and type, including letter of credit fees, an upfront fee, and an unused commitment fee. As of December 31, 2023, we were in compliance with the covenants under the revolving credit and guaranty agreement. As of December 31, 2022 and 2023, no revolving loans were outstanding and $99 million and $115 million of letters of credit were issued under our revolving credit facility, respectively.

Liquidity and Capital Resources.

As of December 31, 2023, our principal sources of liquidity were cash, cash equivalents, and marketable securities of $4.7 billion, which consisted of cash and cash equivalents of $2.7 billion, and short-term marketable securities of $1.4 billion and long-term marketable securities of $583 million. Additionally, funds held at payment processors of $356 million represent cash due from our payment processors for cleared transactions with merchants and consumers, as well as funds remitted to payment processors for Dasher payout. Cash and cash equivalents consisted of cash on deposit with banks as well as institutional money market funds and U.S. Treasury securities. Marketable securities consisted of certificates of deposit, commercial paper, corporate bonds, U.S. government agency securities, and U.S. Treasury securities.

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $5.2 billion as of December 31, 2023. We have historically funded our operations from cash from operations as well as the issuance of equity securities, including in our initial public offering in December 2020.To execute on our strategic initiatives to continue to grow our business, we may incur operating losses and generate negative cash flows from operations in the future, and as a result, we may require additional capital resources. We believe our existing cash, cash equivalents, and marketable securities, along with the available borrowings under our revolving credit facility, will be sufficient to meet our working capital and capital expenditures needs for at least the next 12 months and beyond.

In February 2023, our board of directors authorized the repurchase of up to $750 million of our Class A common stock. We completed the repurchase program in October 2023.

In February 2024, we announced the authorization of a share repurchase program for the repurchase of shares of our Class A common stock, in an aggregate amount up to $1.1 billion. This program is in addition to the prior repurchase program for the repurchase of $750 million shares of our Class A common stock, which was completed in the fourth quarter of 2023. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Exchange Act. We may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of our Class A common stock under this authorization. The timing and actual number of shares repurchased may depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities.

Our future capital requirements will depend on many factors, including, but not limited to our growth, our ability to attract and retain merchants, consumers, and Dashers that utilize our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, and the expansion of sales and marketing activities, the timing and extent of spending for policy and worker classification initiatives. Further, we may in the future enter into arrangements to acquire or invest in businesses, products, services, and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.

The following table summarizes our cash flows for the periods indicated:

Year Ended December 31,
(In millions)202120222023
Net cash provided by operating activities$692$367$1,673
Net cash used in investing activities(2,047)(300)(342)
Net cash used in financing activities(483)(375)(752)
Foreign currency effect on cash, cash equivalents, and restricted cash(1)(10)5
Net increase (decrease) in cash, cash equivalents, and restricted cash$(1,839)$(318)$584

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Operating Activities

Cash provided by operating activities was $1.7 billion for 2023. This primarily consisted of a net loss of $565 million, adjusted for certain non-cash items, which primarily includes $1.1 billion of non-cash stock-based compensation expense, $509 million of depreciation and amortization expense, $101 million of impairments of non-marketable equity securities, and reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $108 million, as well as $417 million net inflows from changes in operating assets and liabilities primarily driven by an increase in our accrued expenses. The increase in cash provided by operating activities for 2023 compared to 2022 was mainly due to the decrease in net loss for 2023.

Cash provided by operating activities was $367 million for 2022. This consisted of a net loss of $1.4 billion, adjusted for certain non-cash items, which primarily includes $889 million or non-cash stock-based compensation expense, $369 million of depreciation and amortization expense, $303 million of adjustments to non-marketable equity securities, including impairment, net, and reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $81 million, as well as $73 million net inflows from changes in operating assets and liabilities primarily driven by an increase in our accrued expenses.

Investing Activities

Cash used in investing activities was $342 million for 2023, which primarily consisted of purchases of marketable securities of $1.9 billion, purchases of property and equipment of $123 million, cash outflows for capitalized software and website development costs of $201 million, and purchases of non-marketable equity securities of $17 million, offset by proceeds from the sales and maturities of marketable securities of $1.9 billion.

Cash used in investing activities was $300 million for 2022, which primarily consisted of purchases of marketable securities of $1.9 billion, purchases of property and equipment of $176 million, cash outflows for capitalized software and website development costs of $170 million, and purchases of non-marketable equity securities of $15 million, offset by proceeds from the sales and maturities of marketable securities of $1.9 billion and net cash acquired in acquisitions of $71 million.

Financing Activities

Cash used in financing activities was $752 million for 2023, which consisted repurchases of our Class A common stock of $750 million and cash paid for other financing activities of $8 million, offset by proceeds from the exercise of stock options of $6 million.

Cash used in financing activities was $375 million for 2022, which consisted of repurchases of our Class A common stock of $400 million, offset by cash received from other financing activities of $14 million and proceeds from the exercise of stock options of $11 million.

Critical Accounting Estimates

Our consolidated financial statements and the related notes thereto included elsewhere in this Annual Report on Form 10-K are prepared in accordance with GAAP. The preparation of consolidated financial statements in accordance with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the period presented. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from our estimates. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows could be affected.

We believe that the accounting policies described below involve a significant degree of judgment and complexity. Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. For further information, see Note 2 – "Summary of Significant Accounting Policies" included Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Revenue Recognition

We recognize revenue in accordance with ASC 606. We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to

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consumers. A partner merchant represents a merchant that has entered into a contractual agreement with DoorDash. Revenue from our Marketplaces is recognized at the point in time when the consumer obtains control of the merchant’s products. We also generate revenue from membership fees paid by consumers for DashPass and Wolt+, which is recognized as part of our Marketplaces. Revenue generated from DashPass and Wolt+ memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer. We also generate revenue from our Drive offering by collecting per-order fees from merchants that use our local commerce platform to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Our local commerce platform facilitates orders between consumers and partner merchants. Separately, the platform arranges for consumers to obtain delivery service from Dashers. We determined that the order facilitation service and delivery facilitation service are distinct performance obligations and therefore considered whether it is a principal or agent separately for each of these items. The order facilitation service and the delivery facilitation service are distinct given that the consumer can benefit from each item separately. Further, the order facilitation service and delivery facilitation service are separately identifiable as the nature of the promises are to transfer the order facilitation service and delivery facilitation service individually, rather than as a combined item.

Principal vs. Agent Considerations

Judgment is required in determining whether we are the principal or the agent in transactions with partner merchants, consumers, and Dashers. As it relates to the accounting for order facilitation services and delivery facilitation services, we evaluated whether to present revenue on a gross versus net basis based on whether we control each specified good or service before it is provided to the consumer in Marketplace transactions.

With respect to order facilitation services, we have determined that we are an agent for partner merchants in facilitating the sale of products to the consumer through our Marketplaces. The consumer accesses our local commerce platform to identify merchants and places an order for merchants’ products. These orders are picked up from partner merchants and delivered to consumers by Dashers. We do not control the products prior to them being transferred to the consumer as we do not have the ability to redirect the products to another consumer nor do we obtain any economic benefit from the products.

With respect to the vast majority of our delivery facilitation services, we have determined that we are acting as an agent for the consumer in facilitating the delivery of products by connecting consumers with Dashers. As our role with the delivery facilitation service is only to arrange for a delivery opportunity to be offered to prospective Dashers, we do not control how the delivery service is ultimately provided to the consumer.

In the vast majority of our transactions with end-users, we are an agent in facilitating the sale of products and delivery services, thus we report revenue on a net basis, reflecting amounts collected from consumers, less amounts remitted to merchants and Dashers.

We recognize revenue from both partner merchants and consumers for each successfully completed transaction. We satisfy our performance obligations to a partner merchant when there is a successful sale of the merchant’s products and we meet our performance obligation to a consumer once the Dasher has picked up the products from the merchant for delivery to the consumer.

Gift Cards

We sell gift cards to consumers that can be redeemed through our Marketplaces. The majority of gift cards sold have no expiration date and administrative fees are not charged on unused gift cards. In prior periods, with limited history as to consumers' redemption patterns, proceeds from the sale of gift cards were fully deferred and recorded as contract liabilities until consumers use the card to place orders on its platform. When gift cards are redeemed, revenue is recognized on a net basis as the difference between the amounts collected from consumers, less amounts remitted to merchants and Dashers. During the year ended December 31, 2021, we concluded that we had developed sufficient historical evidence regarding the pattern of consumer redemptions of gift cards to have the ability to estimate the portion of outstanding gift cards that will never be redeemed (“breakage”) and for which there is no legal obligation to remit the value of the unredeemed gift cards to the relevant jurisdiction as unclaimed or abandoned property. We recognize the breakage amounts as revenue, proportionate to the pattern of revenue recognition for the gift card redemptions. We recorded $48 million, $47 million, and $41 million of gift card breakage revenue during the years ended December 31, 2021, 2022 and 2023, respectively. Estimating future breakage rates requires judgment based on current and historical

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patterns of redemption, and the actual breakage rates may vary from the estimate. For jurisdictions where gift cards have expiration dates, we recognize breakage when they expire.

Dasher Incentives and Referrals

We offer various incentives to Dashers, which are primarily recorded within Dasher payout and reduce revenue. These are offered in various forms and include:

Peak pay: We make additional payments to Dashers to incentivize them to accept delivery opportunities during peak demand time.

Dasher referrals: We offer referral bonuses to referring Dashers, as well as to referred Dashers, once the new Dasher has met certain qualifying conditions. We expense the fair value of payments made to the referring Dashers as incurred in sales and marketing expenses in our consolidated statements of operations, since the marketing of our platform to acquire new Dashers represents a distinct benefit to us. The portion of these referral bonuses in excess of the fair value of payments made to the referring Dashers is accounted for as a reduction of revenue. Payments made to the referred Dashers are recorded within Dasher payout and reduce revenue at the time the corresponding revenue transaction is recorded.

Insurance Reserves

We utilize third-party insurance which include retained insurance deductibles to insure costs including auto liability related to both bodily injury and physical damage, and uninsured and underinsured motorists up to a certain dollar retention limit. The recorded insurance reserves reflect the estimated cost for claims incurred but not paid and claims that have been incurred but not yet reported. The estimate of our ultimate deductible obligation utilizes actuarial techniques applied to historical claim and loss experience. We use assumptions based on actuarial judgments with consideration toward claim and loss development factors, which includes the development time frame and settlement patterns, and expected loss rates. Reserves are periodically reviewed and adjusted as necessary as experience develops or new information becomes known. However, ultimate results may differ from our estimates, which could result in losses over our reserved amounts.

Loss Contingencies

We are involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. We record a liability when we believe that it is both probable that a loss has been incurred and the amount or range can be reasonably estimated. We disclose material contingencies when we believe that a loss is not probable but reasonably possible. Significant judgment is required to determine both probability and the estimated amount. We review these provisions on a quarterly basis and adjust these provisions accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information.

The outcome of legal matters and litigation is inherently uncertain. Therefore, if one or more of these legal matters were resolved against us for amounts in excess of management’s expectations, our results of operations, and financial condition, including in a particular reporting period, could be materially adversely affected.

Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, see Note 2 – "Summary of Significant Accounting Policies" included Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

FY 2022 10-K MD&A

SEC filing source: 0001628280-23-005131.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2023-02-27. Report date: 2022-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” and other sections of this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

In addition, the section of this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” generally discusses 2022 and 2021 items and year-to-year comparisons between 2022 and 2021. Discussions of 2020 items and year-to-year comparisons between 2021 and 2020 are not included in this Annual Report on Form 10-K and can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on March 1, 2022.

Overview

DoorDash, Inc. is incorporated in Delaware with headquarters in San Francisco, California. We provide a local commerce platform that enables local businesses to address consumers’ expectations of ease and immediacy and thrive in today’s convenience economy.

We operate a local commerce platform that connects merchants, consumers, and Dashers. Our primary offerings are the DoorDash Marketplace, which operates in four countries including the United States, and the Wolt Marketplace, which operates in 23 countries, most of which are in Europe. Both of our Marketplaces provide a suite of services that enable merchants to establish an online presence, generate demand, seamlessly transact with consumers, and fulfill orders primarily through Dashers. As part of our Marketplaces, we also offer Pickup, which allows consumers to place advance orders, skip lines, and pick up their orders conveniently with no consumer fees, as well as DoorDash for Work, which

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provides merchants on our platform with large group orders and catering orders for businesses and events. The DoorDash Marketplace also includes DashPass and the Wolt Marketplace includes Wolt+. DashPass and Wolt+ are our membership products, which provide members with unlimited access to eligible merchants with zero delivery fees and reduced service fees on eligible orders.

In addition to our Marketplaces, we offer Platform Services, which primarily includes DoorDash Drive and Wolt Drive, which are white-label delivery fulfillment services that enable merchants that have generated consumer demand through their own channels to fulfill this demand using our platform. Platform Services also includes Storefront, which enables merchants to create their own branded online ordering experience, providing them with a turnkey solution to offer consumers on-demand access to e-commerce without investing in in-house engineering or fulfillment capabilities, and Bbot, which offers merchants solutions for their in-store and online channels, including in-store digital ordering and payments.

Initial Public Offering

On December 9, 2020, we completed our IPO in which we issued and sold 33,000,000 shares of Class A common stock at the public offering price of $102 per share. We received net proceeds of $3.3 billion from sales of our shares in the IPO, after deducting underwriting discounts and commissions and offering expenses. For additional information, see Note 1 – "Organization and Description of Business" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Financial and Operational Metrics

We use the following financial and operational metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions:

Year Ended December 31,
(in millions, except percentages)202020212022
Total Orders8161,3901,736
Total Orders Y/Y growth210%70%25%
Marketplace GOV$24,664$41,944$53,414
Marketplace GOV Y/Y growth207%70%27%
Revenue$2,886$4,888$6,583
Revenue Y/Y growth226%69%35%
Net Revenue Margin11.7%11.7%12.3%
GAAP Gross Profit$1,421$2,452$2,824
GAAP Gross Profit as a % of Marketplace GOV5.8%5.8%5.3%
Contribution Profit(1)$663$1,071$1,567
Contribution Profit as a % of Marketplace GOV2.7%2.6%2.9%
GAAP Net Loss including redeemable non-controlling interests$(461)$(468)$(1,368)
GAAP Net Loss including redeemable non-controlling interests as a % of Marketplace GOV(1.9)%(1.1)%(2.6)%
Adjusted EBITDA(1)$189$289$361
Adjusted EBITDA as a % of Marketplace GOV0.8%0.7%0.7%
Basic shares, options and RSUs outstanding as of period end381393452

(1)Contribution Profit and Adjusted EBITDA are non-GAAP financial measures. For more information regarding our use of these measures and reconciliations to the most directly comparable financial measures calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures."

Total Orders. We define Total Orders as all orders completed through our Marketplaces and Platform Services businesses over the period of measurement.

In 2022, Total Orders increased to 1.7 billion, or 25% growth compared to 2021. The increase in Total Orders was driven primarily by growth in consumers and increased consumer engagement as well as our acquisition of Wolt.

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Marketplace GOV. We define Marketplace GOV as the total dollar value of orders completed on our Marketplaces, including taxes, tips5, and any applicable consumer fees, including membership fees related to DashPass and Wolt+. Marketplace orders include orders completed through Pickup and DoorDash for Work. Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants, for orders fulfilled through Drive and Storefront.

In 2022, Marketplace GOV increased to $53.4 billion, or 27% growth compared to 2021, driven primarily by organic growth in Total Orders as well as our acquisition of Wolt.

Contribution Profit (Loss). We define Contribution Profit (Loss) as our gross profit (loss) less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. Gross profit (loss) is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue.

We use Contribution Profit (Loss) to evaluate our operating performance and trends. We believe that Contribution Profit (Loss) is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

In 2022, Contribution Profit improved to $1.6 billion, compared to a Contribution Profit of $1.1 billion in 2021, driven primarily by growth in Marketplace GOV, an increase in Net Revenue Margin, defined as revenue expressed as a percentage of Marketplace GOV, and leverage on sales and marketing expenses, partially offset by an increase in cost of revenue.

Contribution Profit (Loss) is a non-GAAP financial measure with certain limitations regarding its usefulness. It does not reflect our financial results in accordance with GAAP as it does not include the impact of certain expenses that are reflected in our consolidated statements of operations. Accordingly, Contribution Profit (Loss) is not indicative of our overall results or an indicator of past or future financial performance. Further, it is not a financial measure of total company profitability and it is neither intended to be used as a proxy for total company profitability nor does it imply profitability for our business.

Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) including redeemable non-controlling interests, adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest (income) and expense, (ix) other (income) expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business.

In 2022, Adjusted EBITDA increased to $361 million, compared to Adjusted EBITDA of $289 million in 2021, as growth in Contribution Profit was partially offset by organic increases in adjusted research and development expenses and adjusted general and administrative expenses, as well as our acquisition of Wolt.

Free Cash Flow. We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

In 2022, Free Cash Flow decreased to $21 million, compared to Free Cash Flow of $455 million in 2021, driven primarily by changes in operating assets and liabilities and increases in cash outflows from purchases of property and equipment and capitalized software and website development costs.

Components of Results of Operations

Revenue

We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. Commissions from partner merchants are

5 Dashers receive 100% of tips.

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based on an agreed-upon rate applied to the total dollar value of goods ordered in exchange for using our Marketplaces to sell the partner merchants’ products. Fees from consumers are for use of our Marketplaces to arrange for delivery services. We recognize revenue from Marketplace orders on a net basis as we are an agent for both partner merchants and consumers. Our revenue therefore reflects commissions charged to partner merchants and fees charged to consumers less (i) Dasher payout and (ii) refunds, credits, and promotions, which includes certain discounts and incentives provided to consumers, including those for referring a new customer. Revenue from our Marketplaces is recognized at the point in time when the consumer obtains control of the merchant’s products.

We also generate revenue from membership fees paid by consumers for DashPass and Wolt+, which is recognized as part of our Marketplaces revenue. Revenue generated from our DashPass and Wolt+ memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer.

In addition, we generate revenue from other sources, including from our Platform Services, which primarily consists of our Drive and Storefront offerings. We generate revenue from Drive by collecting per-order fees from merchants to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Cost of Revenue, Exclusive of Depreciation and Amortization

Cost of revenue primarily consists of (i) order management costs, which include payment processing charges, net of rebates issued from payment processors, costs associated with cancelled orders, insurance expenses, costs related to placing orders with non-partner merchants, and costs related to first party product sales, for which we take control of inventory (ii) platform costs, which include costs for onboarding merchants and Dashers, costs for providing support for consumers, merchants, and Dashers, and technology platform infrastructure costs, and (iii) personnel costs, which include personnel-related compensation expenses related to our local operations, support, and other teams, and allocated overhead. Personnel-related compensation expenses primarily include salary, bonus, benefits, and stock-based compensation expense. Allocated overhead is determined based on an allocation of shared costs, such as facilities (including rent and utilities) and information technology costs, among all departments based on employee headcount.

Sales and Marketing

Sales and marketing expenses primarily consist of advertising and other ancillary expenses related to merchant, consumer, and Dasher acquisition, including certain consumer referral credits and Dasher referral fees paid to the referrers to the extent they represent fair value of acquiring a new consumer or a new Dasher, brand marketing expenses, personnel-related compensation expenses for sales and marketing employees, and commissions expense including amortization of deferred contract costs, as well as allocated overhead.

Research and Development

Research and development expenses primarily consist of personnel-related compensation expenses related to data analytics and the design of, product development of, and improvements to our platform, as well as expenses associated with the licensing of third-party software and allocated overhead.

General and Administrative

General and administrative expenses primarily consist of legal, tax, and regulatory expenses, which include litigation settlement expenses and sales and indirect taxes, personnel-related compensation expenses related to administrative employees, which include finance and accounting, human resources and legal, chargebacks associated with fraudulent credit card transactions, professional services fees, transaction-related expenses, bad debt expense, and allocated overhead.

Depreciation and Amortization

Depreciation and amortization expenses primarily consist of depreciation and amortization expenses associated with our property and equipment and intangible assets. Depreciation primarily includes expenses associated with equipment for merchants, computer equipment and software, office equipment, and leasehold improvements. Amortization includes expenses associated with our capitalized software and website development costs, as well as acquired intangible assets.

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Restructuring Charges

Restructuring charges primarily consist of separation-related payments and other termination benefit costs associated with a reduction in workforce that is discussed in further detail in Note 17 – "Restructuring" included in Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K, as well as costs associated with other restructuring activities in 2022.

Interest Income

Interest income consists of interest earned on our cash, cash equivalents, and marketable securities.

Interest Expense

Interest expense consists of interest costs primarily related to our revolving credit facility and payment-in-kind interest on our Convertible Notes issued in February 2020.

Other Income (Expense), Net

Other income (expense), net primarily consists of adjustments to non-marketable equity securities, including impairment, as well as gains and losses from transactions denominated in a currency other than the functional currency.

Provision for (Benefit from) Income Taxes

Provision for (benefit from) income taxes primarily results from losses generated outside the U.S. for which an income tax benefit was recognized, as well as the income tax expense associated with U.S. state and foreign operations.

Results of Operations

The following table summarizes our historical consolidated statements of operations data:

Year Ended December 31,
(in millions)202020212022
Revenue$2,886$4,888$6,583
Costs and expenses:(1)
Cost of revenue, exclusive of depreciation and amortization shown separately below1,3682,3383,588
Sales and marketing9571,6191,682
Research and development321430829
General and administrative5567971,147
Depreciation and amortization(2)120156369
Restructuring charges92
Total costs and expenses3,3225,3407,707
Loss from operations(436)(452)(1,124)
Interest income7332
Interest expense(32)(14)(2)
Other income (expense), net3(305)
Loss before income taxes(458)(463)(1,399)
Provision for (benefit from) income taxes35(31)
Net loss including redeemable non-controlling interests(461)(468)(1,368)
Less: net loss attributable to redeemable non-controlling interests, net of tax(3)
Net loss attributable to DoorDash, Inc. common stockholders$(461)$(468)$(1,365)

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(1)Costs and expenses include stock-based compensation expense as follows:

Year Ended December 31,
(in millions)202020212022
Cost of revenue, exclusive of depreciation and amortization$31$46$102
Sales and marketing375298
Research and development171182365
General and administrative83206313
Restructuring Charges11
Total stock-based compensation expense$322$486$889

(2)Depreciation and amortization related to the following:

Year Ended December 31,
(in millions)202020212022
Cost of revenue$97$98$171
Sales and marketing142081
Research and development630104
General and administrative3813
Total depreciation and amortization$120$156$369

The following table sets forth the components of our consolidated statements of operations data as a percentage of revenue:

Year Ended December 31,
202020212022
Revenue100%100%100%
Costs and expenses:
Cost of revenue, exclusive of depreciation and amortization shown separately below47%48%54%
Sales and marketing33%33%26%
Research and development11%9%13%
General and administrative20%16%17%
Depreciation and amortization4%3%6%
Restructuring charges%%1%
Total costs and expenses115%109%117%
Loss from operations(15)%(9)%(17)%
Interest income%%1%
Interest expense(1)%%%
Other income (expense), net%%(5)%
Loss before income taxes(16)%(9)%(21)%
Provision for (benefit from) income taxes%%%
Net loss including redeemable non-controlling interests(16)%(9)%(21)%
Less: net loss attributable to redeemable non-controlling interests, net of tax%%%
Net loss attributable to DoorDash, Inc. common stockholders(16)%(9)%(21)%

Comparison of the Years Ended 2022 and 2021

Revenue

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Revenue$2,886$4,888$6,583$1,69535%

Revenue increased by $1.7 billion, or 35%, in 2022, compared to 2021. The increase was primarily driven by a 27% increase in Marketplace GOV to $53.4 billion. For 2022, revenue grew at a faster rate than Marketplace GOV primarily due to improvements in Dasher supply.

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Cost of Revenue, Exclusive of Depreciation and Amortization

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Cost of revenue, exclusive of depreciation and amortization$1,368$2,338$3,588$1,25053%

Cost of revenue, exclusive of depreciation and amortization, increased by $1.3 billion, or 53%, in 2022, compared to 2021. The increase was primarily attributable to an increase of $813 million in order management costs and an increase of $190 million in platform costs, driven primarily by growth in Total Orders and Marketplace GOV. Order management costs also increased due to an increase in insurance reserves, and costs associated with our first-party distribution business. Additionally, personnel-related compensation expenses and allocated overhead increased by $226 million driven by increased headcount.

Sales and Marketing

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Sales and marketing$957$1,619$1,682$634%

Sales and marketing expenses increased by $63 million, or 4%, in 2022, compared to 2021. The increase was primarily driven by an increase of $138 million in personnel-related compensation expenses and allocated overhead due to increased headcount, partially offset by a decrease of $66 million in advertising expenses.

Research and Development

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Research and development$321$430$829$39993%

Research and development expenses increased by $399 million, or 93%, in 2022, compared to 2021. The increase was primarily driven by an increase of $460 million in personnel-related compensation expenses and allocated overhead due to increased headcount, partially offset by an increase in capitalized software and website development costs of $92 million.

General and Administrative

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
General and administrative$556$797$1,147$35044%

General and administrative expenses increased by $350 million, or 44%, in 2022, compared to 2021. The increase was primarily driven by an increase of $213 million in personnel-related compensation expenses and allocated overhead due to increased headcount and an increase of $58 million in transaction-related costs primarily associated with the acquisition of Wolt.

Depreciation and Amortization

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Depreciation and amortization$120$156$369$213137%

Depreciation and amortization expenses increased by $213 million, or 137%, in 2022, compared to 2021. The increase was primarily driven by an increase of $94 million in amortization expenses related to capitalized software and website development costs and an increase of $87 million in amortization expenses for acquired intangible assets.

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Restructuring Charges

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Restructuring Charges$$$92$92*

*Percentage not meaningful.

Restructuring charges were $92 million, in 2022. The charge was primarily the result of a reduction in workforce announced in November 2022 consisting of $82 million of separation-related payments and other termination benefit costs.

Interest Income

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Interest income$7$3$32$29967%

Interest income increased by $29 million, or 967%, in 2022, compared to 2021. The increase was primarily driven by an increase in average interest rates earned on our investments during 2022.

Interest Expense

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Interest expense$(32)$(14)$(2)$12(86)%

Interest expense was not material for 2022 and 2021.

Other income (expense), net

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Other income (expense), net$3$$(305)$(305)*

*Percentage not meaningful.

Other income (expense), net, decreased by $305 million in 2022, compared to 2021. The decrease was primarily driven by a $312 million impairment to an investment in non-marketable equity securities.

Provision for (benefit from) income taxes

Year Ended December 31,2021 to 2022
(in millions, except percentages)202020212022$ Change% Change
Provision for (benefit from) income taxes$3$5$(31)$(36)*

*Percentage not meaningful.

The provision for income taxes decreased by $36 million, in 2022, compared to 2021. The decrease in income tax expense was primarily driven by losses from non-U.S. operations which were acquired during 2022. A partial income tax benefit was recognized for these losses and the remaining income tax benefit was offset by a valuation allowance. As a result of the valuation allowance, such income tax benefit is not expected to recur in the future.

Non-GAAP Financial Measures

We use adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit (Loss), Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with GAAP measures as part of our overall

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assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance. We believe that these non-GAAP financial measures provide useful information to investors about our business and financial performance, enhance their overall understanding of our past performance and future prospects, and allow for greater transparency with respect to metrics used by our management in their financial and operational decision making. We are presenting these non-GAAP financial measures to assist investors in seeing our business and financial performance through the eyes of management, and because we believe that these non-GAAP financial measures provide an additional tool for investors to use in comparing results of operations of our business over multiple periods with other companies in our industry.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations. Thus, our adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit (Loss), Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with GAAP.

We compensate for these limitations by providing a reconciliation of adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit (Loss), Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow to their respective related GAAP financial measures. We encourage investors and others to review our business, results of operations, and financial information in its entirety, not to rely on any single financial measure, and to view adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit (Loss), Adjusted Gross Margin, Adjusted EBITDA, and Free Cash Flow in conjunction with their respective related GAAP financial measures.

Adjusted Cost of Revenue

We define adjusted cost of revenue as cost of revenue, exclusive of depreciation and amortization, excluding stock-based compensation expense and certain payroll tax expense, allocated overhead, and inventory write-off related to restructuring. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders.

The following table provides a reconciliation of cost of revenue, exclusive of depreciation and amortization, to adjusted cost of revenue:

Year Ended December 31,
(in millions)202020212022
Cost of revenue, exclusive of depreciation and amortization$1,368$2,338$3,588
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(32)(48)(103)
Allocated overhead(18)(25)(32)
Inventory write-off related to restructuring(2)
Adjusted cost of revenue$1,318$2,265$3,451

Adjusted Sales and Marketing Expense

We define adjusted sales and marketing expense as sales and marketing expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders.

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The following table provides a reconciliation of sales and marketing expense to adjusted sales and marketing expense:

Year Ended December 31,
(in millions)202020212022
Sales and marketing$957$1,619$1,682
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(38)(53)(98)
Allocated overhead(14)(14)(19)
Adjusted sales and marketing$905$1,552$1,565

Adjusted Research and Development Expense

We define adjusted research and development expense as research and development expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders.

The following table provides a reconciliation of research and development expense to adjusted research and development expense:

Year Ended December 31,
(in millions)202020212022
Research and development$321$430$829
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(177)(186)(366)
Allocated overhead(14)(13)(16)
Adjusted research and development$130$231$447

Adjusted General and Administrative Expense

We define adjusted general and administrative expense as general and administrative expenses excluding stock-based compensation expense and certain payroll tax expense, certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs (primarily consists of acquisition, integration, and investment related costs), impairment expenses, and including allocated overhead from cost of revenue, sales and marketing, and research and development. We exclude stock-based compensation as it is non-cash in nature and we exclude certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs, impairment expenses, as well as restructuring charges, as these costs are not indicative of our operating performance.

The following table provides a reconciliation of general and administrative expense to adjusted general and administrative expense:

Year Ended December 31,
(in millions)202020212022
General and administrative$556$797$1,147
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(86)(210)(313)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)(160)(77)(72)
Transaction-related costs(2)(1)(10)(68)
Impairment expenses(3)(11)(1)(2)
Allocated overhead from cost of revenue, sales and marketing, and research and development465267
Adjusted general and administrative$344$551$759

(1)We exclude certain costs and expenses from our calculation of adjusted general and administrative expense because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, (ii) reserves for the collection of sales and indirect taxes that we do not expect to incur on a recurring basis, (iii) costs related to the settlement of an intellectual property matter, (iv) expenses related to supporting various policy matters, including those related to worker classification and price controls, and (v) donations as part of our relief efforts in connection with the COVID-19 pandemic and Russia's invasion of Ukraine. We believe it is appropriate to exclude the foregoing matters from our calculation of adjusted general and administrative expense because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting

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process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

(2)Consists of acquisition, integration, and investment related costs, primarily related to the Wolt acquisition for 2022.

(3)Consists of impairment expense related to an operating lease right-of-use asset associated with our former headquarters.

Contribution Profit (Loss)

We use Contribution Profit (Loss) to evaluate our operating performance and trends. We believe that Contribution Profit (Loss) is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders. We define Contribution Profit (Loss) as our gross profit (loss) less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, (iii) allocated overhead included in cost of revenue and sales and marketing expenses, and (iv) inventory write-off related to restructuring. We define gross margin as gross profit (loss) as a percentage of revenue for the same period and we define Contribution Margin as Contribution Profit (Loss) as a percentage of revenue for the same period.

Gross profit (loss) is the most directly comparable financial measure to Contribution Profit (Loss). The following table provides a reconciliation of gross profit to Contribution Profit:

Year Ended December 31,
(in millions, except percentages)202020212022
Revenue$2,886$4,888$6,583
Less: Cost of revenue, exclusive of depreciation and amortization(1,368)(2,338)(3,588)
Less: Depreciation and amortization related to cost of revenue(97)(98)(171)
Gross profit$1,421$2,452$2,824
Gross Margin49.2%50.2%42.9%
Less: Sales and marketing$(957)$(1,619)$(1,682)
Add: Depreciation and amortization related to cost of revenue9798171
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing70101201
Add: Allocated overhead included in cost of revenue and sales and marketing323951
Add: Inventory write-off related to restructuring2
Contribution Profit$663$1,071$1,567
Contribution Margin23.0%21.9%23.8%

Adjusted Gross Profit (Loss)

We define Adjusted Gross Profit (Loss) as gross profit (loss) plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue, (iii) allocated overhead included in cost of revenue, and (iv) inventory write-off related to restructuring. Gross profit (loss) is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue. Adjusted Gross Margin is defined as Adjusted Gross Profit (Loss) as a percentage of revenue for the same period.

The following table provides a reconciliation of gross profit to Adjusted Gross Profit:

Year Ended December 31,
(in millions, except percentages)202020212022
Gross profit$1,421$2,452$2,824
Add: Depreciation and amortization related to cost of revenue9798171
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue3248103
Add: Allocated overhead included in cost of revenue182532
Add: Inventory write-off related to restructuring2
Adjusted Gross Profit$1,568$2,623$3,132
Adjusted Gross Margin54.3%53.7%47.6%

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Adjusted EBITDA

Adjusted EBITDA is a measure that we use to assess our operating performance and the operating leverage in our business. We define Adjusted EBITDA as net income (loss) including redeemable non-controlling interests, adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) loss on disposal of property and equipment, (iii) transaction-related costs (primarily consists of acquisition, integration, and investment related costs), (iv) impairment expenses, (v) restructuring charges, (vi) inventory write-off related to restructuring, (vii) provision for (benefit from) income taxes, (viii) interest (income) expense, net, (ix) other (income) expense, net, (x) stock-based compensation expense and certain payroll tax expense, and (xi) depreciation and amortization expense.

The following table provides a reconciliation of net loss including redeemable non-controlling interests to Adjusted EBITDA:

Year Ended December 31,
(in millions)202020212022
Net loss including redeemable non-controlling interests$(461)$(468)$(1,368)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)1607772
Transaction-related costs(2)11068
Impairment expenses(3)1112
Restructuring charges92
Inventory write-off related to restructuring2
Provision for (benefit from) income taxes35(31)
Interest (income) expense, net2511(30)
Other (income) expense, net(4)(3)305
Stock-based compensation expense and certain payroll tax expense(5)333497880
Depreciation and amortization expense120156369
Adjusted EBITDA$189$289$361

(1)We exclude certain costs and expenses from our calculation of Adjusted EBITDA because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, (ii) reserves for the collection of sales and indirect taxes that we do not expect to incur on a recurring basis, (iii) costs related to the settlement of an intellectual property matter, (iv) expenses related to supporting various policy matters, including those related to worker classification and price controls, and (v) donations as part of our relief efforts in connection with the COVID-19 pandemic and Russia's invasion of Ukraine. We believe it is appropriate to exclude the foregoing matters from our calculation of Adjusted EBITDA because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 in California and similar legislation.

(2)Consists of acquisition, integration, and investment related costs, primarily related to the Wolt acquisition for 2022.

(3)Consists of impairment expense related to an operating lease right-of-use asset associated with our former headquarters.

(4)Consists primarily of adjustments to non-marketable equity securities, including impairment, for 2022.

(5)Excludes stock-based compensation related to restructuring, which is included in restructuring charges in the table above.

Free Cash Flow

We define Free Cash Flow as cash flows from operating activities less purchases of property and equipment and capitalized software and website development costs.

The following table provides a reconciliation of net cash provided by operating activities to Free Cash Flow:

Year Ended December 31,
(in millions)202020212022
Net cash provided by operating activities$252$692$367
Purchases of property and equipment(106)(129)(176)
Capitalized software and website development costs(53)(108)(170)
Free Cash Flow$93$455$21

Credit Facilities

On November 19, 2019, we entered into a revolving credit and guaranty agreement with JPMorgan Chase Bank, N.A., an affiliate of J.P. Morgan Securities LLC, and Goldman Sachs Lending Partners LLC, an affiliate of Goldman Sachs & Co. LLC, which, as amended and restated on August 7, 2020, and further amended on October 31, 2022, provides for a $300

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million unsecured revolving credit facility maturing on August 7, 2025, which increased to $400 million in aggregate revolving commitments upon the consummation of our IPO, with a sublimit for the issuance of letters of credit in an aggregate face amount of up to $200 million. Loans under the credit facility bear interest, at our option, at (i) a base rate equal to the highest of (A) the prime rate, (B) the higher of the federal funds rate or a composite overnight bank borrowing rate plus 0.50%, or (C) an adjusted SOFR rate for a one-month interest period plus 1.00%, or (ii) an adjusted SOFR rate (based on an interest period of one, three, or six months) plus a margin equal to 1.00%. We are also obligated to pay other customary fees for a credit facility of this size and type, including letter of credit fees, an upfront fee, and an unused commitment fee. As of December 31, 2022, we were in compliance with the covenants under the revolving credit and guaranty agreement. As of December 31, 2022 and 2021, no revolving loans were outstanding under the credit facility.

We maintain letters of credit established primarily for real estate leases and insurance policies. As of December 31, 2021 and 2022, we had $60 million and $132 million of issued letters of credit outstanding, respectively, of which $39 million and $99 million were issued under the revolving credit and guaranty agreement.

Convertible Notes

On February 19, 2020, we issued $340 million aggregate principal amount of Convertible Notes pursuant to the Convertible Note Purchase Agreement, dated February 19, 2020, among us, Caviar, and the investors party thereto. We received net proceeds of $333 million, net of $2 million in debt issuance costs and an original issue discount of $5 million. The interest rate under the Convertible Notes was 10.00% per annum, payable quarterly in arrears. In February 2021, we repaid the outstanding principal and accrued interest of the Convertible Notes in full for $375 million.

Liquidity and Capital Resources

In December 2020, we completed our IPO in which we received net proceeds of $3.3 billion from sales of shares of our Class A common stock in the IPO, after deducting underwriting discounts and commissions.

As of December 31, 2022, our principal sources of liquidity were cash, cash equivalents, and marketable securities of $3.9 billion, which consisted of cash and cash equivalents of $2.0 billion, and short-term marketable securities of $1.5 billion and long-term marketable securities of $397 million. Additionally, funds held at payment processors of $441 million represent cash due from our payment processors for cleared transactions with merchants and consumers, as well as funds remitted to payment processors for Dasher payout. Cash and cash equivalents consisted of cash on deposit with banks as well as institutional money market funds and commercial paper. Marketable securities consisted of commercial paper, corporate bonds, U.S. government agency securities, and U.S. Treasury securities.

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $3.8 billion as of December 31, 2022. To execute on our strategic initiatives to continue to grow our business, we may incur operating losses and generate negative cash flows from operations in the future, and as a result, we may require additional capital resources. We believe our existing cash, cash equivalents, and marketable securities, along with the $400 million in available borrowings under our unsecured revolving credit facility, will be sufficient to meet our working capital and capital expenditures needs for at least the next 12 months and beyond. We have an obligation to our insurance provider which requires us to set aside collateral of up to $265 million in an escrow account. As of December 31, 2022, we had established and deposited into an escrow account an amount of $199 million, which is restricted from general use. We deposited the remaining collateral amount of $66 million on February 1, 2023.

In February 2023, we announced the authorization of a share repurchase program for the repurchase of shares of our Class A common stock, in an aggregate amount up to $750 million. This program is in addition to the prior repurchase program for the repurchase of $400 million shares of our Class A common stock, which was completed in the third quarter of 2022. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Exchange Act. We may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of our Class A common stock under this authorization. The timing and actual number of shares repurchased may depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities.

Our future capital requirements will depend on many factors, including, but not limited to our growth, our ability to attract and retain merchants, consumers, and Dashers that utilize our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, and the expansion of sales and marketing activities, the timing and extent of spending for policy and worker classification initiatives. Further, we may in the future enter into arrangements to acquire or invest in businesses, products, services, and technologies. We may be

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required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.

The following table summarizes our cash flows for the periods indicated:

Year Ended December 31,
(In millions)202020212022
Net cash provided by operating activities$252$692$367
Net cash used in investing activities(192)(2,047)(300)
Net cash provided by (used in) financing activities3,996(483)(375)
Foreign currency effect on cash, cash equivalents, and restricted cash2(1)(10)
Net increase (decrease) in cash, cash equivalents, and restricted cash$4,058$(1,839)$(318)

Operating Activities

Cash provided by operating activities was $367 million for 2022. This primarily consisted of a net loss of $1.4 billion, adjusted for certain non-cash items, which primarily includes $889 million of non-cash stock-based compensation expense, $369 million of depreciation and amortization expense and non-cash reduction of operating lease right-of-use assets, $303 million of adjustments to non-marketable equity securities, including impairment, net, and accretion of operating lease liabilities of $81 million, as well as $73 million net inflows from changes in operating assets and liabilities primarily driven by an increase in our accrued expenses. The decrease in cash provided by operating activities for 2022 compared to 2021 was mainly due to the increase in net loss for 2022.

Cash provided by operating activities was $692 million for 2021. This consisted of a net loss of $468 million, offset by non-cash stock-based compensation expense of $486 million, non-cash depreciation and amortization expense of $156 million, non-cash reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $52 million, and non-cash bad debt expense of $36 million, as well as $391 million net inflows from changes in operating assets and liabilities primarily driven by an increase in our accrued expenses.

Investing Activities

Cash used in investing activities was $300 million for 2022, which primarily consisted of purchases of marketable securities of $1.9 billion, purchases of property and equipment of $176 million, cash outflows for capitalized software and website development costs of $170 million, and purchases of non-marketable equity securities of $15 million, offset by proceeds from the sales and maturities of marketable securities of $1.9 billion and net cash acquired in acquisitions of $71 million.

Cash used in investing activities was $2.0 billion for 2021, which primarily consisted of purchases of marketable securities of $2.3 billion, purchases of non-marketable equity securities of $409 million, purchases of property and equipment of $129 million, cash outflows for capitalized software and website development costs of $108 million, offset by proceeds from the sales and maturities of marketable securities of $944 million.

Financing Activities

Cash used by financing activities was $375 million for 2022, which consisted repurchases of our Class A common stock of $400 million, partially offset by cash received from other financing activities of $14 million and proceeds from the exercise of stock options of $11 million.

Cash used by financing activities was $483 million for 2021, which consisted of $333 million of repayment of the convertible promissory notes, $172 million of cash outflows for taxes paid related to net share settlement of equity awards, and $10 million of payment of deferred offering costs, partially offset by $32 million of proceeds from the exercise of stock options.

Critical Accounting Policies and Estimates

Our consolidated financial statements and the related notes thereto included elsewhere in this Annual Report on Form 10-K are prepared in accordance with GAAP. The preparation of consolidated financial statements in accordance with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and

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liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the period presented. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from our estimates. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows could be affected.

We believe that the accounting policies described below involve a significant degree of judgment and complexity. Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. For further information, see Note 2 – "Summary of Significant Accounting Policies" included Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

Revenue Recognition

We recognize revenue in accordance with ASC 606. We generate a substantial majority of our revenue from orders completed through our Marketplaces and the related commissions charged to partner merchants and fees charged to consumers. A partner merchant represents a merchant that has entered into a contractual agreement with DoorDash. Revenue from our Marketplaces is recognized at the point in time when the consumer obtains control of the merchant’s products. We also generate revenue from membership fees paid by consumers for DashPass, which is recognized as part of our Marketplaces. Revenue generated from DashPass and Wolt+ memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer. In addition, we also generate revenue from our Drive offering by collecting per-order fees from merchants that use our local commerce platform to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Our local commerce platform facilitates orders between consumers and partner merchants. Separately, the platform arranges for consumers to obtain delivery service from Dashers. We determined that the order facilitation service and delivery facilitation service are distinct performance obligations and therefore considered whether it is a principal or agent separately for each of these items. The order facilitation service and the delivery facilitation service are distinct given that the consumer can benefit from each item separately. Further, the order facilitation service and delivery facilitation service are separately identifiable as the nature of the promises are to transfer the order facilitation service and delivery facilitation service individually, rather than as a combined item.

Principal vs. Agent Considerations

Judgment is required in determining whether we are the principal or the agent in transactions with partner merchants, consumers, and Dashers. As it relates to the accounting for order facilitation services and delivery facilitation services, we evaluated whether to present revenue on a gross versus net basis based on whether we control each specified good or service before it is provided to the consumer in Marketplace transactions.

With respect to order facilitation services, we have determined that we are an agent for partner merchants in facilitating the sale of products to the consumer through our Marketplaces. The consumer accesses our local commerce platform to identify merchants and places an order for merchants’ products. These orders are picked up from partner merchants and delivered to consumers by Dashers. We do not control the products prior to them being transferred to the consumer as it neither has the ability to redirect the products to another consumer nor does it obtain any economic benefit from the products.

With respect to the vast majority of our delivery facilitation services, we have determined that we are acting as an agent for the consumer in facilitating the delivery of products by connecting consumers with Dashers. As our role with the delivery facilitation service is only to arrange for a delivery opportunity to be offered to prospective Dashers, we do not control how the delivery service is ultimately provided to the consumer.

In the vast majority of our transactions with end-users, we are an agent in facilitating the sale of products and delivery services, thus we report revenue on a net basis, reflecting amounts collected from consumers, less amounts remitted to merchants and Dashers.

We recognize revenue from both partner merchants and consumers for each successfully completed transaction. We satisfy our performance obligations to a partner merchant when there is a successful sale of the merchant’s products and we meet our performance obligation to a consumer once the Dasher has picked up the products from the merchant for delivery to the consumer.

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Gift Cards

We sell gift cards to consumers that can be redeemed through our Marketplaces. Those gift cards have no expiration date and administrative fees are not charged on unused gift cards. In prior periods, with limited history as to consumers' redemption patterns, proceeds from the sale of gift cards were fully deferred and recorded as contract liabilities until consumers use the card to place orders on its platform. When gift cards are redeemed, revenue is recognized on a net basis as the difference between the amounts collected from consumers less amounts remitted to merchants and Dashers. During the year ended December 31, 2021, we concluded that we had developed sufficient historical evidence regarding the pattern of consumer redemptions of gift cards to have the ability to estimate the portion of outstanding gift cards that will never be redeemed (“breakage”) and for which there is no legal obligation to remit the value of the unredeemed gift cards to the relevant jurisdiction as unclaimed or abandoned property. We recognize the breakage amounts as revenue, proportionate to the pattern of revenue recognition for the gift card redemptions. We recorded $48 million and $47 million of gift card breakage revenue during the years ended December 31, 2021 and 2022, respectively. Estimating future breakage rates requires judgment based on current and historical patterns of redemption, and the actual breakage rates may vary from the estimate.

Dasher Incentives and Referrals

We offer various incentives to Dashers, which are primarily recorded within Dasher payout and reduce revenue. These are offered in various forms and include:

Peak pay: We make additional payments to Dashers to incentivize them to accept delivery opportunities during peak demand time.

Dasher referrals: We offer referral bonuses to referring Dashers, as well as to referred Dashers, once the new Dasher has met certain qualifying conditions. We expense the fair value of payments made to the referring Dashers as incurred in sales and marketing expenses in our consolidated statements of operations, since the marketing of our platform to acquire new Dashers represents a distinct benefit to us. The portion of these referral bonuses in excess of the fair value of payments made to the referring Dashers is accounted for as a reduction of revenue. Payments made to the referred Dashers are recorded within Dasher payout and reduce revenue at the time the corresponding revenue transaction is recorded.

Business Combinations

We account for our business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and liabilities assumed, we make significant estimates and assumptions, especially with respect to intangible assets. Our estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. Acquisition costs, such as legal and consulting fees, are expensed as incurred.

Insurance Reserves

We utilize third-party insurance which include retained insurance deductibles to insure costs including auto liability related to both bodily injury and physical damage, and uninsured and underinsured motorists up to a certain dollar retention limit. The recorded insurance reserves reflect the estimated cost for claims incurred but not paid and claims that have been incurred but not yet reported. The estimate of our ultimate deductible obligation utilizes actuarial techniques applied to historical claim and loss experience. Given our limited operational history, we use assumptions based on actuarial judgments with consideration toward relevant industry claim and loss development factors, which includes the development time frame and settlement patterns, and expected loss rates. Reserves are periodically reviewed and adjusted as necessary as experience develops or new information becomes known. However, ultimate results may differ from our estimates, which could result in losses over our reserved amounts.

Loss Contingencies

We are involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. We record a liability when we believe that it is both probable that a loss has been incurred and the amount or range can be reasonably estimated. We disclose material contingencies when we believe that a loss is not probable but reasonably possible.

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Significant judgment is required to determine both probability and the estimated amount. We review these provisions on a quarterly basis and adjust these provisions accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information.

The outcome of legal matters and litigation is inherently uncertain. Therefore, if one or more of these legal matters were resolved against us for amounts in excess of management’s expectations, our results of operations, and financial condition, including in a particular reporting period, could be materially adversely affected.

Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, see Note 2 – "Summary of Significant Accounting Policies" included Part II, Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.

FY 2021 10-K MD&A

SEC filing source: 0001628280-22-004350.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2022-03-01. Report date: 2021-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Factors that could cause or contribute to such differences include those identified below and those discussed in the section titled “Risk Factors” and other sections of this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

In addition, the section of this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” generally discusses 2021 and 2020 items and year-to-year comparisons between 2021 and 2020. Discussions of 2019 items and year-to-year comparisons between 2020 and 2019 are not included in this Annual Report on Form 10-K and can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on March 5, 2021.

Overview

We have built a logistics and technology platform that enables local businesses to address consumers’ expectations of ease and immediacy. We built our products to serve the needs of three key constituents: merchants, consumers, and Dashers. We do this primarily through our Marketplace, which offers a broad array of services that enable merchants to solve mission-critical challenges such as customer acquisition and demand generation, order fulfillment, merchandising, payment processing, and customer support. Our Marketplace enables merchants to establish an online presence and expand their reach by connecting them with millions of consumers. Merchants can fulfill this demand through delivery, generally facilitated by our local logistics platform, or in-person pickup by consumers. We also enable merchants to advertise and promote on our platform in order to acquire new consumers and drive incremental sales.

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In addition to our Marketplace, which accounts for the vast majority of our revenue today, our Platform Services business, which primarily consists of Drive and Storefront, offers services to help merchants facilitate sales through their own channels. Drive, our white-label logistics service, enables merchants to fulfill consumer demand generated through their own channels using our local logistics platform. Storefront enables merchants to create their own branded online ordering experience, providing them with a turnkey solution to offer consumers on-demand access to e-commerce without investing in in-house engineering or logistics capabilities.

We currently operate our business in the U.S., Canada, Australia, Japan, and Germany.

Initial Public Offering

On December 9, 2020, we completed our IPO in which we issued and sold 33,000,000 shares of Class A common stock at the public offering price of $102 per share. We received net proceeds of $3.3 billion from sales of our shares in the IPO, after deducting underwriting discounts and commissions and offering expenses. For additional information, see Note 1 - Organization and Description of Business included in Part II, Item 8, “Financial Statements and Supplementary Data”, of this Annual Report on Form 10-K.

Recent Developments

On November 9, 2021, we entered into a definitive agreement to acquire Wolt. Headquartered in Helsinki, Finland, Wolt is a leading local commerce platform with operations in 23 countries across Europe, Japan, and Israel. We expect the acquisition of Wolt will increase our international scale, accelerate our product development, and improve our investment efficiency. The closing is expected in the first half of 2022, subject to customary regulatory approvals and other closing conditions. We expect the acquisition of Wolt to increase our Marketplace GOV and revenue, as well as our costs and expenses.

On February 14, 2022, we entered into a definitive agreement to acquire an ordering and payment platform company domiciled in the United States for approximately $90 million in cash, subject to customary adjustments. The transaction is subject to customary closing conditions and is expected to close in the first quarter of 2022.

Key Business and Non-GAAP Metrics

In addition to the measures presented in our consolidated financial statements, we use the following key business and non-GAAP metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions:

Year Ended December 31,
(in millions, except percentages)201920202021
Total Orders2638161,390
Marketplace GOV$8,039$24,664$41,944
Contribution Profit (Loss)(1)$(200)$663$1,071
Contribution Margin(1)(23)%23%22%
Contribution Profit (Loss) as a % of Marketplace GOV(2)%3%3%
Adjusted EBITDA(1)$(475)$189$289
Adjusted EBITDA Margin(1)(54)%7%6%
Adjusted EBITDA as a % of Marketplace GOV(6)%1%1%

(1)Contribution Profit (Loss), Contribution Margin, Adjusted EBITDA, and Adjusted EBITDA Margin are non-GAAP financial measures. For more information regarding our use of these measures and reconciliations to the most directly comparable financial measures calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures."

Total Orders. We define Total Orders as all orders completed on the DoorDash platform, including those completed through our Marketplace and Platform Services businesses, over the period of measurement.

In the year ended December 31, 2021, Total Orders increased to 1.4 billion, or 70% growth compared to the year ended December 31, 2020. The increase in Total Orders was driven by increased engagement of existing consumers, the addition of new consumers, and an increase in the number of orders completed through Platform Services businesses.

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Marketplace GOV. We define Marketplace GOV as the total dollar value of orders completed on our Marketplace, including taxes, tips3, and any applicable consumer fees, including membership fees related to DashPass. Marketplace orders include orders completed through Pickup and DoorDash for Work. Marketplace GOV does not include the dollar value of orders, taxes and tips, or fees charged to merchants, for orders fulfilled through Drive and Storefront.

In the year ended December 31, 2021, Marketplace GOV increased to $41.9 billion, or 70% growth compared to the year ended December 31, 2020, consistent with the growth in Total Orders.

Contribution Profit (Loss).4 We define Contribution Profit (Loss) as our gross profit (loss) less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, and (iii) allocated overhead included in cost of revenue and sales and marketing expenses. Gross profit (loss) is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue. We define Contribution Margin as Contribution Profit (Loss) as a percentage of revenue for the same period.

We use Contribution Profit (Loss) to evaluate our operating performance and trends. We believe that Contribution Profit (Loss) is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders.

In the year ended December 31, 2021, Contribution Profit improved to $1.1 billion, compared to a Contribution Profit of $663 million in the year ended December 31, 2020, driven primarily by the growth in Marketplace GOV. In the year ended December 31, 2021, Contribution Margin decreased to 22%, compared to 23% in the year ended December 31, 2020, due to increases in Adjusted Cost of Revenue and Dasher acquisition costs.

Contribution Profit (Loss) is a non-GAAP financial measure with certain limitations regarding its usefulness. It does not reflect our financial results in accordance with GAAP as it does not include the impact of certain expenses that are reflected in our consolidated statements of operations. Accordingly, Contribution Profit (Loss) is not indicative of our overall results or an indicator of past or future financial performance. Further, it is not a financial measure of total company profitability and it is neither intended to be used as a proxy for total company profitability nor does it imply profitability for our business.

Adjusted EBITDA.5 We define Adjusted EBITDA as net income (loss), adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) a one-time non-cash change in fair value of a forward contract related to the issuance of our Series F redeemable convertible preferred stock, (iii) loss on disposal of property and equipment, (iv) transaction-related expense, (v) impairment expenses, (vi) provision for income taxes, (vii) interest income and expense, (viii) other income (expense), net, (ix) stock-based compensation expense and certain payroll tax expense, and (x) depreciation and amortization expense. Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business. Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by revenue for the same period.

In the year ended December 31, 2021, Adjusted EBITDA increased to $289 million, compared to Adjusted EBITDA of $189 million in the year ended December 31, 2020, driven primarily by the growth in Marketplace GOV. In the year ended December 31, 2021, Adjusted EBITDA Margin decreased to 6%, compared to 7% in the year ended December 31, 2020, due primarily to increases in Adjusted Cost of Revenue and Dasher acquisition costs.

Components of Results of Operations

Revenue

We generate a substantial majority of our revenue from orders completed through our Marketplace and the related commissions charged to partner merchants and fees charged to consumers. Commissions from partner merchants are based on an agreed-upon rate applied to the total dollar value of goods ordered in exchange for using our Marketplace to sell the partner merchants’ products. Fees from consumers are for use of our Marketplace to arrange for delivery services.

3 Dashers receive 100% of tips.

4 For more information about Contribution Profit (Loss) and Contribution Margin, including the limitations of such measures, and a reconciliation of Contribution Profit (Loss) to gross profit (loss), the most directly comparable financial measure calculated in accordance with GAAP, see the section titled “Non-GAAP Financial Measures.”

5 For more information about Adjusted EBITDA and Adjusted EBITDA Margin, including the limitations of such measures and more detail on the specific adjustments, and a reconciliation of Adjusted EBITDA to net loss, the most directly comparable financial measure calculated in accordance with GAAP, as well as a calculation of Adjusted EBITDA Margin, see the section titled “Non-GAAP Financial Measures."

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We recognize revenue from Marketplace orders on a net basis as we are an agent for both partner merchants and consumers. Our revenue therefore reflects commissions charged to partner merchants and fees charged to consumers less (i) Dasher payout and (ii) refunds, credits, and promotions, which includes certain discounts and incentives provided to consumers, including those for referring a new customer. Revenue from our Marketplace is recognized at the point in time when the consumer obtains control of the merchant’s products.

We also generate revenue from membership fees paid by consumers for DashPass, which is recognized as part of our Marketplace revenue. Revenue generated from our DashPass memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer.

In addition, we generate revenue from other sources, including from our Platform Services business, which primarily consists of our Drive and Storefront offerings. We generate revenue from Drive by collecting per-order fees from merchants that use our local logistics platform to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Cost of Revenue, Exclusive of Depreciation and Amortization

Cost of revenue primarily consists of (i) order management costs, which include payment processing charges, net of rebates issued from payment processors, costs associated with cancelled orders, insurance expenses, and costs related to placing orders with non-partner merchants, and costs related to first party product sales, for which we take control of inventory (ii) platform costs, which include costs for onboarding merchants and Dashers, costs for providing support for consumers, merchants, and Dashers, and technology platform infrastructure costs, and (iii) personnel costs, which include personnel-related compensation expenses related to our local operations, support, and other teams, and allocated overhead. Personnel-related compensation expenses primarily include salary, bonus, benefits, and stock-based compensation expense. Allocated overhead is determined based on an allocation of shared costs, such as facilities (including rent and utilities) and information technology costs, among all departments based on employee headcount.

Sales and Marketing

Sales and marketing expenses primarily consist of advertising and other ancillary expenses related to merchant, consumer, and Dasher acquisition, including certain consumer referral credits and Dasher referral fees paid to the referrers to the extent they represent fair value of acquiring a new consumer or a new Dasher, brand marketing expenses, personnel-related compensation expenses for sales and marketing employees, and commissions expense including amortization of deferred contract costs, as well as allocated overhead.

Research and Development

Research and development expenses primarily consist of personnel-related compensation expenses related to data analytics and the design of, product development of, and improvements to our platform, as well as expenses associated with the licensing of third-party software and allocated overhead.

General and Administrative

General and administrative expenses primarily consist of legal, tax, and regulatory expenses, which include litigation settlement expenses and sales and indirect taxes, personnel-related compensation expenses related to administrative employees, which include finance and accounting, human resources and legal, chargebacks associated with fraudulent credit card transactions, professional services fees, transaction-related expenses, bad debt expense, and allocated overhead.

Depreciation and Amortization

Depreciation and amortization expenses primarily consist of depreciation and amortization expenses associated with our property and equipment and intangible assets. Depreciation primarily includes expenses associated with equipment for merchants, computer equipment and software, office equipment, and leasehold improvements. Amortization includes expenses associated with our capitalized software and website development costs, as well as acquired intangible assets.

Interest Income

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Interest income consists of interest earned on our cash, cash equivalents, and marketable securities.

Interest Expense

Interest expense consists of interest costs related to our revolving credit facility and payment-in-kind interest on our Convertible Notes issued in February 2020.

Other Income (Expense), Net

Other income (expense), net primarily consists of gains and losses from transactions denominated in a currency other than the functional currency and non-cash change in fair value of a forward contract liability (entered into and settled in the year ended December 31, 2019) in connection with the issuance of shares of our Series F redeemable convertible preferred stock.

Provision for Income Taxes

Provision for income taxes primarily consists of U.S. federal and state income tax and franchise tax, as well as international taxes from foreign operations.

Results of Operations

The following table summarizes our historical consolidated statements of operations data:

Year Ended December 31,
(in millions)201920202021
Revenue$885$2,886$4,888
Costs and expenses:(1)
Cost of revenue, exclusive of depreciation and amortization5231,3682,338
Sales and marketing5949571,619
Research and development107321430
General and administrative245556797
Depreciation and amortization(2)32120156
Total costs and expenses1,5013,3225,340
Loss from operations(616)(436)(452)
Interest income1873
Interest expense(32)(14)
Other (expense) income, net(68)3
Loss before income taxes(666)(458)(463)
Provision for income taxes135
Net loss$(667)$(461)$(468)

(1)Costs and expenses include stock-based compensation expense as follows:

Year Ended December 31,
(in millions)201920202021
Cost of revenue, exclusive of depreciation and amortization$2$31$46
Sales and marketing23752
Research and development8171182
General and administrative683206
Total stock-based compensation expense$18$322$486

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(2)Depreciation and amortization related to the following:

Year Ended December 31,
(in millions)201920202021
Cost of revenue$27$97$98
Sales and marketing31420
Research and development1630
General and administrative138
Total depreciation and amortization$32$120$156

The following table sets forth the components of our consolidated statements of operations data as a percentage of revenue:

Year Ended December 31,
201920202021
Revenue100%100%100%
Costs and expenses:
Cost of revenue, exclusive of depreciation and amortization59%47%48%
Sales and marketing67%33%33%
Research and development12%11%9%
General and administrative28%20%16%
Depreciation and amortization4%4%3%
Total costs and expenses170%115%109%
Loss from operations(70)%(15)%(9)%
Interest income2%%%
Interest expense%(1)%%
Other (expense) income, net(7)%%%
Loss before income taxes(75)%(16)%(9)%
Provision for income taxes%%%
Net loss(75)%(16)%(9)%

Comparison of the Years Ended 2021 and 2020

Revenue

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Revenue$885$2,886$4,888$2,001226%$2,00269%

Revenue increased by $2.0 billion, or 69%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase was primarily driven by a 70% increase in Total Orders to 1.4 billion, which led to a 70% increase in Marketplace GOV to $41.9 billion. The increase in Total Orders was primarily driven by increased engagement of existing consumers, the addition of new consumers, and an increase in the number of orders completed through Platform Services businesses.

Cost of Revenue, Exclusive of Depreciation and Amortization

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Cost of revenue, exclusive of depreciation and amortization$523$1,368$2,338$845162%$97071%

Cost of revenue, exclusive of depreciation and amortization, increased by $970 million, or 71%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase was primarily attributable to an increase in Total Orders and Marketplace GOV, as well as an increase in costs associated with our first-party distribution

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business. Order management costs increased by $638 million and platform costs increased by $273 million for the year ended December 31, 2021, compared to the year ended December 31, 2020.

Sales and Marketing

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Sales and marketing$594$957$1,619$36361%$66269%

Sales and marketing expenses increased by $662 million, or 69%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase was primarily driven by an increase of $529 million in consumer, Dasher, and merchant advertising expenses and an increase of $87 million in personnel-related compensation expenses and allocated overhead due to increased headcount.

Research and Development

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Research and development$107$321$430$214200%$10934%

Research and development expenses increased by $109 million, or 34%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase was primarily driven by an increase of $225 million in personnel-related compensation expenses and allocated overhead due to increased headcount, partially offset by an increase in capitalized software and website development costs of $137 million.

As a percentage of revenue, research and development expenses were 9% in the year ended December 31, 2021, decreasing from 11% in the year ended December 31, 2020. The decrease in research and development expenses as a percentage of revenue was driven by increased operating leverage as a result of increasing scale in our business.

General and Administrative

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
General and administrative$245$556$797$311127%$24143%

General and administrative expenses increased by $241 million, or 43%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase was primarily driven by an increase of $206 million in personnel-related compensation expenses and allocated overhead due to increased headcount.

As a percentage of revenue, general and administrative expenses were 16% in the year ended December 31, 2021, decreasing from 20% in the year ended December 31, 2020. The decrease in general and administrative expenses as a percentage of revenue was driven by increased operating leverage as a result of increasing scale in our business.

Depreciation and Amortization

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Depreciation and amortization$32$120$156$88275%$3630%

Depreciation and amortization expenses increased by $36 million, or 30%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The increase was primarily driven by an increase of $46 million in amortization expense related to capitalized software and website development costs and an increase of $16 million in depreciation expenses related to equipment for merchants, partially offset by a decrease of $38 million in amortization expenses related to intangible assets as the existing technology acquired from Caviar was fully amortized in the fourth quarter of 2020.

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Interest Income

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Interest income$18$7$3(11)(61)%(4)(57)%

Interest income decreased by 4 million, or 57%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The decrease was primarily due to a reduction in average interest rates earned on our investments during 2021.

Interest Expense

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Interest expense$(32)(14)(32)100%18(56)%

Interest expense decreased by 18 million, or 56%, for the year ended December 31, 2021, compared to the year ended December 31, 2020. The decrease in interest expense was primarily attributable to the repayment of our Convertible Notes in February 2021.

Other (expense) income, net

Year Ended December 31,2019 to 20202020 to 2021
(in millions, except percentages)201920202021$ Change% Change$ Change% Change
Other (expense) income, net$(68)$3$$71(104)%$(3)(100)%

Other income (expense), net was not material for the years ended December 31, 2021 and December 31, 2020.

Non-GAAP Financial Measures

We use adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit (Loss), Adjusted Gross Margin, Adjusted EBITDA, and Adjusted EBITDA Margin in conjunction with GAAP measures as part of our overall assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance. We believe that these non-GAAP financial measures provide useful information to investors about our business and financial performance, enhance their overall understanding of our past performance and future prospects, and allow for greater transparency with respect to metrics used by our management in their financial and operational decision making. We are presenting these non-GAAP financial measures to assist investors in seeing our business and financial performance through the eyes of management, and because we believe that these non-GAAP financial measures provide an additional tool for investors to use in comparing results of operations of our business over multiple periods with other companies in our industry.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations. Thus, our adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Adjusted EBITDA Margin should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with GAAP.

We compensate for these limitations by providing a reconciliation of adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Adjusted EBITDA Margin to their respective related GAAP financial measures. We encourage investors and others to review our business, results of operations, and financial information in its entirety, not to rely on any single financial measure, and to view adjusted cost of revenue, adjusted sales and marketing expense, adjusted research and

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development expense, adjusted general and administrative expense, Contribution Profit (Loss), Contribution Margin, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA, and Adjusted EBITDA Margin in conjunction with their respective related GAAP financial measures.

Adjusted Cost of Revenue

We define adjusted cost of revenue as cost of revenue, exclusive of depreciation and amortization, excluding stock-based compensation expense and certain payroll tax expense, and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders.

The following table provides a reconciliation of cost of revenue, exclusive of depreciation and amortization, to adjusted cost of revenue:

Year Ended December 31,
(in millions)201920202021
Cost of revenue, exclusive of depreciation and amortization$523$1,368$2,338
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(2)(32)(48)
Allocated overhead(17)(18)(25)
Adjusted cost of revenue$504$1,318$2,265

Adjusted Sales and Marketing Expense

We define adjusted sales and marketing expense as sales and marketing expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders.

The following table provides a reconciliation of sales and marketing expense to adjusted sales and marketing expense:

Year Ended December 31,
(in millions)201920202021
Sales and marketing$594$957$1,619
Adjusted to exclude the following
Stock-based compensation expense and certain payroll tax expense(2)(38)(53)
Allocated overhead(11)(14)(14)
Adjusted sales and marketing$581$905$1,552

Adjusted Research and Development Expense

We define adjusted research and development expense as research and development expenses excluding stock-based compensation expense and certain payroll tax expense and allocated overhead. We exclude stock-based compensation as it is non-cash in nature and we exclude allocated overhead as it is generally a fixed cost and is not directly impacted by Total Orders.

The following table provides a reconciliation of research and development expense to adjusted research and development expense:

Year Ended December 31,
(in millions)201920202021
Research and development$107$321$430
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(8)(177)(186)
Allocated overhead(12)(14)(13)
Adjusted research and development$87$130$231

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Adjusted General and Administrative Expense

We define adjusted general and administrative expense as general and administrative expenses excluding stock-based compensation expense and certain payroll tax expense, certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs, impairment expenses, and including allocated overhead from cost of revenue, sales and marketing, and research and development. We exclude stock-based compensation as it is non-cash in nature and we exclude certain legal, tax, and regulatory settlements, reserves, and expenses, transaction-related costs, as well as impairment expenses, as these costs are not indicative of our operating performance.

The following table provides a reconciliation of general and administrative expense to adjusted general and administrative expense:

Year Ended December 31,
(in millions)201920202021
General and administrative$245$556$797
Adjusted to exclude the following:
Stock-based compensation expense and certain payroll tax expense(6)(86)(210)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)(86)(160)(77)
Transaction-related costs(5)(1)(10)
Impairment expenses(2)(11)(1)
Allocated overhead from cost of revenue, sales and marketing, and research and development404652
Adjusted general and administrative$188$344$551

(1)We exclude certain costs and expenses from our calculation of adjusted general and administrative expense because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, (ii) reserves for the collection of sales and indirect taxes that we do not expect to incur on a recurring basis, (iii) costs related to the settlement of an intellectual property matter, (iv) expenses related to supporting various policy matters, including those related to worker classification and price controls, and (v) donations as part of our COVID-19 pandemic relief efforts. We believe it is appropriate to exclude the foregoing matters from our calculation of adjusted general and administrative expense because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 and similar legislation.

(2)Consists of impairment expense related to an operating lease right-of-use asset associated with our former headquarters.

Contribution Profit (Loss)

We use Contribution Profit (Loss) to evaluate our operating performance and trends. We believe that Contribution Profit (Loss) is a useful indicator of the economic impact of orders fulfilled through DoorDash as it takes into account the direct expenses associated with generating and fulfilling orders. We define Contribution Profit (Loss) as our gross profit (loss) less sales and marketing expense plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing expenses, and (iii) allocated overhead included in cost of revenue and sales and marketing expenses. We define gross margin as gross profit (loss) as a percentage of revenue for the same period and we define Contribution Margin as Contribution Profit (Loss) as a percentage of revenue for the same period.

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Gross profit (loss) is the most directly comparable financial measure to Contribution Profit (Loss). The following table provides a reconciliation of gross profit to Contribution Profit (Loss):

Year Ended December 31,
(in millions, except percentages)201920202021
Revenue$885$2,886$4,888
Less: Cost of revenue, exclusive of depreciation and amortization(523)(1,368)(2,338)
Less: Depreciation and amortization related to cost of revenue(27)(97)(98)
Gross profit$335$1,421$2,452
Gross Margin38%49%50%
Less: Sales and marketing$(594)$(957)$(1,619)
Add: Depreciation and amortization related to cost of revenue279798
Add: Stock-based compensation expense and certain payroll tax expense included in cost of revenue and sales and marketing470101
Add: Allocated overhead included in cost of revenue and sales and marketing283239
Contribution Profit (Loss)$(200)$663$1,071
Contribution Margin(23)%23%22%

Adjusted Gross Profit (Loss)

We define Adjusted Gross Profit (Loss) as gross profit (loss) plus (i) depreciation and amortization expense related to cost of revenue, (ii) stock-based compensation expense and certain payroll tax expense included in cost of revenue, and (iii) allocated overhead included in cost of revenue. Gross profit (loss) is defined as revenue less (i) cost of revenue, exclusive of depreciation and amortization and (ii) depreciation and amortization related to cost of revenue. Adjusted Gross Margin is defined as Adjusted Gross Profit (Loss) as a percentage of revenue for the same period.

The following table provides a reconciliation of gross profit to Adjusted Gross Profit:

Year Ended December 31,
(in millions, except percentages)201920202021
Gross profit$335$1,421$2,452
Add: Depreciation and amortization related to cost of revenue279798
Add: Stock-based compensation expense and certain payroll tax expense23248
Add: Allocated overhead171825
Adjusted Gross Profit$381$1,568$2,623
Adjusted Gross Margin43%54%54%

Adjusted EBITDA

Adjusted EBITDA is a measure that we use to assess our operating performance and the operating leverage in our business. We define Adjusted EBITDA as net income (loss), adjusted to exclude (i) certain legal, tax, and regulatory settlements, reserves, and expenses, (ii) a one-time non-cash change in fair value of a forward contract related to the issuance of our Series F redeemable convertible preferred stock, (iii) loss on disposal of property and equipment, (iv) transaction-related costs, (v) impairment expenses, (vi) provision for income taxes, (vii) interest income and expense, (viii) other income (expense), net, (ix) stock-based compensation expense and certain payroll tax expense, and (x) depreciation and amortization expense. Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by revenue for the same period.

The following tables provide a reconciliation of net loss to Adjusted EBITDA and a calculation of net margin and Adjusted EBITDA Margin:

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Year Ended December 31,
(in millions)201920202021
Net loss$(667)$(461)$(468)
Certain legal, tax, and regulatory settlements, reserves, and expenses(1)8616077
Transaction-related costs5110
Impairment expenses(2)111
Provision for income taxes135
Interest income and expense(18)2511
Other (income) expense, net(3)68(3)
Stock-based compensation expense and certain payroll tax expense18333497
Depreciation and amortization expense32120156
Adjusted EBITDA$(475)$189$289

(1)We exclude certain costs and expenses from our calculation of Adjusted EBITDA because management believes that these costs and expenses are not indicative of our core operating performance, do not reflect the underlying economics of our business, and are not necessary to operate our business. These excluded costs and expenses consist of (i) certain legal costs primarily related to worker classification matters, (ii) reserves for the collection of sales and indirect taxes that we do not expect to incur on a recurring basis, (iii) costs related to the settlement of an intellectual property matter, (iv) expenses related to supporting various policy matters, including those related to worker classification and price controls, and (v) donations as part of our COVID-19 pandemic relief efforts. We believe it is appropriate to exclude the foregoing matters from our calculation of Adjusted EBITDA because (1) the timing and magnitude of such expenses are unpredictable and thus not part of management’s budgeting or forecasting process, and (2) with respect to worker classification matters, management currently expects such expenses will not be material to our results of operations over the long term as a result of increasing legislative and regulatory certainty in this area, including as a result of Proposition 22 and similar legislation.

(2)Consists of impairment expense related to an operating lease right-of-use asset associated with our former headquarters.

(3)In connection with the issuance of shares of our Series F redeemable convertible preferred stock, we committed to sell an existing investor shares of our Series F redeemable convertible preferred stock in a subsequent closing at the initial issuance price of the Series F redeemable convertible preferred stock. We determined this commitment to be a forward contract, classified as a liability and measured at fair value on a recurring basis, with changes in fair value recognized in other expense, net in the consolidated statements of operations. This forward contract was entered into and settled during the year ended December 31, 2019.

Year Ended December 31,
(in millions, except percentages)201920202021
Revenue$885$2,886$4,888
Net loss$(667)$(461)$(468)
Net margin(75)%(16)%(10)%
Year Ended December 31,
(in millions, except percentages)201920202021
Revenue$885$2,886$4,888
Adjusted EBITDA$(475)$189$289
Adjusted EBITDA Margin(54)%7%6%

Credit Facilities

On November 19, 2019, we entered into a revolving credit and guaranty agreement with JPMorgan Chase Bank, N.A., an affiliate of J.P. Morgan Securities LLC, and Goldman Sachs Lending Partners LLC, an affiliate of Goldman Sachs & Co. LLC, which, as amended and restated on August 7, 2020, provides for a $300 million unsecured revolving credit facility maturing on August 7, 2025, increasing to $400 million in aggregate revolving commitments upon the consummation of an IPO of our common stock on or prior to August 7, 2021. Loans under the credit facility bear interest, at our option, at (i) a base rate equal to the highest of (A) the prime rate, (B) the higher of the federal funds rate or a composite overnight bank borrowing rate plus 0.50%, or (C) an adjusted LIBOR rate for a one-month interest period plus 1.00%, or (ii) an adjusted LIBOR rate plus a margin equal to 1.00%. We are also obligated to pay other customary fees for a credit facility of this size and type, including letter of credit fees, an upfront fee, and an unused commitment fee. As of December 31, 2021, we were in compliance with the covenants under the revolving credit and guaranty agreement. As of December 31, 2021 and 2020, no amounts were drawn from the credit facility.

We maintain letters of credit established primarily for real estate leases and insurance policies. As of December 31, 2020 and 2021, we had $66 million and $60 million of issued letters of credit outstanding, respectively, of which $44 million and $39 million were issued from the revolving credit and guaranty agreement.

Convertible Notes

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On February 19, 2020, we issued $340 million aggregate principal amount of Convertible Notes pursuant to the Convertible Note Purchase Agreement, dated February 19, 2020, among us, Caviar, and the investors party thereto, or the Note Investors. We received net proceeds of $333 million, net of $2 million in debt issuance costs and an original issue discount of $5 million. The interest rate under the Convertible Notes was 10.00% per annum, payable quarterly in arrears. In February 2021, we repaid the outstanding principal and accrued interest of the Convertible Notes in full for $375 million.

Liquidity and Capital Resources

In December 2020, we completed our IPO in which we received net proceeds of $3.3 billion from sales of shares of our Class A common stock in the IPO, after deducting underwriting discounts and commissions.

As of December 31, 2021, our principal sources of liquidity were cash, cash equivalents, and marketable securities of $4.4 billion, which consisted of cash and cash equivalents of $2.5 billion, and short-term marketable securities of $1.3 billion and long-term marketable securities of $650 million. Additionally, funds held at payment processors of $320 million represent cash due from our payment processors for cleared transactions with merchants and consumers, as well as funds remitted to payment processors for Dasher payout. Cash and cash equivalents consisted of cash on deposit with banks as well as institutional money market funds and U.S. Treasury securities. Marketable securities consisted of commercial paper, corporate bonds, U.S. government agency securities, and U.S. Treasury securities.

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $2.1 billion as of December 31, 2021. To execute on our strategic initiatives to continue to grow our business, we may incur operating losses and generate negative cash flows from operations in the future, and as a result, we may require additional capital resources. We believe our existing cash, cash equivalents, and marketable securities, along with the $400 million in available borrowings under our unsecured revolving credit facility, will be sufficient to meet our working capital and capital expenditures needs for at least the next 12 months and beyond.

Our material cash requirements relate to operating lease obligations for corporate office facility leases and purchase commitments for purchase of onboarding, technology platform infrastructure services and advertising services. For Information on contractual obligations for operating leases, see Note 8 - Leases included in the Notes to Consolidated Financial Statements of this Annual Report on Form 10-K. For information on non-cancellable purchase commitments as of December 31, 2021, see "Non-cancelable Purchase Commitments" section of Note 10 - Commitments and Contingencies included in the Notes to Consolidated Financial Statements of this Annual Report on Form 10-K.

Our future capital requirements will depend on many factors, including, but not limited to our growth, our ability to attract and retain merchants, consumers, and Dashers that utilize our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, and the expansion of sales and marketing activities, the timing and extent of spending for policy and worker classification initiatives. Further, we may in the future enter into arrangements to acquire or invest in businesses, products, services, and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.

The following table summarizes our cash flows for the periods indicated:

Year Ended December 31,
(In millions)201920202021
Net cash (used in) provided by operating activities$(467)$252$692
Net cash used in investing activities(570)(192)(2,047)
Net cash provided by (used in) financing activities1,1093,996(483)
Foreign currency effect on cash, cash equivalents, and restricted cash2(1)
Net increase (decrease) in cash, cash equivalents, and restricted cash$72$4,058$(1,839)

Operating Activities

Cash provided by operating activities was $692 million for the year ended December 31, 2021. This consisted of a net loss of $468 million, offset by non-cash stock-based compensation expense of $486 million, non-cash depreciation and amortization expense of $156 million, non-cash reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $52 million, non-cash bad debt expense of $36 million, non-cash interest expense of $11 million related

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to the convertible notes, and other non-cash expenses of $28 million. The net changes in operating assets and liabilities was the result of an increase of $595 million in accrued expenses and other current liabilities, primarily related to Dasher and merchant payable, insurance reserves, accrued operations related expenses, contract liabilities, and accrued advertising, an decrease of $85 million in prepaid expenses and other current assets, and an increase of $79 million in accounts payable, offset by an increase of $174 million in funds held at payment processors, an increase of $94 in accounts receivable, net, a decrease of $44 million for payments for operating lease liabilities, an increase of $51 in other assets and an decrease of $5 million in other liabilities. The increase in cash provided by operating activities for the year ended December 31, 2021 compared to the year ended December 31, 2020 was mainly due to the decrease in net loss and increases in non-cash expenses for the year ended December 31, 2021.

Cash provided by operating activities was $252 million for the year ended December 31, 2020. This consisted of a net loss of $461 million, offset by non-cash stock-based compensation expense of $322 million, non-cash depreciation and amortization expense of $120 million, non-cash reduction of operating lease right-of-use assets and accretion of operating lease liabilities of $40 million, non-cash interest expense of $31 million related to the convertible notes, non-cash bad debt expense of $16 million, and other non-cash expenses of $18 million. The net changes in operating assets and liabilities was the result of an increase of $587 million in accrued expenses and other current liabilities, primarily related to litigation reserves, sales tax payable and accrued sales and indirect taxes, accrued operations related expenses, Dasher and merchant payable, and contract liabilities, an increase of $54 million in accounts payable, and an increase of $11 million in other liabilities, offset by an increase of $248 million in accounts receivable, net, an increase of $96 million in funds held at payment processors, an increase of $96 million in prepaid expenses and other current assets, a decrease of $26 million for payments for operating lease liabilities, and an increase of $20 million in other assets.

Investing Activities

Cash used in investing activities was $2,047 million for the year ended December 31, 2021, which primarily consisted of purchases of marketable securities of $2,344 million, purchases of non-marketable equity securities of $409 million, purchases of property and equipment of $129 million, and cash outflows for capitalized software and website development costs of $108 million, offset by proceeds from the sales and maturities of marketable securities of $944 million.

Cash used in investing activities was $192 million for the year ended December 31, 2020, which primarily consisted of purchases of marketable securities of $593 million, purchases of property and equipment of $106 million, cash outflows for capitalized software and website development costs of $53 million, and cash paid for acquisitions, net of cash acquired, of $28 million, offset by proceeds from the sales and maturities of marketable securities of $587 million.

Financing Activities

Cash used by financing activities was $483 million for the year ended December 31, 2021, which consisted of $333 million of repayment of the convertible promissory notes, $172 million of cash outflows for taxes paid related to net share settlement of equity awards, and $10 million of payment of deferred offering costs, partially offset by $32 million of proceeds from the exercise of stock options.

Cash provided by financing activities was $4.0 billion for the year ended December 31, 2020, which consisted of $3.3 billion of proceeds from issuance of common stock upon our IPO, net of underwriter discounts, $382 million of net proceeds from the issuance of redeemable convertible preferred stock, $333 million of net proceeds from the issuance of convertible promissory notes, and $5 million of proceeds from the exercise of stock options, offset by $7 million of cash outflows for taxes paid related to net share settlement of equity awards, and $6 million of payment of deferred offering costs.

Critical Accounting Policies and Estimates

Our consolidated financial statements and the related notes thereto included elsewhere in this Annual Report on Form 10-K are prepared in accordance with GAAP. The preparation of consolidated financial statements in accordance with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the period presented. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ significantly from our estimates. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows could be affected.

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We believe that the accounting policies described below involve a significant degree of judgment and complexity. Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. For further information, see Note 2 to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

Revenue Recognition

We recognize revenue in accordance with ASC 606. We generate a substantial majority of our revenue from orders completed through our Marketplace and the related commissions charged to partner merchants and fees charged to consumers. A partner merchant represents a merchant that has entered into a contractual agreement with DoorDash. Revenue from our Marketplace is recognized at the point in time when the consumer obtains control of the merchant’s products. We also generate revenue from membership fees paid by consumers for DashPass, which is recognized as part of our Marketplace. Revenue generated from DashPass memberships is recognized on a ratable basis over the contractual period, which is generally one month to one year depending on the type of membership purchased by the consumer. In addition, we also generate revenue from our Drive offering by collecting per-order fees from merchants that use our local logistics platform to arrange for delivery services that fulfill demand generated through their own channels. Revenue from Drive is recognized at the point in time when the consumer obtains control of the merchant’s products.

Our local logistics platform facilitates orders between consumers and partner merchants. Separately, the platform arranges for consumers to obtain delivery service from Dashers. We determined that the order facilitation service and delivery facilitation service are distinct performance obligations and therefore considered whether it is a principal or agent separately for each of these items. The order facilitation service and the delivery facilitation service are distinct given that the consumer can benefit from each item separately. Further, the order facilitation service and delivery facilitation service are separately identifiable as the nature of the promises are to transfer the order facilitation service and delivery facilitation service individually, rather than as a combined item.

Principal vs. Agent Considerations

Judgment is required in determining whether we are is the principal or the agent in transactions with partner merchants, consumers, and Dashers. As it relates to the accounting for order facilitation services and delivery facilitation services, we evaluated whether to present revenue on a gross versus net basis based on whether we control each specified good or service before it is provided to the consumer in Marketplace transactions.

With respect to order facilitation services, we have has determined that we are an agent for partner merchants in facilitating the sale of products to the consumer through our Marketplace. The consumer accesses the our local logistics platform to identify merchants and places an order for merchants’ products. These orders are picked up from partner merchants and delivered to consumers by Dashers. We do not control the products prior to them being transferred to the consumer as it neither has the ability to redirect the products to another consumer nor does it obtain any economic benefit from the products.

With respect to the vast majority of our delivery facilitation services, we have determined that we are acting as an agent for the consumer in facilitating the delivery of products by connecting consumers with Dashers. As our role with the delivery facilitation service is only to arrange for a delivery opportunity to be offered to prospective Dashers, we do not control how the delivery service is ultimately provided to the consumer.

In the vast majority of our transactions with end-users, we are an agent in facilitating the sale of products and delivery services, thus we report revenue on a net basis, reflecting amounts collected from consumers, less amounts remitted to merchants and Dashers.

We recognize revenue from both partner merchants and consumers for each successfully completed transaction. We satisfy our performance obligations to a partner merchant when there is a successful sale of the merchant’s products and we meet our performance obligation to a consumer once the Dasher has picked up the products from the merchant for delivery to the consumer.

Gift Cards

We sell gift cards to consumers that can be redeemed through its Marketplace. Those gift cards have no expiration date and administrative fees are not charged on unused gift cards. In prior periods, with limited history as to consumers' redemption patterns, proceeds from the sale of gift cards were fully deferred and recorded as contract liabilities until consumers use the card to place orders on its platform. When gift cards are redeemed, revenue is recognized on a net

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basis as the difference between the amounts collected from consumers less amounts remitted to merchants and Dashers. During the year ended December 31, 2021, we concluded that we had developed sufficient historical evidence regarding the pattern of consumer redemptions of gift cards to have the ability to estimate the portion of outstanding gift cards that will never be redeemed (“breakage”) and for which there is no legal obligation to remit the value of the unredeemed gift cards to the relevant jurisdiction as unclaimed or abandoned property. We recognize the breakage amounts as revenue, proportionate to the pattern of revenue recognition for the gift card redemptions. As a result of this change in estimate, we recorded $48 million of gift card breakage revenue during the year ended December 31, 2021. Estimating future breakage rates requires judgment based on current and historical patterns of redemption, and the actual breakage rates may vary from the estimate.

Dasher Incentives and Referrals

We offer various incentives to Dashers, which are primarily recorded within Dasher payout and reduce revenue. These are offered in various forms and include:

Peak pay: We make additional payments to Dashers to incentivize them to accept delivery opportunities during peak demand time.

Dasher referrals: We offer referral bonuses to referring Dashers, as well as to referred Dashers, once the new Dasher has met certain qualifying conditions. We expense the fair value of payments made to the referring Dashers as incurred in sales and marketing expenses in our consolidated statements of operations, since the marketing of our platform to acquire new Dashers represents a distinct benefit to us. The portion of these referral bonuses in excess of the fair value of payments made to the referring Dashers is accounted for as a reduction of revenue. Payments made to the referred Dashers are recorded within Dasher payout and reduce revenue at the time the corresponding revenue transaction is recorded.

Business Combinations

We account for our business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and liabilities assumed, we make significant estimates and assumptions, especially with respect to intangible assets. Our estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, we may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are reflected in the consolidated statements of operations. Acquisition costs, such as legal and consulting fees, are expensed as incurred.

Insurance Reserves

We utilize third-party insurance which include retained insurance deductibles to insure costs including auto liability related to both bodily injury and physical damage, and uninsured and underinsured motorists up to a certain dollar retention limit. The recorded insurance reserves reflect the estimated cost for claims incurred but not paid and claims that have been incurred but not yet reported. The estimate of our ultimate deductible obligation utilizes actuarial techniques applied to historical claim and loss experience. Given our limited operational history, we use assumptions based on actuarial judgments with consideration toward relevant industry claim and loss development factors, which includes the development time frame and settlement patterns, and expected loss rates. Reserves are periodically reviewed and adjusted as necessary as experience develops or new information becomes known. However, ultimate results may differ from our estimates, which could result in losses over our reserved amounts.

Loss Contingencies

We are involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. We record a liability when we believe that it is both probable that a loss has been incurred and the amount or range can be reasonably estimated. We disclose material contingencies when we believe that a loss is not probable but reasonably possible. Significant judgment is required to determine both probability and the estimated amount. We review these provisions on a

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quarterly basis and adjust these provisions accordingly to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information.

The outcome of legal matters and litigation is inherently uncertain. Therefore, if one or more of these legal matters were resolved against us for amounts in excess of management’s expectations, our results of operations, and financial condition, including in a particular reporting period, could be materially adversely affected.

Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, see Note 2 to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.