DEF 14A of DoorDash, Inc., Apr 20, 2026

DEF 14A of DoorDash, Inc.

Filed Apr 20, 2026 · FY20250001792789-26-000018

Open on EDGAR

  1. Board of Directors and Corporate Governance

    Board of Directors and Corporate Governance Our business affairs are managed under the direction of our board of directors. As of April 20, 2026, our board of directors consisted of eleven directors, eight of whom qualified as “independent” under the listing rules of The Nasdaq Stock Market LLC (“Nasdaq”). We have a classified board of directors consisting of three classes of approximately equal size, each serving staggered three-year terms. Only one class of directors is elected at each annual meeting of stockholders, with the other classes continuing for the remainder of their respective three-year terms. Each director’s term will continue until the end of such director’s three-year term and the election and qualification of their successor, or their earlier death, resignation, or removal. The following table sets forth the names, ages as of April 20, 2026, and certain other information for each of the directors with terms expiring at the Annual Meeting (all of whom are also nominees for election as a director at the Annual Meeting) and for each of the continuing members of our board of directors:

  2. Board of Directors and Corporate Governance

    | Director with Term Expiring at the Annual Meeting/Nominee | Class | Age | Position | Director Since | Current Term Expires | Expiration of Term for Which Nominated | | Shona L. Brown⁽¹⁾ | III | 60 | Lead Independent Director | 2019 | 2026 | 2029 | | Milan Kovac⁽²⁾ | III | 41 | Director | 2026 | 2026 | 2029 | | Alfred Lin⁽¹⁾⁽³⁾ | III | 53 | Director | 2014 | 2026 | 2029 | | Stanley Tang | III | 33 | Director | 2013 | 2026 | 2029 | | Continuing Directors | | | | | | | | Elinor Mertz⁽¹⁾ | I | 49 | Director | 2022 | 2027 | | | Ashley Still⁽³⁾ | I | 50 | Director | 2023 | 2027 | | | Tony Xu | I | 41 | Co-Founder, Chief Executive Officer, and Chair | 2013 | 2027 | | | Jeffrey Blackburn⁽³⁾ | II | 56 | Director | 2024 | 2028 | | | L. John Doerr⁽²⁾ | II | 74 | Director | 2015 | 2028 | | | Andy Fang | II | 33 | Director | 2013 | 2028 | | | Diego Piacentini⁽²⁾ | II | 65 | Director | 2023 | 2028 | |

  3. Board of Directors and Corporate Governance

    1.Member of our audit committee. Ms. Mertz serves as chair of this committee. 2.Member of our nominating and corporate governance committee. Mr. Doerr serves as chair of this committee. 3.Member of our people & compensation committee. Mr. Lin serves as chair of this committee.

  4. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 7 | 2026 Proxy Statement |

  5. Board of Directors and Corporate Governance

    DIRECTOR SKILLS MATRIX In addition to the information provided in our directors’ biographies found under the sections titled “—Nominees for Director” and “—Continuing Directors,” the following matrix summarizes certain skills and experience of our current directors, taking into account a number of qualifications we believe are important for service on our board of directors. This matrix is based on self-reported data collected from our directors that such director has either some or significant experience in the relevant area, and it is intended to provide a summary of our directors’ self-reported qualifications and should not be considered to be a complete list of each director’s strengths and contributions to our board of directors.

  6. Board of Directors and Corporate Governance

    | Skills and Experience | | Board | | Senior Leadership Experience Experience leading in a significant operating position, including as a chief executive officer, chief financial officer, or other senior leadership role, at companies operating at scale and facing significant competition and/or having other rapidly evolving business models. | | 11 | | Public Company Board Service Experience on one or more additional public company boards, demonstrating an understanding of the dynamics and operation of a corporate board and its relationship with senior management, as well as working knowledge of corporate governance practices and policies. | | 6 | | Global Operations Experience Brings a deep understanding of international dynamics relevant to our global footprint and complex operations. | | 11 | | Financial Expertise Significant knowledge of financial markets and capital allocation, oversight of financing operations and accounting, and/or experience with financial reporting processes. | | 9 | | AI, Innovation and Digital Consumer Experience Experience identifying and developing emerging products, technologies, and business models, generating disruptive innovation, and/or understanding and innovating on consumer experiences and digital interfaces. | | 11 | | Cybersecurity and Data Privacy Experience Experience with cybersecurity, information security and/or data privacy. | | 9 | | Government, Policy and Regulatory Experience Experience navigating a complex legal and regulatory landscape worldwide. | | 10 | | Sustainability and Human Capital Management Experience in corporate responsibility and in overseeing or managing sustainability initiatives, and overseeing or managing employee development, retention, and relations on a large scale. | | 10 |

  7. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 8 | 2026 Proxy Statement |

  8. Board of Directors and Corporate Governance

    NOMINEES FOR DIRECTOR

  9. Board of Directors and Corporate Governance

    | Shona L. Brown | Lead Independent Director | Age: 60 | Director Since: 2019 Dr. Brown has served as one of our directors since August 2019 and Lead Independent Director since February 2021. From January 2013 until November 2015, she served as a senior advisor to Google Inc., an Internet search and technology company. From April 2011 to December 2012, Dr. Brown served as Senior Vice President of Google.org, Google Inc.’s charitable organization. From 2003 to 2011, Dr. Brown served as Vice President and later as Senior Vice President, Business Operations of Google Inc. Since November 2015, Dr. Brown has served on the board of directors of Atlassian Corporation Plc, an enterprise software company, and currently serves as its chairperson. She serves on the board of directors of several non-profit organizations, and previously served on the board of directors of PepsiCo, Inc., a food and beverage company. Dr. Brown holds a B.Eng. in Computer Systems Engineering from Carleton University, an M.A. in Economics and Philosophy from the University of Oxford, and a Ph.D. from Stanford University’s Department of Industrial Engineering and Engineering Management. | | | Dr. Brown was selected to serve on our board of directors because of her extensive experience as a director of public companies, her experience as a global business executive, her experience in public policy and sustainability matters, and her knowledge of the technology industry. |

  10. Board of Directors and Corporate Governance

    | Milan Kovac | Director | Age: 41 | Director Since: 2026 Mr. Kovac has served as one of our directors since January 2026. Mr. Kovac most recently served as Vice President, Optimus (Tesla Bot) at Tesla, Inc., an electric vehicle and energy generation and storage company (“Tesla”), from September 2024 to June 2025. Prior to that, Mr. Kovac served as Director, Optimus & Autopilot Engineering from January 2022 to September 2024, where he led engineering for Tesla’s Optimus humanoid robotics program and the foundational software and infrastructure shared across Tesla’s robotics and Autopilot initiatives. Earlier at Tesla, Mr. Kovac held a series of engineering leadership roles within the Autopilot Software organization from April 2016 to January 2022. Earlier in his career, Mr. Kovac held software engineering and project leadership roles focused on embedded platforms and computer vision technologies, including at SKULLY, Methodics, and SoftKinetic, and as a consulting software engineer supporting Sony and EVS Broadcast Equipment. Mr. Kovac has served on the board of directors of Boston Dynamics, Inc., an engineering and robotics design company and subsidiary of Hyundai Motor Group, since March 2026. Mr. Kovac holds a B.Sc. in Electrical Engineering from Haute École Libre de Bruxelles. | | | Mr. Kovac was selected to serve on our board of directors because of his leadership experience with a large public technology company and his expertise in the areas of artificial intelligence and robotics. |

  11. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 9 | 2026 Proxy Statement |

  12. Board of Directors and Corporate Governance

    | Alfred Lin | Director | Age: 53 | Director Since: 2014 Mr. Lin has served as one of our directors since May 2014. Mr. Lin has been a Partner at Sequoia Capital Operations LLC, a venture capital firm (“Sequoia Capital”) since October 2010. From June 1999 to December 2014, he served as Co-Founder and General Manager at Venture Frogs, LLC, a venture capital firm. From January 2005 to December 2010, Mr. Lin served as Chairman of the Board and Chief Operating Officer of Zappos.com, an online retailer acquired by Amazon.com, Inc., a multinational technology company (“Amazon”), and from January 2001 to June 2005, he served as Vice President of Finance and Business Development of Tellme Networks, a voice recognition services and platform company acquired by Microsoft. Prior to this, from 1996 to 1998, Mr. Lin served as Vice President of Finance and Administration of LinkExchange, a banner advertising exchange acquired by Microsoft. He currently serves on the board of directors of Airbnb, Inc., a lodging and experiences marketplace company (“Airbnb”), and serves as a director of several private companies. Mr. Lin holds a B.A. in Applied Mathematics from Harvard University and an M.S. in Statistics from Stanford University. | | | Mr. Lin was selected to serve on our board of directors because of his extensive experience advising the senior management of high-growth companies like ours, his business and leadership experience, his financial and investment expertise, and his knowledge of technology companies. |

  13. Board of Directors and Corporate Governance

    | Stanley Tang | Director | Age: 33 | Director Since: 2013 Mr. Tang is one of our co-founders and has served as Head of DoorDash Labs, our internal robotics and automation organization, since November 2017 and as one of our directors since May 2013. He previously served as our Chief Product Officer from May 2013 to November 2017. From June 2012 until September 2012, Mr. Tang served as a Software Engineer at Meta Platforms, Inc., a social media and social networking company (“Meta”). He currently serves on the board of directors of a private company. He holds a B.S. in Computer Science from Stanford University. | | | Mr. Tang was selected to serve on our board of directors because of the perspective and experience he brings as a co-founder. |

  14. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 10 | 2026 Proxy Statement |

  15. Board of Directors and Corporate Governance

    CONTINUING DIRECTORS

  16. Board of Directors and Corporate Governance

    | Elinor Mertz | Director | Age: 49 | Director Since: 2022 Ms. Mertz has served as one of our directors since July 2022. Ms. Mertz has served as Chief Financial Officer at Airbnb since March 2024, and previously served as Airbnb's Vice President of Finance from January 2019 to March 2024, where she was responsible for strategic finance and analytics, corporate planning, and investor relations, and as Airbnb’s Head of Global Financial Planning & Analysis from February 2013 to January 2019. Prior to joining Airbnb in 2013, Ms. Mertz served as Vice President, Finance & Investor Relations at Netflix, Inc., a media company (“Netflix”), where she held various finance roles from 2006 to 2013. Ms. Mertz has served on the board of directors of Netflix since June 2025, and previously served on the board of directors of Faire Wholesale, Inc., a privately-held e-commerce company, from May 2022 through November 2025. Ms. Mertz holds a B.A. in Science, Technology & Society from Stanford University, an M.A. in History from Stanford University, an M.I.A. in International Affairs from Columbia University, and an M.B.A. from the Stanford Graduate School of Business. | | | Ms. Mertz was selected to serve on our board of directors because of her extensive experience as a public company finance professional and leader. |

  17. Board of Directors and Corporate Governance

    | Ashley Still | Director | Age: 50 | Director Since: 2023 Ms. Still has served as one of our directors since July 2023. Ms. Still has been Executive Vice President, General Manager, Mid-Market Group at Intuit, Inc., a financial software company (“Intuit”), since June 2025. Prior to that, Ms. Still served as Senior Vice President and General Manager, Creative Cloud at Adobe Inc., a multinational computer software company (“Adobe”), from May 2023 to May 2025, and served in various other roles at Adobe since joining the company in July 2004. Ms. Still holds a B.A. in Economics and International Studies from Yale University and an M.B.A. from the Stanford Graduate School of Business. | | | Ms. Still was selected to serve on our board of directors because of her extensive operational experience with large public technology companies and her leadership experience. |

  18. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 11 | 2026 Proxy Statement |

  19. Board of Directors and Corporate Governance

    | Tony Xu | Co-Founder, CEO, and Chair | Age: 41 | Director Since: 2013 Mr. Xu is one of our co-founders and has served as our Chief Executive Officer and as one of our directors since May 2013. Since January 2022, Mr. Xu has served on the board of directors of Meta. Mr. Xu holds a B.S. in Industrial Engineering and Operations Research from the University of California, Berkeley and an M.B.A. from the Stanford Graduate School of Business. | | | Mr. Xu was selected to serve on our board of directors because of the perspective and experience he brings as our Chief Executive Officer and as a co-founder. |

  20. Board of Directors and Corporate Governance

    | Jeffrey Blackburn | Director | Age: 56 | Director Since: 2024 Mr. Blackburn has served as one of our directors since May 2024. Mr. Blackburn has served as Chairman & Chief Executive Officer of Tennis Channel, a television network owned by Sinclair, Inc., since April 2025 and Managing Partner at Cresta Ventures, LLC, a venture capital firm, since February 2024. He previously held various positions at Amazon for over two decades and served on its senior leadership team for over a decade, including serving as Senior Vice President of Global Media and Entertainment from May 2021 to February 2023, and Senior Vice President of Worldwide Business Development, Advertising and Entertainment from November 2012 to February 2020. From March 2021 to May 2021, Mr. Blackburn served as a general partner and a member of the management committee of Bessemer Venture Partners, a venture capital and private equity firm. From 1995 to 1998, Mr. Blackburn worked as an investment banker at Morgan Stanley and Deutsche Bank. Mr. Blackburn has served on the board of directors of Roku, Inc., a television streaming platform company, since June 2023 and of StubHub Holdings, Inc., an online marketplace for secondary tickets, since September 2025. He also serves as a board member of a private company. Mr. Blackburn holds an A.B. in Economics from Dartmouth College and an M.B.A. from Stanford Business School. | | | Mr. Blackburn was selected to serve on our board of directors because of his senior leadership experience, M&A and business development experience, and experience in the technology industry. |

  21. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 12 | 2026 Proxy Statement |

  22. Board of Directors and Corporate Governance

    | L. John Doerr | Director | Age: 74 | Director Since: 2015 Mr. Doerr has served as one of our directors since March 2015. Mr. Doerr has been Chairman of Kleiner Perkins, a venture capital firm (“Kleiner”), since March 2016, and was previously its General Partner since August 1980. He currently serves on the board of directors of Alphabet Inc., the parent holding company of Google, Inc., and several private companies, including Amyris, Inc., a renewable products company, and Watershed, an enterprise sustainability company. Mr. Doerr previously served as a director of Bloom Energy Corporation, a clean energy company, QuantumScape Corporation, a renewable energy company, Coursera, Inc., an education tech company, and Amazon. He holds a B.S. in Electrical Engineering and an M.S. in Electrical Engineering and Computer Science from Rice University and an M.B.A. from Harvard Business School. | | | Mr. Doerr was selected to serve on our board of directors because of his significant public company experience as a board member, his global business and leadership experience, his financial and investment expertise, and his extensive experience advising the senior management of high-growth and technology companies like ours. |

  23. Board of Directors and Corporate Governance

    | Andy Fang | Director | Age: 33 | Director Since: 2013 Mr. Fang is one of our co-founders and has served as Head of LaunchPad, our new software products team, since November 2022. He has served as one of our directors since May 2013. He previously served as our Chief Technology Officer from May 2013 to February 2019 and, subsequently, as our Head of Consumer Engineering until November 2022. Mr. Fang holds a B.S. in Computer Science from Stanford University. | | | Mr. Fang was selected to serve on our board of directors because of the perspective and experience he brings as a co-founder. |

  24. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 13 | 2026 Proxy Statement |

  25. Board of Directors and Corporate Governance

    | Diego Piacentini | Director | Age: 65 | Director Since: 2023 Mr. Piacentini has served as one of our directors since May 2023. Mr. Piacentini has been the founder and Managing Director of View Different, Inc., a venture capital firm, since August 2019, and has served as an executive advisor to KKR & Co., Inc., a global private equity firm, since September 2019. From September 2016 to October 2018, Mr. Piacentini served as Government Commissioner for the Digital Agenda for the Italian government. From February 2000 to August 2016, Mr. Piacentini served as Senior Vice President of the International Consumer Business at Amazon. Prior to this, from 1987 to 1999, Mr. Piacentini was at Apple Inc., a multinational technology company, where he was most recently General Manager and Vice President for Europe, Middle East, and Africa. Mr. Piacentini has served on the board of directors of Nu Holdings Ltd., a digital financial services platform, since April 2026. Mr. Piacentini also serves as a board member and advisor of several private companies and organizations. Mr. Piacentini holds a B.S. in Economics from Bocconi University. | | | Mr. Piacentini was selected to serve on our board of directors because of his operational experience with large public technology companies and his international business experience. |

  26. Board of Directors and Corporate Governance

    DIRECTOR INDEPENDENCE Under the listing rules of Nasdaq, independent directors must comprise a majority of a listed company’s board of directors. In addition, Nasdaq listing rules require that, subject to specified exceptions, each member of a listed company’s audit, compensation, and nominating and corporate governance committees be independent. Under Nasdaq listing rules, a director will only qualify as an “independent director” if the board of directors affirmatively determines that the director has no relationship which, in the opinion of the Company's board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. Our board of directors has undertaken a review of the independence of each director. Based on information provided by each director concerning their background, employment, and affiliations, our board of directors has determined that Dr. Brown, Mses. Mertz and Still, and Messrs. Blackburn, Doerr, Kovac, Lin, and Piacentini do not have a relationship which, in the opinion of the Company's board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, and that each of these directors is “independent” as that term is defined under Nasdaq listing rules. In making these determinations, our board of directors considered the current and prior relationships that each non-employee director has with our Company and all other facts and circumstances our board of directors deemed relevant in determining their independence and any applicable transactions involving them, including those described in the section titled “Certain Relationships, Related Party and Other Transactions.” BOARD LEADERSHIP STRUCTURE AND ROLE OF THE LEAD INDEPENDENT DIRECTOR We believe that the structure of our board of directors and its committees provides strong overall management of our Company. Mr. Xu currently serves as both the chairperson of our board of directors (our “Chair”) and as our Chief Executive Officer. As our co-founder, Mr. Xu is best positioned to identify strategic priorities, lead critical discussions about our Company’s strategy, risks, and execution, and execute our business plans. Our board of directors has adopted Corporate Governance Guidelines that provide that our board of directors may appoint an independent director as our Lead Independent Director. If appointed, the Lead Independent Director is responsible for calling separate meetings of the independent directors, determining the agenda and serving as chairperson of meetings of

  27. Board of Directors and Corporate Governance

    | DoorDash, Inc. | 14 | 2026 Proxy Statement |

  28. Board of Directors and Corporate Governance

    independent directors, reporting to our Chief Executive Officer, as well as our Chair, regarding feedback from executive sessions, serving as spokesperson for the Company as requested, and performing such other responsibilities as may be designated by a majority of the independent directors from time to time. Because Mr. Xu, our Chair, is not independent, our board of directors determined that it was advisable to appoint a Lead Independent Director and, in February 2021, our board of directors appointed Dr. Brown to serve as our Lead Independent Director. The board of directors considered Dr. Brown’s demonstrated leadership during her tenure as a member of the board and on the standing committees of the board, including her current membership on the audit committee and her prior service on each of the compensation committee and the nominating and corporate governance committee. The board of directors believes that Dr. Brown’s ability to act as a strong Lead Independent Director provides balance in our leadership structure and is in the best interest of the Company and its stockholders. Only independent directors serve on the audit committee, the compensation committee, and the nominating and corporate governance committee of our board of directors. As a result of the board of directors’ committee system and the existence of a majority of independent directors, the board of directors believes it maintains effective oversight of our business operations, including independent oversight of our financial statements, executive compensation, selection of director candidates, and corporate governance programs. We believe that the leadership structure of our board of directors, including Dr. Brown’s role as Lead Independent Director, as well as the strong independent committees of our board of directors is appropriate and enhances our board of directors’ ability to effectively carry out its roles and responsibilities on behalf of our stockholders, including oversight of the Company’s risks, while Mr. Xu’s combined role enables strong leadership, creates clear accountability of management to our board of directors, and enhances our ability to communicate our message and strategy clearly and consistently to stockholders. BOARD MEETINGS AND COMMITTEES During our fiscal year ended December 31, 2025, our board of directors held four meetings (including regularly scheduled and special meetings). Each of our directors attended at least 75% of the aggregate of (i) the total number of meetings of our board of directors held during the period for which he or she has been a director and (ii) the total number of meetings held by all committees of our board of directors on which he or she served during the periods that he or she served, other than Ms. Still, who attended over 60% but less than 75% of applicable meetings. Although we do not have a formal policy regarding attendance by members of our board of directors at annual meetings of stockholders, we strongly encourage, but do not require, our directors to attend. All of our directors who were directors at the time of our 2025 annual meeting of stockholders attended our 2025 annual meeting of stockholders. Our board of directors has established an audit committee, a compensation committee, and a nominating and corporate governance committee. The composition and responsibilities of each of the committees of our board of directors is described below. Members serve on these committees until their resignation or until as otherwise determined by our board of directors.

  29. Director Compensation Table for Fiscal Year 2025

    Director Compensation Table for Fiscal Year 2025 The following table provides information regarding compensation of our non-executive officer directors for service as directors for the year ended December 31, 2025. Directors who are also our employees receive no additional compensation for their service as directors. During 2025, our employee directors, Messrs. Fang, Tang, and Xu, did not receive any compensation for their services as directors. See “Executive Compensation” for additional information regarding Mr. Xu’s compensation. The compensation received by each of Messrs. Fang and Tang as an employee is set forth in the footnotes to the table below. Mr. Kovac joined our board of directors in January 2026 and did not receive any compensation for the year ended December 31, 2025.

  30. Director Compensation Table for Fiscal Year 2025

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards(1) ($) | Total ($) | | Jeffrey Blackburn | 60,000 | 274,902 | 334,902 | | Shona Brown | 100,000 | 274,902 | 374,902 | | L. John Doerr | 65,000 | 274,902 | 339,902 | | Andy Fang⁽²⁾ | — | — | — | | Alfred Lin | 75,000 | 274,902 | 349,902 | | Ellie Mertz | 80,000 | 274,902 | 354,902 | | Diego Piacentini | 60,000 | 274,902 | 334,902 | | Ashley Still | 60,000 | 274,902 | 334,902 | | Stanley Tang⁽³⁾ | — | — | — |

  31. Director Compensation Table for Fiscal Year 2025

    1.The amounts reported represent the aggregate grant-date fair value of the RSUs awarded to the director in 2025, calculated in accordance with Financial Accounting Standard Board’s Accounting Standards Codification Topic 718 (“ASC 718”), disregarding forfeiture assumptions. These amounts do not reflect the actual economic value that may be realized by the non-employee directors, and there can be no assurance that these amounts will ever be realized by the non-employee directors. 2.Mr. Fang received an aggregate of $1,874,265 in compensation as an employee, comprising (i) base salary in the amount of $350,229, (ii) a gross-up for taxable income incurred through participating in the Company’s meal benefit provided to all office-based employees in the amount of $381, (iii) 401(k) matching in the amount of $7,000, and (iv) RSUs with an aggregate grant date fair value of $1,516,655, calculated in accordance with ASC 718. 3.Mr. Tang received an aggregate of $1,874,054 in compensation as an employee, comprising (i) base salary in the amount of $350,229, (ii) a gross-up for taxable income incurred through participating in the Company’s meal benefit provided to all office-based employees in the amount of $170, (iii) 401(k) matching in the amount of $7,000, and (iv) RSUs with an aggregate grant date fair value of $1,516,655, calculated in accordance with ASC 718.

  32. Director Compensation Table for Fiscal Year 2025

    | DoorDash, Inc. | 23 | 2026 Proxy Statement |

  33. Director Compensation Table for Fiscal Year 2025

    The following table lists all outstanding equity awards held by our non-executive officer directors as of December 31, 2025:

  34. Director Compensation Table for Fiscal Year 2025

    | | | Option Awards | | | | Stock Awards | | | Name | Grant Date | Number of Securities Underlying Unexercised Options (#) | | Option Exercise Price Per Share ($) | Option Expiration Date | Number of Shares Underlying Unvested Stock Awards (#) | | | Jeffrey Blackburn | 6/20/2024 | — | | — | — | 1,335 | ⁽¹⁾ | | | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | Shona L. Brown | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | L. John Doerr | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | Andy Fang | 4/20/2022 | — | | — | — | 1,247 | ⁽³⁾ | | | 4/22/2024 | — | | — | — | 588 | ⁽⁴⁾ | | | 4/21/2025 | — | | — | — | 7,172 | ⁽⁵⁾ | | Alfred Lin | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | Elinor Mertz | 8/20/2022 | — | | — | — | 506 | ⁽⁶⁾ | | | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | Diego Piacentini | 6/20/2023 | — | | — | — | 1,354 | ⁽⁷⁾ | | | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | Ashley Still | 8/20/2023 | — | | — | — | 1,190 | ⁽⁸⁾ | | | 6/24/2025 | — | | — | — | 1,164 | ⁽²⁾ | | Stanley Tang | 10/10/2018 | 31,640 | ⁽⁹⁾ | 7.16 | 10/9/2028 | — | | | | 4/20/2022 | — | | — | — | 4,985 | ⁽¹⁰⁾ | | | 4/22/2024 | — | | — | — | 588 | ⁽⁴⁾ | | | 4/21/2025 | — | | — | — | 7,172 | ⁽⁵⁾ |

  35. Director Compensation Table for Fiscal Year 2025

    1.This RSU vested as to 1/48th of the total shares of our Class A common stock underlying the RSU immediately upon granting thereof, with 1/48th of the total shares of our Class A common stock vesting monthly beginning on July 1, 2024, subject to such individual’s continued role as a service provider to us. 2.This RSU will vest as to 100% of the total shares of our Class A common stock underlying the RSU on the earlier of (i) June 24, 2026 or (ii) the day prior to the date of the Annual Meeting, subject to such individual’s continued role as a service provider to us. 3.This RSU vested as to 1/16th of the shares of our Class A common stock underlying the RSU on May 20, 2022, with 1/16th of the total shares of our Class A common stock vesting quarterly thereafter, subject to such individual’s continued role as a service provider to us. 4.This RSU vested as to 1/8th of the shares of our Class A common stock underlying the RSU on May 20, 2024, with 1/8th of the total shares of our Class A common stock vesting quarterly thereafter, subject to such individual’s continued role as a service provider to us. 5.This RSU vested as to 1/16th of the shares of our Class A common stock underlying the RSU on May 20, 2025, with 1/16th of the total shares of our Class A common stock vesting quarterly thereafter, subject to such individual’s continued role as a service provider to us.

  36. Director Compensation Table for Fiscal Year 2025

    | DoorDash, Inc. | 24 | 2026 Proxy Statement |

  37. Director Compensation Table for Fiscal Year 2025

    6.This RSU vested as to 1/48th of the shares of our Class A common stock underlying the RSU on August 1, 2022, with 1/48th of the total shares of our Class A common stock vesting monthly thereafter, subject to such individual’s continued role as a service provider to us. 7.This RSU vested as to 1/48th of the shares of our Class A common stock underlying the RSU on June 1, 2023, with 1/48th of the total shares of our Class A common stock vesting monthly thereafter, subject to such individual’s continued role as a service provider to us. 8.This RSU vested as to 1/48th of the shares of our Class A common stock underlying the RSU on August 1, 2023, with 1/48th of the total shares of our Class A common stock vesting monthly thereafter, subject to such individual’s continued role as a service provider to us. 9.The shares of our Class A common stock underlying this option are fully vested and immediately exercisable. 10.This RSU vested as to 1/16th of the shares of our Class A common stock underlying the RSU on February 20, 2023, with 1/16th of the total shares of our Class A common stock vesting quarterly thereafter, subject to such individual’s continued role as a service provider to us.

  38. Director Compensation Table for Fiscal Year 2025

    | DoorDash, Inc. | 25 | 2026 Proxy Statement |

  39. Election of Directors

    Election of Directors Our board of directors is currently composed of eleven members. We have a classified board of directors consisting of three classes of approximately equal numbers of directors, with each class serving staggered three-year terms. At each annual meeting of stockholders, approximately one-third of the directors of our board of directors is elected to hold office until the expiration of the term for which they are elected and until their successors have been duly elected and qualified or until their earlier death, resignation, or removal. NOMINEES Our nominating and corporate governance committee has recommended, and our board of directors has approved, Shona L. Brown, Milan Kovac, Alfred Lin, and Stanley Tang as nominees for election as directors at the Annual Meeting. If elected, Dr. Brown and Messrs. Kovac, Lin, and Tang will each serve as a director until the 2029 annual meeting of stockholders and until his or her successor is duly elected and qualified. Each of Dr. Brown and Messrs. Kovac, Lin, and Tang is currently a director of our Company. Mr. Kovac is standing for election by stockholders for the first time and was initially recommended for consideration as a director to the nominating and corporate governance committee by our Chief Executive Officer. For information concerning the relevant experiences, qualifications, attributes, and skills of the nominees that led our board of directors to recommend these persons as nominees for director, please see the section titled “Board of Directors and Corporate Governance.” Dr. Brown and Messrs. Kovac, Lin, and Tang have consented to being named as nominees in the proxy statement and to continue to serve as directors, if elected; however, in the event that a director nominee is unable or declines to serve as a director at the time of the Annual Meeting, the proxies will be voted for any nominee designated by our board of directors to fill such vacancy. If you are a stockholder of record and you sign your proxy card or vote by telephone or over the Internet, but do not give instructions with respect to the voting of directors, your shares will be voted “FOR” the election of Dr. Brown and Messrs. Kovac, Lin, and Tang. If you are a street name stockholder and you do not give voting instructions to your broker or nominee, your broker will leave your shares unvoted on this matter. VOTE REQUIRED Each director is elected by a majority of the votes cast with respect to the election of directors at the Annual Meeting. A majority of votes cast means that the voting power of the shares cast “For” a director’s election exceeds the voting power of the shares cast “Against” that director. You may vote “For” or “Against” each nominee for election as a director or you may “Abstain.” Abstentions and broker non-votes will have no effect on the outcome of the vote. A director who does not receive a majority of the votes cast “For” election is required by our Bylaws to resign or will be subject to removal.

  40. 2025 Executive Compensation Highlights

    2025 Executive Compensation Highlights Our executive compensation program is designed to be consistent with our executive compensation philosophy, which is summarized below. Key highlights of our program for 2025 include: •No Changes to Base Pay. Our compensation philosophy is oriented towards long-term awards that only deliver value above target when our stock price increases. We have intentionally set the base salaries of our named executive officers below those of our compensation peer group in order to maximize the percentage of pay delivered in the form of equity. In 2025, we made no changes to the base salaries of our named executive officers. •Provided competitive, long-term equity awards. In 2025, we provided equity awards to our named executive officers (with the exception of Mr. Xu) that were market competitive and reflected the performance of each named executive officer during the prior year as well as factors such as their future potential, the size and scope of their role, and the size of their unvested holdings. •No Additional Equity Awards to our CEO. Consistent with our intentions in granting him a significant performance-based equity grant in 2020 (the “2020 CEO Performance Award”) that vests only if we achieve stretch stock price goals over a seven-year performance period, Mr. Xu did not receive any additional equity awards in 2025. In 2025, the first and second tranches of the 2020 CEO Performance Award, representing 518,950 shares each, vested upon achievement of the first and second stock price targets of $187.60 and $226.80 per share, respectively, measured over a consecutive 180-day period prior to achievement. Additional details of this award can be found under the section titled “—Elements of Executive Pay and 2025 Compensation—Long-Term Incentive—2020 CEO Performance Award Update.”

  41. At-Risk Pay

    At-Risk Pay Compensation for our named executive officers is intended to be competitive with our compensation peer group and reward executives when performance is strong and value is created for our stockholders. Our named executive officers (other than our CEO) received an average of 96% of their pay (excluding All Other Compensation amounts) in the form of at-risk RSUs in 2025, which creates meaningful alignment between our executives and our stockholders. Our CEO received $300,000 in salary, no bonus, and no equity awards in 2025.

  42. Overview of Factors Considered in Setting Executive Compensation

    Overview of Factors Considered in Setting Executive Compensation PEER GROUP AND COMPETITIVE POSITIONING The compensation committee assesses the competitiveness of each element of the executive officers’ total direct compensation against the compensation peer group, as discussed below, and also takes into account broader market data. This assessment is one of several factors that our compensation committee considers when it sets pay levels for our executive officers. While we do not establish compensation levels solely based on a review of competitive data, we believe market data is a helpful reference to assess the competitiveness and appropriateness of our executive compensation program and our goals of attracting and retaining qualified executive officers. When making its compensation decisions, our compensation committee applies its own business judgment and experience and also considers a number of other factors, including, but not limited to: Company performance; each executive’s impact and criticality to our strategy and mission; relative scope of responsibility and potential; individual performance and demonstrated leadership; and internal pay equity considerations.

  43. Overview of Factors Considered in Setting Executive Compensation

    2025 PEER GROUP In July 2024, the compensation committee, with the assistance of Semler Brossy, reviewed our compensation peer group to consider whether any adjustments were appropriate prior to setting compensation for 2025. Following this review, we removed Chewy, Inc. due to its smaller scale and slower revenue and market capitalization growth. Our executive compensation peer group used for setting 2025 compensation comprised the following companies:

  44. Overview of Factors Considered in Setting Executive Compensation

    2026 PEER GROUP In July 2025, we reviewed our compensation peer group and approved the removal of eBay Inc., Expedia Group, Inc., Maplebear Inc. (d/b/a Instacart), Pinterest, Inc., Snap Inc., and Toast, Inc. based on their relative scale and revenue and market capitalization growth. In their place, we added Coupang, Inc., Netflix and Intuit to better align the peer group with the Company’s size and business profile. This revised executive compensation peer group was used for setting 2026 compensation. HOW WE DETERMINE EXECUTIVE COMPENSATION

  45. Elements of Executive Pay and 2025 Compensation

    CASH BONUS Since 2021, we have not provided a cash bonus or other short-term incentive compensation to our named executive officers. LONG-TERM INCENTIVE Our equity award program is the primary vehicle used to differentiate compensation among our named executive officers. We grant equity awards in the form of RSUs that are settled in shares of our Class A common stock upon vesting. We believe that these equity awards align the interests of our named executive officers with our stockholders, provide our named executive officers with incentives linked to long-term performance, and foster an ownership mentality. These equity awards generally vest quarterly over four years. This long-term vesting feature supports our belief in management longevity because it creates retentive hold. Generally, we intend to grant annual equity awards that are sized to be competitive, and reflect the named executive officer’s performance, as well as factors such as future potential, size and scope of their role, and size of their unvested holdings. Our compensation committee exercises its judgment and discretion, in consultation with our CEO and our independent compensation consultant, to review, provide feedback, and then approve equity grants made to our named executive officers.

  46. Elements of Executive Pay and 2025 Compensation

    In April 2025, after a review of Company performance and other factors described above, and in consultation with our CEO, the compensation committee approved RSU grants for each of our named executive officers (with the exception of our CEO - see “—2020 CEO Performance Award Update” section below). The grant date “fair value” of these RSU awards, which were granted in May 2025, were as follows:

  47. Elements of Executive Pay and 2025 Compensation

    | Executive | RSU Award Value(1) ($) | | Ravi Inukonda Chief Financial Officer | 13,222,249 | | Prabir Adarkar Chief Operating Officer and President | 15,256,568 | | Keith Yandell Chief Business Officer | 4,068,271 | | Tia Sherringham General Counsel and Secretary | 6,611,124 |

  48. Elements of Executive Pay and 2025 Compensation

    1.The number of RSUs underlying each award was calculated based on the average closing price of a share of our Class A common stock for the market trading days that occurred in April 2025. The awards have a vesting commencement date of February 20, 2025 and vest over 16 quarters, subject to the executive’s continued role as a service provider to us.

  49. 2020 CEO Performance Award Update

    2020 CEO Performance Award Update In November 2020, our board of directors, in consultation with Semler Brossy, granted an RSU award to Mr. Xu covering 10,379,000 shares of our Class A common stock, which we refer to below as the 2020 CEO Performance Award. This award reflected a determination by our compensation committee (based on an in-depth review) that it would be in the best interests of our stockholders and other stakeholders that we establish a performance-based equity award with vesting terms that are designed to incentivize Mr. Xu to execute on our long-term strategic objectives and build stockholder value. To achieve this alignment, the 2020 CEO Performance Award was designed around the following principles: •Incentivize creating long-term growth: The 2020 CEO Performance Award is only eligible to vest based on our long-term stock price performance. The performance period began on June 9, 2022, which was one and one-half years following the grant date, and ends on the seventh anniversary of the grant date, which is November 23, 2027. Furthermore, Mr. Xu must hold any after-tax shares that are issued to him pursuant to the award for at least two years following the date the portion of the award vests. •Require sustained performance for vesting: The 2020 CEO Performance Award is divided into nine tranches that are eligible to vest based on the achievement of stock price goals measured using an average of our stock price over a consecutive 180-day period during the performance period. •Require stretch performance: No additional tranches of the 2020 CEO Performance Award will vest unless our stock price (as measured based on the formula described in the previous bullet) is $265.80 per share, and the 2020 CEO Performance Award will vest in full only if our stock price is $501.00 per share (as measured based on the formula described in the previous bullet). These amounts reflect increases in share price of 261% and almost 500% from our initial public offering price of $102.00 per share, respectively. In 2025, two tranches, each covering 518,950 RSUs, vested after achievement of the first two rigorous stock price targets. In order for the first two tranches to vest, our average share price over a consecutive 180-day period exceeded the respective target for each of the tranches ($187.60 and $226.80 per share, respectively). Subject to limited exceptions set forth in the agreement governing the 2020 CEO Performance Award, Mr. Xu must hold these shares for a minimum of two-years after each respective vesting date, which further aligns his long-term interest with that of our stockholders.

  50. 2020 CEO Performance Award Update

    | Tranche | Company Stock Price Target ($) | Number of RSUs Eligible to Vest (#) | % of 2020 CEO Performance Award Eligible to Vest | Tranche Achieved | | 1 | 187.60 | 518,950 | 5% | ü | | 2 | 226.80 | 518,950 | 5% | ü | | 3 | 265.80 | 1,037,900 | 10% | | | 4 | 305.00 | 1,037,900 | 10% | | | 5 | 344.00 | 1,037,900 | 10% | | | 6 | 383.00 | 1,556,850 | 15% | | | 7 | 422.20 | 1,556,850 | 15% | | | 8 | 461.20 | 1,556,850 | 15% | | | 9 | 501.00 | 1,556,850 | 15% | |

  51. Other Compensation Information

    Other Compensation Information EMPLOYMENT ARRANGEMENTS Each of our named executive officers entered into a written employment letter with us. The employment letters do not have a specific term and provide that employment is at-will. The current base salary of each named executive officer can be found under the heading “Elements of Executive Pay and 2025 Compensation—Base Salary” above. POST-EMPLOYMENT COMPENSATION We maintain an Executive Change in Control and Severance Plan (“Executive Severance Plan”), pursuant to which our executive officers and certain other key employees are eligible to receive severance benefits, as specified in and subject to the employee signing a participation agreement under our Executive Severance Plan. This Executive Severance Plan was developed with input from our compensation consultant regarding severance practices at comparable companies, and is designed to serve our retention objectives by providing protection to our executives and other key employees so they can maintain continued focus and dedication to their responsibilities to maximize stockholder value, including during potentially uncertain periods. We believe the benefits provided pursuant to the Executive Severance Plan are consistent with the benefits offered by companies with whom we compete for talent, and accordingly allow us to attract and retain the highest level of talented and experienced executive officers. The Executive Severance Plan is generally intended to be in lieu of any other severance payments and benefits to which such key employee was entitled prior to signing the participation agreement, except as specifically provided under that employee’s participation agreement under the Executive Severance Plan. Our board of directors has designated each of our named executive officers as a participant under our Executive Severance Plan, eligible for the rights to the applicable payments and benefits described in the section titled “Potential Payments Upon Termination or Change in Control” below. Deductibility of Executive Compensation. Generally, Section 162(m) of the Code limits the amount we may deduct from our federal income taxes for compensation paid to our chief executive officer and certain other current and former executive officers that are “covered employees” within the meaning of Section 162(m) of the Code to $1 million per individual per year, except to the extent provided in limited transition relief. In approving the amount and form of compensation for our named executive officers, we generally consider all elements of the cost to us of providing such compensation, including the potential impact of Section 162(m) of the Code, as well as our need to maintain flexibility in compensating executive officers in a manner designed to promote our goals. We may, in our judgment, authorize compensation payments that will or may not be deductible when we believe that such payments are appropriate to attract, retain or motivate executive talent. Taxation of Parachute Payments and Deferred Compensation. We do not provide, and have no obligation to provide, any executive officer, including any named executive officer, with a “gross-up” or other reimbursement payment for any tax liability that he or she might owe as a result of the application of Section 280G, 4999, or 409A of the Code. If any of the payments or benefits provided for under the change of control and severance agreements or otherwise payable to a named executive officer would constitute “parachute payments” within the meaning of Section 280G of the Internal Revenue Code and could be subject to the related excise tax, he or she would be entitled to receive either full payment of such payments and benefits or such lesser amount that would result in no portion of the payments and benefits being subject to the excise tax, whichever results in the greater amount of after-tax benefits to the named executive officer. Accounting for Stock-Based Compensation. We follow ASC 718 for our stock-based compensation awards. ASC 718 requires us to measure the compensation expense for all share-based payment awards made to our employees and members of our board of directors, including options to purchase our equity securities and other stock awards, based on the grant date “fair value” of these awards. This calculation is performed for accounting purposes and reported in the executive compensation tables required by the federal securities laws, even though the recipient of the awards may never realize any value from their awards.

  52. Other Compensation Information

    Insider Trading Policy. We have adopted an Insider Trading Policy governing the purchase, sale, and/or other disposition of our securities by, among others, our named executive officers. For information regarding our Insider Trading Policy, please refer to the section titled “Board of Directors and Corporate Governance—Insider Trading Policies and Procedures.” Hedging and Pledging Policies. Our Insider Trading Policy prohibits short sales, engaging in transactions in publicly-traded options (such as puts and calls) and other derivative securities relating to our securities. This prohibition extends to any hedging or similar transaction designed to decrease the risks associated with holding our securities. In addition, our named executive officers are prohibited from pledging any of our securities as collateral for a loan and from holding any of our securities in a margin account. Clawback Policy. We adopted a revised clawback policy in 2023 pursuant to Rule 10D-1 of the Exchange Act. Under our clawback policy, our compensation committee, the independent members of the board of directors, or another committee of the board of directors made up of independent members of the board of directors must determine the amount of Excess Compensation (as defined in the clawback policy), if any, that must be recovered in the event the Company is required to prepare an accounting restatement as a result of material non-compliance with any financial reporting requirement under applicable securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period. The clawback policy is enforceable against each individual who is or was designated as an “officer” by our board of directors in accordance with Exchange Act Rule 16A-1(f) and applies to certain Incentive-Based Compensation (as defined in the clawback policy) that is received by any such officer on or after the effective date of the policy during the three completed fiscal years immediately preceding the accounting restatement. Equity Award Grant Policy. We maintain an equity award grant policy that provides that the terms of equity awards are determined by our board, compensation committee, or, with respect to employees other than our executive officers and certain other employees, our equity grant committee, which consists of our Chief Executive Officer and Chief Financial Officer. We do not have a policy or practice to time equity grants based on the release of material non-public information. We generally determine the number of shares subject to an equity award that is initially referenced by a dollar value by dividing that value by the average fair market value of a share of our Class A common stock for the market trading days that occur in the completed calendar month immediately prior to the calendar month in which the award is granted. Further, equity awards are typically approved no later than the 15th of a month with the grants becoming effective on the 20th day of the month following approval. For awards granted to our named executive officers in 2025, our compensation committee approved the award on April 29, 2025 with a grant date of May 9, 2025. The number of shares associated with that grant was determined consistent with the calculation set forth in our equity award grant policy. Policies on the Timing of Option Awards. Item 402(x) of Regulation S-K under the Exchange Act requires us to discuss our policies and practices on the timing of awards of options in relation to the disclosure by us of material non-public information. We do not grant stock options or similar awards and have not granted any such awards to our executive officers since 2018. Accordingly, we do not consider the release of material non-public information in relation to the grant of such awards and do not time such release for the purpose of affecting the value of executive compensation. Risk Assessment. Each year, our compensation committee, in consultation with Semler Brossy, reviews the Company’s compensation plans, policies, and practices to identify potential material adverse risks to the Company. Included in the review are all bonus and commission plans and equity plans. In 2025, our compensation committee did not find any plans, policies, or practices reasonably likely to have a material adverse effect on the Company that needed to be disclosed or addressed.

  53. People & Compensation Committee

    | Name and Principal Position | Year | Salary ($) | Stock Awards(1) ($) | All Other Compensation ($) | | Total ($) | | Tony Xu Chief Executive Officer | 2025 | 300,000 | — | 131,864 | ⁽²⁾ | 431,864 | | | 2024 | 300,000 | — | 18,518 | | 318,518 | | | 2023 | 300,000 | — | 16,275 | | 316,275 | | Ravi Inukonda Chief Financial Officer | 2025 | 350,000 | 13,222,249 | 23,520 | ⁽³⁾ | 13,595,769 | | | 2024 | 350,000 | 9,241,281 | 74,181 | | 9,665,461 | | | 2023 | 345,343 | 12,259,116 | 6,667 | | 12,611,126 | | Prabir Adarkar Chief Operating Officer and President | 2025 | 350,000 | 15,256,568 | 107,729 | ⁽⁴⁾ | 15,714,297 | | | 2024 | 350,000 | 13,201,829 | 61,779 | | 13,613,609 | | | 2023 | 350,000 | 15,528,185 | 4,348 | | 15,882,533 | | Keith Yandell Chief Business Officer | 2025 | 350,000 | 4,068,271 | 97,579 | ⁽⁵⁾ | 4,515,850 | | | 2024 | 350,000 | 3,520,409 | 33,579 | | 3,903,988 | | | 2023 | 350,000 | 4,494,934 | 6,625 | | 4,851,559 | | Tia Sherringham General Counsel and Secretary | 2025 | 350,000 | 6,611,124 | 16,536 | ⁽⁶⁾ | 6,977,661 | | | 2024 | 350,000 | 4,840,592 | 158,420 | | 5,349,012 | | | 2023 | 350,000 | 9,602,978 | 26,607 | | 9,979,585 |

  54. Pay vs. Performance Table

    Pay vs. Performance Table

  55. Pay vs. Performance Table

    | | | | | | Value of Initial Fixed $100 Investment Based On: | | | | | Year | Summary Compensation Table Total for PEO ($) | Compensation Actually Paid to PEO ($) | Average Summary Compensation Table Total for Other NEOs ($) | Average Compensation Actually Paid to Other NEOs ($) | Total Shareholder Return ($) | Peer Group Total Shareholder Return ($) | Net Income (Loss) $(in millions) | Year-End Stock Price (Company Selected Measure) ($) | | (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | | 2025 | 431,864 | 238,464,732 | 10,200,894 | 21,799,614 | 159 | 258 | 935 | 226 | | 2024 | 318,518 | 313,764,318 | 8,133,018 | 22,629,252 | 118 | 208 | 123 | 168 | | 2023 | 316,275 | 244,015,195 | 10,831,201 | 22,342,699 | 69 | 152 | (558) | 99 | | 2022 | 300,065 | (686,374,575) | 10,468,361 | (13,402,406) | 34 | 97 | (1,365) | 49 | | 2021 | 300,297 | (35,818,623) | 8,474,204 | 22,896,547 | 104 | 135 | (468) | 149 |

  56. Pay vs. Performance Table

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  57. Pay vs. Performance Table

    The following table sets forth our PEO and Other NEOs for each year represented in the Pay vs. Performance Table:

  58. Pay vs. Performance Table

    | | PEO | Other NEOs | | | 2025 | Tony Xu | Ravi Inukonda | Keith Yandell | | | | Prabir Adarkar | Tia Sherringham | | 2024 | Tony Xu | Ravi Inukonda | Keith Yandell | | | | Prabir Adarkar | Tia Sherringham | | 2023 | Tony Xu | Ravi Inukonda | Keith Yandell | | | | Prabir Adarkar | Tia Sherringham | | 2022 | Tony Xu | Ravi Inukonda | Keith Yandell | | | | Prabir Adarkar | Tia Sherringham | | 2021 | Tony Xu | Prabir Adarkar | Keith Yandell | | | | Christopher Payne | |

  59. Pay vs. Performance Table

    Adjustments to Calculate Compensation Actually Paid to PEO (Column (c)) and Average Compensation Actually Paid to Other NEOs (Column (e)) The table below describes the adjustments, each of which is required by SEC rules, to calculate CAP amounts from the SCT Total of our PEO (Column (b)) and our Other NEOs (Column (d)). The SCT Total and CAP amounts do not reflect the actual amount of compensation earned by or paid to our executives during the applicable years, but rather are amounts determined in accordance with Item 402(v). For a more representative view of the amount of compensation actually realized by our NEOs, see “Option Exercises and Stock Vested in 2025” of this proxy statement. With respect to CAP to our PEO, the assumptions and methodology used to calculate the fair value of equity awards in this table are consistent with the assumptions used to calculate the grant date fair value when the award was granted.

  60. Pay vs. Performance Table

    | | 2025 | | 2024 | | 2023 | | 2022 | | 2021 | | | Description of Adjustment | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | | Summary Compensation Table Total | 431,864 | 10,200,894 | 318,518 | 8,133,018 | 316,275 | 10,831,201 | 300,065 | 10,468,361 | 300,297 | 8,474,204 | | Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for each year | — | (9,789,553) | — | (7,701,028) | — | (10,471,303) | — | (7,987,216) | — | (8,123,633) | | ASC 718 fair value of awards granted during the year that remain unvested as of and determined on the last day of each year | — | 9,815,926 | — | 8,926,229 | — | 13,410,597 | — | 4,447,851 | — | 8,379,696 |

  61. Pay vs. Performance Table

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  62. Pay vs. Performance Table

    | | 2025 | | 2024 | | 2023 | | 2022 | | 2021 | | | Description of Adjustment | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | PEO ($) | Average Other NEOs ($) | | ASC 718 fair value of awards granted during the year that vested during the year, determined as of vest date.⁽¹⁾ | — | 2,176,640 | — | 1,732,053 | — | 3,223,356 | — | 691,030 | — | — | | Change in ASC 718 fair value of awards granted in prior years that are outstanding and unvested as of the last date of the year, determined based on change in ASC 718 fair value from the last date of the prior year to the last date of the year. | 134,762,026 | 5,421,264 | 313,445,800 | 8,336,140 | 243,698,920 | 3,830,205 | (686,674,640) | (6,215,760) | (36,118,920) | 1,765,460 | | Change in ASC 718 fair value for awards granted in prior years that vested during the year, determined based on change from the last day of the previous year to the vest date.⁽¹⁾ | 103,270,842 | 3,974,443 | — | 3,202,841 | — | 1,518,643 | — | (14,806,672) | — | 12,400,820 | | Total Adjustments (subtotal) | 238,032,868 | 11,598,720 | 313,445,800 | 14,496,234 | 243,698,920 | 11,511,498 | (686,674,640) | (23,870,767) | (36,118,920) | 14,422,343 | | Compensation actually paid | 238,464,732 | 21,799,614 | 313,764,318 | 22,629,252 | 244,015,195 | 22,342,699 | (686,374,575) | (13,402,406) | (35,818,623) | 22,896,547 |

  63. Pay vs. Performance Table

    1.The fair value of awards that vested during 2025 has been computed in the same manner set forth in footnote 2 of the “Option Exercises and Stock Vested in 2025” table above regarding the computation of value realized on vesting. As previously disclosed in our proxy statement dated April 29, 2025, for purposes of this table, the fair value of awards that vested (i) during 2024 was computed by multiplying the number of shares acquired on vesting by the closing price of our Class A common stock on the trading day immediately preceding the applicable vesting date, and (ii) during 2023, 2022 and 2021 was computed by multiplying the number of shares acquired on vesting by the closing price of our Class A common stock on the applicable vesting date. Other adjustments required by Item 402(v) include adjustments for forfeitures, paid dividends, modifications and valuation of pension plans and are excluded from the above table because we did not have any of those elements in our compensation plans for the years covered in this disclosure. TOTAL SHAREHOLDER RETURN (COLUMN (F)) AND PEER GROUP TOTAL SHAREHOLDER RETURN (COLUMN (G)) Total Shareholder Return (“TSR”) values provided in this table illustrate the value of an initial investment of $100 in our Class A common stock made at the beginning of each year at the end of such year, calculated on a dividend-reinvested basis. The peer group selected for comparison is the S&P 500 IT Index, which is one of the same peer groups we use for purposes of Item 201(e)(1)(ii) of Regulation S-K. NET INCOME (LOSS) (COLUMN (H)) Net income (loss) attributable to DoorDash, Inc. common stockholders as reported on our consolidated statements of operations in our Annual Report on Form 10-K for each of the fiscal years ended December 31, 2025, 2024, 2023, 2022, and 2021. YEAR-END STOCK PRICE (COLUMN (I)) Pursuant to Item 402(v), we determined Year-End Stock Price to be the most important financial performance measure used to link Company performance to CAP to our PEO and our Other NEOs in 2025.

  64. Pay vs. Performance Table

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  65. Relationship between Compensation Actually Paid and Performance

    Relationship between Compensation Actually Paid and Performance The below charts illustrate the relationship between CAP to our PEO and our Other NEOs and TSR, Net Income (loss) and Year-End Stock Price.

  66. Relationship between Compensation Actually Paid and Performance

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  67. Relationship between Compensation Actually Paid and Performance

    All information provided above under the “Pay vs. Performance” heading will not be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing, except to the extent the Company specifically incorporates such information by reference.

  68. Relationship between Compensation Actually Paid and Performance

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