Jill Hazelbaker
Uber TechnologiesAbout Jill Hazelbaker
Jill Hazelbaker is Uber’s Chief Marketing Officer and Senior Vice President, Public Affairs, serving in this role since June 2019; she previously led Communications and Public Policy (SVP 2017–2019; VP 2015–2017). She is 43 years old. Prior roles include VP, Communications and Public Policy at Snap (2014–2015), senior communications/public policy roles at Google (2010–2014), Press Secretary for Mayor Michael Bloomberg’s 2009 re‑election, and Communications Director for Senator John McCain’s 2007–2008 presidential campaign . During her tenure, Uber delivered materially stronger performance, with FY2024 Net Income of $9.856B, Gross Bookings of $162.8B, and cumulative TSR rising to $202.82 per $100 initial investment; pay programs were explicitly tied to Gross Bookings and Adjusted EBITDA, which grew 60% in 2024, reinforcing a pay‑for‑performance design .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Uber | VP, Communications & Public Policy | 2015–2017 | Built policy and communications function during platform scale-up |
| Uber | SVP, Communications & Public Policy | 2017–2019 | Led global public policy and communications through regulatory milestones |
| Snap Inc. | VP, Communications & Public Policy | 2014–2015 | Directed comms/public policy at consumer social platform |
| Senior Communications & Public Policy Roles | 2010–2014 | Senior leadership in global communications/public policy | |
| Mayor Michael Bloomberg’s Campaign | Press Secretary | 2009 | Managed communications for NYC mayoral re‑election |
| Senator John McCain’s Presidential Campaign | Communications Director | 2007–2008 | National campaign communications leadership |
External Roles
No public company directorships or external board roles are disclosed for Jill Hazelbaker .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $800,000 | $800,000 | $800,000 |
| Target Bonus (% of Salary) | — | 100% | 100% |
| Target Bonus ($) | — | $800,000 | $800,000 |
| Actual Annual Bonus Paid ($) | $1,174,880 | $1,269,920 | $1,151,280 |
| All Other Compensation ($) | — | $10,059 | $14,206 |
Performance Compensation
Annual Cash Bonus Plan (Design and Outcomes)
| Component | Metric | Weighting | 2023 Payout Context | 2024 Payout Context |
|---|---|---|---|---|
| Financial Goals | Gross Bookings | 20% of total bonus (one of three equally weighted financial metrics totaling 60%) | Company goals paid 158.74% overall | Company goals paid 143.91% overall |
| Financial Goals | Adjusted EBITDA | 20% | See above | See above |
| Financial Goals | Adjusted EBITDA less SBC | 20% | See above | See above |
| Strategic/Operational | Membership growth (Uber One) | 10% (four equally weighted strategic priorities totaling 40%) | Included; over 60% YoY member growth | Included |
| Strategic/Operational | Maintain/gain category position | 10% | Included; gains across key markets | Included |
| Strategic/Operational | Driver & Courier experience | 10% | Included; MAPCs/driver growth | Included |
| Strategic/Operational | Climate/Safety | 10% | Climate & safety embedded | Electrification & safety embedded |
| Individual Modifier | NEO-specific goals | ±50%–150% | Set at 100% (no adjustment) | Set at 100% (no adjustment) |
| Final Cash Bonus Payout | — | — | 158.74% of target (Jill paid $1,269,920) | 143.91% of target (Jill paid $1,151,280) |
Equity Awards (Structure, Grants, and PRSU Goals)
| Year | RSUs ($) | PRSUs ($) | Options ($) | Vesting & Goals |
|---|---|---|---|---|
| 2023 | $4,200,000 | $2,100,000 | — | RSUs vest monthly over 4 years; PRSUs 3-year cliff with 80% financial (Adj. EBITDA Margin 40%, Gross Bookings Growth 40%) and 20% strategic (DEI, safety), plus rTSR modifier capped at 150% |
| 2024 | $5,333,333 | $2,666,667 | — | RSUs vest monthly over 4 years; PRSUs 3-year cliff with 80% financial (Adj. EBITDA Margin 40%, Gross Bookings Growth 40%) and 20% strategic (electrification, waste reduction, safety), rTSR modifier with 0.7x/1.0x/1.3x schedule and 150% cap |
PRSU Results and Payouts (Completed Cycles)
| PRSU Cycle | # Granted (Jill) | # Vested (Jill) | Program Payout Mechanics |
|---|---|---|---|
| 2021 PRSUs (FY2021–FY2023) | 40,145 | 48,679 | Achieved above target on Adj. EBITDA Margin and 3-year Average Revenue Growth; strategic goals mixed; rTSR modifier applied; awards vested Mar 16, 2024 |
| 2022 PRSUs (FY2022–FY2024) | 64,528 | 96,792 | Financial/strategic result 122.2% with rTSR at 82nd percentile; capped payout at 150% (would have been 158.9%); vested Mar 16, 2025 |
rTSR mechanics: 0.7x at/below 25th percentile; 1.0x at 50th; 1.3x at/above 75th; upward cap to target if absolute TSR negative; overall PRSU cap 150% .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 209,605 shares as of Mar 3, 2025 (85,738 direct; 10,454 in Franks 2021 Irrevocable Trust; 113,413 RSUs vesting within 60 days) |
| % of Shares Outstanding | ~0.0100% (209,605 / 2,091,789,117) using reported shares outstanding as of Mar 3, 2025 |
| Outstanding RSUs/PRSUs (12/31/2024) | Unvested RSUs: 58,235; Unvested PRSUs: 26,280 (2024 cycle), 52,967 (2023 cycle); 2022 PRSUs vested Mar 16, 2025 |
| Options | None disclosed for Jill (equity awards limited to RSUs/PRSUs) |
| Ownership Guidelines | Executive officers must hold 3x base salary; all executives were in compliance at the 2024 measurement date |
| Hedging/Pledging | Company prohibits hedging and pledging of Uber stock by employees/directors |
Employment Terms
| Provision | Outside Change-in-Control (CIC) | Within CIC Window |
|---|---|---|
| Cash Severance | Lump sum: 12 months salary + target annual bonus; 12 months medical/dental premiums | Same cash terms (CEO has distinct provisions; NEO terms per plan) |
| Time-Based Equity | 12 months of additional vesting post-termination | All time-based vesting conditions lapse (full vest) |
| Performance-Based Equity | Pro rata based on service plus 6 months; performance at lesser of target or actual as of prior quarter; if performance period complete but not yet certified, actual achievement if certified within 60 days | Pro rata; performance measured based on actual achievement as of termination date |
| Triggers | No single-trigger acceleration; double-trigger framework governs CIC benefits | |
| Clawback | Mandatory recovery for restatements; board may seek recovery for restrictive covenant breaches, misconduct harming company reputation, or material non-compliance; exceeds SEC/NYSE requirements |
Investment Implications
- Pay-for-performance alignment: A large portion of Hazelbaker’s compensation is at risk via PRSUs tied to Gross Bookings, Adjusted EBITDA margin, electrification, safety, and rTSR, with payouts capped at 150%, supporting disciplined incentives amid strong FY2024 performance and elevated TSR .
- Vesting overhang and potential selling pressure: Monthly RSU vesting and three-year PRSU cliffs (2023 cycle vests Mar 2026; 2024 cycle vests Mar 2027) imply regular tax-driven share sales and event-driven vesting, though no options or pledging reduce leverage and alignment risk .
- Retention and governance: Executive Severance Plan with double-trigger CIC treatment, stock ownership guideline compliance, and enhanced clawback reduce retention and governance risk; no hedging/pledging permitted, and say‑on‑pay has averaged ~92% support over four years, indicating investor buy‑in to incentive structures .
- Strategic execution signals: Individual goals for Hazelbaker emphasized user growth, brand awareness, and policy outcomes; bonus payouts (>140% in 2024; ~159% in 2023) reflect above-target delivery on company-level metrics, which can be supportive of sentiment if sustained .
Compensation Peer Group: Uber benchmarks broadly against large-cap tech and consumer platforms (e.g., Alphabet, Amazon, Airbnb, Salesforce, Meta, DoorDash), monitoring but not strictly targeting percentile pay levels—important context for pay inflation risk and competitive retention .