Nikki Krishnamurthy
About Nikki Krishnamurthy
Senior Vice President & Chief People Officer at Uber since October 2018; age 53 as of the 2025 proxy . Prior HR leadership roles at Expedia and Washington Mutual underscore deep human capital expertise . Uber’s incentive design explicitly ties executive pay to core drivers—Gross Bookings, Adjusted EBITDA, rTSR, DEI, and Safety—reflecting performance emphasis; in 2023 Uber delivered $137.9B in Gross Bookings (up ~20% constant currency) and $4.1B Adjusted EBITDA, with metrics incorporated into short- and long-term plans .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Uber | Chief People Officer | 2018–present | Human capital leadership through growth and profitability transition |
| Expedia | Chief People Officer | 2016–2018 | Led global people strategy during platform expansion |
| Expedia Local Expert | Vice President | 2013–2016 | Scaled online concierge services; operations leadership |
| Expedia | Vice President, Human Resources | 2009–2013 | HR leadership across business units |
| Washington Mutual Card Services | Principal HR Consultant | 2007–2009 | HR consulting in financial services |
External Roles
No public company directorships disclosed for Krishnamurthy in Uber’s executive officer biographies .
Fixed Compensation
| Metric | 2021 | 2022 | 2023 |
|---|---|---|---|
| Base Salary ($) | $591,667 | $683,333 | $700,000 |
| Actual Annual Cash Bonus ($) | $720,000 | $1,028,020 | $1,111,180 |
| Target Bonus (% of Base) | 2022 | 2023 |
|---|---|---|
| % of Base Salary | 100% | 100% |
| Target Bonus ($) | $700,000 | $700,000 |
Performance Compensation
| 2023 Annual Cash Bonus Outcome | Target ($) | Company Perf. (%) | Individual Perf. (%) | Final Payout (%) | Paid ($) |
|---|---|---|---|---|---|
| Nikki Krishnamurthy | $700,000 | 158.74% | 100% | 158.74% | $1,111,180 |
| 2023 PRSU Program Metrics | Weighting | Measurement | Target/Definition |
|---|---|---|---|
| Adjusted EBITDA Margin | 40% | Annual vs. targets set each year | Quantitative goal; certified by Compensation Committee |
| Gross Bookings Growth | 40% | 3-year average vs. preset target | Quantitative, set at cycle start |
| DEI (women ≥ manager level; U.S. underrepresented ≥ senior analyst) | 10% | 3-year performance | 33.5% women; 16% U.S. underrepresented people |
| Safety Improvement (global MV crash fatalities, critical sexual assaults) | 10% | 3-year performance vs. 2020 baseline | Global, Mobility + Delivery scope |
| rTSR Modifier (vs. S&P 500) | N/A | 3-year annualized TSR | 0.7x ≤25th pct; 1.0x at 50th; 1.3x ≥75th; capped if absolute TSR negative |
| 2021 PRSUs – Financial Targets and Results (Company-Level) | Weight | Target | Actual | % Achieved | Weighted Score |
|---|---|---|---|---|---|
| Adj. EBITDA Margin – 2021 | 13.3% | (4.5)% | (4.4)% | 101.8% | 14% |
| Adj. EBITDA Margin – 2022 | 13.3% | 2.9% | 5.4% | 150.0% | 20% |
| Adj. EBITDA Margin – 2023 | 13.3% | 9.9% | 10.9% | 150.0% | 20% |
| Average Revenue Growth (3-year) | 40.0% | 20.0% | 52.1% | 150.0% | 60% |
| 2021 PRSU Final Payout (Vests Mar 16, 2024) | Granted (#) | Vested (#) |
|---|---|---|
| Nikki Krishnamurthy | 54,483 | 66,065 |
Equity Ownership & Alignment
| Metric | Mar 1, 2023 | Mar 1, 2024 |
|---|---|---|
| Shares Beneficially Owned (#) | 220,862 | 551,006 |
| Owned Shares (#) | 190,617 | 284,932 |
| RSUs Vesting Within 60 Days (#) | 30,245 | 66,074 |
| Options Exercisable Within 60 Days (#) | — | 200,000 |
| % of Shares Outstanding | <1% | <1% |
| Shares Outstanding (#) | 2,013,871,932 | 2,081,391,175 |
| Outstanding Equity Awards (as of Dec 31, 2023) | Grant Date | Units Not Vested (#) | Market Value ($) | Vesting Notes |
|---|---|---|---|---|
| RSUs | 3/2/2020 | 5,417 | $333,525 | Time-based; monthly vesting typical |
| RSUs | 3/1/2021 | 34,568 | $2,128,352 | Time-based |
| RSUs | 3/1/2022 | 57,038 | $3,511,830 | Time-based |
| RSUs | 3/1/2023 | 78,033 | $4,804,492 | Time-based; monthly vesting |
| PRSUs (FY21–FY23 Cycle) | 3/1/2021 | 54,483 (target unearned) | $3,354,518 | 3-year cliff; paid on performance |
| PRSUs (FY22–FY24 Cycle) | 3/1/2022 | 43,940 (target unearned) | $2,705,386 | 3-year cliff |
| PRSUs (FY23–FY25 Cycle) | 3/1/2023 | 35,214 (target unearned) | $2,168,126 | 3-year cliff; rTSR modifier |
| Stock Option | 10/29/2018 | 200,000 (exercisable) | — | $40.82 strike; expires 10/28/2028 |
- RSUs for NEOs (other than CEO) vest monthly over four years; PRSUs are 3-year cliff based on quantitative goals .
- Hedging and pledging Uber stock are prohibited; executives must hold stock worth 3x base salary within five years (10x for CEO), with a 50% post-vest retention requirement until compliant .
- As of 2023 measurement, all executive officers were in compliance with ownership guidelines .
- Options appear in-the-money at year-end 2023 given $61.57 closing price vs. $40.82 strike, reinforcing equity alignment .
Employment Terms
| Severance Scenario (Amended & Restated 2019 Exec Severance Plan) | Salary ($) | Bonus ($) | Continued Benefits ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|---|
| Involuntary Termination (non–Change in Control) | $700,000 | $700,000 | $24,667 | $12,884,815 | $14,309,483 |
| Involuntary Termination (during Change in Control period) | $700,000 | $700,000 | $24,667 | $20,379,095 | $21,803,762 |
- Plan Summary: At-will employment; no fixed term . For qualifying terminations, cash severance equals 12 months’ salary + prorated target bonus + 12 months’ medical/dental premiums; time-based equity gets 12 months additional vesting; PRSUs vest pro rata plus 6 months, measured at lesser of target or actual (pre-termination); CIC period: time-based equity fully vests; PRSUs use actual achievement; no single-trigger equity acceleration and no 280G/4999 excise tax gross-ups .
- Special Legacy Award Mechanics: Separate milestone-based vesting tied to achieving $120B fully-diluted equity value by set dates; certain terms allow vesting irrespective of continuous service if conditions met (specific to pre-IPO/early awards) .
Compensation Structure Notes
- 2023 equity grants for NEOs: Nikki received ~$3.3M RSUs and ~$1.65M PRSUs (total ~$4.95M), with RSUs set to vest monthly and PRSUs subject to 3-year performance and rTSR modifier . Committee reduced 2023 annual equity grant values by ~10% vs. 2022 to reflect market and pay-for-performance alignment .
- Stock vested in 2023: Krishnamurthy vested 125,502 shares, realizing $5,052,969 in value at vest dates .
Governance, Clawbacks, and Policies
- Robust clawback beyond SEC/NYSE rules: mandatory recovery upon restatements and discretionary recovery for restrictive covenant breaches, material non-compliance, or misconduct harming the company .
- Prohibitions: no hedging or pledging; derivative transactions and lending of securities disallowed .
- Ownership guidelines and retention requirements as noted above .
Investment Implications
- Pay-for-performance alignment: Annual bonus and PRSUs tied to Adjusted EBITDA and Gross Bookings (with DEI, Safety, and rTSR modifiers) enhance linkage to value drivers; 2023 bonus paid at 158.74% of target reflects strong operational execution .
- Retention risk vs. selling pressure: Significant unvested RSUs and PRSUs and monthly RSU vesting promote retention but create ongoing potential supply; option tranche at $40.82 remains in-the-money at year-end 2023, supporting alignment to share price performance .
- Severance/cycle optionality: CIC severance and full acceleration for time-based awards, plus PRSU actual-performance treatment, can magnify realized pay in strategic events; quantified potential totals provide insight into change-of-control economics .
- Governance safeguards: No hedging/pledging and enhanced clawbacks reduce misalignment and reputational risk; executives are in compliance with ownership requirements, supporting long-term alignment .