Prashanth Mahendra-Rajah
Uber TechnologiesAbout Prashanth Mahendra-Rajah
Prashanth Mahendra-Rajah, 55, has served as Uber’s Chief Financial Officer since November 2023, following CFO roles at Analog Devices (2017–2023) and WABCO (2014–2017), with prior finance leadership at Applied Materials, Visa, and United Technologies . Uber delivered strong performance in 2025 under his finance leadership: Q3 2025 revenue grew 20% year-over-year to $13.5B and Adjusted EBITDA grew 33% to $2.3B, with record profitability and robust cash generation . Uber’s pay-versus-performance disclosure shows cumulative total shareholder return of $202.82 on a $100 investment since 2019 as of FY2024, framing alignment of pay and performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Analog Devices, Inc. | EVP Finance & CFO; previously SVP Finance & CFO | 2017–2023 | Senior finance leadership at a global semiconductor company |
| WABCO Holdings Inc. | Chief Financial Officer | 2014–2017 | Finance leadership at a global supplier of commercial vehicle technologies |
| Applied Materials, Inc. | Division CFO and other financial leadership roles | 2012–2014 | Division-level and corporate finance leadership |
| Visa Inc. | Financial leadership roles | 2010–2012 | Corporate finance leadership |
| United Technologies Corporation | Financial leadership roles | 1998–2010 | Corporate finance leadership |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Shopify Inc. | Director; Audit Committee Chair | Since Jun 2024 | Current public company board service |
| The Goodyear Tire & Rubber Co. | Director; Audit and Corporate Responsibility & Compliance Committees | Jun 2021–Jan 2025 | Former public company board service |
Fixed Compensation
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Base Salary ($) | $133,333 | $800,000 |
| Target Bonus (% of Salary) | 100% | 100% |
| Bonus Paid ($, Non-Equity Incentive) | $133,699 | $1,151,280 |
| Stock Awards ($) | $9,558,088 | $1,262,104 |
| Option Awards ($) | $3,999,988 | — |
| All Other Compensation ($) | $1,870 | $1,750,296 (includes relocation & tax gross-ups; see below) |
| Total Compensation ($) | $14,826,979 | $4,963,680 |
| Perquisites Detail (FY 2024) | Amount ($) |
|---|---|
| Relocation assistance (travel/commuting/temp housing/moving) | $849,299 |
| Tax gross-ups related to business travel | $14,505 |
| Tax gross-ups related to relocation assistance | $874,787 |
Performance Compensation
| Annual Cash Bonus Plan (FY 2024) | Weighting | Notes |
|---|---|---|
| Financial goals: Gross Bookings | 20% of total (one of three equally weighted financial goals) | |
| Financial goals: Adjusted EBITDA | 20% of total (one of three equally weighted financial goals) | |
| Financial goals: Adjusted EBITDA less SBC | 20% of total (one of three equally weighted financial goals) | |
| Strategic & operational priorities (4 items total) | 40% of total (10% each; quantitative/objective mix) | |
| Individual Modifier | 50%–150% of individual bonus; not applied in 2024 (paid at 100%) | |
| Overall bonus cap | 200% of target |
| CFO Bonus Payout (FY 2024) | Target | Actual Payout |
|---|---|---|
| Annual Cash Incentive ($) | $800,000 | $1,151,280 |
| 2023 New-Hire Performance RSUs (granted 3/1/2024; approved 9/25/2023) | Threshold (#) | Target (#) | Maximum (#) | Grant Date Fair Value ($) |
|---|---|---|---|---|
| PRSUs tied to multi-year performance | 6,055 | 12,110 | 18,165 | $1,262,104 |
- 2024 Annual Equity: CFO did not receive a 2024 annual equity refresh grant due to prior new-hire awards in late 2023 .
- Plan Design: PRSUs cliff-vest after a three-year performance period (mix of annual and 3-year metrics), with payouts capped at 150%; RSUs vest over 4 years; options vest 25% per year over four years (CEO only in 2024) .
Equity Ownership & Alignment
| Beneficial Ownership (as of Mar 3, 2025) | Shares | % of Outstanding |
|---|---|---|
| Total beneficial ownership | 81,146 | <1% (Uber total shares outstanding 2,091,789,117) |
| Composition detail | 23,644 shares held directly; 6,534 RSUs vesting within 60 days; 50,968 options exercisable within 60 days |
| Outstanding Equity Awards (as of Dec 31, 2024) | Shares/Units | Terms |
|---|---|---|
| Options (award date 11/1/2023) – exercisable | 50,968 | Exercise price $43.83; expires 11/1/2030 |
| Options (award date 11/1/2023) – unexercisable | 152,905 | Time-based vesting; exercise price $43.83; expires 11/1/2030 |
| RSUs – unvested | 99,341 (market value $5,992,249 at $60.32) | Service-based vesting |
| PRSUs – unearned | 78,716 (market/payout value $4,748,149 at $60.32) | Performance-based vesting |
- Stock Ownership Guidelines: Executive officers must hold Uber stock valued at 3x base salary within five years; retention requirement of 50% of net vested shares until guidelines met; all executive officers in compliance as of the 2024 measurement date .
- Hedging/Pledging: Prohibited for employees and directors under the insider trading policy .
Employment Terms
| Item | Detail |
|---|---|
| Employment start as CFO | Effective November 2023 |
| Base salary | $800,000 |
| Executive Bonus Plan eligibility | Yes |
| New-hire equity awards | RSU award of $10,000,000 (time- and performance-based); option to purchase $4,000,000 of common stock (time-based) |
| Signing bonus | $1,000,000; repayment required if resigns or terminated for Cause before two-year anniversary, reduced by 4.17% for each full month of service |
| Severance plan | Amended & Restated 2019 Executive Severance Plan; change-in-control period defined as 3 months before to 12 months after a CIC |
| Potential payments – Involuntary termination (non-CIC) | Salary $800,000; Bonus $800,000; Continued benefits $25,862; Equity acceleration $5,938,605; Total $7,564,467 (values at $60.32/share) |
| Potential payments – Involuntary termination during CIC | Salary $800,000; Bonus $800,000; Continued benefits $25,862; Equity acceleration $13,079,153; Total $14,705,015 (values at $60.32/share) |
| Single vs. double trigger | Company does not allow single-trigger acceleration after a CIC |
| Clawback policy | Robust clawback exceeding SEC/NYSE requirements (mandatory recovery upon restatements; additional recovery for misconduct/breach) |
| Hedging/pledging prohibition | Yes (no hedging or pledging of Company stock) |
| Supplemental retirement benefits | None exclusive to executive team |
Performance & Track Record
| Metric (YoY) | Q3 2024 | Q3 2025 |
|---|---|---|
| Trips (billions) | 2.868 | 3.512 |
| Gross Bookings ($B) | $40.973 | $49.740 |
| Revenue ($B) | $11.188 | $13.467 |
| Income from Operations ($B) | $1.061 | $1.113 |
| Adjusted EBITDA ($B) | $1.690 | $2.256 |
| Operating Cash Flow ($B) | $2.151 | $2.328 |
| Free Cash Flow ($B) | $2.109 | $2.230 |
- CFO commentary emphasized “accelerating growth and record profitability” and continued capital return commitment .
- Pay vs Performance: $100 initial investment in Uber stock was valued at $202.82 by FY2024; peer group TSR $299.72; Net income $9,856M; Gross Bookings $162,773M in FY2024 .
Investment Implications
- Alignment and retention: Ownership guidelines (3x salary) with retention requirements and prohibition on hedging/pledging support alignment; CFO was in compliance in 2024 . New-hire equity (RSUs/PRSUs/options) and significant unvested/unenarned equity create multi-year retention visibility, with options expiring in 2030 and PRSUs tied to long-term metrics .
- Compensation risk posture: Bonus metrics are balanced across revenue scale (Gross Bookings), profitability (Adjusted EBITDA, Adjusted EBITDA less SBC), and strategic execution, with caps on payouts and a robust clawback policy—reducing risk of misaligned incentives .
- Change-in-control economics: CFO would receive 1x salary and 1x bonus plus benefit continuation and substantial equity acceleration under CIC (double-trigger framework), indicating standard market protections without shareholder-unfriendly excise tax gross-ups .
- Trading signals: With meaningful option and PRSU vesting ahead (and no hedging/pledging allowed), potential insider selling pressure is primarily tied to scheduled vesting/option exercises rather than derivative hedging; near-term cash generation and buybacks provide offsetting support to float dynamics .