Revathi Advaithi
About Revathi Advaithi
Revathi Advaithi, age 57, has served as an independent director of Uber since July 2020 (board tenure 4.7 years as of March 24, 2025) and is a member of the Audit Committee; she is also CEO and a director of Flex Ltd. . The Board has determined she is independent under NYSE standards and that each Audit Committee member (including Ms. Advaithi) qualifies as an “Audit Committee financial expert” and is “financially literate” .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Flex Ltd. | Chief Executive Officer and Director | 2019–present | Leads global technology manufacturing and supply chain solutions; selected for engineering, operations, logistics, international management experience |
| Eaton Corporation plc | President and COO, Electrical Sector | 2015–2019 | Oversaw global electrical operations |
| Eaton Corporation plc | President, Electrical Sector (Americas) | 2012–2015 | Led Americas business |
| Eaton Corporation plc | President, Electrical Sector (Asia Pacific) | 2009–2012 | Led APAC operations |
| Eaton Corporation plc | VP & General Manager | 2008–2009 | Business leadership roles |
| Honeywell | Senior Sourcing/Supply Chain roles; VP & GM, Field Solutions | 2002–2008 (VP & GM since 2006) | Senior operations and supply chain leadership in aerospace |
| Eaton Corporation plc | Various roles | 1995–2002 | Early career roles in operations/engineering |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Flex Ltd. | CEO and Director | 2019–present | Public company board service; technology manufacturing leadership |
Board Governance
- Committee assignment: Audit Committee member (Audit met six times in 2024; Board met nine; each director attended ≥75% of meetings; directors are expected to attend the Annual Meeting and all current directors did in 2024) .
- Independence: Determined independent; Audit Committee comprised solely of independent directors; members are audit financial experts/financially literate .
- Oversight focus of Audit Committee includes financial reporting, internal controls, risk management, fraud prevention, cybersecurity/privacy, and auditor independence .
- Board structure: Independent Chair; majority voting in uncontested elections; executive sessions without management in 2024 .
Fixed Compensation
| Component | Uber Policy/Details | 2024 Amount (Advaithi) |
|---|---|---|
| Annual Cash Retainer | $50,000 for all directors; earned daily, paid quarterly | $50,000 (included in fees) |
| Committee Membership Fee | Audit Committee non-chair: $20,000 | $20,000 (included in fees) |
| Committee Chair Fees | Audit Chair $40,000; Comp Chair $30,000; N&G Chair $30,000 | Not applicable (not a chair) |
| Meeting Fees | None paid | None |
| Fees Earned or Paid in Cash | Cash portion for role and committee service | $70,000 |
| Equity Component | Structure | 2024 Amount (Advaithi) |
|---|---|---|
| Annual RSU Grant | $275,000 grant value converted to shares using average daily closing price in month prior to grant; vests day before next Annual Meeting; directors may elect deferral | $270,451 grant-date fair value (FASB ASC 718) |
- RSU conversion and deferral: U.S.-based directors may elect to receive cash retainers in vested RSUs and to defer settlement in installments or upon separation; elections generally made before year start .
Performance Compensation
- Directors do not receive performance-based cash/PSU awards; equity is service-based RSUs under the Director Compensation Policy .
- Vesting schedule: Annual RSU grants for directors vest on the day prior to the next Annual Meeting; deferral elections available for settlement timing .
| RSU Holdings (as of Dec 31, 2024) | Shares |
|---|---|
| Aggregate shares subject to outstanding stock awards (RSUs) | 22,303 |
| Portion of outstanding stock awards that is vested and deferred | 18,521 |
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict |
|---|---|---|
| Flex Ltd. | CEO and Director | No related-party transactions involving Ms. Advaithi are disclosed; Uber’s policy requires Audit Committee approval for any related-person transactions >$120,000 involving directors or immediate family; oversight considers arm’s-length terms and best interests . |
- Director commitments policy: No director may serve on more than four other public company boards, or more than one other public company board if they are CEO of Uber or CEO of another public company; 2025 review found all directors compliant with limits (exceptions approved only for Uber’s CEO on Grab due to Uber’s stake) .
Expertise & Qualifications
- Engineering, operations, logistics, international management, and technology leadership as Flex CEO; prior senior roles at Eaton and Honeywell .
- Audit Committee financial expert designation and financial literacy per SEC/NYSE requirements through Audit Committee membership .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (as of March 3, 2025) | 10,988 shares; less than 1% of shares outstanding (2,091,789,117 total) |
| Hedging/Pledging | Prohibited for directors; no hedging or pledging of Uber stock allowed |
| Director Stock Ownership Guideline | 10x annual cash retainer; compliance within 5 years of becoming subject to guidelines; all non-employee directors were in compliance as of 2024 measurement date |
Governance Assessment
- Strengths: Independent director with deep operating and supply chain expertise; Audit Committee member and “financial expert”; attendance at least 75%; strong policies on hedging/pledging prohibitions and robust director ownership guidelines (10x cash retainer) with confirmed compliance .
- Compensation alignment: Director pay mix balances fixed cash retainer and service-based equity with transparent methodology; no meeting fees; deferral program supports long-term alignment .
- Conflicts/related-party exposure: As CEO of Flex, potential supply-chain adjacency exists; the proxy does not disclose any related-person transactions involving Ms. Advaithi, and Uber’s Related Party Transactions Policy requires Audit Committee review and arm’s-length terms for any such transactions .
- Broader governance signals: Uber’s say-on-pay support averaged ~92% over the past four years, indicating positive investor sentiment on compensation governance, though this pertains to executive pay rather than director pay .