Robert Eckert
Uber TechnologiesAbout Robert Eckert
Robert Eckert (age 70) is an independent director of Uber Technologies, Inc., serving since March 2020. He is an Operating Partner at FFL Partners, LLC (since 2014) and former Chairman and CEO of Mattel; prior roles include President & CEO of Kraft Foods (1997–2000) and senior leadership positions at Kraft/Oscar Mayer (1993–1997). He currently chairs Uber’s Compensation Committee and serves on the Nominating & Governance Committee, bringing global consumer brand leadership, financial expertise, and regulatory experience to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mattel, Inc. | Chairman & CEO; Chairman; Chairman Emeritus | CEO 2000–2011; Chairman to 2012; Emeritus since 2013 | Led global consumer brand; governance continuity |
| Kraft Foods, Inc. | President & CEO | 1997–2000 | Led large-scale operations; consumer products experience |
| Kraft Foods, Inc. | Group Vice President | 1995–1997 | Strategy and P&L oversight |
| Oscar Mayer (Kraft division) | President | 1993–1995 | Division leadership |
| FFL Partners, LLC | Operating Partner | 2014–present | Private equity operating expertise |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Amgen, Inc. | Director | Current | Not disclosed in Uber proxy |
| Levi Strauss & Co. | Director | Current | Not disclosed in Uber proxy |
| Quinn Company (private) | Director | Current | Private company board |
| McDonald’s Corporation | Director | 2003–2023 | Prior public board service |
Board Governance
- Committee assignments: Compensation Committee Chair; Nominating & Governance Committee member .
- Independence: Uber’s board determined Eckert is independent under NYSE standards .
- Attendance and engagement: In 2024 the Board met 9 times; Compensation Committee 6 times; Nominating & Governance Committee 4 times. Each director attended at least 75% of board/committee meetings; all directors attended the 2024 Annual Meeting .
- Shareholder support: At the May 2025 Annual Meeting, votes for Eckert’s election were 1,481,665,517 for; 52,347,099 against; 1,974,313 abstain; 175,285,549 broker non-vote .
- Committee oversight:
- Compensation: Approves executive goals and pay, incentive plans, risk oversight, clawback administration, stock ownership guidelines, human capital review, director compensation recommendations, and say-on-pay considerations .
- Nominating & Governance: Governance framework, director independence evaluation, board/committee size and composition, annual evaluations, governance (including electrification/waste/political activities), stockholder proposals, and external board service requests .
- Governance practices: Independent chair; fully independent key committees; majority voting; stock ownership guidelines; clawback policy exceeding SEC/NYSE; prohibition on hedging and pledging .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $95,000 | Consistent with policy: $50,000 base retainer + $30,000 Compensation Chair + $15,000 Nominating & Governance member |
| Stock Awards (Grant-date fair value) | $270,451 | Annual RSU grant; value set via average daily closing price in month prior to grant (April 2024 avg $72.70); accounting value may differ from policy amount |
| Total | $365,451 | No meeting fees; reimburse reasonable expenses |
| Director Compensation Policy Element (2024) | Amount | Applicability to Eckert |
|---|---|---|
| Base Cash Retainer (All non-employee directors) | $50,000 | Yes |
| Annual RSU Grant (All non-employee directors) | $275,000 | Yes (accounting value reported separately) |
| Compensation Committee Chair | $30,000 | Yes |
| Nominating & Governance Committee Member (non-chair) | $15,000 | Yes |
| Meeting Fees | Not paid | Not applicable |
| Independent Chair Additional Cash Retainer | $200,000 | Not applicable |
- RSU conversion and deferral program: U.S.-based directors may elect to receive cash retainers in vested RSUs and defer settlement (single payment or in three installments), with annual elections typically in December .
Performance Compensation
- Compensation Committee’s pay-for-performance framework (under Eckert’s chairmanship) emphasized:
- 2024 operational achievements that informed incentive outcomes: Gross Bookings +21% YoY (constant FX); Adjusted EBITDA +60% YoY; first-ever >$1B GAAP quarterly operating income in Q3 2024; Uber One membership reached 30 million; driver/courier experience improvements—all reflected in short- and long-term incentive components .
- 2025 program enhancements: Added autonomous vehicle (AV) goals to annual bonus to align with strategic AV partnerships and value creation .
- Governance features: Independent compensation consultant; robust clawback exceeding SEC/NYSE; stock ownership guidelines; PRSU rTSR modifier capped at target if absolute TSR negative; annual risk assessment and peer group review; bonus payout capped at 200% and PRSU payout capped at 150% .
| Executive Incentive Metrics (Oversight by Compensation Committee) | Program Linkage | 2024/2025 Disclosure |
|---|---|---|
| Gross Bookings growth | Short-term and long-term incentives | +21% YoY constant currency in 2024; used in incentive design |
| Adjusted EBITDA growth | Short-term and long-term incentives | +60% YoY in 2024; used in incentive design |
| GAAP operating income milestone | Performance signaling | >$1B quarterly in Q3 2024 (first time); contributed to program context |
| Driver/Courier platform improvements | Short-term incentive inputs | Over 20 improvements; incorporated into bonus |
| Uber One membership | Customer growth metric | Reached 30 million; incorporated into bonus |
| Autonomous vehicles goals | 2025 annual bonus goals | Added for 2025 to align strategy and incentives |
| rTSR modifier controls | Long-term incentives (PRSUs) | Cap at target if absolute TSR negative |
| Clawback policy | Applies to cash/equity | Exceeds SEC/NYSE requirements |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | Amgen, Inc.; Levi Strauss & Co. |
| Prior public boards | McDonald’s Corporation (2003–2023) |
| Private boards | Quinn Company |
| Committee interlocks | None: No Uber executive served on boards/comp committees of entities with executives serving on Uber’s Board/Compensation Committee; current/past committee members were not Uber officers or employees |
| External commitments policy | N&G Committee reviews director external boards annually; guideline: no more than four other public boards (or one if serving as a public company CEO), with exceptions permitted by N&G if effectiveness not impaired |
Expertise & Qualifications
- Selected for leadership experience as CEO of large global public companies (Mattel, Kraft), consumer brand expertise, financial expertise (FFL Partners), and government/policy/regulatory experience .
Equity Ownership
| Ownership Metric | Value | Notes |
|---|---|---|
| Shares beneficially owned | 28,069 (12,329 directly; 15,740 via Robert A. Eckert Living Trust) | |
| Percent of shares outstanding | <1% (star designation in table) | |
| RSUs outstanding (as of 12/31/2024) | 21,034 | |
| Portion of RSUs vested and deferred | 17,252 | |
| Hedging/Pledging | Prohibited for directors under insider trading policy |
Insider Trades
| Date | Filing | Subject | Link |
|---|---|---|---|
| May 6, 2025 | Form 4 | Statement of Changes in Beneficial Ownership (Director) | https://investor.uber.com/financials/sec-filings/sec-filings-details/default.aspx?FilingId=18440060 |
(Refer to the linked Form 4 for transaction details.)
Governance Assessment
- Strengths:
- Independent director; chairs Compensation Committee and serves on N&G; clear governance and pay oversight remit .
- Strong shareholder support in 2025 director election, indicating investor confidence in oversight .
- Robust governance architecture: independent chair, independent committees, majority voting, clawback exceeding SEC/NYSE, prohibition on hedging/pledging, stock ownership guidelines .
- Compensation Committee practices: independent consultant, capped incentive payouts, TSR safeguard, annual risk and peer reviews—reducing pay-risk misalignment .
- Potential conflicts and red flags:
- No related party transactions disclosed involving Eckert; Compensation Committee interlock disclosures show no interlocks or insider participation by committee members .
- External board service within Uber guidelines; N&G annually reviews commitments to prevent overboarding .
- Attendance: While individual rates are not provided, the company disclosed all directors met at least the 75% threshold and attended the annual meeting in 2024 .
- Alignment:
- Director pay mix skewed toward equity (~74% stock awards of total $365,451), supporting alignment with shareholder interests .
- RSU holdings and beneficial ownership provide skin-in-the-game; hedging/pledging prohibited, further aligning incentives .