Ursula Burns
Uber TechnologiesAbout Ursula Burns
Ursula Burns (age 66) has served on Uber’s Board since October 2017. She is Co‑founder of Integrum Holdings LP (since April 2021) and formerly served as Chairman and CEO of VEON Ltd. (Chairman 2017–2020; Executive Chairman Mar–Dec 2018; CEO 2018–2020) and Chairman and CEO of Xerox Corporation (Chairman 2009–2017; CEO 2009–2016). She currently sits on Uber’s Audit and Nominating & Governance Committees and qualifies as an SEC “Audit Committee financial expert.” Tenure at Uber’s Board is 7.5 years as of March 24, 2025.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Integrum Holdings LP | Co‑founder | Apr 2021–present | Technology‑enabled services investing focus |
| VEON Ltd. | Chairman; Executive Chairman; CEO | Chairman 2017–2020; Exec. Chair Mar–Dec 2018; CEO 2018–2020 | Led multinational telecom/tech company |
| Xerox Corporation | Chairman; CEO | Chairman 2009–2017; CEO 2009–2016 | Led global technology and document services; long career since 1980 |
| White House STEM initiative | Leader, national STEM program | 2009–2016 | Public policy leadership in STEM |
| President’s Export Council | Vice Chair; Chair | Vice Chair 2010–2015; Chair 2015–2016 | Government and policy experience |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Endeavor Group Holdings, Inc. | Director | Current | Public company board |
| IHS Holdings Limited | Director | Current | Public company board |
| Taiwan Semiconductor Manufacturing Company Ltd. (TSMC) | Director | Current | Public company board |
| Prior: American Express Company | Director | 2004–2018 | Prior public board |
| Prior: Nestlé S.A. | Director | 2017–Apr 2021 | Prior public board |
| Prior: VEON Ltd.; Xerox Corporation | Director | 2017–2020; 2007–2017 | Prior public boards |
| Prior: Plum Acquisition Corp. I | Director | 2021–2023 | Prior SPAC board |
| Prior: Exxon Mobil Corporation | Director | 2012–2023 | Prior public board |
Board Governance
- Independence: The Board determined Burns is independent under NYSE standards.
- Committee assignments: Audit Committee member; Nominating & Governance Committee member (not a chair).
- Audit financial expertise: All Audit Committee members, including Burns, qualify as SEC “Audit Committee financial experts” and are financially literate under NYSE rules.
- Meetings and attendance: In 2024 the Board met 9 times; Audit 6; Compensation 6; Nominating & Governance 4. Each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 Annual Meeting.
- Executive sessions: The Board held non‑management executive sessions in 2024.
- Majority voting and resignation policy in uncontested elections.
- Related‑party transactions policy: Requires Audit Committee approval for any related person transactions; Audit Committee considers arm’s‑length terms and stockholder interests. No Burns‑specific related party transactions are disclosed.
- Section 16 compliance: Company indicates compliance for 2024, except one late Form 4 by another director; no issues noted for Burns.
- Hedging/pledging: Directors and employees are prohibited from hedging or pledging Uber shares.
Fixed Compensation
| Director Compensation Policy Element (2024) | Amount |
|---|---|
| Cash retainer for all directors | $50,000 |
| Annual RSU grant for all directors (grant date at 2024 Annual Meeting) | $275,000 |
| Audit Committee member (non‑chair) cash retainer | $20,000 |
| Nominating & Governance member (non‑chair) cash retainer | $15,000 |
| Meeting fees | $0 (none paid) |
| Note: U.S.-based directors may elect to receive all/part of cash retainers as vested RSUs under RSU Conversion & Deferral Program. |
| Ursula Burns – 2024 Non‑Employee Director Compensation | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Reported | — (elected RSUs under program) | $356,405 | — | $356,405 |
| Outstanding Stock Awards (as of Dec 31, 2024) | Aggregate Shares Subject to Outstanding Stock Awards (#) | Portion of Outstanding Stock Awards that is Vested and Deferred (#) |
|---|---|---|
| Ursula Burns | 25,413 | 21,631 |
Performance Compensation
- Annual Director RSU grant for 2024 vests the day prior to the 2025 Annual Meeting of Stockholders; grants are sized using the average daily closing price in the month prior to grant (April 2024 trading average: $72.70).
- RSU Conversion & Deferral Program: Burns elected to receive all cash retainers as vested RSUs granted quarterly; these RSUs are fully vested at grant and settle per her deferral election. The grant‑date fair value of each such quarterly RSU grant for Burns was $22,298.
- Directors do not receive performance‑based equity (no PSUs/PRSU metrics for directors disclosed); director equity is time‑based RSUs.
| 2024 Director Equity Structure | Value / Terms |
|---|---|
| Annual RSU grant (time‑based) | $275,000; vests day prior to 2025 Annual Meeting |
| Cash‑to‑RSU conversion (per quarterly grant, Burns) | $22,298 grant‑date fair value; fully vested at grant; deferral allowed |
| Pricing basis for RSU share count | Average daily closing price month prior to grant (Apr 2024 avg $72.70) |
Other Directorships & Interlocks
| Company | Relationship to Uber | Potential Interlock / Conflict Note |
|---|---|---|
| Endeavor Group Holdings, Inc. | No disclosed related transactions | No Uber‑disclosed related party ties involving Burns |
| IHS Holdings Limited | No disclosed related transactions | No Uber‑disclosed related party ties involving Burns |
| TSMC | No disclosed related transactions | No Uber‑disclosed related party ties involving Burns; hedging/pledging prohibited at Uber |
Related‑party exposure: Uber’s policy requires Audit Committee consent for any related person transactions; no Burns‑specific transactions are disclosed. This mitigates perceived conflict risks from external board service.
Expertise & Qualifications
- Selected for Board: leadership of global companies, technology/digital experience, financial expertise, and government/policy/regulatory experience.
- Audit Committee financial expert and NYSE financial literacy credential through Audit Committee service.
- Public policy leadership through STEM initiative and President’s Export Council roles.
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned | 155,540 shares |
| Ownership as % of shares outstanding | <1% (as indicated in beneficial ownership table) |
| Aggregate outstanding stock awards (RSUs) | 25,413 shares |
| Vested and deferred RSUs | 21,631 shares |
| Hedging/Pledging of company stock | Prohibited for directors and employees |
| Stock ownership guidelines | Uber maintains stock ownership guidelines for directors and executive officers (specific director multiple not disclosed) |
Governance Assessment
- Board effectiveness: Burns brings deep operating and regulatory experience, strengthens Audit oversight as a financial expert, and contributes to Nominating & Governance on board composition and evaluations—aligning with Uber’s quarterly committee cadence and risk oversight framework.
- Alignment: Electing to receive all cash retainers as RSUs increases equity exposure and reinforces stockholder alignment beyond the standard $275k annual RSU grant. Her vested and deferred RSU balances indicate long‑term alignment.
- Independence and attendance: Independent status with at least 75% meeting attendance and participation in 2024 Annual Meeting supports investor confidence in governance discipline.
- Conflicts and red flags: No Burns‑specific related‑party transactions disclosed; hedging/pledging prohibited; Section 16 compliance noted for the company with no issues attributed to Burns. No disclosed red flags on late filings, pledging, or related‑party exposure.
Overall implication: Burns’ audit financial expertise, independence, and proactive equity alignment via RSU elections are positives for governance quality and investor confidence. Continuous multi‑board service necessitates ongoing monitoring for time commitment and any evolving interlocks, but Uber’s related‑party controls and committee oversight mitigate conflict risks.