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<h4>Resolution Details</h4>
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<strong>Company:</strong>
<p>Uber Technologies</p>
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<strong>Year:</strong>
<p>2026 </p>
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<strong>Issue Area:</strong>
<p>Human Rights &amp; Worker Rights, Inclusiveness </p>
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<strong>Focus Area:</strong>
<p>Worker Rights, Health &amp; Safety, Workplace Equity </p>
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<strong>Status:</strong>
<p>Withdrawn for Agreement</p>
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<h2>Resolution Text</h2>
<p><strong>RESOLVED:&nbsp; </strong>Shareholders request that Uber Technologies, Inc. (“the Company” or “Uber”) publish annual reporting, prepared at reasonable cost and excluding proprietary information, disclosing its employee retention rates by the categories the Company is currently required to track under applicable state or country laws, such as veteran status, age, gender, race, and disability status.&nbsp;</p>
<p><strong>WHEREAS: </strong>As Uber wrote in its 2025 annual report: “Our success depends in large part on our ability to attract and retain high-quality management, operations, engineering, and other personnel … Challenges related to our historical culture and workplace practices and negative publicity we experience have in the past led to significant attrition and made it more difficult to attract high-quality employees … Future challenges related to our culture and workplace practices or additional negative publicity could lead to further attrition and difficulty attracting high-quality employees.”[1]&nbsp;</p>
<p>As it referenced, Uber has faced significant workforce culture controversies. In 2017, employees claimed harassment , discrimination and a toxic workplace culture; the allegations were a driving force in Uber’s change in executive leadership.[2],[3] However, concerns about the company’s culture remained. Internal Uber data estimated that 20 percent of employees left the company in 2021. [4]</p>
<p>While Uber currently discloses its U.S. workforce composition data through its EEO-1 form, it does not currently provide investors with information on whether it successfully retains talent across demographic groups or the countries in which it operates.&nbsp;</p>
<p>High turnover imposes recruitment, onboarding, and training costs. &nbsp;Gallup estimates employee-related turnover costs at 80 percent of annual salary for professionals in technical roles.[5] As employees leave, they take with them institutional knowledge, customer relationships, and process memory. Frequent staffing disruption impairs operational efficiency, safety, and team cohesion.[6] Conversly, strong retention rates signal a healthy internal culture; one where employees have confidence in the future of the company.</p>
<p>For Uber, poor retention may lengthen the time needed for product improvements or development, reduce effectiveness of safety, trust, and compliance activities, and lengthen customer support response times. As the company operates on an international scale, it may also reduce cohesion and connection across global teams.&nbsp;</p>
<p>Employers such as Microsoft, Visa, Procter &amp; Gamble, Bank of America, Netflix, and Pfizer already disclose retention or attrition data by demographic group, showing whether any demographic is exiting disproportionately. The collection and assessment of retention rate data is possible in all major workforce management databases; it is a standard human resource practice.</p>
<p>Human capital management reflects a company’s contribution to economic security and workforce stability which are recognized public policy concerns that rise beyond routine operational matters. Retention rates are a clear indicator of the success of a company’s human capital management practices.</p>
<p><strong>A note on the request:&nbsp;</strong>This request seeks disclosure only; it does not seek changes to any particular retention programs, targets, or operational decisions, and it leaves decisions about formats, benchmarking, and disclosure location to the Company’s discretion.</p>
<p><br>&nbsp;</p>
<p>[1] https://www.sec.gov/ix?doc=/Archives/edgar/data/0001543151/000154315125…</p>
<p>[2]https://www.nytimes.com/2017/02/22/technology/uber-workplace-culture.ht…</p>
<p>[3] https://www.theguardian.com/technology/2017/jun/20/uber-ceo-travis-kala…</p>
<p>[4] https://markets.businessinsider.com/news/stocks/uber-losing-employees-h…</p>
<p>[5] https://www.gallup.com/workplace/646538/employee-turnover-preventable-o…</p>
<p>[6] https://www.researchgate.net/publication/211392097_The_Cost_of_Employee…;</p>

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<div class=”views-field views-field-nothing”><span class=”field-content”> Liz Levy</span></div><div class=”views-field views-field-title views-field-field-shareholder”><span class=”field-content”>Clean Yield Asset Management</span></div>
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<strong>Company:</strong>
<p>Uber Technologies</p>
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<strong>Year:</strong>
<p>2025 </p>
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<strong>Issue Area:</strong>
<p>Human Rights &amp; Worker Rights </p>
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<strong>Focus Area:</strong>
<p>AI / Artificial Intelligence </p>
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<strong>Status:</strong>
<p>Withdrawn</p>
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<div class=”views-field views-field-nothing”><span class=”field-content”> Brandon Rees</span></div><div class=”views-field views-field-title views-field-field-shareholder”><span class=”field-content”>AFL-CIO</span></div>
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<strong>Company:</strong>
<p>Uber Technologies</p>
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<strong>Year:</strong>
<p>2025 </p>
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<strong>Issue Area:</strong>
<p>Climate Change, Lobbying &amp; Political Contributions </p>
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<strong>Focus Area:</strong>
<p>Climate Lobbying, Political Contributions / Lobbying / Bribery </p>
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<strong>Status:</strong>
<p>Filed</p>
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<h2>Resolution Text</h2>
<p><strong>Resolved,&nbsp;</strong>the stockholders of Uber request the preparation of a report, updated annually, disclosing:</p>
<p>1. Company policy and procedures governing lobbying, both direct and indirect, and grassroots lobbying communications.&nbsp;</p>
<p>2. Payments by Uber used for (a) direct or indirect lobbying or (b) grassroots lobbying communications, in each case including the amount of the payment and the recipient.&nbsp;</p>
<p>3. Uber’s membership in and payments to any tax-exempt organization that writes and endorses model legislation.</p>
<p>4. Description of management’s decision-making process and the Board’s oversight for making payments described in section 2 above.</p>
<p>For purposes of this proposal, a “grassroots lobbying communication” is a communication directed to the general public that (a) refers to specific legislation or regulation, (b) reflects a view on the legislation or regulation and (c) encourages the recipient of the communication to take action with respect to the legislation or regulation. “Indirect lobbying” is lobbying engaged in by a trade association or other organization of which Uber is a member.</p>
<p>Both “direct and indirect lobbying” and “grassroots lobbying communications” include efforts at the local, state and federal levels.&nbsp;</p>
<p>The report shall be presented to the Nominating and Governance Committee and posted on Uber’s website.&nbsp;</p>
<p><strong>Supporting Statement&nbsp;</strong></p>
<p>Full disclosure of Uber’s lobbying activities and expenditures is needed to assess whether Uber’s lobbying is consistent with its expressed goals and stockholder interests. Uber spent $2,480,000 in 2023 on federal lobbying. Uber also lobbies at the state level, reporting approximately $6,900,000 on lobbying in 47 states for 2023. Unlike peer Amazon, Uber fails to break out its spending by state. And Uber lobbies abroad, spending between €2,250,000 – 2,499,999 on lobbying in Europe for 2023.&nbsp;</p>
<p>Companies can give unlimited amounts to third party groups that spend millions on lobbying and undisclosed grassroots activity.[1] Uber discloses six trade associations receiving over $50,000 for 2023, including the Chamber of Commerce and Flex Association. Uber’s trade association&nbsp;disclosure is incomplete, leaving out memberships in&nbsp;the Business Roundtable and Computer and Communications Industry Association. And&nbsp;Uber’s disclosure critically leaves out its payments to social welfare groups, including the Bay Area Council, Future of Privacy Forum, Illinois Coalition&nbsp;for Independent Work, Massachusetts Coalition for Independent Work, and Washington Coalition for Independent Work.</p>
<p>&nbsp;</p>
<p>Uber’s lack of disclosure presents reputational risk when its lobbying contradicts company public positions. Uber’s lobbying has been compared to the tobacco industry,[2] and according to a report on leaked papers, Uber “secretly lobbied to cover up what the reports say were unlawful practices.”[3] As the Flex Association has drawn attention for lobbying against worker classification rules,[4] it also had its tax exempt status revoked for failing to file Form 990 for three consecutive years. On company positions, Uber believes in addressing climate change,&nbsp;yet the Chamber opposed the Paris climate accord and sued the&nbsp;SEC over climate risk disclosure rules.[5]</p>
<p>[1] https://theintercept.com/2019/08/06/business-group-spending-on-lobbying-in-washington-is-at-least-double-whats-publicly-reported/.</p>
<p>[2]&nbsp;https://www.theguardian.com/commentisfree/2020/sep/11/why-uber-and-lyft-are-taking-a-page-out-of-big-tobaccos-playbook-in-labor-law-battle.&nbsp;</p>
<p>[3] https://www.politico.com/news/2022/07/10/uber-investigation-global-expansion-00044914.</p>
<p>[4] https://www.reuters.com/business/uber-lyft-trade-group-questions-bidens-labor-nominees-gig-workers-stance-2023-03-20/.</p>
<p>[5] https://www.reuters.com/legal/us-chamber-commerce-sues-sec-over-climate-risk-disclosure-rules-2024-03-14/.</p>

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<div class=”views-field views-field-nothing”><span class=”field-content”> Tom McCaney</span></div><div class=”views-field views-field-title views-field-field-shareholder”><span class=”field-content”>Sisters of St. Francis of Philadelphia</span></div>
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<h4>Resolution Details</h4>
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<strong>Company:</strong>
<p>Uber Technologies</p>
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<strong>Year:</strong>
<p>2025 </p>
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<strong>Issue Area:</strong>
<p>Finance, Human Rights &amp; Worker Rights </p>
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<strong>Focus Area:</strong>
<p>Financial Disclosure </p>
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<strong>Status:</strong>
<p>Filed</p>
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<h2>Resolution Text</h2>
<p>RESOLVED: Shareholders ask the UBER Board of Directors to disclose information concerning the distribution of “gross bookings” between recipients and purposes served.&nbsp;</p>
<p>SUPPORTING STATEMENT: In an August 2020 New York Times column, UBER CEO Dara Khosrowshahi wrote: “Since the first UBER trip 10 years ago, an existential question has shadowed us: Do we treat drivers well?” UBER’s treatment of drivers has been a controversial topic inspiring legislative efforts to protect drivers in multiple states and cities. Internationally, disputes about the treatment of drivers have led courts to declare UBER drivers to be employees, contrary to UBER’s assertion that drivers were self-employed. Unfortunately for UBER shareholders, the company fails to disclose the metrics necessary to answer this “existential” question because UBER does not classify payments by platform users as revenue. Instead, such payments are (mostly) classified as “gross bookings,” from which guaranteed and most incentive payments to drivers and reimbursement payments to restaurants, as well as some insurance payments, are deducted to determine revenue. Unlike rival Lyft, UBER’s large delivery segment prevents shareholders from calculating either per-trip prices for platform users or per-trip pay for drivers from the gross bookings and company-wide trip data UBER does disclose. UBER’s business model is thus unusually opaque to readers of its financial statements who cannot resolve debates over the size of UBER’s “take rate,” how driver pay has changed over time, and whether drivers can earn a living income.&nbsp;</p>
<p>This opacity has only become more frustrating since UBER introduced “upfront” or “guaranteed” fares for drivers in fall 2022. Since then, UBER has achieved positive operating earnings in six consecutive quarters, the first time that has happened. But without visibility into how drivers are paid, the investing public is unable to meaningfully assess the durability of this achievement. Furthermore, many drivers have become frustrated with what they report as reduced pay resulting from the switch to upfront fares. Without transparent reporting from UBER, investors cannot assess the accuracy of these claims, and hence cannot estimate whether driver frustration may lead to further regulatory efforts or otherwise undermine UBER’s recent accomplishments.</p>
<p>CEO Khosrowshahi was right in 2020: driver pay is an existential question for UBER, because it goes to the heart of its business model and its ability to operate profitably. Shareholders deserve enough transparency to assess UBER’s answer to this question for themselves.</p>

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<div class=”views-field views-field-nothing”><span class=”field-content”> Mikail Husain</span></div><div class=”views-field views-field-title views-field-field-shareholder”><span class=”field-content”>SOC Investment Group</span></div>
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Resolution Details

Company:

Uber Technologies

Year:

2024

Issue Area:

Human Rights & Worker Rights

Focus Area:

Worker Rights, Health & Safety

Status:

Challenged

Resolution Text

Resolved:

Shareholders of Uber Technologies, Inc. (“Uber”) request that the Board of Directors commission an independent third-party audit on driver health and safety, evaluating the effects of Uber’s performance metrics, policies, and procedures on driver health and safety across markets.

The audit should be conducted with input from drivers, workplace safety experts, and relevant stakeholders from the regions where Uber operates and consider legislative/regulatory developments and adverse media coverage. A report on the audit, prepared at a reasonable cost omitting confidential and proprietary information, should be publicly disclosed on Uber’s website.

Supporting Statement:

The largest ride-hail company globally, Uber strives to be “the safest way to go anywhere and get anything,” yet leaves its drivers worldwide facing pervasive health and safety issues.

In its 2023 statement in opposition to this proposal, Uber stated that an independent audit on

safety was unnecessary as “we are currently undertaking an independent third party civil rights assessment that incorporates many of the same requests.”1 That was not accurate; the civil rights audit was United States-focused, not conducted with a health and safety perspective, and its recommendations said Uber should “explore adding additional safety metrics to current disclosures.”2 Additionally, Uber only releases United States safety reports, which do not include nonfatal/attempted assault, verbal abuse, carjackings/robberies, threats, etc.

In the United States, Uber drivers represent almost 1 percent of job-related deaths. A recent report revealed that 83 app workers were murdered on the job from 2017 to 2021; a study of over 900 drivers found that 67 percent experienced violence/threatening behavior in the last year, and 60 percent continued rides that made them feel unsafe because they were worried about deactivation or income loss.

Independent reporting suggests a global driver safety crisis. Australian authorities fined Uber for neglecting to report over 500 serious incidents, some resulting in hospitalizations, and witnessed “a concerning surge in UberEats driver fatalities.”3 Instances range from assaults due to route choices in Montreal, fatalities following robbery attempts in Calgary, assaults on drivers in Australia, reports of violence in India, racially motivated verbal and physical assault in the United Kingdom, and drivers attacked and carjacked in Brazil, resulting in them demanding increased protection against theft and robbery.

We are especially concerned that Uber’s policies may discourage drivers from reporting safety incidents. If drivers decline or cancel too many rides, Uber can issue penalties. Drivers also report that Uber deactivates them while investigating incidents. In April 2023, a Dutch appeals court also ruled Uber violated drivers’ rights in several instances, including when algorithms were involved in terminating driver accounts.

Lawmakers, regulators, media, public health practitioners, and the public have scrutinized the safety crisis. The lack of transparency and failure to adequately investigate and address driver health and safety issues pose significant financial, regulatory, and reputational risks to Uber.

We urge shareholders to vote FOR this proposal.

1 https://s23.q4cdn.com/407969754/files/doc_financials/2023/Stockholders2023/final-2023-proxy.pdf 

2 https://s23.q4cdn.com/407969754/files/doc_governance/2023/Uber-CRA-Report-August-2023.pdf 

3 https://www.smh.com.au/national/spate-of-rider-deaths-a-tragedy-uber-chief-executive-20201125- p56hz4.html

 

Resolution Details

Company:

Uber Technologies

Year:

2023

Issue Area:

Human Rights & Worker Rights

Focus Area:

Worker Rights, Health & Safety

Status:

Vote

Vote Percentage:

8.80%


Uber Technologies Report on Driver Health and Safety – Proxy Exempt Solicitation


Resolution Text

RESOLVED:  Shareholders of Uber Technologies, Inc. (“Uber”) request that the Board of Directors commission an independent third-party audit on driver health and safety, evaluating the effects of Uber’s performance metrics and ratings and its policies and procedures on driver health and safety. 

The audit should be conducted with input from drivers, workplace safety experts, and other relevant stakeholders and consider legislative and regulatory developments and adverse media coverage. A report on the audit, prepared at a reasonable cost and omitting confidential and proprietary information, should be publicly disclosed on Uber’s website.

SUPPORTING STATEMENT: 

Uber is the largest ride-hail company in the world, a significant player in the delivery market, and strives to be “the safest way to go anywhere and get anything.” Yet Uber’s model of using regulatory loopholes to avoid providing adequate workplace protections and controlling how work is performed has left drivers facing pervasive health and safety issues, disproportionately harming this primarily Black, Brown, and immigrant workforce.

Unsurprisingly, 41 percent of app workers of color reported feeling unsafe while working.[1]

The crisis significantly impacts Uber’s nearly one million drivers, their households, and society.[2]  Despite Uber drivers being a small percentage of the country’s workforce, they comprise almost 1 percent of US job-related deaths.[3] A report by Gig Workers Rising also found that since 2017, in the United States, 52 app workers have been murdered on the job.[4] Since the report’s release, the figure has increased to 72, 67 percent of whom were people of color. Drivers also face carjackings, sexual harassment/assault, and physical assault. In a federal wrongful (driver) death lawsuit against Uber, the company confirmed that from 2017 to 2020, drivers reported at least 24,000 assaults or threats of assault by passengers.[5] 

Uber’s policies discourage drivers from reporting incidents. If drivers decline rides, Uber can issue penalties. If they cancel too many rides, drivers can be deactivated, limiting their capacity to end a trip if they feel unsafe. Drivers also report that if they document an incident, Uber deactivates them while investigating, freezing a worker’s earning capacity for an undetermined amount of time.  

Uber has released two safety reports, which do not include instances of nonfatal attempted assault or reported long-term physical injuries or trauma. Uber’s safety issues and incomplete reporting have drawn scrutiny from legislators, regulators, the press, and the public. In 2022, Senators Markey and Warren led six of their colleagues in sending a letter to Uber’s CEO, pressing Uber to answer for their lack of health and safety transparency and asking Uber to address the dangers of rideshare driving.[6] Despite lawmakers’ calls, Uber did not disclose additional data on workplace deaths or injuries.[7] 

The lack of transparency and failure to adequately investigate and address driver health and safety issues pose significant risks to Uber, including financial, regulatory, and reputational risks. 

We urge shareholders to vote FOR this proposal.

[1] https://www.pewresearch.org/internet/2021/12/08/the-state-of-gig-work-in-2021/

[2] https://www.uber.com/newsroom/working-together-priorities/

[3] https://themarkup.org/working-for-an-algorithm/2022/07/28/more-than-350-gig-workers-carjacked-28killed-over-the-last-five-years

[4] https://www.gigsafetynow.com/_files/ugd/af5398_74d1c1fd564b42d58e95dd8a2d99ee03.pdf

[5] https://themarkup.org/working-for-an-algorithm/2022/07/28/more-than-350-gig-workers-carjacked-28killed-over-the-last-five-years

[6] https://www.gigsafetynow.com/_files/ugd/7ac46e_377382bc48dc41998899578a0fbd8f8c.pdf

[7] https://www.markey.senate.gov/download/app-based-delivery-companies-responses-to-lawmakers

  

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