Part I - Financial Information Item 1. Financial Statements (Unaudited) Presents DoorDash's unaudited condensed consolidated financial statements, including balance sheets, operations, comprehensive income, equity, cash flows, and detailed notes Condensed Consolidated Balance Sheets Total assets increased to $16,950 million, driven by restricted cash, goodwill, and intangibles, with liabilities rising from convertible notes | Metric | December 31, 2024 (in millions) | June 30, 2025 (in millions) | Change (in millions) | | :-------------------------------- | :------------------------------ | :-------------------------- | :------------------- | | Total Assets | $12,845 | $16,950 | +$4,105 | | Total Liabilities | $5,035 | $8,022 | +$2,987 | | Total Stockholders' Equity | $7,803 | $8,923 | +$1,120 | - Restricted cash increased significantly from $190 million to $2,750 million, primarily due to cash deposited in escrow for the Deliveroo acquisition21111 - Goodwill increased from $2,315 million to $3,529 million, largely due to acquisitions, including SevenRooms and Symbiosys2170 - Convertible notes, net, appeared as a new liability of $2,721 million as of June 30, 2025, from zero at December 31, 20242185 Condensed Consolidated Statements of Operations Statements show a shift from net loss to net income in Q2 and H1 2025, driven by strong revenue growth and improved operational efficiency | Metric | Three Months Ended June 30, 2024 (in millions) | Three Months Ended June 30, 2025 (in millions) | Change (in millions) | YoY Growth | | :------------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | :------------------- | :--------- | | Revenue | $2,630 | $3,284 | +$654 | 25% | | Total costs and expenses | $2,831 | $3,121 | +$290 | 10% | | Income (loss) from operations | $(201) | $163 | +$364 | N/A | | Net income (loss) attributable to DoorDash, Inc. common stockholders | $(157) | $285 | +$442 | N/A | | Basic EPS | $(0.38) | $0.67 | +$1.05 | N/A | | Diluted EPS | $(0.38) | $0.65 | +$1.03 | N/A | | Metric | Six Months Ended June 30, 2024 (in millions) | Six Months Ended June 30, 2025 (in millions) | Change (in millions) | YoY Growth | | :------------------------------------------------ | :------------------------------------------- | :------------------------------------------- | :------------------- | :--------- | | Revenue | $5,143 | $6,316 | +$1,173 | 23% | | Total costs and expenses | $5,405 | $5,998 | +$593 | 11% | | Income (loss) from operations | $(262) | $318 | +$580 | N/A | | Net income (loss) attributable to DoorDash, Inc. common stockholders | $(180) | $478 | +$658 | N/A | | Basic EPS | $(0.44) | $1.13 | +$1.57 | N/A | | Diluted EPS | $(0.44) | $1.09 | +$1.53 | N/A | Condensed Consolidated Statements of Comprehensive Income (Loss) Statements show a shift from comprehensive loss in 2024 to comprehensive income in 2025, driven by positive net income and foreign currency translation adjustments | Metric | Three Months Ended June 30, 2024 (in millions) | Three Months Ended June 30, 2025 (in millions) | Change (in millions) | | :------------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | :------------------- | | Net income (loss) including redeemable non-controlling interests | $(158) | $284 | +$442 | | Change in foreign currency translation adjustments | $(23) | $254 | +$277 | | Total other comprehensive income (loss) | $(24) | $254 | +$278 | | Comprehensive income (loss) attributable to DoorDash, Inc. common stockholders | $(181) | $539 | +$720 | | Metric | Six Months Ended June 30, 2024 (in millions) | Six Months Ended June 30, 2025 (in millions) | Change (in millions) | | :------------------------------------------------ | :------------------------------------------- | :------------------------------------------- | :------------------- | | Net income (loss) including redeemable non-controlling interests | $(183) | $476 | +$659 | | Change in foreign currency translation adjustments | $(93) | $366 | +$459 | | Total other comprehensive income (loss) | $(98) | $368 | +$466 | | Comprehensive income (loss) attributable to DoorDash, Inc. common stockholders | $(278) | $846 | +$1,124 | Condensed Consolidated Statements of Redeemable Non-Controlling Interests and Stockholders' Equity Total stockholders' equity increased to $8,923 million, driven by net income, stock-based compensation, and other comprehensive income, partially offset by convertible note hedges | Metric | December 31, 2024 (in millions) | June 30, 2025 (in millions) | Change (in millions) | | :-------------------------------- | :------------------------------ | :-------------------------- | :------------------- | | Total Stockholders' Equity | $7,803 | $8,923 | +$1,120 | | Additional Paid-in Capital | $13,165 | $13,439 | +$274 |\ | Accumulated Deficit | $(5,255) | $(4,777) | +$478 | | Accumulated Other Comprehensive Income (Loss) | $(107) | $261 | +$368 | - Stock-based compensation contributed $276 million and $332 million to additional paid-in capital during the first and second quarters of 2025, respectively36 - The company purchased convertible note hedges for $680 million, recorded as a reduction to additional paid-in capital3699 - Issuance of warrants generated $341 million in additional paid-in capital3696 Condensed Consolidated Statements of Cash Flows Net cash from operating activities increased, and financing activities significantly rose from convertible notes and warrants, offsetting increased cash used in investing for acquisitions | Metric | Six Months Ended June 30, 2024 (in millions) | Six Months Ended June 30, 2025 (in millions) | Change (in millions) | | :------------------------------------------ | :------------------------------------------- | :------------------------------------------- | :------------------- | | Net cash provided by operating activities | $1,083 | $1,139 | +$56 | | Net cash used in investing activities | $(219) | $(1,101) | -$882 | | Net cash provided by financing activities | $2 | $2,378 | +$2,376 | | Net increase in cash, cash equivalents, and restricted cash | $848 | $2,479 | +$1,631 | - Cash used in investing activities increased significantly, primarily due to $1,173 million for acquisitions, net of cash acquired, in the first six months of 202540230 - Financing activities were boosted by $2,722 million from the issuance of convertible notes and $341 million from warrants in 202540232 Notes to Condensed Consolidated Financial Statements Notes detail the company's business model, accounting policies, revenue, acquisitions, goodwill, fair value, balance sheet components, convertible notes, commitments, common stock, income taxes, EPS, segment reporting, and derivatives 1. Organization and Description of Business DoorDash empowers local economies via its DoorDash and Wolt Marketplaces in over 30 countries, and a Commerce Platform offering white-label delivery and software services - DoorDash operates two main offerings: DoorDash Marketplace and Wolt Marketplace, which provide integrated services for merchants including online presence, customer acquisition, order fulfillment, and payment processing44 - The company also offers a Commerce Platform, with DoorDash Drive On-Demand and Wolt Drive as key white-label delivery fulfillment services46 - Marketplaces compete on selection, convenience, quality, affordability, and service, and include consumer membership programs like DashPass and Wolt+45 2. Summary of Significant Accounting Policies Financial statements adhere to GAAP for interim reporting, with management estimates for various items, and no material policy changes except for ASC 815 adoption and ASU 2024-03 evaluation - The company's unaudited condensed consolidated financial statements are prepared in accordance with GAAP and SEC requirements for interim reporting47 - Management makes estimates and judgments for revenue recognition, credit losses, gift card breakage, asset useful lives, stock-based compensation, and other financial valuations49 - A new accounting policy for derivative financial instruments (ASC 815) was adopted, recognizing gains/losses in earnings and cash flows in the same section as the related hedged item51 3. Revenue Revenue increased by 25% in Q2 2025 and 23% in H1 2025, driven by Marketplace GOV growth, improved logistics, advertising, and reduced refunds, with contract liabilities increasing | Geographic Area | Three Months Ended June 30, 2024 (in millions) | Three Months Ended June 30, 2025 (in millions) | Six Months Ended June 30, 2024 (in millions) | Six Months Ended June 30, 2025 (in millions) | | :---------------- | :--------------------------------------------- | :--------------------------------------------- | :------------------------------------------- | :------------------------------------------- | | United States | $2,318 | $2,829 | $4,540 | $5,485 | | International | $312 | $455 | $603 | $831 | | Total Revenue | $2,630 | $3,284 | $5,143 | $6,316 | | Contract Liabilities (in millions) | Six Months Ended June 30, 2025 | | :--------------------------------- | :----------------------------- | | Beginning balance | $396 | | Addition to contract liabilities | $1,695 | | Reduction of contract liabilities | $(1,670) | | Ending balance | $421 | | Deferred Contract Costs (in millions) | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | | :------------------------------------ | :----------------------------- | :----------------------------- | | Beginning balance | $137 | $157 | | Addition to deferred contract costs | $40 | $54 | | Amortization of deferred contract costs | $(28) | $(36) | | Ending balance | $149 | $175 | 4. Acquisitions DoorDash completed two Q2 2025 acquisitions: SevenRooms for $1,152 million to enhance merchant tools and Symbiosys for $121 million to expand advertising, both generating goodwill and intangible assets - Acquired SevenRooms Inc. on June 13, 2025, for $1,152 million (cash and deferred cash consideration) to enhance merchant tools for reservations, table management, and customer relationship management5960 - SevenRooms acquisition resulted in $845 million of goodwill, attributed to assembled workforce and anticipated synergies, and $362 million in intangible assets (existing technology, customer relationships, trade name)6162 - Acquired Symbiosys Corp. on May 28, 2025, for $121 million (cash, deferred cash, and previously held equity) to expand offsite advertising capabilities64 - Symbiosys acquisition generated $102 million of goodwill, primarily for anticipated synergies from expanding marketing channels, and $19 million in intangible assets (existing technology, customer relationships)66 5. Goodwill and Intangible Assets, Net Goodwill increased by $968 million from acquisitions and $247 million from foreign currency translation, reaching $3,529 million, while net intangible assets rose to $890 million | Metric | December 31, 2024 (in millions) | June 30, 2025 (in millions) | Change (in millions) | | :-------------------------------- | :------------------------------ | :-------------------------- | :------------------- | | Goodwill | $2,315 | $3,529 | +$1,214 | | Intangible Assets, Net | $510 | $890 | +$380 | - Acquisitions contributed $968 million to goodwill, and foreign currency translation added $247 million during the six months ended June 30, 202570 | Year Ending December 31, | Estimated Amortization Expense (in millions) | | :----------------------- | :------------------------------------------- | | Remainder of 2025 | $70 | | 2026 | $140 | | 2027 | $135 | | 2028 | $117 | | 2029 | $101 | | Thereafter | $327 | | Total | $890 | 6. Fair Value Measurements Financial instruments at fair value totaled $4,440 million, primarily cash equivalents and marketable securities, including a $69 million deal-contingent forward for Deliveroo | Asset Category | December 31, 2024 (in millions) | June 30, 2025 (in millions) | | :--------------- | :------------------------------ | :-------------------------- | | Cash equivalents | $2,292 | $2,558 | | Short-term marketable securities | $1,322 | $1,098 | | Long-term marketable securities | $835 | $725 | | Deal-contingent forward | $0 | $69 | | Total | $4,449 | $4,440 | - The fair value of the Level 3 Deal-Contingent Forward was determined by comparing contractual foreign exchange rates to forward market rates, probability-weighted for acquisition likelihood and timing, and discounted73 | Non-Marketable Equity Securities (in millions) | December 31, 2024 | June 30, 2025 | | :--------------------------------------------- | :---------------- | :------------ | | Initial cost basis | $450 | $451 | | Upward adjustments | $11 | $11 | | Downward adjustments (including impairment) | $(419) | $(421) | | Total carrying value | $42 | $41 | 7. Balance Sheet Components Details composition of cash equivalents, marketable securities, prepaid expenses, property and equipment, and accrued expenses, noting increases in capitalized software and shifts in reserves | Asset Category (in millions) | December 31, 2024 | June 30, 2025 | | :--------------------------- | :---------------- | :------------ | | Cash equivalents | $2,292 | $2,558 | | Short-term marketable securities | $1,322 | $1,088 | | Long-term marketable securities | $835 | $725 | | Total | $4,449 | $4,371 | | Property and Equipment, net (in millions) | December 31, 2024 | June 30, 2025 | | :---------------------------------------- | :---------------- | :------------ | | Capitalized software and website development costs | $1,339 | $1,589 | | Total Property and equipment, net | $778 | $906 | | Accrued Expenses and Other Current Liabilities (in millions) | December 31, 2024 | June 30, 2025 | | :----------------------------------------------------------- | :---------------- | :------------ | | Litigation reserves | $160 | $190 | | Dasher and merchant payable | $1,136 | $1,018 | | Insurance reserves | $1,049 | $1,112 | | Contract liabilities | $396 | $421 | | Other | $383 | $550 | | Total | $4,049 | $4,273 | 8. Convertible Notes, Net DoorDash issued $2.75 billion in 0% Convertible Senior Notes due 2030, with $2.72 billion net proceeds, and used hedges and warrants to manage dilution and cash payments - Issued $2.75 billion aggregate principal amount of 0% Convertible Senior Notes due 2030 in May 2025, with net proceeds of approximately $2.72 billion85 - The 2030 Notes are convertible at an initial rate of 3.425 shares of Class A common stock per $1,000 principal amount, equivalent to an initial conversion price of approximately $291.97 per share88 - Entered into convertible note hedge transactions for $680 million to reduce potential dilution and sold warrants for $341 million, with the net cost recorded as a reduction to additional paid-in capital959699 9. Commitments and Contingencies DoorDash faces legal proceedings regarding Dasher classification and payroll taxes, holds $692 million in insurance collateral, and is acquiring Deliveroo for approximately £2.8 billion, with $2.5 billion in escrow - The company is under audit by the CA EDD for payroll tax liabilities related to Dasher classification, with an accrual recorded for the matter101 - A lawsuit by the San Francisco District Attorney alleges misclassification of California Dashers as independent contractors, seeking restitutionary damages and a permanent injunction102 - The proposed acquisition of Deliveroo plc for approximately £2.8 billion is expected to close in Q4 2025, with $2.5 billion in cash deposited in escrow to partially fund the consideration110111 - A Bridge Term Loan Credit and Guaranty Agreement for up to $2.85 billion was entered into for the Deliveroo transaction, with commitments subsequently reduced and terminated by July 15, 2025113114115 10. Common Stock DoorDash authorized a $5.0 billion share repurchase program but made no repurchases, with changes in stock option and RSU activity, and $2.2 billion in unrecognized stock-based compensation - A $5.0 billion share repurchase program was authorized in February 2025, but no shares were repurchased during the six months ended June 30, 2025117 | Stock Options (in thousands, except per share) | December 31, 2024 | June 30, 2025 | | :--------------------------------------------- | :---------------- | :------------ | | Shares subject to Options Outstanding | 4,516 | 3,325 | | Weighted Average Exercise Price Per Share | $5.72 | $6.27 | | Aggregate Intrinsic Value | $732 | $799 | | RSUs (in thousands, except per share) | December 31, 2024 | June 30, 2025 | | :------------------------------------ | :---------------- | :------------ | | Unvested RSUs | 29,535 | 28,856 | | Granted | N/A | 7,113 | | Weighted Average Grant Date Fair Value Per Share (Granted) | N/A | $181.45 | - The first tranche of the CEO Performance Award (518,950 shares) vested during the six months ended June 30, 2025, upon achieving a stock price target of $187.60123 - Unrecognized stock-based compensation expense for unvested restricted stock and RSUs totaled $2.2 billion as of June 30, 2025, to be recognized over a weighted-average period of 2.37 years124 11. Income Taxes The company recorded a $13 million tax benefit in Q2 2025 and $7 million in H1 2025, primarily due to a U.S. valuation allowance release from acquisitions, and is evaluating new tax legislation | Income Tax (in millions) | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | | :----------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Provision for (benefit from) income taxes | $1 | $(13) | $8 | $(7) | - The benefit from income taxes in 2025 was primarily due to a one-time tax benefit from the release of a portion of the U.S. valuation allowance in connection with acquisitions126 - The company maintains a full valuation allowance on its net deferred tax assets, except for certain foreign jurisdictions, and regularly assesses their realizability127 - The recently enacted U.S. tax reform legislation, the One Big Beautiful Bill Act, allows for immediate expensing of domestic R&D and certain capital expenditures, with the company evaluating its impact196 12. Net Income (Loss) per Share Attributable to DoorDash, Inc. Common Stockholders Net income per share significantly improved for basic and diluted measures in Q2 and H1 2025, reversing prior year losses, with calculations using the two-class method | EPS Metric | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | | :--------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Basic EPS | $(0.38) | $0.67 | $(0.44) | $1.13 | | Diluted EPS | $(0.38) | $0.65 | $(0.44) | $1.09 | | Potentially Dilutive Securities Excluded (in thousands) | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | | :------------------------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Stock options to purchase common stock | 6,430 | — | 6,430 | — | | Unvested restricted stock and restricted stock units | 35,585 | 10,102 | 35,585 | 10,345 | | Convertible notes | — | 3,312 | — | 1,665 | | Warrants related to the issuance of convertible notes | — | 3,312 | — | 1,665 | | Total | 42,087 | 16,798 | 42,087 | 13,747 | 13. Segment Reporting The company operates in one reportable segment, with the CODM reviewing consolidated financial information, and income from operations turning positive in 2025 - The company operates in one reportable segment, as the CODM reviews financial information on a consolidated basis for operating decisions and performance evaluation133 | Metric (in millions) | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | | :------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenue | $2,630 | $3,284 | $5,143 | $6,316 | | Income (loss) from operations | $(201) | $163 | $(262) | $318 | 14. Derivative DoorDash entered a deal-contingent foreign exchange forward for approximately £2.8 billion to hedge Deliveroo acquisition risk, resulting in a $69 million unrealized gain - A deal-contingent foreign exchange forward transaction was entered into on May 6, 2025, with a notional amount of approximately £2.8 billion, to hedge foreign exchange risk for the Deliveroo acquisition134 - The derivative is an effective economic hedge but does not qualify for hedge accounting, with its fair value of $69 million recorded in Prepaid expenses and other current assets134135 - An unrealized gain of $69 million was recognized during the three and six months ended June 30, 2025, reported in other income (expense), net135 15. Subsequent Events Subsequent to June 30, 2025, DoorDash terminated Tranche B Commitments and deposited an additional $1.32 billion cash into escrow for the Deliveroo acquisition - On July 15, 2025, the Tranche B Commitments under the Bridge Credit Agreement were fully reduced and terminated137 - An additional $1.32 billion in cash was deposited into the escrow account for the Deliveroo acquisition to maintain Cash Confirmation Requirements137 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial condition and results, highlighting key metrics, comparing Q2 and H1 2024/2025, and detailing non-GAAP measures, liquidity, capital resources, and critical accounting estimates Overview DoorDash aims to grow local economies by connecting merchants with consumers through its DoorDash and Wolt Marketplaces and a Commerce Platform with white-label delivery and software - DoorDash's mission is to grow and empower local economies by reducing friction in local commerce139 - Primary offerings include the DoorDash Marketplace and Wolt Marketplace, operating in over 30 countries, and a Commerce Platform with services like DoorDash Drive and Wolt Drive140142 - Marketplaces offer consumer membership programs (DashPass and Wolt+) to reduce transactional friction and provide advertising services to merchants141 Financial and Operational Highlights DoorDash reported strong Q2 2025 growth, with Total Orders up 20%, Marketplace GOV up 23%, revenue up 25%, and Adjusted EBITDA up 52.3% to $655 million | Metric | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | YoY Growth | | :------------------------------------------------ | :------------------------------- | :------------------------------- | :--------- | | Total Orders (in millions) | 635 | 761 | 20% | | Marketplace GOV (in billions) | $19.7 | $24.2 | 23% | | Revenue (in billions) | $2.63 | $3.284 | 25% | | Net Revenue Margin | 13.3% | 13.5% | +0.2 pp | | GAAP gross profit (in billions) | $1.195 | $1.608 | 34.6% | | Contribution Profit (in millions) | $825 | $1,147 | 39% | | Adjusted EBITDA (in millions) | $430 | $655 | 52.3% | - The increase in Total Orders was primarily driven by growth in consumers and average consumer engagement145 - Net Revenue Margin improved due to better logistics efficiency, increased advertising revenue, and reduced credits/refunds as a percentage of Marketplace GOV147 - Free Cash Flow for Q2 2025 was $355 million, down from $451 million in Q2 2024, negatively impacted by working capital timing expected to benefit H2 2025155 Results of Operations Revenue grew 25% in Q2 2025 and 23% in H1 2025, outpacing Marketplace GOV due to improved logistics, advertising, and reduced refunds, leading to positive income from operations and an income tax benefit | Metric (in millions) | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | % Change | | :------------------- | :------------------------------- | :------------------------------- | :------- | | Revenue | $2,630 | $3,284 | 25% | | Cost of revenue (excl. D&A) | $1,385 | $1,616 | 17% | | Sales and marketing | $509 | $607 | 19% | | Research and development | $303 | $351 | 16% | | General and administrative | $494 | $388 | (21)% | | Depreciation and amortization | $140 | $159 | 14% | | Income (loss) from operations | $(201) | $163 | N/A | | Other income (expense), net | $(5) | $59 | N/A | | Provision for (benefit from) income taxes | $1 | $(13) | N/A | | Metric (as % of revenue) | Three Months Ended June 30, 2024 | Three Months Ended June 30, 2025 | | :----------------------- | :------------------------------- | :------------------------------- | | Revenue | 100% | 100% | | Cost of revenue (excl. D&A) | 53% | 49% | | Sales and marketing | 19% | 18% | | Research and development | 12% | 11% | | General and administrative | 19% | 12% | | Income (loss) from operations | (8)% | 5% | - General and administrative expenses decreased by $106 million (21%) in Q2 2025, primarily due to an $83 million decrease in office lease impairment expenses and a $55 million decrease in legal, tax, and regulatory expenses175 - Other income (expense), net, increased by $64 million in Q2 2025, primarily driven by a change in fair value of the Deal-Contingent Forward related to the Deliveroo acquisition187 Non-GAAP Financial Measures DoorDash uses non-GAAP measures like Adjusted EBITDA, which increased to $1,245 million in H1 2025, to assess operating performance by excluding non-cash and non-recurring expenses - Non-GAAP measures are used to evaluate operating performance, identify trends, formulate business plans, and communicate with the board of directors198 | Non-GAAP Metric (in millions) | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | | :---------------------------- | :----------------------------- | :----------------------------- | | Adjusted Cost of Revenue | $2,624 | $3,027 | | Adjusted Sales and Marketing | $943 | $1,122 | | Adjusted Research and Development | $316 | $386 | | Adjusted General and Administrative | $459 | $536 | | Contribution Profit | $1,576 | $2,167 | | Adjusted Gross Profit | $2,519 | $3,289 | | Adjusted EBITDA | $801 | $1,245 | - Adjusted EBITDA increased to $655 million in Q2 2025 from $430 million in Q2 2024, driven by growth in Contribution Profit153 Liquidity and Capital Resources As of June 30, 2025, DoorDash had $5.7 billion in liquidity and $322 million in funds held at payment processors, having issued $2.75 billion in convertible notes, with a $5.0 billion share repurchase program authorized | Liquidity (in millions) | June 30, 2025 | | :---------------------- | :------------ | | Cash and cash equivalents | $3,911 | | Short-term marketable securities | $1,088 | | Long-term marketable securities | $725 | | Total Liquidity | $5,724 | | Funds held at payment processors | $322 | - The company issued $2.75 billion in 0% Convertible Senior Notes due 2030 in May 2025, with net proceeds of approximately $2.72 billion, for general corporate purposes221 - A $5.0 billion share repurchase program was authorized in February 2025, inclusive of a remaining $876 million from a prior program223 - Future capital requirements are influenced by growth, ability to attract and retain users, platform development, and potential cash settlement obligations for the 2030 Notes224226 Critical Accounting Estimates Financial statement preparation requires significant management estimates and judgments for revenue, credit losses, asset valuations, stock-based compensation, and loss contingencies, with no material changes since the 2024 10-K - Preparation of financial statements requires significant estimates and judgments in areas such as revenue recognition, allowances for credit losses, asset useful lives, and valuation of stock-based compensation234 - No material changes to critical accounting estimates were reported since the Annual Report on Form 10-K for the year ended December 31, 2024235 Item 3. Quantitative and Qualitative Disclosures About Market Risk DoorDash faces market risks from interest rate fluctuations and foreign currency exchange rates, with its investment portfolio sensitive to interest rate changes and a deal-contingent forward hedging Deliveroo acquisition risk - The company's investment portfolio, primarily short-term fixed income securities, is subject to interest rate fluctuation risk, but a 100 basis point increase would not materially affect financial statements237238 - Foreign currency exchange risk stems from international revenue and costs in multiple currencies (Euro, Canadian dollar, Israeli shekel, Australian dollar) and the GBP-denominated Deliveroo acquisition242244 - A Deal-Contingent Forward contract with a notional amount of approximately £2.8 billion is used to manage foreign exchange risk for the Deliveroo acquisition, resulting in an unrealized gain of $69 million as of June 30, 2025244 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective at a reasonable assurance level as of June 30, 2025, with no material changes in internal control over financial reporting during the quarter - Disclosure controls and procedures were evaluated and deemed effective at a reasonable assurance level as of June 30, 2025246 - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025247 - Management acknowledges that control systems have inherent limitations and can only provide reasonable assurance, not absolute, against all errors and fraud248 Part II - Other Information Item 1. Legal Proceedings DoorDash is involved in various legal proceedings, including class actions and government investigations challenging Dasher classification, consumer protection lawsuits, and IP disputes, acknowledging potential material impact - The company faces ongoing legal challenges regarding the classification of Dashers as independent contractors, including putative class actions, representative actions (e.g., PAGA), and individual arbitration claims254255 - An audit by the CA EDD for payroll tax liabilities resulted in a negative assessment, for which an accrual has been recorded, but the company intends to vigorously appeal261 - The San Francisco District Attorney filed a lawsuit alleging misclassification of California Dashers as independent contractors, seeking restitutionary damages and a permanent injunction255 - Legal proceedings can have an adverse impact due to defense and settlement costs, diversion of management resources, and potential harm to the business256 Item 1A. Risk Factors This section outlines numerous risks that could adversely affect DoorDash's business, including limited operating history, intense competition, reclassification of Dashers, cybersecurity, and regulatory complexities Risk Factors Summary DoorDash's business faces risks including limited operating history, potential for losses, intense competition, challenges in retaining users, Dasher reclassification, systems failures, acquisitions, international operations, and regulatory compliance - Key risks include a limited operating history, potential for increasing expenses and net losses, intense competition, and challenges in attracting and retaining users264 - The reclassification of Dashers as employees, systems failures, and difficulties in integrating acquisitions pose significant threats264 - International operations, adverse economic conditions, and various legal and regulatory matters, including worker classification and consumer fees, are also significant risks264 - The multi-class common stock structure concentrates voting power with the CEO, Tony Xu, limiting other stockholders' influence268 Risks Related to Our Business and Operations The company's limited operating history, intense competition, challenges in retaining users, reliance on merchants, operational fluctuations, systems failures, acquisition integration, pricing models, brand reputation, and cybersecurity incidents pose significant business risks - The company has a limited operating history in an evolving industry, making future prospects difficult to evaluate and increasing the risk of not being successful265266 - Despite recent net income, the company has a history of net losses and anticipates increasing expenses, making consistent profitability uncertain267270 - Intense competition from other delivery companies, merchants with their own platforms, and large e-commerce players could adversely affect the business274275 - Cybersecurity incidents, such as the August 2022 breach, pose ongoing risks of operational interruption, legal liability, and reputational harm311313315 - International operations and expansion, including the pending Deliveroo acquisition, introduce additional costs and risks related to varying regulations, cultural norms, and competition295297 Risks Related to our Legal and Regulatory Environment DoorDash faces significant legal and regulatory risks concerning Dasher classification, various tax liabilities, evolving global regulations on privacy, data protection, payment processing, and antitrust, and non-compliance with anti-corruption laws - Reclassification of Dashers as employees under U.S. federal or state law, or international laws (e.g., Finland, EU Platform Work Directive), could materially increase costs and require significant business model alterations363364370 - The company is exposed to taxing authorities asserting improper collection or remittance of sales, use, gross receipts, or value-added taxes, potentially leading to substantial liabilities and penalties380381 - Evolving global laws and regulations, including those related to worker classification, Dasher pay, merchant pricing, consumer fees, data privacy (e.g., GDPR, U.S. state laws), and antitrust, pose significant compliance risks and potential for legal claims391394395402 - Non-compliance with anti-corruption, anti-bribery, and anti-money laundering laws (e.g., FCPA, EU directives) could result in significant legal fees, sanctions, and reputational damage399 Risks Related to our Dependence on Third Parties DoorDash heavily relies on third-party insurance, payment processors, background check providers, and cloud infrastructure, with disruptions or insufficient coverage posing severe operational, liability, and reputational risks, alongside dependence on mobile operating systems - Reliance on a limited number of third-party insurance providers for operations-related risks means insufficient coverage or provider insolvency could adversely affect the business407408 - Primary dependence on Stripe and PayPal for payment processing exposes the company to risks of service termination, regulatory non-compliance, and increased transaction fees411414 - Reliance on third-party background check providers means inaccuracies or service disruptions could lead to unqualified Dashers, reputational harm, or regulatory/litigation exposure415416 - The platform's operations depend on third-party software and services (e.g., AWS, Google Maps), and any interruptions or changes in terms could disrupt business420421 - Dependence on mobile operating systems (Android, iOS) and application marketplaces means unfavorable placements or platform changes could reduce user growth and brand recognition423424 Risks Related to our Intellectual Property Success relies on protecting intellectual property, but unauthorized use or third-party infringement assertions could lead to costly litigation or licensing fees, while open-source software use carries risks of license non-compliance - Failure to adequately protect intellectual property (patents, trademarks, trade secrets) could lead to unauthorized use, disclosure, or confusingly similar branding, harming the business428429 - The company faces risks of intellectual property infringement assertions by third parties, potentially resulting in substantial damages, costly litigation, or the need for unfavorable licensing agreements431432 - Use of third-party open source software components carries risks of license non-compliance, which could require making proprietary source code publicly available or costly re-engineering433434435 Risks Related to Our Indebtedness and Liquidity Indebtedness could limit cash flow, increase vulnerability, and restrict operational flexibility, with risks of inability to raise funds for note repurchases or cash settlements, adverse accounting effects, counterparty risk, and difficulty in obtaining additional capital - Indebtedness, including $2.75 billion in 2030 Notes and a revolving credit facility, could limit cash flow, increase vulnerability to economic conditions, and restrict operational flexibility436439 - The company may be unable to raise sufficient funds to repurchase 2030 Notes or pay cash amounts due upon conversion, potentially leading to default438440 - The accounting method for 2030 Notes could adversely affect reported financial condition, potentially reclassifying long-term debt as current liability441 - Counterparty risk exists for convertible note hedge transactions, and their failure could lead to adverse tax consequences and increased dilution445 - Additional capital may be required for business growth, but financing might not be available on acceptable terms, if at all, potentially impairing growth and operations446 Risks Related to Ownership of our Class A Common Stock The multi-class stock structure concentrates voting power with CEO Tony Xu, limiting other stockholders' influence, while stock price volatility, substantial stock sales, lack of future dividends, and corporate provisions could adversely affect ownership - The multi-class common stock structure (Class A: 1 vote, Class B: 20 votes, Class C: 0 votes) and a voting agreement concentrate 55% of voting power with the Co-Founders, primarily CEO Tony Xu, limiting other stockholders' influence449451 - The trading price of Class A common stock may be volatile due to market fluctuations, company performance, analyst estimates, and sales by existing stockholders456 - Sales of substantial amounts of Class A common stock, including those from equity compensation plans and 'sell-to-cover' for RSU tax liabilities, could depress the market price358460462 - The company does not expect to pay dividends in the foreseeable future, requiring stockholders to rely on stock price appreciation for gains474 - Delaware law and provisions in the company's charter and bylaws, such as a classified board and restrictions on stockholder actions, could make mergers or tender offers difficult467470 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds DoorDash did not repurchase any Class A common stock under its $5.0 billion share repurchase program during the three months ended June 30, 2025 | Period | Total Number of Shares Purchased (in thousands) | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Programs (in thousands) | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (in millions) | | :----------- | :-------------------------------------------- | :--------------------------- | :----------------------------------------------------------------------------------- | :----------------------------------------------------------------------------------------- | | April 1 - 30 | — | $— | — | $5,000 | | May 1 - 31 | — | $— | — | $5,000 | | June 1 - 30 | — | $— | — | $5,000 | | Total | — | | — | | - The company's board of directors authorized a $5.0 billion share repurchase program in February 2025, but no repurchases were made during the second quarter of 2025475 Item 3. Defaults Upon Senior Securities This item is not applicable to the current report Item 4. Mine Safety Disclosures This item is not applicable to the current report Item 5. Other Information Several directors and executive officers adopted Rule 10b5-1 trading arrangements for Class A common stock sales, net of taxes upon RSU vesting, with durations extending until August 31, 2026 - Keith Yandell, Chief Business Officer, adopted a Rule 10b5-1 trading arrangement on May 28, 2025, for up to 42,533 shares of Class A common stock478 - Prabir Adarkar, Chief Operating Officer and President, adopted a Rule 10b5-1 trading arrangement on June 3, 2025, for up to 275,609 shares of Class A common stock479 - Gordon Lee, Chief Accounting Officer, adopted a Rule 10b5-1 trading arrangement on June 3, 2025, for up to 20,459 shares of Class A common stock480 Item 6. Exhibits This section lists all exhibits filed as part of this Quarterly Report on Form 10-Q, including Deliveroo acquisition agreements, corporate governance documents, convertible note agreements, and executive officer certifications - Exhibits include the Rule 2.7 Announcement and Co-operation Agreement for the Deliveroo acquisition, as well as related irrevocable undertakings483 - Corporate documents such as the Amended and Restated Certificate of Incorporation and Bylaws are filed483 - Agreements for the 0% Convertible Senior Notes due 2030, convertible note hedge confirmations, and warrant confirmations are included483 - Certifications from the Principal Executive Officer and Principal Financial Officer (pursuant to Sections 302 and 906 of Sarbanes-Oxley Act) are provided483 Signatures The Quarterly Report on Form 10-Q was signed on August 6, 2025, by Tony Xu, CEO, and Ravi Inukonda, CFO, on behalf of DoorDash, Inc - The report was signed by Tony Xu, Chief Executive Officer, and Ravi Inukonda, Chief Financial Officer, on August 6, 2025489
DoorDash(DASH) - 2025 Q2 - Quarterly Report