DoorDash (DASH) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 10, 2026, with voting on director elections, auditor ratification, and executive compensation.

• Four Class III directors are nominated for election to serve until 2029.

• KPMG LLP is proposed for ratification as the independent auditor for fiscal year 2026.

• An advisory vote on executive compensation (say-on-pay) is included.

• Shareholders can vote online, by phone, mail, or during the virtual meeting.

Voting matters and shareholder proposals

• Proposals include electing four directors, ratifying KPMG LLP as auditor, and approving executive compensation.

• Each director is elected by a majority of votes cast; abstentions and broker non-votes have no effect.

• Shareholders holding 1% of capitalization for 12 months may recommend director candidates.

• Deadlines for 2027 proposals: December 21, 2026 (proxy inclusion); nominations: February 4–March 6, 2027.

Board of directors and corporate governance

• The board has 11 members, 8 of whom are independent under Nasdaq rules.

• The board is classified into three staggered classes; only one class is elected each year.

• Dr. Shona Brown serves as Lead Independent Director; Tony Xu is CEO and Chair.

• Committees: Audit (Mertz, Brown, Lin), Compensation (Lin, Blackburn, Still), Nominating/Governance (Doerr, Kovac, Piacentini).

• Board diversity: 3 female directors, 2 racial/ethnic minorities.