fuboTV Inc FL

This summary highlights information contained elsewhere in this Proxy Statement. As it is only a summary, you should read the entire Proxy Statement carefully before voting. This Proxy Statement and the Company’s Annual Report for the fiscal year ended December 31, 2023 (the “2023 Annual Report”) will be released on or about April 26, 2024 to our shareholders on the Record Date.

2024 Proxy Statement 1

COMPANY OVERVIEW AND 2023 BUSINESS HIGHLIGHTS

WHO WE ARE

With a global mission to aggregate the best in TV, including premium sports, news and entertainment content, through a single app, Fubo aims to transcend the industry’s current TV model.

Fubo is a sports-first, cable TV replacement product, offering subscribers access to tens of thousands of live sporting events annually, as well as leading news and entertainment content. Our platform allows customers to access content through streaming devices and on SmartTVs, mobile phones, tablets, and computers. Leveraging Fubo’s proprietary data and technology platform optimized for live TV and sports viewership, subscribers can engage with the content they are watching through an intuitive and personalized streaming experience. The Company operates Fubo in the United States, Canada and Spain and Molotov in France.

We drive our business model with three core strategies:

•Grow our paid subscriber base;

•Optimize our content portfolio, engagement and retention; and

•Increase monetization through subscription and advertising.

2023 BUSINESS HIGHLIGHTS

During 2023, we continued to execute on our long-term strategy to provide an aggregated and curated sports-centric entertainment offering to our customers, while demonstrating marked progress towards our goal of achieving positive Free Cash Flow and Adjusted EBITDA (AEBITDA) in 2025. Throughout the year, we continued to strategically invest in our business, including expanding our content offering, furthering the use of technology (including artificial intelligence), and in other areas that increase monetization, such as advertising. Despite the backdrop of a challenging macroeconomic environment and evolving trends in the media and consumer landscape, we delivered strong results in 2023 across our key financial and operational metrics, and continued to take measures that we believe best position the business for future growth and in support of our long-term profitability goals.

Key highlights for 2023 (versus 2022) include:1

GLOBAL BUSINESS

NORTH AMERICA BUSINESS

1 Adjusted EBITDA and Free Cash Flow are non-GAAP measures. Adjusted EBITDA is defined as Net Loss from Continuing Operations, adjusted for depreciation and amortization, stock-based compensation, income tax benefit, other expenses, and one-time non-cash expenses. Free Cash Flow is defined as net cash used in operating activities - continuing operations, reduced by capital expenditures (consisting of purchases of property and equipment), purchases of intangible assets and capitalization of internal use software. A reconciliation of Adjusted EBITDA to Net Loss from Continuing Operations, and of Free Cash Flow to net cash used in operating activities - continuing operations, the most directly comparable GAAP measures, for 2022 and 2023 is attached to this proxy statement as Appendix C.

2024 Proxy Statement 3

Our 2023 performance reaffirms our belief that Fubo’s aggregated video bundle delivered through a premium, personalized streaming experience, offers value for our customers, media partners, and shareholders

2023 GOVERNANCE HIGHLIGHTS

Our Board of Directors is committed to building long-term shareholder value and maintaining sound corporate governance practices. We highlight some of our corporate governance practices below, as discussed further in this Proxy Statement.

2023 COMPENSATION HIGHLIGHTS

We endeavor to maintain sound executive compensation policies and practices consistent with our executive compensation philosophy. The following table highlights some of our executive compensation policies and practices, which are structured to drive performance and align our executives’ interests with our shareholders’ long-term interests. For more detailed information, please see the discussion under “Compensation Discussion and Analysis—Our Executive Compensation Best Practices.”

2023 SHAREHOLDER ENGAGEMENT

Fubo’s Board, Compensation Committee and management value feedback provided by our shareholders, including feedback related to our executive compensation programs and practices. We engage with our shareholders on various matters, including business performance and strategy, corporate governance and executive compensation practices, and environmental and social matters. Our cross-functional team that

2024 Proxy Statement 4 participates in these discussions to address investors’ specific focus areas generally includes members of our Investor Relations and Legal departments, as well as our Chief Financial Officer and the chair of the Compensation Committee.

Our shareholder engagement campaign following the 2022 say-on-pay vote during 2022 and the first half of 2023 included outreach to institutional investors within the Company’s top 15 shareholder base which, in the aggregate, held approximately 32% of shares outstanding (excluding the percentage of shares held by funds affiliated with our directors). To our knowledge based on review of public filings, we determined that no institutional investor outside of this target outreach group held 1% or more of our shares outstanding. We engaged in discussions with all that responded to our outreach, representing in the aggregate approximately 19% of shares outstanding, including our two largest shareholders and shareholders who voted against our 2022 say-on-pay proposal but supported our 2023 say-on-pay proposal in light of our responsiveness to their feedback.

Following our 2023 annual meeting of shareholders, we continued our shareholder engagement efforts, including outreach to institutional investors within the Company’s top 20 shareholder base which, in the aggregate, held approximately 30% of shares outstanding (excluding the percentage of shares held by funds affiliated with our directors). To our knowledge based on review of public filings, we determined that no institutional investor outside of this target outreach group held 1% or more of our shares outstanding. We engaged in discussions with all that responded to our outreach, representing in the aggregate approximately 16% of shares outstanding. During these meetings, we actively engaged with our shareholders regarding various operational, corporate governance and executive compensation topics, and our shareholders generally expressed support for the actions we took in response to prior shareholder feedback leading up to the 2023 annual meeting.

In addition, to enhance engagement with Fubo’s shareholder base, including our large retail investor base, we partnered with Say Technologies for our Q4 2022 earnings call and plan to do so going forward in 2023. Through the Say Technologies’ Q&A platform, Fubo shareholders can submit questions and Fubo management is able to respond to these during our earnings calls or via the platform. We also maintain an Investor Relations email, IR@fubo.tv, for our shareholders to engage with us.

We covered a wide range of topics in these meetings, including business performance and strategy, executive compensation, corporate governance, environmental and social matters, and human capital management. A summary of the specific feedback we received from our shareholders on executive compensation matters during our engagement efforts, including our two largest shareholders, and the specific actions we took in response to the feedback, is discussed under “Compensation Discussion and Analysis— Response to 2023 Say-on-Pay Vote, Shareholder Engagement and Changes to Our 2023 Executive Compensation Program in Response to Feedback” and “—Key Executive Compensation Changes for 2023.” Based on investor feedback, we also provided increased disclosure regarding our human capital management in our Annual Report.

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