Lyft, Inc.

Previous wording

The increase in the number of Active Riders in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was due primarily to our focus on rider engagement, improved retention and overall marketplace health and international expansion.

Current wording

The increase in the number of Active Riders in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 was due primarily to international expansion, improved retention and overall marketplace health.

Previous wording

The increase in Rides in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was due primarily to international expansion and improved marketplace health, which resulted in an increase in Active Riders.

Current wording

The increase in Rides in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 was due primarily to international expansion and overall marketplace health.

Previous wording

The increase in Gross Bookings in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 was due to international expansion and Rides growth which benefited from continued improvements in marketplace health.

Current wording

The increase in Gross Bookings in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 was primarily due to international expansion, and Rides growth which benefited from overall marketplace health.

Previous wording

The improvements in net income as a percentage of Gross Bookings and Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 were due primarily to our focus on cost discipline as growth in Gross Bookings outpaced growth in total costs and expenses, along with Rides growth and improved marketplace health.

Current wording

Net income as a percentage of Gross Bookings and Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 were primarily due to our focus on cost discipline as growth in Gross Bookings outpaced growth in total costs and expenses, along with Rides growth and overall marketplace health. Net income as a percentage of Gross Bookings was partially offset by the increase in the provision for income taxes.

Previous wording

Sales and marketing expenses primarily consist of rider incentives, personnel-related compensation costs, certain driver incentives, advertising expenses, rider refunds, amortization of certain intangible assets and marketing partnerships with third parties. Sales and marketing costs are expensed as incurred. Incentive programs are intended to improve our marketplace. In the second quarter of 2025, we determined that certain components should be excluded from our disclosure of incentives. Accordingly, prior period amounts disclosed have been changed to conform to current period presentation.

Current wording

Sales and marketing expenses primarily consist of rider incentives, personnel-related compensation costs, certain driver incentives, advertising expenses, rider refunds, amortization of certain intangible assets and marketing partnerships with third parties. Incentive programs are intended to improve our marketplace. Sales and marketing costs are expensed as incurred.

Previous wording

Comparison of the three months ended March 31, 2026 to the three months ended March 31, 2025

Current wording

Comparison of the three and six months ended June 30, 2026 to the three and six months ended June 30, 2025

Previous wording

Revenue increased $200.3 million, or 14%, in the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, due primarily to an increase of 8% in Rides and 17% in Active Riders, continued improvements in marketplace health and international expansion. Investments in driver supply, which are recorded as a reduction to revenue, decreased by $12.8 million for the quarter ended March 31, 2026 as compared to the same quarter in the prior year as driver supply on the platform benefited from organic growth and drivers spending more time on the platform.

Current wording

Revenue increased $455.7 million, or 15%, in the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, due primarily to an increase of 10% in Rides and international expansion. Investments in driver supply, which are recorded as a reduction to revenue, decreased for the six months ended June 30, 2026 as compared to the same period in the prior year as driver supply on the platform benefited from organic growth and drivers spending more time on the platform.

Previous wording

Cost of revenue was relatively flat in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. Cost of revenue included a decrease in insurance costs driven by a cost per mile decrease due to California’s rideshare insurance reform bill, SB 371. This decrease was partially offset by an increase in payments to drivers in certain markets where we control the transportation services provided due to international expansion and transaction fees.

Current wording

Cost of revenue remained relatively flat in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. Cost of revenue included a decrease in insurance costs stemming from a cost per mile decrease due to California’s rideshare insurance reform bill, SB 371, and favorable changes in estimates resulting from new developments in claims originating from prior years, offset by higher ride volume.

Previous wording

Operations and support expenses increased $18.0 million, or 17% in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The increase was primarily due to increases in bikes and scooters fleet operations support costs and personnel-related costs.

Current wording

Operations and support expenses increased $11.3 million, or 10%, in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to increases in bikes and scooters fleet operations support costs and personnel-related costs driven by increased headcount primarily due to international expansion.

Previous wording

Research and development expenses increased $11.7 million, or 10%, in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The increase was primarily due to an increase in personnel-related costs driven by increased headcount.

Current wording

Research and development expenses increased $9.9 million, or 9%, in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to personnel-related costs driven by increased headcount.

Previous wording

Sales and marketing expenses increased $90.9 million, or 50%, in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The increase was primarily due to an increase in costs related to our incentive programs due to investments in rider engagement, which increased by $80.8 million from $83.8 million for the three months ended March 31, 2025 to $164.6 million for the three months ended March 31, 2026.

Current wording

Sales and marketing expenses increased $129.1 million, or 68%, in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to investments in rider engagement including (i) a $87.0 million increase of costs related to our incentive programs from $99.9 million for the three months ended June 30, 2025 to $186.9 million for the three months ended June 30, 2026 and (ii) a $21.1 million increase in marketing partnerships with third parties.

Previous wording

General and administrative expenses increased $54.9 million, or 26% in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The increase was primarily due to a $37.0 million net increase in certain loss contingencies related to legal and tax accruals and settlements. There were also increases in personnel-related costs driven by increased headcount primarily due to international expansion and consulting and advisory costs. These increases were partially offset by a decrease in stock-based compensation.

Current wording

General and administrative expenses increased $124.2 million, or 28%, in the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. The increase was primarily due to a $76.2 million net increase in certain loss contingencies including legal and tax accruals and settlements. There were also increases in personnel-related costs driven by increased headcount and consulting and advisory costs. These increases were partially offset by a decrease in stock-based compensation.

Previous wording

Other income, net decreased $10.6 million, or 26%, in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. The decrease was primarily due to a $7.4 million decrease in interest income and a $3.7 million decrease due to foreign currency exchange.

Current wording

Other income, net decreased $21.3 million, or 24%, in the six months ended June 30, 2026 as compared to the six months ended June 30, 2025. This was primarily due to decreases in interest income and foreign currency exchange.

Previous wording

Provision for income taxes increased $2.2 million, or 65%, in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 primarily due to the increase in our pre-tax earnings.

Current wording

Provision for income taxes increased $24.0 million, or 590%, in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 primarily due to the impact of the release of the valuation allowance on our U.S. deferred tax assets in the fourth quarter of 2025.

Previous wording

Adjusted EBITDA is a key performance measure and Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) is a key metric, both of which our management uses to assess our operating performance and the operating leverage in our business. Because Adjusted EBITDA and Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) facilitate internal comparisons of our historical operating performance on a more consistent basis, we use these measures for business planning purposes. Net income (loss) is the most directly comparable financial measure to Adjusted EBITDA.

Current wording

Adjusted EBITDA is a key performance measure and Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) is a key metric, both of which our management uses to assess our operating performance and the operating leverage in our business. Because Adjusted EBITDA and Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) facilitate internal comparisons of our historical operating performance on a more consistent basis, we use these measures for business planning purposes. Net income is the most directly comparable financial measure to Adjusted EBITDA.

Previous wording

We calculate Adjusted EBITDA as net income (loss), adjusted for:

Current wording

We calculate Adjusted EBITDA as net income, adjusted for:

Previous wording

For more information regarding the limitations of Adjusted EBITDA, Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) and a reconciliation of net income (loss) to Adjusted EBITDA, see the section titled “Reconciliation of Non-GAAP Financial Measures”.

Current wording

For more information regarding the limitations of Adjusted EBITDA, Adjusted EBITDA margin (calculated as a percentage of Gross Bookings) and a reconciliation of net income to Adjusted EBITDA, see the section titled “Reconciliation of Non-GAAP Financial Measures”.

Previous wording

(1)Includes $1.1 million and $1.3 million related to the interest component of vehicle related finance leases within cost of revenue in the three months ended March 31, 2026 and 2025, respectively.

Current wording

(1)Includes $1.0 million and $2.0 million related to the interest component of vehicle related finance leases within cost of revenue in the three and six months ended June 30, 2026, respectively. Includes $1.2 million and $2.5 million related to the interest component of vehicle related finance leases within cost of revenue in the three and six months ended June 30, 2025, respectively.

Previous wording

Cash provided by operating activities was $307.7 million for the three months ended March 31, 2026, which consisted of net income of $14.2 million adjusted for $117.1 million of non-cash items, and changes in working capital of $176.4 million. Net income improved from $2.6 million for the three months ended March 31, 2025 to $14.2 million for the three months ended March 31, 2026 as a result of increased revenue and continued cost discipline. Non-cash adjustments primarily consisted of stock-based compensation expense of $86.9 million, which decreased year over year, and depreciation and amortization expense of $36.6 million. The changes in working capital were primarily driven by insurance, which saw (i) an increase in our insurance reserves due to an increase in ride volume in the first quarter of 2026 compared to prior periods, partially offset by a decrease in cost per mile as a result of California’s rideshare insurance reform bill, SB 371, (ii) an increase in insurance related accruals and (iii) a decrease in insurance related assets primarily due to amortization. There also was a decrease in our operating lease liabilities related to ordinary payments for our real estate operating leases.

Current wording

Cash provided by operating activities was $657.6 million for the six months ended June 30, 2026, which consisted of net income of $64.5 million adjusted for $238.4 million of non-cash items, and changes in working capital of $354.7 million. Net income improved from $42.9 million for the six months ended June 30, 2025 to $64.5 million for the six months ended June 30, 2026 as a result of increased revenue and continued cost discipline. Non-cash adjustments primarily consisted of stock-based compensation expense of $163.4 million, and depreciation and amortization expense of $75.4 million. The changes in working capital were primarily driven by insurance, which saw (i) an increase in our insurance reserves due to an increase in ride volume in the first half of 2026 compared to prior periods, partially offset by a decrease in cost per mile as a result of California’s rideshare insurance reform bill, SB 371, as well as favorable developments in claims originating from prior years, (ii) an increase in insurance related accruals and (iii) a decrease in insurance related assets primarily due to amortization. There was also an increase in certain loss contingencies, including legal accruals.

Previous wording

Cash provided by operating activities was $287.2 million for the three months ended March 31, 2025, which consisted of a net income of $2.6 million adjusted for $105.5 million of non-cash items, and changes in working capital of $179.2 million. Net income (loss) improved from $(31.5) million for the three months ended March 31, 2024 to $2.6 million for the three months ended March 31, 2025 as a result of increased revenue and continued cost discipline. Non-cash adjustments primarily consisted of stock-based compensation expense of $93.2 million, which increased year over year, and depreciation and amortization expense of $33.6 million. The changes in working capital were primarily driven by insurance, which saw (i) an increase in our insurance reserves due to a rise in commercial auto insurance rates on a per mile basis compared to prior periods, an increase in ride volume in the first quarter of 2025 compared to prior periods and strategic risk management decisions to retain additional risk in certain markets, (ii) an increase in insurance related accruals and (iii) a decrease in prepaid insurance due to amortization. There was also a decrease in certain loss contingencies including tax and legal accruals.

Current wording

Cash provided by operating activities was $631.0 million for the six months ended June 30, 2025, which consisted of net income of $42.9 million adjusted for $199.4 million of non-cash items, and changes in working capital of $388.7 million. Net income (loss) improved from $(26.5) million for the six months ended June 30, 2024 to $42.9 million for the six months ended June 30, 2025 as a result of increased revenue and continued cost discipline. Non-cash adjustments primarily consisted of stock-based compensation expense of $175.3 million, which increased year over year, and depreciation and amortization expense of $64.2 million. The changes in working capital were primarily driven by insurance, which saw (i) an increase in our insurance reserves due to a rise in commercial auto insurance rates on a per mile basis compared to prior periods, paired with an increase in ride volume in the first half of 2025 compared to prior periods, (ii) an increase in insurance related accruals and (iii) a decrease in insurance related assets primarily due to amortization. There also was an increase in accounts receivables and a net increase in accrued driver payments due to timing of payments, a decrease in our operating lease liabilities related to ordinary payments for our real estate operating leases, and a decrease in certain loss contingencies including tax and legal accruals.

Previous wording

Cash provided by investing activities was $50.8 million for the three months ended March 31, 2026, which primarily consisted of proceeds from sales and maturities of marketable securities of $1.0 billion and sales of property and equipment of $16.7 million, partially offset by purchases of marketable securities of $960.2 million and purchases of property and equipment and scooter fleet of $20.4 million.

Current wording

Cash provided by investing activities was $496.3 million for the six months ended June 30, 2025, which primarily consisted of proceeds from sales and maturities of marketable securities of $2.1 billion and sales of property and equipment of $31.2 million, partially offset by purchases of marketable securities of $1.6 billion and purchases of property and equipment and scooter fleet of $20.8 million.

Previous wording

Cash used in financing activities was $366.6 million for the three months ended March 31, 2026, which primarily consisted of repurchases of Class A common stock of $300.0 million, taxes paid related to net share settlement of equity awards of $34.7 million, repayment of loans of $20.0 million and principal payments on finance lease obligations of $11.5 million.

Current wording

Cash used in financing activities was $528.7 million for the six months ended June 30, 2026, which primarily consisted of repurchases of Class A common stock of $400.0 million, taxes paid related to net share settlement of equity awards of $66.4 million, repayment of loans of $44.0 million and principal payments on finance lease obligations of $23.1 million.

Previous wording

Cash used in financing activities was $51.7 million for the three months ended March 31, 2025, which primarily consisted of taxes paid related to net share settlement of equity awards of $24.3 million, repayment of loans of $16.5 million and principal payments on finance lease obligations of $10.9 million.

Current wording

Cash used in financing activities was $699.3 million for the six months ended June 30, 2025, which primarily consisted of repayment of our 2025 Notes of $390.7 million, repurchase of Class A common stock of $200.0 million, taxes paid related to net share settlement of equity awards of $61.5 million, and repayment of loans of $33.2 million and principal payments on finance lease obligations of $20.9 million.

Previous wording

As of March 31, 2026, our principal sources of liquidity were cash and cash equivalents of approximately $1.0 billion and short-term investments of approximately $686.1 million, exclusive of restricted cash and cash equivalents and restricted investments of $2.0 billion, and $420.0 million available to draw under our revolving credit facility, as described below. We believe our existing cash, cash equivalents, and short term investments, along with the available borrowings under our revolving credit facility will provide sufficient liquidity to meet our working capital needs, inclusive of short-term commitments such as capital expenditure needs, for at least the next 12 months. The portion of our cash and cash equivalents that is not invested is held at several large financial institutions and our investments are focused on the preservation of capital, fulfillment of our liquidity needs, and maximization of investment performance within the parameters set forth in our investment policy and subject to market conditions. The investment policy sets forth credit rating minimums, permissible allocations, and limits our exposure to specific investment types. We believe these policies mitigate our exposure to any risk concentrations.

Current wording

As of June 30, 2026, our principal sources of liquidity were cash and cash equivalents of approximately $1.1 billion and short-term investments of approximately $656.6 million, exclusive of restricted cash and cash equivalents and restricted investments of $2.1 billion, and $420.0 million available to draw under our revolving credit facility, as described below. We believe our existing cash, cash equivalents, and short term investments, along with the available borrowings under our revolving credit facility will provide sufficient liquidity to meet our working capital needs, inclusive of short-term commitments such as capital expenditure needs, for at least the next 12 months. The portion of our cash and cash equivalents that is not invested is held at several large financial institutions and our investments are focused on the preservation of capital, fulfillment of our liquidity needs, and maximization of investment performance within the parameters set forth in our investment policy and subject to market conditions. The investment policy sets forth credit rating minimums, permissible allocations, and limits our exposure to specific investment types. We believe these policies mitigate our exposure to any risk concentrations.

Previous wording

On November 3, 2022, we entered into a Revolving Credit Agreement with certain lenders which provides for a $420 million senior secured revolving credit facility, with a sublimit of $168 million for the issuance of letters of credit (as amended to date, the “Revolving Credit Facility”), maturing on November 3, 2027. As of March 31, 2026, no amounts have been drawn under the Revolving Credit Facility. Our available credit under the Revolving Credit Facility is reduced by $61.5 million in letters of credit issued under the Revolving Credit Facility as of March 31, 2026. Refer to Note 11 “Debt” to the condensed consolidated financial statements for further discussion on the Revolving Credit Facility, including covenant requirements.

Current wording

On November 3, 2022, we entered into a Revolving Credit Agreement with certain lenders which provides for a $420 million senior secured revolving credit facility, with a sublimit of $168 million for the issuance of letters of credit (as amended to date, the “Revolving Credit Facility”), maturing on November 3, 2027. As of June 30, 2026, no amounts have been drawn under the Revolving Credit Facility. Our available credit under the Revolving Credit Facility is reduced by $61.3 million in letters of credit issued under the Revolving Credit Facility as of June 30, 2026. Refer to Note 11 “Debt” to the condensed consolidated financial statements for further discussion on the Revolving Credit Facility, including covenant requirements.

Previous wording

We collect the fare and related charges from riders on behalf of drivers at the time the ride is delivered using the rider’s authorized payment method, and we retain any fees owed to us before making the remaining disbursement to drivers. Accordingly, we maintain no accounts receivable from drivers. Our contracts with insurance providers require reinsurance premiums to be deposited into trust accounts with a third-party financial institution from which the insurance providers are reimbursed for claims payments. Our restricted reinsurance trust assets as of March 31, 2026 and December 31, 2025 were $2.0 billion and $1.9 billion, respectively.

Current wording

We collect the fare and related charges from riders on behalf of drivers at the time the ride is delivered using the rider’s authorized payment method, and we retain any fees owed to us before making the remaining disbursement to drivers. Accordingly, we maintain no accounts receivable from drivers. Our contracts with insurance providers require reinsurance premiums to be deposited into trust accounts with a third-party financial institution from which the insurance providers are reimbursed for claims payments. Our restricted reinsurance trust assets as of June 30, 2026 and December 31, 2025 were $2.1 billion and $1.9 billion, respectively.

Previous wording

In February 2025, we announced that our board of directors had authorized a program for the repurchase of up to $500.0 million of our Class A common stock (the “2025 Share Repurchase Program”). In May 2025, our board of directors authorized an increase to the 2025 Share Repurchase Program of an additional $250.0 million of our Class A common stock, for a total overall authorization of up to $750.0 million, and we announced our intent to utilize $500.0 million of this authorization before the end of the second quarter of 2026. In February 2026, our board of directors authorized a new share repurchase program for the repurchase of up to $1.0 billion of our Class A common stock (the “2026 Share Repurchase Program” together with the 2025 Share Repurchase Program, the “Share Repurchase Programs”). As of March 31, 2026, we repurchased an aggregate amount of $800.0 million of our Class A common stock under the Share Repurchase Programs, the 2025 Repurchase Program was completed and $950.0 million remained available under the 2026 Share Repurchase Program. We have entered into, and from time to time expect to enter into, Rule 10b5-1 trading plans to facilitate the repurchase of shares under the authorization. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. Refer to Note 12 “Common Stock” to the condensed consolidated financial statements for information regarding the Share Repurchase Programs.

Current wording

In February 2026, our board of directors authorized a share repurchase program for the repurchase of up to $1.0 billion of our Class A common stock (the “2026 Share Repurchase Program”). Under the 2026 Share Repurchase Program, we repurchased $150.0 million of our Class A common stock and $850.0 million remained available as of June 30, 2026. We have entered into, and from time to time expect to enter into, Rule 10b5-1 trading plans to facilitate the repurchase of shares under the authorization. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. Refer to Note 12 “Common Stock” to the condensed consolidated financial statements for information regarding the 2026 Share Repurchase Program.

Previous wording

We plan to continue to focus on and actively manage our cash balances and liquidity, capital expenditures, working capital and operating expenses. In particular, we continue to actively monitor the impact of the uncertain macroeconomic environment, including credit markets, inflation and interest rates, and have made adjustments to our expenses and cash flow. Our future capital requirements will depend on many factors, including, but not limited to our growth, the effectiveness of our efforts to align our expenses with our current operating needs and short-term commitments, our ability to attract and retain drivers and riders on our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, actual insurance payments for which we have made reserves, and the expansion of sales and marketing activities, as well as satisfaction of our obligations with respect to indebtedness. See the section titled “Risk Factors” including the subsection titled “Risk Factors—Risks Related to Financing and Transactional Factors” included in Part 2, Item 1A in this Quarterly Report on Form 10-Q for additional discussion of risks that our business faces.

Current wording

Our future capital requirements will depend on many factors, including, but not limited to our growth, the effectiveness of our efforts to align our expenses with our current operating needs and short-term commitments, our ability to attract and retain drivers and riders on our platform, the continuing market acceptance of our offerings, the timing and extent of spending to support our efforts to develop our platform, potential strategic transactions including acquisitions of businesses, new technologies, services and other assets, actual insurance payments for which we have made reserves, and the expansion of sales and marketing activities, as well as satisfaction of our obligations with respect to indebtedness. See the section titled “Risk Factors” including the subsection titled “Risk Factors—Risks Related to Financing and Transactional Factors” included in Part 2, Item 1A in this Quarterly Report on Form 10-Q for additional discussion of risks that our business faces.