Financial information discussed in this section is derived from our consolidated financial statements that appear elsewhere in this annual report. The financial statements have been prepared in accordance with IFRS, as issued by the IASB. You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our consolidated financial statements and the related notes included elsewhere in this annual report. This discussion contains forward-looking statements that involve risks and uncertainties about our business and operations. Our actual results and the timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those we describe under “Item 3. Key Information—D. Risk Factors” and elsewhere in this annual report. A.Operating Results OVERVIEW We are a leading technology platform for shared mobility, with operations in China and 14 other countries through our platforms or our partnerships across the world. Our business model comprises four key components: ● shared mobility; ● energy and vehicle services; ● electric mobility; and ● autonomous driving. Our business has achieved significant scale since our founding in 2012. Our revenues were RMB192.4 billion, RMB206.8 billion and RMB226.7 billion (US$32.4 billion) in 2023, 2024 and 2025, respectively. Our loss for the year was RMB4.8 billion in 2023, and our profit for the year was RMB1.3 billion and RMB1.0 billion (US$143.7 million) in 2024 and 2025, respectively. We define Core Platform GTV as sum of GTV for our China Mobility and International segments. Core Platform GTV is an indication of the scale of our platform, which ultimately impacts revenues. Our Core Platform GTV was RMB341.4 billion, RMB392.7 billion and RMB450.8 billion (US$64.5 billion) in 2023, 2024 and 2025, respectively. ​ 115 Table of Contents OUR FINANCIAL AND OPERATING MODEL We operate our business in three segments: China Mobility, International and Other Initiatives. Our China Mobility segment accounts for the vast majority of our total revenues. Our International segment consists of our businesses outside of China, and our Other Initiatives segment comprises our new initiatives. The table below sets forth our principal operations under each of the segments. China Mobility ​ ​ ​ International ​ ​ ​ Other Initiatives ● Ride Hailing ​ ● Ride Hailing ​ ● Bike and E-Bike Sharing ​ ● Chauffeur ​ ● Food Delivery ​ ● Certain Energy and Vehicle Services(1) ​ ● Hitch ​ ● Financial Services ​ ● Intra-city Freight ​ ● Online Taxi ​ ​ ​ ● Autonomous Driving ​ ​ ​ ​ ​ ● Financial Services ​ (1) Certain Energy and Vehicle Services include our refueling, charging, and the leasing business that we carry out ourselves. The leasing business carried out by our business partners is included under China Mobility. To evaluate our performance, we primarily look at several metrics: ● Transactions. The number of completed rides for our China Mobility segment, completed rides or food deliveries for our International segment, and completed bike and e-bike sharing, energy and vehicle services, intra-city freight and financial services transactions. Transactions are counted by the number of orders completed, so a carpooling ride with two paying consumers represents two transactions, even if both consumers start and end their ride at the same place, whereas two passengers on the same ride hailing transaction count as one transaction. ● GTV. The total dollar value, including any applicable taxes, tolls and fees, of completed Transactions without any adjustment for consumer incentives or for earnings and incentives paid to drivers for mobility services, merchant or delivery partners for food delivery services, or service partners for other initiatives. ● Platform Sales. We define Platform Sales as GTV less all of the earnings and incentives paid to drivers and partners, tolls, fees, taxes and others, calculated separately for each business in each country (subject to a floor of zero for each separate result) and then aggregated. Platform Sales enables us to compare the performance of our China Mobility and International segments on a like-for-like basis. ● Revenues. For each of our service offerings, we recognize revenues differently depending on who the customer is and whether we are the principal or agent in providing the service. We recognize revenues (i) on a gross basis (before subtracting driver earnings and incentives) when we are the principal in providing the service and (ii) on a net basis (after subtracting driver and partner earnings and incentives) when we are the agent in providing the service. For additional discussion related to revenues, see Note 3.1.15 to our consolidated financial statements. ● Adjusted EBITDA. We defined Adjusted EBITDA as profit (loss) for the year before (i) investment income (loss), net, (ii) share of profits (loss) of equity method investees, (iii) interest income, (iv) finance (costs) income, net, (v) fair value changes of preferred shares and other financial instruments issued by subsidiaries, (vi) income tax benefit (expense), (vii) share-based compensation expenses, (viii) amortization of intangible assets, (ix) gain or loss on disposal or deemed disposal of subsidiaries, (x) impairment of goodwill and intangible assets acquired from business combination, (xi) provision for the shareholder class action lawsuit, and (xii) depreciation of property and equipment and right-of-use assets. See “—Non-IFRS Financial Measures.” 116 Table of Contents ● Adjusted EBITA. We define Adjusted EBITA as profit (loss) for the year before (i) investment income (loss), net, (ii) share of profits (loss) of equity method investees, (iii) interest income, (iv) finance (costs) income, net, (v) fair value changes of preferred shares and other financial instruments issued by subsidiaries, (vi) income tax benefit (expense), (vii) share-based compensation expenses, (viii) amortization of intangible assets, (ix) gain or loss on disposal or deemed disposal of subsidiaries, (x) impairment of goodwill and intangible assets acquired from business combination, and (xi) provision for the shareholder class action lawsuit. See “—Non-IFRS Financial Measures.” China Mobility Our China Mobility segment mainly comprises our ride hailing, chauffeur, hitch and online taxi services. For ride hailing, we act as the principal in providing mobility services to consumers. We generate revenues on a gross basis from the amount paid by consumers for our service. Our revenues are equal to GTV less (i) tolls, fees and taxes and (ii) consumer incentives. Our revenues from ride hailing services in the PRC presented on a gross basis accounted for the vast majority of the total revenues within China Mobility for each of the years ended December 31, 2023, 2024 and 2025. Driver earnings and incentives are charged to cost of revenues. For chauffeur, hitch and online taxi, we act as an agent by facilitating drivers or partners who provide online taxi and chauffeur services to consumers who need such services. We generate revenues on a net basis mainly from commissions that are paid by drivers or partners. These commissions represent a portion of the transaction value. Our revenues are equal to GTV less (i) tolls, fees and taxes, (ii) driver or partner earnings and incentives and (iii) certain consumer incentives. Consumer incentives are recorded as a reduction of revenue if (i) they are payments to customers from an accounting perspective and there is no exchange of a distinct good or service to us or the fair value of the good or service received cannot be reasonably estimated, or (ii) they are not payments to customers from an accounting perspective but represent explicit or implicit obligations to consumers on behalf of drivers or partners. Otherwise, consumer incentives are charged to sales and marketing expenses. The table below illustrates how we recognize revenues and where we record earnings and incentives under a hypothetical scenario for gross and net basis revenue recognition in our China Mobility segment. The numbers in the table are included solely for purposes of better illustrating the nature of the accounting treatment and do not necessarily bear any relationship to the actual numbers in any transaction or set of transactions. ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross Basis ​ ​ ​ Net Basis Transaction Price of RMB10.0 10.0 10.0 Add: Tolls, Fees and Taxes 1.0 1.0 Less: Consumer Incentives (0.9) (0.9) Consumer Pays 10.1 10.1 Transaction Price of RMB10.0 10.0 10.0 Add: Tolls, Fees and Taxes 1.0 1.0 GTV 11.0 11.0 Less: Tolls, Fees and Taxes (1.0) (1.0) Less: Driver Earnings N/A (7.5) Less: Driver Incentives N/A (1.0) Less: Consumer Incentives (0.9) (0.9) Revenues 9.1 0.6 Cost of Revenues ​ ​ ​ ​ Driver Earnings (7.5) N/A Driver Incentives (1.0) N/A ​ 117 Table of Contents The table below illustrates key metrics for our China Mobility segment for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 Operating Metrics ​ ​ ​ ​ ​ ​ Transactions (in millions) 10,809 12,392 13,735 GTV (in RMB millions) 270,721 301,436 333,759 Platform Sales (in RMB millions) 47,878 60,057 74,668 Financial Metrics ​ ​ ​ ​ ​ ​ Revenues (in RMB millions) 175,034 185,741 201,915 Adjusted EBITA (non-IFRS)(1) (in RMB millions) 5,323 9,184 12,351 Note: (1) See “—Non-IFRS Financial Measures.” International Our International segment mainly includes our ride hailing, food delivery and financial services in international markets outside of China. We have attracted outside funding for our financial services business. See “Item 4. Information on the Company—A. History and Development of the Company—Subsidiary Financings.” We act as an agent by connecting consumers who need ride hailing or food delivery services to drivers or partners who provide those services. We generate revenues on a net basis from commissions which are paid by drivers or partners. These commissions represent a portion of the transaction value for the service. Our revenues for our International ride hailing and food delivery business are generally equal to GTV less (i) tolls, fees and taxes, and (ii) driver and partner earnings and incentives and (iii) certain consumer incentives. Consumer incentives are recorded as a reduction of revenue if (i) they are payments to customers from an accounting perspective and there is no exchange of a distinct good or service to us or the fair value of the good or service received cannot be reasonably estimated, or (ii) they are not payments to customers from an accounting perspective but represent explicit or implicit obligations to consumers on behalf of drivers or partners. Otherwise, consumer incentives are charged to sales and marketing expenses. For further discussion related to consumer incentives, see Note 3.1.15 to our consolidated financial statements. The table below illustrates how we generate revenues and where we record earnings and incentives under a hypothetical scenario for ride hailing and food delivery services in our International segment. The numbers in the table are included solely for the purpose of better illustrating the nature of the accounting treatment, and do not necessarily bear any relationship to the actual numbers in any transaction or set of transactions. ​ ​ ​ ​ ​ ​ ​ Net Basis Transaction Price of RMB10.0 10.0 Add: Tolls, Fees and Taxes 1.0 Less: Consumer Incentives (0.9) Consumer Pays 10.1 Transaction Price of RMB10.0 10.0 Add: Tolls, Fees and Taxes 1.0 GTV 11.0 Less: Tolls, Fees and Taxes (1.0) Less: Driver and Partner Earnings(1) (7.5) Less: Driver and Partner Incentives(1) (1.0) Less: Consumer Incentives ​ (0.9) Revenues 0.6 Note: (1) Partner refers to the applicable merchant or delivery partner. 118 Table of Contents The table below illustrates key metrics for our International segment for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 Operating Metrics ​ ​ ​ ​ ​ ​ Transactions (in millions) 2,660 3,613 4,505 GTV (in RMB millions) 70,629 91,258 116,997 Platform Sales (in RMB millions) 7,695 9,432 11,201 Financial Metrics ​ ​ ​ ​ ​ ​ Revenues (in RMB millions) 7,842 11,043 14,947 Adjusted EBITA (non-IFRS)(1) (in RMB millions) (2,302) (1,846) (6,050) Note: (1) See “—Non-IFRS Financial Measures.” Other Initiatives Our Other Initiatives mainly consist of bike and e-bike sharing, certain energy and vehicle services, intra-city freight, autonomous driving and financial services. Revenue recognition for Other Initiatives varies depending on whether we are principal or agent in providing such services. See Note 3.1.15 to our consolidated financial statements. We attracted outside funding for our bike and e-bike sharing, autonomous driving and intra-city freight. See “Item 4. Information on the Company—A. History and Development of the Company—Subsidiary Financings.” The table below illustrates key metrics for our Other Initiatives segment for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 ​ ​ (RMB in millions) Financial Metrics ​ ​ ​ ​ ​ ​ Revenues 9,504 10,015 9,839 Adjusted EBITA (non-IFRS)(1) (5,106) (3,011) (2,630) Note: (1) See “—Non-IFRS Financial Measures.” NON-IFRS FINANCIAL MEASURES Adjusted EBITDA and Adjusted EBITA are non-IFRS financial measures used by our management to evaluate our operating performance. We believe that it provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management team and board of directors. We define Adjusted EBITDA as profit (loss) for the year before (i) investment income (loss), net, (ii) share of profit (loss) of equity method investees, (iii) interest income, (iv) finance (costs) income, net, (v) fair value changes of preferred shares and other financial instruments issued by subsidiaries, (vi) income tax benefit (expense), (vii) share-based compensation expenses, (viii) amortization of intangible assets, (ix) gain or loss on disposal or deemed disposal of subsidiaries, (x) impairment of goodwill and intangible assets acquired from business combination, (xi) provision for the shareholder class action lawsuit, and (xii) depreciation of property and equipment and right-of-use-assets. Adjusted EBITA is defined as profit (loss) for the year before the first eleven of these twelve items. These non-IFRS financial measures are not defined under IFRS and are not presented in accordance with IFRS. They should not be considered in isolation or construed as an alternative to profit (loss) or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to review these historical non-IFRS financial measures in light of their most directly comparable IFRS measures, as shown below. The non-IFRS financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to our data. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure. 119 Table of Contents The table below sets forth a reconciliation of Adjusted EBITDA (non-IFRS) and Adjusted EBITA (non-IFRS) to the most comparable financial measure or measures calculated and presented in accordance with IFRS for each of the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025 ​ ​ (RMB in millions) Profit (loss) for the year (4,752) 1,275 1,005 Less: Investment income (loss), net (92) 894 (480) Less: Share of profit (loss) of equity method investees (563) (243) (273) Less: Interest income (2,303) (2,230) (1,988) Less: Finance (costs) income, net (87) 1,342 (87) Less: Fair value changes of preferred shares and other financial instruments issued by subsidiaries 4,870 924 (190) Less: Income tax benefit (expense) 89 (20) (1,616) Operating profit (loss) (2,838) 1,942 (3,629) Add: Share-based compensation expenses 2,590 2,253 1,963 Add: Amortization of intangible assets 1,003 139 37 Less: Gain or loss on disposal or deemed disposal of subsidiaries (2,840) (7) 2 Add: Provision for the shareholder class action lawsuit ​ — ​ — ​ 5,298 Adjusted EBITA (non-IFRS) (2,085) 4,327 3,671 Add: Depreciation expenses of property and equipment, and right-of-use assets 3,822 3,026 2,824 Adjusted EBITDA (non-IFRS) 1,737 7,353 6,495 ​ FACTORS AFFECTING OUR RESULTS OF OPERATIONS Our results of operations are primarily affected by the following company-specific factors: Ability to grow Core Platform Transactions The number of Core Platform Transactions is a key factor affecting our revenues. This is in turn affected by our ability to attract, retain and engage consumers, including our ability to increase consumers’ wallet share in mobility spending on our platform. For China Mobility, we intend to increase our penetration across China and increase consumers’ frequency of use of our platform. For our International segment, we are still at an early stage of our business; we expect expansion opportunities in existing markets and also plan to enter new markets strategically. In addition, to increase the efficiency of our shared mobility network and ensure quality service to consumers, we would need to attract, retain and engage drivers and delivery partners on our platform by offering more compelling value proposition to drivers and delivery partners. Ability to expand and improve our mobility service offerings We will continue to broaden and upgrade the mobility service offerings on our platform to better serve consumers, which in turn will increase our ability to generate revenues. We provide mobility services that cater to a full spectrum of use cases from leisure and family travel to business travel and commutes. These mobility services cater to different user demographics and budgets. For instance, our range of diversified mobility offerings, including intercity buses, intracity minibuses, pet-friendly rides, and chartered cars, has developed quickly to meet more niche user needs. Ability to launch and grow new initiatives Our ability to continually innovate has underpinned our success at creating differentiated service offerings and has enabled our growth to date. We have been expanding our services in what we consider to be the key pieces of mobility, namely energy and vehicle services, electric mobility and autonomous driving. In addition, we are expanding horizontally into other consumer services which we believe have massive addressable markets that are currently underpenetrated and where we have a fundamental edge in terms of knowhow and operational expertise. We expect that new initiatives will increase our revenues but may continue to be unprofitable for the near future. 120 Table of Contents Ability to manage costs and expenses We have incurred significant costs and expenses each year to support our growth. Our cost of revenues consists primarily of driver earnings and driver incentives for our China ride hailing business. From time to time, we may need to introduce or increase driver earnings and incentives to attract more drivers, and we may not be able to reduce the driver earnings and incentives that we offer without adversely affecting our liquidity network. We expect to achieve significant operating leverage for our other costs and expenses as we grow our scale and achieve platform synergies. Our ability to manage costs and expenses while maintaining growth will affect how quickly we enhance our profitability. Investments in technology Technology is the backbone of our platform, and we have made significant investments in technology since our founding, focusing in areas where we expect to enjoy the highest return. Historically, for ride hailing, we have developed a technology and data stack from the ground up to provide a suite of shared mobility technologies that support a ride from start to finish. We expect to continue to invest significant expenses on research and development in areas such as autonomous driving capabilities. In addition, our R&D team is critical to the success of our business and we will continue to invest in talent acquisition and retention. Investments and partnerships for strategic growth We have attracted third-party financings for several businesses in our International and Other Initiatives segment, including international financial services, bike and e-bike sharing, intra-city freight and autonomous driving. To what extent we choose to access third-party financing to raise capital to grow these and similar businesses, and to what extent such financing is available and on what terms, will affect how rapidly these businesses grow and whether our ownership interest in them is diluted. We also enter into strategic partnerships where necessary for specific purposes. KEY COMPONENTS OF OUR RESULTS OF OPERATIONS Revenues For each of our service offerings, we recognize revenues differently depending on who the customer is and whether we are the principal or agent in providing the service. We recognize revenues (i) on a gross basis (before subtracting driver earnings and incentives) when we are the principal in providing the service and (ii) on a net basis (after subtracting driver and partner earnings and incentives) when we are the agent in providing the service. Specifically, we recognize revenues for our ride hailing service in China on a gross basis as we consider ourselves as the ride service provider in accordance with the service agreements and the regulations in China. For additional discussions related to revenues, see Note 3.1.15 to our consolidated financial statements. Cost of Revenues Cost of revenues, which are directly related to revenue generating transactions on our platform, primarily consist of transaction related cost (which mainly includes driver cost, insurance cost and payment processing charges related to our service offerings), credit losses of loan receivables, depreciation of bikes and e-bikes and vehicles, and bandwidth and server related costs. Operations and Support Expenses Operations and support expenses consist primarily of driver operation fees, personnel related compensation expenses, including share based compensation for our operations and support personnel, third party customer service fees, other outsourcing fees and expenses related to general operations. Sales and Marketing Expenses Sales and marketing expenses consist primarily of advertising and promotion expenses, certain incentives paid to consumers or partners, personnel-related compensation expenses, including share-based compensation for our sales and marketing staff, and amortization of acquired intangible assets utilized by sales and marketing functions. 121 Table of Contents Research and Development Expenses Research and development expenses consist primarily of personnel-related compensation expenses, including share-based compensation for employees in engineering, depreciation and impairment of property and equipment utilized by research and development functions, design and product development, and bandwidth and server related costs incurred by research and development functions. We expense all research and development expenses as incurred. General and Administrative Expenses General and administrative expenses consist primarily of personnel-related compensation expenses, including share-based compensation for our managerial and administrative staff, professional services fees, allowances for doubtful accounts, office rental and property management fees, depreciation and amortization related to assets used for managerial functions, fines and miscellaneous administrative expenses. TAXATION Cayman Islands We are incorporated in the Cayman Islands. The Cayman Islands currently levies no taxes on individuals or corporations based upon profits, income, gains or appreciation and there is no taxation in the nature of inheritance tax or estate duty. The Cayman Islands does not impose a withholding tax on payments of dividends to shareholders. Hong Kong Our subsidiaries incorporated in Hong Kong are subject to Hong Kong profit tax at a rate of 16.5%. Under Hong Kong tax law, our subsidiaries in Hong Kong are exempted from income tax on their foreign-derived income and there is no withholding tax in Hong Kong on remittance of dividends. Qualifying corporate treasury centers are entitled to a reduced profits tax rate of 8.25% (representing 50% of the regular tax rate). One of our consolidated entities currently enjoys the reduced rate of 8.25%. China Generally, our subsidiaries and VIEs incorporated in China are subject to enterprise income tax on their worldwide taxable income at a rate of 25%. Certified High and New Technology Enterprises are entitled to a preferential tax rate of 15%. The certificate is effective for a period of three years. Some of our consolidated entities currently enjoy the reduced rate of 15%. We are currently subject to VAT at rates between 3% and 13% on the services we provide, less any deductible VAT we have already paid or borne. We are also subject to surcharges on VAT payments in accordance with PRC law. Dividends paid by our wholly foreign-owned subsidiary in China to our intermediary holding company in Hong Kong will be subject to a withholding tax rate of 10%, unless the Hong Kong entity satisfies all the requirements under the Arrangement between the Mainland of China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with respect to Taxes on Income and receives approval from the competent tax authority. If our Hong Kong subsidiary satisfies all the requirements under the tax arrangement and receives approval from the tax authority, the dividends paid to the Hong Kong subsidiary would be subject to withholding tax at the standard rate of 5%. If our holding company in the Cayman Islands or any of our subsidiaries outside of China were deemed to be a “resident enterprise” under the PRC Enterprise Income Tax Law, it would be subject to enterprise income tax on its worldwide income at a rate of 25%. See “Item 3. Key Information—D. Risk Factors—Risks Relating to Doing Business in China—If we are classified as a PRC resident enterprise for PRC income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders or ADS holders.” 122 Table of Contents Brazil Our subsidiaries in Brazil are subject to an income tax rate of 34%, which comprises Brazilian social contribution tax and Brazilian income tax. Additionally, foreign enterprises, which have no establishment or place in Brazil but derive dividends, interest, rents, royalties and other income (including capital gains) from sources in Brazil, or which have an establishment or place in Brazil but the aforementioned income is not connected with the establishment or place, shall be subject to the Brazil withholding tax at the applicable rate. Mexico The income tax of Mexico entities is calculated at a corporate income tax rate of 30% on the taxable income for the years presented, based on the existing legislation, interpretations and practices in respect thereof. RESULTS OF OPERATIONS The following table sets forth a summary of our consolidated results of operations for the periods indicated. This information should be read together with our consolidated financial statements and related notes included elsewhere in this annual report. The operating results in any period are not necessarily indicative of the results that may be expected for any future period. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ 2023 2024 2025 ​ ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (US$ in ​ ​ millions) ​ millions) ​ millions) ​ millions) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ China Mobility 175,034 185,741 201,915 28,873 International 7,842 11,043 14,947 2,137 Other Initiatives 9,504 10,015 9,839 1,408 Total revenues 192,380 206,799 226,701 32,418 Cost of revenues (162,916) (168,993) (183,197) (26,197) Operations and support (7,417) (7,904) (8,420) (1,204) Sales and marketing (10,433) (11,514) (16,822) (2,406) Research and development (8,934) (7,754) (8,440) (1,207) General and administrative (8,367) (8,863) (15,087) (2,157) Other operating income (loss), net 2,849 171 1,636 234 Operating profit (loss) (2,838) 1,942 (3,629) (519) Investment income (loss), net 92 (894) 480 69 Share of profit (loss) of equity method investees 563 243 273 39 Interest income 2,303 2,230 1,988 284 Finance (costs) income, net 87 (1,342) 87 13 Fair value changes of preferred shares and other financial instruments issued by subsidiaries (4,870) (924) 190 27 Profit (loss) before income tax (4,663) 1,255 (611) (87) Income tax benefit (expense) (89) 20 1,616 231 Profit (loss) for the year (4,752) 1,275 1,005 144 Attributable to: ​ ​ ​ ​ ​ ​ ​ ​ Equity holders of the Company (4,793) 1,258 992 142 Non-controlling interests 41 17 13 2 Profit (loss) for the year (4,752) 1,275 1,005 144 ​ 123 Table of Contents PERIOD TO PERIOD COMPARISON OF RESULTS OF OPERATIONS Year ended December 31, 2025 compared to year ended December 31, 2024 Revenues Revenues increased by 9.6% from RMB206.8 billion in 2024 to RMB226.7 billion (US$32.4 billion) in 2025. The total segment revenues of our China Mobility segment increased by 8.7% from RMB185.7 billion in 2024 to RMB201.9 billion (US$28.9 billion) in 2025. The increase in China Mobility segment revenues was primarily due to the growth of GTV. GTV in our China Mobility segment increased by 10.7% from RMB301.4 billion in 2024 to RMB333.8 billion (US$47.7 billion) in 2025, primarily driven by the increase in the number of transactions for the China Mobility segment. The total segment revenues of our International segment increased by 35.4% from RMB11.0 billion in 2024 to RMB14.9 billion (US$2.1 billion) in 2025. The increase in International segment revenue was primarily attributable to the growth of financial services. Total segment revenues of our Other Initiatives segment decreased by 1.8% from RMB10.0 billion in 2024 to RMB9.8 billion (US$1.4 billion) in 2025. Cost of Revenues Cost of revenues increased by 8.4% from RMB169.0 billion in 2024 to RMB183.2 billion (US$26.2 billion) in 2025. This increase was primarily due to an increase of RMB11.3 billion in transaction-related cost, which was driven primarily by the increase in the number of Core Platform Transactions. Operations and Support Expenses Our operations and support expenses increased by 6.5% from RMB7.9 billion in 2024 to RMB8.4 billion (US$1.2 billion) in 2025, primarily due to an increase of RMB0.5 billion in driver operation fees and customer service expenses driven by the growth of GTV in our ride hailing business in China and the expansion of our food delivery business in the International segment. Sales and Marketing Expenses Our sales and marketing expenses increased by 46.1% from RMB11.5 billion in 2024 to RMB16.8 billion (US$2.4 billion) in 2025, primarily due to an increase of RMB2.8 billion in incentives provided to consumers and other partners which were mainly related to the International segment. The increase was also attributable to an increase of RMB2.3 billion in advertising and promotion expenses as we expanded our marketing efforts for our International segment and Other Initiative segment. Research and Development Expenses Our research and development expenses increased by 8.8% from RMB7.8 billion in 2024 to RMB8.4 billion (US$1.2 billion) in 2025, primarily due to an increase of RMB0.5 billion in personnel-related expenses. General and Administrative Expenses Our general and administrative expenses increased by 70.2% from RMB8.9 billion in 2024 to RMB15.1 billion (US$2.2 billion) in 2025, primarily due to a one-time provision for the previously disclosed shareholder class action lawsuit of RMB5.3 billion (US$740 million) in the second quarter of 2025. Other operating income (loss), net Our other operating income (loss), net increased from a gain of RMB171 million in 2024 to a gain of RMB1.6 billion (US$233.9 million) in 2025. The operating income for the full year of 2025 was primarily due to the disposal gain of loan receivables at fair value through other comprehensive income. Investment income (loss), net Our investment income (loss), net, changed from a loss of RMB894 million in 2024 to an income of RMB480 million (US$68.6 million) in 2025, primarily due to treasury investments income and fair value gain of other financial investments measured at fair value through profit or loss. 124 Table of Contents Income tax benefit (expense) Income tax benefit increased from RMB20 million in 2024 to RMB1.6 billion (US$0.2 billion) in 2025. The increase was primarily due to a non-cash income tax benefit of RMB1.6 billion (US$0.2 billion) recorded in 2025 for the unused tax losses of certain entities, to the extent that it is probable that future taxable profit will be available to utilize those tax losses. Year ended December 31, 2024 compared to year ended December 31, 2023 Revenues Revenues increased by 7.5% from RMB192.4 billion in 2023 to RMB206.8 billion in 2024. The total segment revenues of our China Mobility segment increased by 6.1% from RMB175.0 billion in 2023 to RMB185.7 billion in 2024. The increase in China Mobility segment revenues was primarily due to the growth of GTV. GTV in our China Mobility segment increased by 11.3% from RMB270.7 billion in 2023 to RMB301.4 billion in 2024, primarily driven by the increase in the number of transactions for the China Mobility segment. The total segment revenues of our International segment increased by 40.8% from RMB7.8 billion in 2023 to RMB11.0 billion in 2024. The increase in International segment revenue was primarily attributable to the growth of GTV. GTV in our International segment increased by 29.2% from RMB70.6 billion in 2023 to RMB91.3 billion in 2024. Total segment revenues of our Other Initiatives segment increased by 5.4% from RMB9.5 billion in 2023 to RMB10.0 billion in 2024. Cost of Revenues Cost of revenues increased by 3.7% from RMB162.9 billion in 2023 to RMB169.0 billion in 2024. This increase was primarily due to an increase of RMB6.0 billion in transaction related cost, which was driven primarily by the increase in the number of Core Platform Transactions. Operations and Support Expenses Our operations and support expenses increased by 6.6% from RMB7.4 billion in 2023 to RMB7.9 billion in 2024, primarily due to an increase of RMB0.5 billion in driver operation fees driven by the growth of GTV in our ride hailing business in China. Sales and Marketing Expenses Our sales and marketing expenses increased by 10.4% from RMB10.4 billion in 2023 to RMB11.5 billion in 2024, primarily due to a RMB1.1 billion increase in advertising and promotion expenses as we expanded our marketing efforts for our International segment and China Mobility segment. The increase was also attributable to a RMB0.8 billion increase in incentives provided to consumers which were mainly related to the International segment and the China Mobility segment, and was partially offset by a RMB0.9 billion decrease in amortization of acquired intangible assets utilized by sales and marketing functions. Research and Development Expenses Our research and development expenses decreased by 13.2% from RMB8.9 billion in 2023 to RMB7.8 billion in 2024, primarily due to a RMB1.5 billion decrease in investments for the smart auto business following the completion of the sale of certain smart auto business to XPeng Inc. in the fourth quarter of 2023. General and Administrative Expenses Our general and administrative expenses increased by 5.9% from RMB8.4 billion in 2023 to RMB8.9 billion in 2024, primarily due to a RMB0.2 billion increase in professional service fees and other administrative expenses as a result of the growth of our operations. Other operating income (loss), net Our other operating income (loss), net decreased by 94.0% from a gain of RMB2.8 billion in 2023 to a gain of RMB171.7 million in 2024. The operating income for the full year of 2023 was primarily due to a disposal gain of RMB2.1 billion related to the sale of certain smart auto business to XPeng and a gain of RMB0.8 billion related to the deconsolidation of a subsidiary engaged in autonomous trucking business. 125 Table of Contents Investment income (loss), net Our investment income (loss), net, changed from an income of RMB92 million in 2023 to a loss of RMB894 million in 2024, due primarily to impairment provisions of RMB662.7 million primarily arising from investments accounted for using the equity method and debt investments at amortized cost and fair value losses of RMB127.2 million on contingent consideration assets related to the transaction with XPeng in 2024. SEGMENTS We operate our business in three segments: China Mobility, International and Other Initiatives. We use adjusted EBITA as our segment performance measure. The following table presents the total revenues by segment for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ 2023 2024 2025 ​ ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (US$ in ​ millions) millions) millions) millions) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ China Mobility 175,034 185,741 201,915 28,873 International 7,842 11,043 14,947 2,137 Other Initiatives 9,504 10,015 9,839 1,408 Total revenues 192,380 206,799 226,701 32,418 ​ See “—Period to Period Comparison of Results of Operations” for a discussion of changes in total revenues by segment, under the section entitled “—Revenues.” The following table presents the total Adjusted EBITA by segment and consolidated operating profit (loss) for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ 2023 2024 2025 ​ ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (US$ in ​ ​ millions) ​ millions) ​ millions) ​ millions) China Mobility 5,323 9,184 12,351 1,766 International (2,302) (1,846) (6,050) (865) Other Initiatives (5,106) (3,011) (2,630) (376) Total Adjusted EBITA (2,085) 4,327 3,671 525 Share-based compensation expenses (2,590) (2,253) (1,963) (281) Amortization of intangible assets (1,003) (139) (37) (5) Gain or loss from the disposal or deemed disposal of subsidiaries 2,840 7 (2) — Provision for the shareholder class action lawsuit ​ — ​ — ​ (5,298) ​ (758) Total operating profit (loss) (2,838) 1,942 (3,629) (519) ​ The following table presents the total depreciation expenses of property and equipment and right-of-use assets by segment for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ 2023 2024 2025 ​ ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (US$ in ​ ​ millions) ​ millions) ​ millions) ​ millions) China Mobility 563 414 401 57 International 161 170 173 25 Other Initiatives 3,098 2,442 2,250 322 Total depreciation of property and equipment and right-of-use assets 3,822 3,026 2,824 404 ​ 126 Table of Contents China Mobility Segment The Adjusted EBITA gain of our China Mobility segment increased from RMB5.3 billion in 2023 to RMB9.2 billion in 2024, and further increased to RMB12.4 billion (US$1.8 billion) in 2025. The increase in Adjusted EBITA for our China Mobility segment in 2024 as compared to 2023 was primarily driven by the increase of Platform Sales and partially offset by the increase of consumer incentives attributable to the growth of business for the China Mobility segment. The increase in Adjusted EBITA for our China Mobility segment in 2025 as compared to 2024 was primarily driven by the increase of Platform Sales attributable to the growth of business for the China Mobility segment, partially offset by the increase of consumer incentives and higher costs and expenses attributable to the growth of business for the China Mobility segment. International Segment The Adjusted EBITA loss of our International segment decreased by RMB0.5 billion from a loss of RMB2.3 billion in 2023 to a loss of RMB1.8 billion in 2024, and increased by RMB4.2 billion to a loss of RMB6.1 billion (US$865.1 million) in 2025. The decrease of International segment Adjusted EBITA loss in 2024 as compared to 2023 was primarily attributable to the increase of Platform Sales. The increase of International segment Adjusted EBITA loss in 2025 as compared to 2024 was primarily attributable to increased spending on incentives and marketing expenses. Other Initiatives Segment The Adjusted EBITA loss of our Other Initiatives segment decreased by RMB2.1 billion from a loss of RMB5.1 billion in 2023 to a loss of RMB3.0 billion in 2024 and further decreased by RMB0.4 billion to a loss of RMB2.6 billion (US$376.1 million) in 2025. The decrease of Other Initiatives segment Adjusted EBITA loss in 2024 as compared to 2023 was primarily attributable to the decrease of investments for the smart auto business as the sale of certain smart auto business to XPeng Inc. was completed during the fourth quarter of 2023. The decrease of Other Initiatives segment Adjusted EBITA loss in 2025 as compared to 2024 was primarily driven by improved efficiency, partially offset by increased investments in autonomous driving. SEASONALITY We experience seasonality in our China Mobility business, with lower levels of activity in the first quarter resulting from the Chinese New Year holiday. Consequently, we typically generate lower GTV and revenue in the first quarter. We also experience seasonal increases in our International GTV and revenue in the fourth quarter due to holidays, although the historical growth in our International business has outpaced the impact of seasonality thus far. We expect this seasonal trend to continue in the future. RECENT ACCOUNTING PRONOUNCEMENTS For a detailed discussion of recent accounting pronouncements, see Note 3 to the consolidated financial statements included elsewhere in this annual report. B.Liquidity and Capital Resources The following table sets forth a summary of our cash flows for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ 2023 2024 2025 ​ ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (US$ in ​ ​ millions) ​ millions) ​ millions) ​ millions) Summary Consolidated Cash Flows Data: ​ ​ ​ ​ ​ ​ ​ ​ Net cash flows generated from operating activities 3,186 6,454 9,816 1,404 Net cash flows generated from (used in) investing activities 281 (14,142) 5,145 736 Net cash flows generated from (used in) financing activities 2,890 (6,602) (3,449) (493) Effect of exchange rate changes on cash and cash equivalents 96 (463) (259) (38) Net increase (decrease) in cash and cash equivalents 6,453 (14,753) 11,253 1,609 Cash and cash equivalents at beginning of the year 20,855 27,308 12,555 1,795 Cash and cash equivalents at end of the year 27,308 12,555 23,808 3,404 ​ 127 Table of Contents Cash and cash equivalents represent cash on hand, time deposits and highly liquid investments placed with banks or other financial institutions, which are unrestricted as to withdrawal for use, and which have original maturities less than three months. As of December 31, 2024 and 2025, cash held in accounts managed in other financial institutions amounted to RMB1.1 billion and RMB2.5 billion (US$0.4 billion), respectively. These amounts of cash held by other financial institutions have been classified as cash and cash equivalents on our consolidated balance sheets. Cash and time deposits that are restricted as to withdrawal for use or pledged as security are reported as restricted cash. Restricted cash is classified into current and non-current based on the length of restricted period. Our restricted cash primarily represents deposits in banks which are restricted in use. The following table sets forth a summary of assets managed by our treasury function, including cash and cash equivalents and treasury investments. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ 2023 2024 2025 ​ ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (RMB in ​ ​ ​ (US$ in ​ ​ millions) ​ millions) ​ millions) ​ millions) Cash and cash equivalents 27,308 12,555 23,808 3,404 Short-term treasury investments 19,242 37,598 28,207 4,034 Long-term treasury investments 7,893 3,430 3,691 528 Total 54,443 53,583 55,706 7,966 ​ We regularly monitor the balance of our cash and cash equivalents and treasury investments as well as the funding requirements of our business. As of December 31, 2023, 2024 and 2025, cash and cash equivalents and treasury investments amounted to RMB54.4 billion, RMB53.6 billion and RMB55.7 billion (US$8.0 billion), respectively. The increase of RMB2.1 billion (US$0.3 billion) in 2025 from 2024 was primarily attributable to the net cash flows generated from operating activities of RMB9.8 billion (US$1.4 billion), partially offset by the net cash flows used in financing activities of RMB3.4 billion (US$0.5 billion), the net cash flows used in investing activities (excluding effects of short-term and long-term treasury investments) of RMB3.3 billion (US$0.5 billion) and the effect of exchange rate changes on cash and cash equivalents and treasury investments of RMB0.9 billion (US$0.1 billion) in 2025. The decrease of RMB0.9 billion in 2024 from 2023 was primarily attributable to the net cash flows used in financing activities of RMB6.6 billion and the net cash flows used in investing activities (excluding effects of short-term and long-term treasury investments) of RMB0.6 billion, partially offset by the net cash flows generated from operating activities of RMB6.5 billion in 2024. We believe that our cash from operations, existing cash, cash equivalents and short-term treasury investments are sufficient to fund our operating activities, capital expenditures and other obligations for the next 12 months. We may decide to enhance our liquidity position or increase our cash reserve through additional capital and finance funding. The issuance and sale of additional equity would result in further dilution to our shareholders. The incurrence of indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict our operations. We cannot assure you that financing will be available in amounts or on terms acceptable to us, if at all. Operating Activities Net cash flows generated from operating activities in 2025 was RMB9.8 billion (US$1.4 billion), representing cash generated from operations of RMB8.5 billion (US$1.2 billion) and interest received of RMB2.2 billion (US$0.3 billion), net of interest paid of RMB0.3 billion (US$48.8 million) and income tax paid of RMB0.6 billion (US$81.2 million). The difference between cash generated from operations of RMB8.5 billion (US$1.2 billion) and loss before income tax for the year of RMB0.6 billion (US$87.4 million) in 2025 was due to RMB6.5 billion (US$0.9 billion) from non-cash or non-operation adjustments, and RMB2.6 billion (US$0.4 billion) from changes in our working capital accounts. Non-cash or non-operation adjustments consisted primarily of allowances for credit losses of RMB6.1 billion (US$0.9 billion), depreciation and amortization of RMB2.9 billion (US$0.4 billion), share-based compensation of RMB2.0 billion (US$0.3 billion), partially offset by interest income and investment loss (income), net of RMB2.5 billion (US$0.4 billion), foreign exchange gain of RMB0.6 billion (US$92.5 million), income on disposal of property and equipment and other assets of RMB0.5 billion (US$69.9 million) and share of loss (profit) of equity method investees of RMB0.3 billion (US$39.2 million). Changes in our working capital accounts consisted primarily of an increase of RMB11.0 billion (US$1.6 billion) in accrued expenses and other current liabilities and an increase of RMB0.8 billion (US$0.1 billion) in accounts and notes payable, partially offset by an increase of RMB6.0 billion (US$0.9 billion) in prepayment, receivables and other current assets, an increase of RMB1.7 billion (US$0.2 billion) in accounts receivable, an increase of RMB1.0 billion (US$0.1 billion) in restricted cash and an increase of RMB0.3 billion (US$40.3 million) in other non-current assets. The increase in our working capital accounts was primarily attributable to the growth of our business and a one-time provision for the previously disclosed shareholder class action lawsuit of RMB5.3 billion (US$740 million). 128 Table of Contents Net cash flows generated from operating activities in 2024 was RMB6.5 billion, representing cash generated from operations of RMB5.0 billion and interest received of RMB2.1 billion, net of interest paid of RMB0.2 billion and income tax paid of RMB0.3 billion. The difference between cash generated from operations of RMB5.0 billion and profit before income tax for the year of RMB1.3 billion in 2024 was due to RMB8.9 billion from non-cash or non-operation adjustments, and RMB5.2 billion from changes in our working capital accounts. Non-cash or non-operation adjustments consisted primarily of allowances for credit losses of RMB3.3 billion, depreciation and amortization of RMB3.2 billion, share-based compensation of RMB2.3 billion, foreign exchange loss of RMB1.1 billion and fair value changes of preferred shares and other financial instruments issued by subsidiaries of RMB0.9 billion, partially offset by interest income and investment loss (income), net of RMB1.3 billion and loss (income) on disposal of property and equipment, net and other assets of RMB0.5 billion. Changes in our working capital accounts consisted primarily of an increase of RMB3.5 billion in prepayments, receivables and other current assets, an increase of RMB1.0 billion in other non-current assets, an increase of RMB0.8 billion in accounts receivable, and an increase of RMB0.6 billion in restricted cash, partially offset by an increase of RMB0.9 billion in accrued expenses and other current liabilities. The increase in our working capital accounts was primarily attribute to the growth of our business. Net cash flows generated from operating activities in 2023 was RMB3.2 billion, representing cash generated from operations of RMB2.2 billion and interest received of RMB1.8 billion, net of interest paid of RMB0.3 billion and income tax paid of RMB0.5 billion. The difference between cash generated from operations of RMB2.2 billion and loss before income tax for the year of RMB4.7 billion in 2023 was due to RMB8.4 billion from non-cash or non-operation adjustments, and RMB1.5 billion from changes in our working capital accounts. Non-cash or non-operation adjustments consisted primarily of fair value changes of preferred shares and other financial instruments issued by subsidiaries of RMB4.9 billion, depreciation and amortization of RMB4.8 billion, share-based compensation of RMB2.6 billion and allowances for credit losses of RMB2.1 billion, partially offset by gain on disposal or deemed disposal of subsidiaries of RMB2.8 billion, interest income and investment loss (income), net of RMB2.4 billion and share of loss (profit) of equity method investees of RMB0.6 billion. Changes in our working capital accounts consisted primarily of an increase of RMB5.2 billion in prepayments, receivables and other current assets and an increase of RMB1.5 billion in accounts receivable, partially offset by an increase of RMB3.6 billion in accrued expenses and other current liabilities and an increase of RMB1.8 billion in accounts and notes payable. The increase in our working capital accounts was primarily attribute to the growth of our business. Investing Activities Net cash flows generated from investing activities in 2025 was RMB5.1 billion (US$0.7 billion), primarily as a result of the proceeds from maturities of short-term and long-term treasury investments of RMB64.7 billion (US$9.3 billion), the proceeds from disposal or maturities of other financial investments at fair value and other debt investments of RMB1.9 billion (US$0.3 billion), and the proceeds from disposal of property and equipment and intangible assets of RMB0.6 billion (US$89.1 million), partially offset by the purchase of short-term and long-term treasury investments of RMB56.2 billion (US$8.0 billion), the purchase of property and equipment and intangible assets of RMB3.4 billion (US$0.5 billion), and the purchase of other financial investments at fair value and other debt investments of RMB2.7 billion (US$0.4 billion). Net cash flows used in investing activities in 2024 was RMB14.1 billion, primarily as a result of the purchase of short-term and long-term treasury investments of RMB45.8 billion, the purchase of property and equipment and intangible assets of RMB3.6 billion, the purchase of other financial investments at fair value and other debt investments of RMB2.8 billion, partially offset by the proceeds from maturities of short-term and long-term treasury investments of RMB32.3 billion, the proceeds from disposal or maturities of other financial investments at fair value and other debt investments of RMB5.1 billion, and the proceeds from disposal of property and equipment and intangible assets of RMB0.8 billion. Net cash flows generate from investing activities in 2023 was RMB0.3 billion, primarily as a result of the proceeds from maturities of short-term and long-term treasury investments of RMB19.9 billion, the proceeds from disposal or maturities of other financial investments at fair value and other debt investments of RMB2.7 billion, and the proceeds from disposal of property and equipment and intangible assets of RMB0.9 billion, partially offset by the purchase of short‑term and long‑term treasury investments of RMB18.6 billion, the purchase of property and equipment and intangible assets of RMB2.3 billion, the purchase of other financial investments at fair value and other debt investments of RMB1.7 billion, and disposal of subsidiaries, net of cash disposed and others of RMB0.3 billion. Financing Activities Net cash flows used in financing activities in 2025 was RMB3.4 billion (US$0.5 billion), primarily as a result of repayments of borrowings of RMB23.9 billion (US$3.4 billion), repurchase of ordinary shares of RMB5.4 billion (US$0.8 billion), and principal portion of lease payments of RMB0.6 billion (US$79.6 million), partially offset by proceeds from borrowings of RMB24.9 billion (US$3.6 billion) and proceeds from issuance of preferred shares and other financial instruments issued by subsidiaries of RMB1.7 billion (US$0.2 billion). 129 Table of Contents Net cash flows used in financing activities in 2024 was RMB6.6 billion, primarily as a result of repayments of borrowings of RMB11.7 billion, repurchase of ordinary shares of RMB4.9 billion, and repurchase of preferred shares issued by subsidiaries of RMB4.5 billion, partially offset by proceeds from borrowings of RMB14.5 billion and proceeds from issuance of preferred shares and other financial instruments issued by one of our subsidiaries of RMB1.1 billion. Net cash flows generated from financing activities in 2023 was RMB2.9 billion, primarily as a result of proceeds from borrowings of RMB10.3 billion, partially offset by repayments of borrowings of RMB6.7 billion and principal portion of lease payments of RMB0.7 billion. Material Cash Requirements Our material cash requirements as of December 31, 2025 and any subsequent interim period primarily include our capital expenditures and non-cancellable lease obligations. We made capital expenditures (net of proceeds from disposal of property and equipment and intangible assets) of RMB1.5 billion, RMB2.8 billion and RMB2.7 billion (US$0.4 billion) in 2023, 2024 and 2025, respectively. In 2023, 2024 and 2025, our capital expenditures primarily incurred for purchase of bikes and e-bikes and computers and equipment. We funded our capital expenditures primarily with cash flows generated from operating and financing activities. We intend to fund our future capital expenditures with our existing cash balance, anticipated cash flows from operations and financing alternatives. We will continue to make well-planned capital expenditures to meet the expected growth of our business. Our non-cancellable leases represent leases for office premises and data centers. Other than as disclosed in Note 36 to our consolidated financial statements, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2025. We have not entered into any significant financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any off-balance sheet derivative instruments. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or research and development services with us. HOLDING COMPANY STRUCTURE DiDi Global Inc. is a holding company with no material operations of its own. We conduct our operations primarily through our PRC subsidiaries, the VIEs and the VIEs’ subsidiaries in China. As a result, DiDi Global Inc.’s ability to pay dividends depends upon dividends paid by our PRC subsidiaries. If our existing PRC subsidiaries or any newly formed ones incur debt on their own behalf in the future, the instruments governing their debt may restrict their ability to pay dividends to us. In addition, our wholly foreign-owned subsidiaries in China are permitted to pay dividends to us only out of their retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. Under PRC law, each of our subsidiaries and VIEs in China is required to set aside at least 10% of its after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. In addition, our subsidiaries and VIEs may allocate a portion of their after-tax profits based on PRC accounting standards to discretionary surplus funds at their discretion. The statutory reserve funds and the discretionary funds are not distributable as cash dividends. Remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by SAFE. Our PRC subsidiaries have not paid dividends, and some of them will not be able to pay dividends until they generate accumulated profits and meet the requirements for statutory reserve funds. See “Item 3. Key Information—Cash and Asset Flows Through Our Organization.” See “Item 3. Key Information—Financial Information Related to the VIEs” for condensed consolidating schedules of financial position for the VIEs and other entities for the years ended December 31, 2023, 2024 and 2025. 130 Table of Contents C.Research and Development, Patents and Licenses, etc. See “Item 4. Information on the Company—B. Business Overview—Technology and Data” and “Item 4. Information on the Company—B. Business Overview—Intellectual Property.” D.Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the period since January 1, 2026 that are reasonably likely to have a material and adverse effect on our income, expenses, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial conditions. E.Critical Accounting Estimates Not applicable.