UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

~~______________~~

FORM 10-Q

~~______________~~

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended ~~September 30, 2023~~March 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from_____ to _____

Commission File Number: 001-39778

______________

Airbnb, Inc.

(Exact Name of Registrant as Specified in Its Charter)

______________


Delaware						26-3051428
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

888 Brannan Street

San Francisco, California 94103

(Address of Principal Executive Offices) (Zip Code)

(415) 510-4027

(Registrant’s Telephone Number, Including Area Code)

______________


Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Class A common stock, par value $0.0001 per share	ABNB	The Nasdaq Stock Market

______________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~October 20, 2023, 434,744,969~~April 22, 2024, 441,500,418 shares of the registrant's Class A common stock were outstanding, ~~204,493,090~~193,343,397 shares of the registrant's Class B common stock were outstanding, no shares of the registrant’s Class C common stock were outstanding, and 9,200,000 shares of the registrant’s Class H common stock were outstanding.

Table of Contents

AIRBNB, INC.

Form 10-Q

TABLE OF CONTENTS


		Page
	Special Note Regarding Forward-Looking Statements

PART I. FINANCIAL INFORMATION
Item 1.	Condensed Consolidated Financial Statements (unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations	4
	Condensed Consolidated Statements of Comprehensive Income	5
	Condensed Consolidated Statements of Stockholders’ Equity	6
	Condensed Consolidated Statements of Cash Flows	87
	Notes to Condensed Consolidated Financial Statements	98
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2420
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3428
Item 4.	Controls and Procedures	3528

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	3529
Item 1A.	Risk Factors	3529
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3629
Item 3.	Defaults Upon Senior Securities	3629
Item 4.	Mine Safety Disclosures	3629
Item 5.	Other Information	3630
Item 6.	Exhibits	3630
	Signatures	3831

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Special Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, about us and our industry that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our strategy, future financial condition, future operations, projected costs, prospects, plans, objectives of management, and expected market growth, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

•the effects of macroeconomic conditions, including inflation, slower growth or recession, higher interest rates, high unemployment, and foreign currency fluctuations, on the demand for travel or similar experiences;

•the effects of fluctuations in demand for host homes, including lower demand in certain areas or as a result of oversupply in others;

•the effects of supply constraints on availability of ~~Host~~host homes;

•our ability to attract and retain hosts and guests;

•our ability to effectively manage our exposure to fluctuations in foreign currency exchange rates;

•the impact of the ongoing armed conflicts around the world on our business;

•the continued effects of the COVID-19 pandemic, including as a result of new strains or variants of the virus, as well as other highly infectious diseases, on our business, the travel industry, travel trends, and the global economy generally;

•our expectations regarding our financial performance, including our revenue, costs, Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization, ~~(“EBITDA”),~~ and Free Cash Flow;

•our expectations regarding future operating performance, including Nights and Experiences Booked, Gross Booking Value (“GBV”), Average Daily Rate, and GBV per Night and Experience Booked;

•~~our ability to attract and retain Hosts and guests;~~

•our ability to compete in our industry;

•our expectations regarding the resilience of our model, including in areas such as domestic travel, short-distance travel, travel outside of top cities, and long-term stays;

•~~seasonality, including~~our ability to stay in compliance with laws and regulations that currently apply or may become applicable to our business, both in the ~~return of pre-COVID-19 pandemic patterns of~~ United States and internationally, and our expectations regarding various laws and restrictions that relate to our business;

•seasonality and the effects of seasonal trends on our results of operations;

•our expectations regarding the impact of our marketing strategy, and our ability to continue to attract guests and ~~Hosts~~hosts to our platform through direct and unpaid channels;

•anticipated trends, developments, and challenges in our industry, business, and the highly competitive markets in which we operate;

•our ability to anticipate market needs or develop new or enhanced offerings and services to meet those needs;

•our ability to manage expansion into international markets and new businesses;

•our ability to stay in compliance with laws and regulations that currently apply or may become applicable to our business both in the United States and internationally and our expectations regarding various laws and restrictions that relate to our business;

•laws, regulations, and rules that affect the short-term rental, long-term rental, and home sharing business ~~including short-term rental laws in New York City, for example,~~ that have limited and may continue to limit the ability or willingness of ~~Hosts~~hosts to share their spaces over our platform and expose our ~~Hosts~~hosts or us to significant fees or penalties;

•the impact on our income as a result of the release of valuation allowances on deferred tax assets;

•our expectations regarding lodging tax obligations and other non-income tax matters;

•our expectations regarding our income tax liabilities, including anticipated increases in foreign taxes, valuation allowances, and the adequacy of our reserves;

•our expectations regarding settlement discussions related to tax audits;

•our expectations regarding the impact of the recently enacted Corporate Alternative Minimum Tax;

•our ability to effectively manage our growth and expand our infrastructure and our ability to maintain our corporate culture, and our employee initiatives;

•the safety, affordability, and convenience of our platform and our offerings;

•our ability to successfully defend litigation brought against us;

•the sufficiency of our cash, cash equivalents, and investments to meet our liquidity needs;

•our ability to maintain, protect, and enhance our intellectual property; and

•our ability to make required payments under our credit agreement and to comply with the various requirements of our ~~indebtedness; and~~

•~~our expectations relating to the implementation of a new enterprise resource planning system.~~indebtedness.

We caution you that the foregoing list does not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q. You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations, estimates, forecasts, and projections about future events and trends that we believe may affect our business, results of operations, financial condition, and prospects. Although we believe that we have a reasonable basis for each forward-looking statement contained in this Quarterly Report on Form 10-Q, we cannot guarantee that the future results, levels of activity, performance, or events and circumstances reflected in the forward-looking statements will be achieved or occur at all. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors. Risks that contribute to the uncertain nature of the forward-looking statements include, among others, the Company’s ability to retain existing hosts and guests and add new hosts and guests; any decline or disruption in the travel and hospitality industries or economic downturn; the Company’s ability to compete successfully; changes to the laws and regulations that may limit hosts’ ability and willingness to provide their listings, and/or result in significant fines, liabilities, and penalties to the Company; the effect of extensive regulation and oversight, litigation, and other proceedings related to the Company’s business in a variety of areas; the effects of the COVID-19 pandemic on the Company’s business, including as a result of new strains or variants of the virus, the travel industry, travel trends, and the global economy generally; the Company’s ability to retain existing Hosts and guests and add new Hosts and guests; any further and continued decline or disruption in the travel and hospitality industries or economic downturn; the Company’s ability to compete successfully; changes to the laws and regulations that may limit the Company’s Hosts’ ability and willingness to provide their listings, and/or result in significant fines, liabilities, and penalties to the Company, including short-term rental laws in New York City, for example; the effect of extensive regulation and oversight, litigation, and other proceedings related to the Company’s business in a variety of areas; the Company’s ability to maintain its brand and reputation, and effectively drive traffic to its platform; the effectiveness of the Company’s strategy and business initiatives, including measures to improve trust and safety; the Company’s operations in international markets; the Company’s indebtedness; the Company’s final closing procedures, final adjustments, and other developments that may arise in the course of audit and review procedures; and changes in political, business, and economic conditions; as well as other risks listed or described from time to time in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K

~~Table of Contents~~

for the fiscal year ended December 31, ~~2022.~~2023. Moreover, we operate in a ~~very~~highly competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and

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uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.

The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made available. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to unduly rely upon these statements.

You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed as exhibits to this Quarterly Report on Form 10-Q, completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of the forward-looking statements in this Quarterly Report on Form 10-Q by these cautionary statements.

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PART I - FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

Airbnb, Inc.

Condensed Consolidated Balance Sheets

(in millions, except par value)

(unaudited)


	December 31, 2023						December 31, 2023	March 31, 2024
Assets
Current assets:
Current assets:
Current assets:
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalents
Short-term investments (including assets reported at fair value of $2,507 and $2,524, respectively)
Funds receivable and amounts held on behalf of customers
Prepaids and other current assets (including customer receivables of $249 and $212 and allowances of $44 and $37, respectively)
Total current assets

		December 31, 2022		September 30, 2023
Assets
Current assets:
Cash and cash equivalents		$	7,378	$	8,175
Short-term investments (including assets reported at fair value of $2,224 and $2,297, respectively)		2,244		2,787
Deferred tax assets, net

Funds receivable and amounts held on behalf of customers		4,783		5,986
Prepaids and other current assets (including customer receivables of $200 and $241 and allowances of $39 and $35, respectively)		456		575
Total current assets		14,861		17,523
Property and equipment, net		121		147
Operating lease right-of-use assets		138		123
Deferred tax assets, net

Deferred tax assets, net
Goodwill and intangible assets, net	Goodwill and intangible assets, net	684		676
Deferred tax assets		16		2,775
Other assets, noncurrent	Other assets, noncurrent	218		195
Total assets	Total assets	$	16,038	$	21,439
Liabilities and Stockholders’ Equity	Liabilities and Stockholders’ Equity
Current liabilities:	Current liabilities:
Accounts payable		$	137	$	163

Accrued expenses and other current liabilities		1,876		2,205
Current liabilities:
Current liabilities:
Accrued expenses, accounts payable, and other current liabilities
Accrued expenses, accounts payable, and other current liabilities
Accrued expenses, accounts payable, and other current liabilities
Funds payable and amounts payable to customers	Funds payable and amounts payable to customers	4,783		5,986
Unearned fees	Unearned fees	1,182		1,467
Total current liabilities	Total current liabilities	7,978		9,821
Long-term debt	Long-term debt	1,987		1,990
Operating lease liabilities, noncurrent		295		265

Other liabilities, noncurrent
Other liabilities, noncurrent
Other liabilities, noncurrent	Other liabilities, noncurrent	218		240
Total liabilities	Total liabilities	10,478		12,316
Commitments and contingencies (Note 9)	Commitments and contingencies (Note 9)					Commitments and contingencies (Note 9)
Stockholders’ equity:	Stockholders’ equity:
Common stock, $0.0001 par value: Class A - authorized 2,000 shares; 408 and 435 shares issued and outstanding, respectively; Class B - authorized 710 shares; 223 and 204 shares issued and outstanding, respectively; Class C - authorized 2,000 shares; zero shares issued and outstanding, respectively; Class H - authorized 26 shares; 9 shares issued and zero shares outstanding, respectively		—		—
Common stock, $0.0001 par value: Class A - authorized 2,000 shares; 438 and 443 shares issued & outstanding, respectively; Class B - authorized 710 shares; 200 and 193 shares issued & outstanding, respectively; Class C - authorized 2,000 shares; zero shares of Class C common stock issued & outstanding, respectively; and Class H - authorized 26 shares; 9 shares issued and zero shares outstanding, respectively
Common stock, $0.0001 par value: Class A - authorized 2,000 shares; 438 and 443 shares issued & outstanding, respectively; Class B - authorized 710 shares; 200 and 193 shares issued & outstanding, respectively; Class C - authorized 2,000 shares; zero shares of Class C common stock issued & outstanding, respectively; and Class H - authorized 26 shares; 9 shares issued and zero shares outstanding, respectively
Common stock, $0.0001 par value: Class A - authorized 2,000 shares; 438 and 443 shares issued & outstanding, respectively; Class B - authorized 710 shares; 200 and 193 shares issued & outstanding, respectively; Class C - authorized 2,000 shares; zero shares of Class C common stock issued & outstanding, respectively; and Class H - authorized 26 shares; 9 shares issued and zero shares outstanding, respectively
Additional paid-in capital	Additional paid-in capital	11,557		11,452
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(32)		(5)
Accumulated deficit	Accumulated deficit	(5,965)		(2,324)
Total stockholders’ equity	Total stockholders’ equity	5,560		9,123
Total liabilities and stockholders’ equity	Total liabilities and stockholders’ equity	$	16,038	$	21,439

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Airbnb, Inc.

Condensed Consolidated Statements of Operations

(in millions, except per share amounts)

(unaudited)


		Three Months Ended September 30,						Nine Months Ended September 30,
		2022		2023				2022		2023
						Three Months Ended March 31,
						Three Months Ended March 31,
						Three Months Ended March 31,
							2023					2023	2024
Revenue	Revenue	$	2,884	$	3,397			$	6,497	$	7,699
Costs and expenses:	Costs and expenses:
Cost of revenue
Cost of revenue
Cost of revenue	Cost of revenue	401		459				1,154		1,319
Operations and support	Operations and support	290		316				781		915
Product development	Product development	366		419				1,104		1,290
Sales and marketing	Sales and marketing	384		403				1,108		1,339
General and administrative	General and administrative	240		304				694		822
Restructuring charges		—		—				89		—

Total costs and expenses	Total costs and expenses	1,681		1,901				4,930		5,685
Income from operations		1,203		1,496				1,567		2,014
Total costs and expenses
Total costs and expenses
Income (loss) from operations
Interest income	Interest income	59		192				84		529
Interest expense		(5)		(6)				(19)		(12)
Other income (expense), net		13		(3)				13		(46)

Other expense, net
Other expense, net
Other expense, net
Income before income taxes	Income before income taxes	1,270		1,679				1,645		2,485
Provision for (benefit from) income taxes		56		(2,695)				71		(2,656)
Provision for income taxes
Net income	Net income	$	1,214	$	4,374			$	1,574	$	5,141
Net income per share attributable to Class A and Class B common stockholders:	Net income per share attributable to Class A and Class B common stockholders:
Basic
Basic
Basic	Basic	$	1.90	$	6.83			$	2.47	$	8.08
Diluted	Diluted	$	1.79	$	6.63			$	2.31	$	7.74
Weighted-average shares used in computing net income per share attributable to Class A and Class B common stockholders:	Weighted-average shares used in computing net income per share attributable to Class A and Class B common stockholders:
Basic	Basic	639		640				637		636
Basic
Basic
Diluted	Diluted	680		660				683		665

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Airbnb, Inc.

Condensed Consolidated Statements of Comprehensive Income

(in millions)

(unaudited)

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023 2022 2023
Net income $ 1,214 $ 4,374 $ 1,574 $ 5,141
Other comprehensive income (loss):
Net unrealized loss on available-for-sale marketable securities, net of tax (4) (1) (11) (5)
Net unrealized income on cash flow hedges, net of tax — 37 — 35
Foreign currency translation adjustments (13) (8) (23) (3)
Other comprehensive income (loss) (17) 28 (34) 27
Comprehensive income $ 1,197 $ 4,402 $ 1,540 $ 5,168


	Three Months Ended March 31,
		2023		2024
Net income		$	117	$	264
Other comprehensive income:
Net unrealized income (loss) on available-for-sale marketable securities, net of tax		3		(3)
Net unrealized income (loss) on cash flow hedges, net of tax		(4)		48
Foreign currency translation adjustments		3		(5)
Other comprehensive income		2		40
Comprehensive income		$	119	$	304

The accompanying notes are an integral part of these condensed consolidated financial statements.

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Airbnb, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(in millions)

(unaudited)

Three and Nine Months Ended September 30, 2022
Common Stock Additional
Paid-In
Capital Accumulated
Other
Comprehensive Loss Accumulated
Deficit Total
Stockholders’ Equity
Shares Amount
Balances as of December 31, 2021 634 $ — * $ 11,140 $ (7) $ (6,358) $ 4,775
Net loss — — — — (19) (19)
Other comprehensive loss — — — (5) — (5)
Exercise of common stock options, net of shares withheld for taxes — — * 12 — — 12
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes 2 — * (224) — — (224)
Stock-based compensation — — 198 — — 198
Balances as of March 31, 2022 636 — 11,126 (12) (6,377) 4,737
Net income — — — — 379 379
Other comprehensive loss — — — (12) — (12)
Exercise of common stock options, net of shares withheld for taxes 1 — * 5 — — 5
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes 2 — * (133) — — (133)
Issuance of common stock under employee stock purchase plan, net of
shares withheld for taxes — * — * 20 — — 20
Stock-based compensation — — 249 — — 249
Balances as of June 30, 2022 639 — 11,267 (24) (5,998) 5,245
Net income — — — — 1,214 1,214
Other comprehensive loss — — — (17) — (17)
Exercise of common stock options 1 — * 2 — — 2
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes 2 — * (142) — — (142)
Issuance of common stock under employee stock purchase plan, net of shares withheld — — * — — — —
Repurchases of common stock (9) — * — — (1,000) (1,000)
Stock-based compensation — — 238 — — 238
Balances as of September 30, 2022 633 $ — $ 11,365 $ (41) $ (5,784) $ 5,540


	Three Months Ended March 31, 2023
	Common Stock				Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount
Balances as of December 31, 2022	631	$	—	*	$	11,557	$	(32)	$	(5,965)	$	5,560
Net income	—	—			—		—		117		117
Other comprehensive income	—	—			—		2		—		2
Exercise of common stock options	2	—		*	17		—		—		17
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes	1	—		*	(155)		—		—		(155)

Stock-based compensation	—	—			243		—		—		243
Repurchases of common stock	(4)	—		*	—		—		(493)		(493)
Balances as of March 31, 2023	630	—			$	11,662	$	(30)	$	(6,341)	$	5,291


	Three Months Ended March 31, 2024
	Common Stock				Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount
Balances as of December 31, 2023	638	$	—	*	$	11,639	$	(49)	$	(3,425)	$	8,165
Net income	—	—			—		—		264		264
Other comprehensive income	—	—			—		40		—		40
Exercise of common stock options	1	—		*	46		—		—		46

Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes	2	—		*	(168)		—		—		(168)

Stock-based compensation	—	—			302		—		—		302
Repurchases of common stock	(5)	—		*	—		—		(753)		(753)
Balances as of March 31, 2024	636	—			$	11,819	$	(9)	$	(3,914)	$	7,896

*Amounts round to zero and do not change rounded totals.

The accompanying notes are an integral part of these condensed consolidated financial statements.

~~Table of Contents~~

~~Airbnb, Inc.~~

~~Condensed Consolidated Statements of Stockholders’ Equity~~

~~(in millions)~~

~~(unaudited)~~

Three and Nine Months Ended September 30, 2023
Common Stock Additional
Paid-In
Capital Accumulated
Other
Comprehensive
Loss Accumulated
Deficit Total
Stockholders’ Equity
Shares Amount
Balances as of December 31, 2022 631 $ — * $ 11,557 $ (32) $ (5,965) $ 5,560
Net income — — — — 117 117
Other comprehensive income — — — 2 — 2
Exercise of common stock options, net of shares withheld for taxes 2 — * 17 — — 17
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes 1 — * (155) — — (155)
Stock-based compensation — — 243 — — 243
Repurchases of common stock (4) — * — — (493) (493)
Balances as of March 31, 2023 630 — 11,662 (30) (6,341) 5,291
Net income — — — — 650 650
Other comprehensive loss — — — (3) — (3)
Exercise of common stock options, net of shares withheld for taxes 6 — * (561) — — (561)
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes 2 — * (153) — — (153)
Issuance of common stock under employee stock purchase plan, net of shares withheld for taxes — * — * 31 — — 31
Stock-based compensation — — 311 — — 311
Repurchases of common stock (4) — * — — (507) (507)
Balances as of June 30, 2023 634 — 11,290 (33) (6,198) 5,059
Net income — — — — 4,374 4,374
Other comprehensive income — — — 28 — 28
Exercise of common stock options, net of shares withheld for taxes 2 — * 15 — — 15
Shares issued upon net settlement of warrants exercised 5 — * — — — —
Issuance of common stock upon settlement of RSUs, net of shares withheld for taxes 2 — * (146) — — (146)
Stock-based compensation — — 293 — — 293
Repurchases of common stock (4) — * — — (500) (500)
Balances as of September 30, 2023 639 $ — $ 11,452 $ (5) $ (2,324) $ 9,123

*~~Amounts round to zero and do not change rounded totals.~~

~~The accompanying notes are an integral part of these condensed consolidated financial statements.~~

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Airbnb, Inc.

Condensed Consolidated Statements of Cash Flows

(in millions)

(unaudited)


	Three Months Ended March 31,						Three Months Ended March 31,
	2023					2023	2024
Cash flows from operating activities:
Net income
Net income
Net income
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization
Depreciation and amortization
Depreciation and amortization

Stock-based compensation expense
Stock-based compensation expense
Stock-based compensation expense

		Nine Months Ended September 30,
		2022		2023
Cash flows from operating activities:
Net income		$	1,574	$	5,141
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization		68		28

Stock-based compensation expense		676		830
Deferred income taxes		15		(2,759)

Foreign exchange (gain) loss		83		(49)
Impairment of long-lived assets		89		—

Other, net

Other, net

Other, net	Other, net	45		40
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:
Prepaids and other assets	Prepaids and other assets	(185)		(56)
Operating lease right-of-use assets		27		14
Accounts payable		39		27
Prepaids and other assets
Prepaids and other assets

Accrued expenses and other liabilities

Accrued expenses and other liabilities

Accrued expenses and other liabilities	Accrued expenses and other liabilities	217		321

Unearned fees	Unearned fees	319		284
Unearned fees
Unearned fees
Net cash provided by operating activities	Net cash provided by operating activities	2,967		3,821
Cash flows from investing activities:	Cash flows from investing activities:
Purchases of property and equipment		(17)		(30)

Purchases of short-term investments

Purchases of short-term investments

Purchases of short-term investments	Purchases of short-term investments	(3,015)		(2,365)
Sales and maturities of short-term investments	Sales and maturities of short-term investments	3,149		1,828
Other investing activities, net	Other investing activities, net	(2)		—
Net cash provided by (used in) investing activities		115		(567)
Net cash used in investing activities
Cash flows from financing activities:	Cash flows from financing activities:
Taxes paid related to net share settlement of equity awards	Taxes paid related to net share settlement of equity awards	(491)		(1,023)
Taxes paid related to net share settlement of equity awards
Taxes paid related to net share settlement of equity awards

Proceeds from exercise of stock options		19		37
Proceeds from the issuance of common stock under employee stock purchase plan		20		31

Proceeds from exercise of equity awards

Proceeds from exercise of equity awards

Proceeds from exercise of equity awards
Repurchases of common stock	Repurchases of common stock	(1,000)		(1,500)

Change in funds payable and amounts payable to customers	Change in funds payable and amounts payable to customers	1,527		1,196

Net cash provided by (used in) financing activities		75		(1,259)

Change in funds payable and amounts payable to customers

Change in funds payable and amounts payable to customers

Net cash provided by financing activities
Net cash provided by financing activities
Net cash provided by financing activities
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	Effect of exchange rate changes on cash, cash equivalents, and restricted cash	(625)		(10)
Net increase in cash, cash equivalents, and restricted cash	Net increase in cash, cash equivalents, and restricted cash	2,532		1,985
Cash, cash equivalents, and restricted cash, beginning of period	Cash, cash equivalents, and restricted cash, beginning of period	9,727		12,103
Cash, cash equivalents, and restricted cash, end of period	Cash, cash equivalents, and restricted cash, end of period	12,259		14,088
Supplemental disclosures of cash flow information:	Supplemental disclosures of cash flow information:
Cash paid for income taxes, net of refunds	Cash paid for income taxes, net of refunds	$	52	$	69
Cash paid for interest		$	8	$	2
Non-cash financing activities:
Net settlement of cashless stock options exercised		$	—	$	36
Net settlement of cashless warrants exercised		$	—	$	171
Cash paid for income taxes, net of refunds
Cash paid for income taxes, net of refunds

The accompanying notes are an integral part of these condensed consolidated financial statements.

Table of Contents

Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 1. Description of Business

Airbnb, Inc. (the “Company” or “Airbnb”) was incorporated in Delaware in June 2008 and is headquartered in San Francisco, California. The Company operates a global platform for unique stays and experiences. The Company’s marketplace model connects ~~Hosts~~hosts and guests (collectively referred to as “customers”) online or through mobile devices to book spaces and experiences around the world.

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements ~~(“financial statements”)~~ have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial information. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, ~~2022,~~2023, included in the Company’s Annual Report on Form 10-K, filed with the SEC on February ~~17, 2023.~~16, 2024. The results for the interim periods are not necessarily indicative of results for the full year. ~~The Company has changed its presentation from thousands to millions and, as a result, any necessary rounding adjustments have been made to prior period disclosed amounts.~~ Certain immaterial amounts in prior periods have been reclassified to conform with current period presentation.

In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the unaudited condensed consolidated financial position, results of operations and cash flows for these interim periods.

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries ~~and variable interest entities (“VIE”) in which the Company is the primary beneficiary~~ in accordance with consolidation accounting guidance. All intercompany transactions have been eliminated in consolidation.

The Company determines, at the inception of each arrangement, whether an entity in which it has made an investment or in which it has other variable interest in is considered a VIE. The Company consolidates a VIE when it is deemed to be the primary beneficiary. The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to direct the activities that most significantly affect the economic performance of the VIE; and (ii) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Periodically, the Company determines whether any changes in its interest or relationship with the entity impact the determination of whether the entity is still a VIE and, if so, whether the Company is the primary beneficiary. If the Company is not deemed to be the primary beneficiary in a VIE, the Company accounts for the investment or other variable interest in a VIE in accordance with applicable U.S. GAAP. As of September 30, 2023, the Company’s consolidated VIEs were not material to the financial statements.

Use of Estimates

The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates its estimates, including those related to bad debt reserves, fair value of investments, useful lives of long-lived assets and intangible assets, valuation of goodwill and intangible assets from acquisitions, contingent liabilities, insurance reserves, revenue recognition, valuation of common stock, stock-based compensation, and income and non-income taxes, among others. Actual results could differ materially from these estimates.

As the impact of the uncertain macroeconomic conditions, including inflation and rising interest rates, continues to evolve, estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require increased judgment. These estimates and assumptions may change in future periods and will be recognized in the unaudited condensed consolidated financial statements as new events occur and additional information becomes known. To the extent the Company’s actual results differ materially from those estimates and assumptions, the Company’s future unaudited condensed consolidated financial statements could be affected.

~~Short-term Investments~~

The Company considers all highly-liquid investments with original maturities of greater than 90 days to be short-term investments. Short-term investments include time deposits, which are accounted for at amortized cost, and available-for-sale debt securities that consist of corporate debt securities, commercial paper, certificates of deposit, U.S. government and government agency debt securities (“government bonds”), and mortgage-backed and asset-backed securities. The Company determines the appropriate classification of its investments at the time of purchase. The Company determines realized gains or losses on the sale of equity and debt securities on a specific identification method.

Unrealized gains and non-credit related losses on available-for-sale debt securities are reported as a component of accumulated other comprehensive income (loss) (“AOCI”) in stockholders’ equity. Realized gains and losses and impairments are reported within other income (expense), net in the condensed consolidated statements of operations. The assessment for impairment takes into account the severity and

~~Table of Contents~~

~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

duration of the decline in value, adverse changes in the market or industry of the investee, the Company’s intent to sell the security, and whether it is more likely than not that it will be required to sell the security before recovery of the amortized cost basis.

The Company’s equity investments with readily determinable fair values are measured at fair value on a recurring basis with changes in fair value recognized within other income (expense), net in the condensed consolidated statements of operations.

~~Derivative Instruments and Hedging~~

The Company’s primary objective for holding derivative instruments is to manage foreign currency exchange rate risk. The Company enters into master netting arrangements to mitigate credit risk in derivative transactions by permitting net settlement of transactions with the same counterparty. All derivative instruments are recorded in the condensed consolidated balance sheets at fair value. The accounting treatment for derivative gains and losses is based on intended use and hedge designation.

Gains and losses arising from amounts that are included in the assessment of cash flow hedge effectiveness are initially deferred in AOCI and subsequently reclassified into earnings when the hedged transaction affects earnings and in the same line item within the condensed consolidated statement of operations. The Company does not exclude any components in the assessment of hedge effectiveness for forwards and options.

When it is no longer probable that a forecasted hedged transaction will occur in the initially identified time period, hedge accounting is discontinued and the Company accounts for the associated derivatives as undesignated derivative instruments. Gains and losses associated with derivatives no longer designated as hedging instruments in AOCI are recognized immediately in other income (expense), net, if it is probable that the forecasted hedged transaction will not occur by the end of the initially identified time period or within an additional two month period thereafter. In rare circumstances, the additional period of time may exceed two months due to extenuating circumstances related to the nature of the forecasted transaction that are outside the control or influence of the Company.

Gains and losses arising from changes in the fair value of derivative instruments that are not designated as accounting hedges are recognized in the condensed consolidated statement of operations in other income (expense), net.

The Company presents derivative assets and liabilities at their gross fair values in the condensed consolidated balance sheets, even if they are subject to master netting arrangements with the counterparties. The Company classifies cash flows related to derivative instruments as operating activities in the condensed consolidated statement of cash flows.

Recently Adopted Accounting Standards

In ~~March~~June 2022, the ~~FASB~~Financial Accounting Standards Board (the “FASB”) issued ~~ASU 2022-01,~~ ~~Derivatives and Hedging (Topic 815), which clarifies~~guidance related to the ~~guidance on~~ fair value ~~hedge accounting~~measurement of ~~interest rate risk~~an equity security subject to contractual sale restrictions that prohibit the sale of the equity security. The new guidance also introduced new disclosure requirements for portfolios of financial assets. The standard is effective for public entities in fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted on any date on or after the issuance of ASU 2017-12.equity securities subject to contractual sale restrictions that are measured at fair value. The Company adopted the ~~standard during~~guidance effective January 1, 2024. There was no impact to the ~~first quarter of 2023, which did not have an impact on the Company's~~Company’s unaudited condensed consolidated financial ~~statements.~~statements upon adoption.

Recently Issued Accounting Standards Not Yet Adopted

In ~~June 2022,~~December 2023, the FASB issued ~~ASU 2022-03,~~ ~~Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions,~~an update which ~~clarifies~~expands income tax disclosure in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the ~~guidance of equity securities that are subject to a contractual sale restriction as well as includes specific disclosure requirements for such equity securities.~~U.S. and foreign jurisdictions. The ~~standard~~update is effective for public ~~entities~~companies in fiscal years beginning after December 15, 2024 on a prospective basis, with the option to apply the update retrospectively. Early adoption is permitted. The Company does not expect the adoption of the new guidance to have a material impact on its unaudited condensed consolidated financial statements other than the expanded footnote disclosure.

In November 2023, the FASB issued an update to improve disclosure of reportable segments on an annual and interim basis, primarily through enhanced disclosures about significant segment expenses. The update is effective for public companies in fiscal years beginning after December 15, 2023, ~~including~~and for interim periods ~~within those fiscal years and will be applied prospectively. Early~~beginning after December 15, 2024, on a retrospective basis with early adoption is permitted. The Company ~~is evaluating~~does not expect the adoption of the new guidance to have a material impact on its unaudited condensed consolidated financial statements other than the ~~Company’s financial statements.~~expanded footnote disclosure.

There are other new accounting pronouncements issued by the FASB that the Company has adopted or will adopt, as applicable, and the Company does not believe any of these accounting pronouncements have had, or will have, a material impact on its unaudited condensed consolidated financial statements or disclosures.

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 3. Supplemental Financial Statement Information

Cash, Cash Equivalents, and Restricted Cash

The following table reconciles cash, cash equivalents, and restricted cash reported on the Company’s unaudited condensed consolidated balance sheets to the total amount presented in the unaudited condensed consolidated statements of cash flows (in millions):


		December 31, 2022		September 30, 2023
	December 31, 2023					December 31, 2023	March 31, 2024
Cash and cash equivalents	Cash and cash equivalents	$	7,378	$	8,175
Cash and cash equivalents included in funds receivable and amounts held on behalf of customers	Cash and cash equivalents included in funds receivable and amounts held on behalf of customers	4,708		5,889
Restricted cash included in prepaids and other current assets	Restricted cash included in prepaids and other current assets	17		24
Total cash, cash equivalents, and restricted cash presented in the condensed consolidated statements of cash flows		$	12,103	$	14,088
Total cash, cash equivalents, and restricted cash presented in the unaudited condensed consolidated statements of cash flows

~~Table~~Supplemental disclosures of ~~Contents~~

~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

~~Accrued Expenses and Other Current Liabilities~~balance sheet information

~~Accrued expenses and other current liabilities~~Supplemental balance sheet information consisted of the following (in millions):


	December 31, 2023		March 31, 2024
Other assets, noncurrent:
Property and equipment, net	$	160	$	171
Operating lease right-of-use assets	119		111
Other	184		190
Other assets, noncurrent	$	463	$	472

Accrued expenses, accounts payable, and other current liabilities:
Indirect taxes payable and withholding tax reserves	$	1,119	$	1,455
Compensation and employee benefits	436		346
Accounts payable	141		184








Operating lease liabilities, current	61		61
Other	897		922
Accrued expenses, accounts payable, and other current liabilities	$	2,654	$	2,968

Other liabilities, noncurrent:
Operating lease liabilities, noncurrent	$	252	$	237
Other liabilities, noncurrent	287		273
Other liabilities, noncurrent	$	539	$	510

December 31,
2022 September 30,
2023
Indirect taxes payable $ 418 $ 588
Compensation and employee benefits 380 451
Indirect tax reserves 206 253
Gift card liability 141 146
Operating lease liabilities, current 59 54
Other 672 713
Total accrued expenses and other current liabilities $ 1,876 $ 2,205

Payments to Customers

The Company makes payments to customers as part of its incentive programs (composed of referral programs and marketing promotions) and refund activities. The payments are generally in the form of coupon credits to be applied toward future bookings or as cash refunds.

The following table summarizes total payments made to customers (in millions):


	Three Months Ended March 31,
		2023		2024
Reductions to revenue		$	77	$	87
Charges to operations and support		22		20
Charges to sales and marketing expense		13		9
Total payments made to customers		$	112	$	116

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023 2022 2023
Reductions to revenue $ 107 $ 114 $ 219 $ 269
Charges to operations and support 24 29 68 75
Charges to sales and marketing expense 20 18 45 47
Total payments made to customers $ 151 $ 161 $ 332 $ 391
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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

Revenue Disaggregated by Geographic Region

The following table presents revenue disaggregated by listing location (in millions):


	Three Months Ended March 31,
		2023		2024
North America		$	925	$	1,015
Europe, the Middle East, and Africa		458		567
Latin America		235		307
Asia Pacific		200		253
Total revenue disaggregated by geographic region		$	1,818	$	2,142

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023 2022 2023
North America $ 1,326 $ 1,478 $ 3,246 $ 3,595
Europe, the Middle East, and Africa 1,263 1,533 2,368 2,932
Latin America 139 178 454 576
Asia Pacific 156 208 429 596
Total revenue disaggregated by geographic region $ 2,884 $ 3,397 $ 6,497 $ 7,699

Note 4. Investments

The following tables summarize the Company’s investments by major security type (in millions):


	December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Total Estimated Fair Value
Short-term investments
Debt securities:
Certificates of deposit	$	172	$	—	$	—	$	172
Government bonds	332		1		—		333
Commercial paper	366		—		—		366
Corporate debt securities	1,490		4		(3)		1,491
Mortgage-backed and asset-backed securities	148		1		(4)		145
Total debt securities	2,508		6		(7)		2,507
Time deposits	690		—		—		690

Total short-term investments	$	3,198	$	6	$	(7)	$	3,197

Long-term investments (1)
Debt securities:
Corporate debt securities	$	13	$	—	$	(9)	$	4


	March 31, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Total Estimated Fair Value
Short-term investments
Debt securities:
Certificates of deposit	$	13	$	—	$	—	$	13
Government bonds	345		—		—		345
Commercial paper	500		—		—		500
Corporate debt securities	1,480		3		(4)		1,479
Mortgage-backed and asset-backed securities	191		—		(4)		187
Total debt securities	2,529		3		(8)		2,524
Time deposits	740		—		—		740

Total short-term investments	$	3,269	$	3	$	(8)	$	3,264

Long-term investments (1)
Debt securities:
Corporate debt securities	$	13	$	—	$	(9)	$	4

(1)Classified within other assets, noncurrent on the unaudited condensed consolidated balance sheets.

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Table of Contents

Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

~~Note 4. Investments~~

~~The following tables summarize the Company’s investments by major security type (in millions):~~

December 31, 2022
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Total
Estimated
Fair Value
Short-term investments
Debt securities:
Certificates of deposit $ 573 $ — $ — $ 573
Government bonds 83 — — 83
Commercial paper 574 — — 574
Corporate debt securities 965 1 (7) 959
Mortgage-backed and asset-backed securities 37 — (3) 34
Total debt securities 2,232 1 (10) 2,223
Time deposits 20 — — 20
Equity investments (1)
1 — — 1
Total short-term investments $ 2,253 $ 1 $ (10) $ 2,244
Long-term investments (2)
Debt securities:
Corporate debt securities $ 13 $ — $ (9) $ 4

September 30, 2023
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Total
Estimated
Fair Value
Short-term investments
Debt securities:
Certificates of deposit $ 328 $ — $ — $ 328
Government bonds 291 — — 291
Commercial paper 366 — — 366
Corporate debt securities 1,209 1 (10) 1,200
Mortgage-backed and asset-backed securities 117 — (6) 111
Total debt securities 2,311 1 (16) 2,296
Time deposits 490 — — 490
Equity investments (1)
1 — — 1
Total short-term investments $ 2,802 $ 1 $ (16) $ 2,787
Long-term investments (2)
Debt securities:
Corporate debt securities $ 13 $ — $ (9) $ 4

~~(1)Unrealized gain (loss) on equity investments were immaterial for the three and nine months ended September 30, 2022 and 2023.~~

~~(2)Classified within other assets, noncurrent on the condensed consolidated balance sheets.~~

As of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, the Company did not have any available-for-sale debt securities for which the Company recorded credit-related losses.

Unrealized gains and losses, net of tax before reclassifications from ~~AOCI~~accumulated other comprehensive loss (“AOCI”) to other ~~income (expense),~~expense, net were not material for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2023.~~2024. Realized gains and losses reclassified from AOCI to other ~~income (expense),~~expense, net were not material for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2023.~~2024.

During the three and nine months ended September 30, 2022, the Company received $885 million and $3.1 billion, respectively, in proceeds from the sale and maturities of short-term investments. During the three and nine months ended September 30, 2023, the Company received $325 million and $1.8 billion, respectively, in proceeds from the sale and maturities of short-term investments.

~~Table of Contents~~

~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

Debt securities in an unrealized loss position had an estimated fair value of ~~$748~~$777 million and ~~$1,097 million,~~$1.1 billion, and unrealized losses of ~~$19~~$16 million and ~~$24~~$18 million as of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, respectively. A total of ~~$92~~$283 million and ~~$212~~$479 million of these securities, with unrealized losses of ~~$13~~$14 million and ~~$18~~$16 million, were in a continuous unrealized loss position for more than twelve months as of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, respectively.

The following table summarizes the contractual maturities of the Company’s available-for-sale debt securities (in millions):

September 30, 2023
Amortized
Cost Estimated
Fair Value
Due within one year $ 1,377 $ 1,376
Due in one year to five years 877 859
Due within five to ten years 9 9
Due beyond ten years 61 56
Total $ 2,324 $ 2,300


	March 31, 2024
	Amortized Cost		Estimated Fair Value
Due within one year	$	1,489	$	1,489
Due after one year through five years	957		947
Due after five years	96		92
Total	$	2,542	$	2,528

~~Equity Investments Without Readily Determinable Fair Values~~

The Company holds investments in privately-held companies in the form of equity securities without readily determinable fair values and in which the Company does not have a controlling interest or significant influence. These investments had a net carrying value of $75 million and $79 million as of December 31, 2022 and September 30, 2023, respectively, and are classified within other assets, noncurrent on the condensed consolidated balance sheets. There were no upward or downward adjustments for observable price changes or impairment charges recorded for the three and nine months ended September 30, 2022 and 2023. As of December 31, 2022 and September 30, 2023, the cumulative downward adjustments for observable price changes and impairment were $56 million.

~~Investments Accounted for Under the Equity Method~~

As of December 31, 2022 and September 30, 2023, the carrying values of the Company’s equity method investments were $14 million and $8 million, respectively. The Company recorded unrealized losses of $1 million and $4 million for the three and nine months ended September 30, 2022, respectively, and unrealized losses of $1 million and $6 million for the three and nine months ended September 30, ~~2023, respectively,~~ ~~within other income (expense), net in the condensed consolidated statements of operations, representing its proportionate share of net income or loss based on the investee’s financial results.~~

~~The Company recorded no impairment charges related to the carrying value of equity method investments for the three and nine months ended September 30, 2022 and 2023.~~

~~Table of Contents~~

~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

Note 5. Fair Value Measurements and Financial Instruments

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis (in millions):


		December 31, 2022
		Level 1		Level 2		Level 3		Total
	December 31, 2023												December 31, 2023
	Level 1									Level 1	Level 2	Level 3	Total
Assets	Assets
Cash and cash equivalents:	Cash and cash equivalents:
Cash and cash equivalents:
Cash and cash equivalents:
Money market funds
Money market funds
Money market funds	Money market funds	$	2,326	$	—	$	—	$	2,326
Certificates of deposit	Certificates of deposit	26		—		—		26
Government bonds	Government bonds	—		32		—		32
Commercial paper	Commercial paper	—		327		—		327
Corporate debt securities	Corporate debt securities	—		68		—		68
		2,352		427		—		2,779
	2,018
Short-term investments:	Short-term investments:
Certificates of deposit
Certificates of deposit
Certificates of deposit	Certificates of deposit	573		—		—		573
Government bonds	Government bonds	—		83		—		83
Commercial paper	Commercial paper	—		574		—		574
Corporate debt securities	Corporate debt securities	—		959		—		959
Mortgage-backed and asset-backed securities	Mortgage-backed and asset-backed securities	—		34		—		34
Equity investments		1		—		—		1
		574		1,650		—		2,224
		—
		—
		—
Funds receivable and amounts held on behalf of customers:	Funds receivable and amounts held on behalf of customers:
Money market funds
Money market funds
Money market funds	Money market funds	501		—		—		501

Prepaids and other current assets:	Prepaids and other current assets:
Prepaids and other current assets:
Prepaids and other current assets:
Foreign exchange derivative assets
Foreign exchange derivative assets
Foreign exchange derivative assets	Foreign exchange derivative assets	—		14		—		14
Other assets, noncurrent:	Other assets, noncurrent:
Corporate debt securities	Corporate debt securities	—		—		4		4
Corporate debt securities
Corporate debt securities
Total assets at fair value	Total assets at fair value	$	3,427	$	2,091	$	4	$	5,522
Liabilities	Liabilities
Accrued expenses and other current liabilities:
Accrued expenses, accounts payable, and other current liabilities:
Accrued expenses, accounts payable, and other current liabilities:
Accrued expenses, accounts payable, and other current liabilities:
Foreign exchange derivative liabilities	Foreign exchange derivative liabilities	$	—	$	31	$	—	$	31

Foreign exchange derivative liabilities
Foreign exchange derivative liabilities
Other liabilities, noncurrent:
Foreign exchange derivative liabilities
Foreign exchange derivative liabilities
Foreign exchange derivative liabilities
Total liabilities at fair value	Total liabilities at fair value	$	—	$	31	$	—	$	31

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)


		September 30, 2023
		Level 1		Level 2		Level 3		Total
	March 31, 2024												March 31, 2024
	Level 1									Level 1	Level 2	Level 3	Total
Assets	Assets
Cash and cash equivalents:	Cash and cash equivalents:
Cash and cash equivalents:
Cash and cash equivalents:
Money market funds
Money market funds
Money market funds	Money market funds	$	2,729	$	—	$	—	$	2,729

Government bonds	Government bonds	—		64		—		64
Government bonds
Government bonds
Commercial paper	Commercial paper	—		220		—		220
Corporate debt securities	Corporate debt securities	—		8		—		8
		2,729		292		—		3,021
	2,144
Short-term investments:	Short-term investments:
Certificates of deposit
Certificates of deposit
Certificates of deposit	Certificates of deposit	328		—		—		328
Government bonds	Government bonds	—		291		—		291
Commercial paper	Commercial paper	—		366		—		366
Corporate debt securities	Corporate debt securities	—		1,200		—		1,200
Mortgage-backed and asset-backed securities	Mortgage-backed and asset-backed securities	—		111		—		111
Equity investments		1		—		—		1
		329		1,968		—		2,297
		—
		—
		—
Funds receivable and amounts held on behalf of customers:	Funds receivable and amounts held on behalf of customers:
Money market funds
Money market funds
Money market funds	Money market funds	1,718		—		—		1,718

Prepaids and other current assets:	Prepaids and other current assets:
Prepaids and other current assets:
Prepaids and other current assets:
Foreign exchange derivative assets
Foreign exchange derivative assets
Foreign exchange derivative assets	Foreign exchange derivative assets	—		97		—		97
Other assets, noncurrent:	Other assets, noncurrent:

Other		—		5		—		5

Corporate debt securities

Corporate debt securities

Corporate debt securities	Corporate debt securities	—		—		4		4
Total assets at fair value	Total assets at fair value	$	4,776	$	2,362	$	4	$	7,142
Liabilities	Liabilities
Accrued expenses and other current liabilities:
Accrued expenses, accounts payable and other current liabilities:
Accrued expenses, accounts payable and other current liabilities:
Accrued expenses, accounts payable and other current liabilities:
Foreign exchange derivative liabilities
Foreign exchange derivative liabilities
Foreign exchange derivative liabilities	Foreign exchange derivative liabilities	$	—	$	9	$	—	$	9

Total liabilities at fair value	Total liabilities at fair value	$	—	$	9	$	—	$	9

Total liabilities at fair value

Total liabilities at fair value

There were no material changes in unrealized losses included in other comprehensive income relating to investments measured at fair value for which the Company has utilized Level 3 inputs to determine fair value during the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2023.~~2024.

There were no transfers of financial instruments into or out of Level 3 during the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2023.~~2024.

Note 6. Derivative Instruments and Hedging

The Company has a portion of its business denominated and transacted in foreign currencies, which subjects the Company to foreign exchange risk, and uses derivative instruments to manage financial exposures that occur in the normal course of business. The Company does not hold or issue derivatives for trading or speculative purposes.

The Company may elect to designate certain derivatives to partially offset its business exposure to foreign exchange risk. However, the Company may choose not to hedge certain exposures for a variety of reasons including accounting considerations or the prohibitive economic cost of hedging particular exposures. There can be no assurance the hedges will offset more than a portion of the financial impact resulting from movements in foreign exchange rates.

Foreign Exchange Risk

To protect revenue from fluctuations in foreign currency exchange rates, the Company may enter into forward contracts, option contracts, or other instruments, and may designate these instruments as cash flow hedges. The Company generally hedges portions of its forecasted foreign currency exposure associated with revenue, ~~typically~~ for up to 18 months. ~~In the first quarter of 2023, the Company initiated a foreign exchange cash flow hedging program to minimize the effects of foreign currency fluctuations on future revenue.~~

The Company may also enter into derivative instruments that are not designated as accounting hedges to offset a portion of the foreign currency exchange gains and losses generated by the remeasurement of certain assets and liabilities denominated in non-functional currencies.

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

The following table summarizes the effect of derivative instruments on the Company’s unaudited condensed consolidated balance sheets (in millions):

Derivative Assets(1)

Location

December 31,
2022

September 30,
2023

Location

December 31,
2023

March 31,
2024

Derivatives designated as hedging instruments:

Foreign exchange contracts (current)

Prepaids and other current assets

—

Foreign exchange contracts (noncurrent)

Other assets, noncurrent

—

Total derivatives designated as hedging instruments

—

Derivatives not designated as hedging instruments:

Foreign exchange contracts (current)

Prepaids and other current assets

Total derivatives not designated as hedging instruments

Foreign exchange contracts (current)

Derivative Liabilities(1)

Location

December 31,
2022

September 30,
2023

Location

December 31,
2023

March 31,
2024

Derivatives designated as hedging instruments:

Foreign exchange contracts (current)

Foreign exchange contracts (noncurrent)

Total derivatives designated as hedging instruments

Derivatives not designated as hedging instruments:

Foreign exchange contracts (current)

Accrued expenses and other current liabilities

Total derivatives not designated as hedging instruments

Foreign exchange contracts (current)

(1)Derivative assets and derivatives liabilities are measured using Level 2 inputs.

To limit credit risk, the Company generally enters into master netting arrangements with the respective counterparties to the Company’s derivative contracts, under which the Company is allowed to settle transactions with a single net amount payable by one party to the other. As of ~~September 30, 2023,~~March 31, 2024, the potential effect of these rights of off-set associated with the Company’s derivative contracts would be a reduction to both derivative assets and liabilities of $9$15 million, resulting in net derivative assets of ~~$92~~$22 million.

The effect of derivative instruments designated as hedging instruments on the unaudited condensed consolidated statements of operations was not material for the three ~~and nine~~ months ended ~~September 30, 2023.~~March 31, 2024.

Effect of derivative instruments designated as hedging instruments on AOCI

The following table summarizes the activity of derivative instruments designated as cash flow hedges and the impact of these derivative contracts on AOCI, net of tax (in millions):


		Gain Recognized in Other Comprehensive Income (Loss)
		Three Months Ended September 30,				Nine Months Ended September 30,
		2023				2023
					Gain (Loss) Recognized in Other Comprehensive Income
					Gain (Loss) Recognized in Other Comprehensive Income
					Gain (Loss) Recognized in Other Comprehensive Income						Gain (Loss) Reclassified from AOCI into Revenues
			Three Months Ended March 31,							Three Months Ended March 31,
				2023				2023	2024			2023	2024
Derivatives designated as cash flow hedges:	Derivatives designated as cash flow hedges:
Foreign exchange contracts	Foreign exchange contracts	$	36			$	34
Total designated cash flow hedges		$	36			$	34
Foreign exchange contracts
Foreign exchange contracts

As of ~~September 30, 2023,~~March 31, 2024, cumulative unrealized gains recorded in AOCI, net of tax related to derivative instruments designated as hedging instruments were ~~$35~~$17 million.

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

Effect of derivative instruments not designated as hedging instruments on the unaudited condensed consolidated statements of operations

The following table presents the activity of derivative instruments not designated as hedging instruments and the impact of these derivative contracts on the unaudited condensed consolidated statements of operations (in millions):

Realized Gain (Loss) on Derivatives Unrealized Gain on Derivatives
Three Months Ended September 30, Nine Months Ended September 30, Three Months Ended September 30, Nine Months Ended September 30,
2022 2023 2022 2023 2022 2023 2022 2023
Derivatives not designated as hedging instruments:
Foreign exchange contracts $ 61 $ (7) $ 101 $ (91) $ 13 $ 54 $ 38 $ 66
Total derivatives not designated as hedging instruments $ 61 $ (7) $ 101 $ (91) $ 13 $ 54 $ 38 $ 66
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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)


		Realized Loss on Derivatives					Unrealized Gain (Loss) on Derivatives
	Three Months Ended March 31,					Three Months Ended March 31,
		2023		2024			2023		2024
Derivatives not designated as hedging instruments:
Foreign exchange contracts		$	(20)	$	(21)		$	(1)	$	11

Cash flow hedges

The total notional amount of outstanding foreign currency derivatives designated as cash flow hedges was ~~$1.4~~$2.0 billion and $2.2 billion as of ~~September 30, 2023.~~December 31, 2023 and March 31, 2024, respectively.

As of March 31, 2024, approximately $16 million of deferred net gains on both outstanding and matured derivatives in AOCI are expected to be reclassified to revenue during the next 12 months concurrent with the underlying hedged transactions which will be recorded in revenue. Actual amounts ultimately reclassified to revenue are dependent on the exchange rates in effect when derivative contracts currently outstanding mature.

Derivatives not designated as hedging instruments

The total notional amount of outstanding derivatives not designated as hedging instruments was $2.4 billion and $3.1 billion as of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, respectively.

Note 7. Debt

Convertible Senior Notes

In 2021, the Company issued $2.0 billion aggregate principal amount of 0% convertible senior notes due 2026 (the "2026 Notes") pursuant to an indenture, dated March 8, 2021 (the "Indenture"), between the Company and U.S. Bank National Association, as trustee.

As of both December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, total outstanding debt, net of unamortized debt discount and debit issuance costs, was $2.0 billion. ~~The Company recorded interest~~Interest expense ~~of $1 million~~was immaterial for both the three months ended ~~September 30, 2022 and~~March 31, 2023 and ~~$3 million for both the nine months ended September 30, 2022 and 2023, for debt discount and debt issuance costs.~~2024.

As of ~~September 30, 2023,~~March 31, 2024, the if-converted value of the 2026 Notes did not exceed the outstanding principal amount.

As of ~~September 30, 2023,~~March 31, 2024, the total estimated fair value of the 2026 Notes was ~~$1.8~~$1.9 billion and was determined based on a market approach using actual bids and offers of the 2026 Notes in an over-the-counter market on the last trading day of the period, or Level 2 inputs.

2022 Credit Facility

In 2022, the Company entered into a five-year unsecured Revolving Credit Agreement, which provides for initial commitments by a group of lenders led by Morgan Stanley Senior Funding, Inc. of $1.0 billion (“2022 Credit Facility”). The 2022 Credit Facility provides a $200 million sub-limit for the issuance of letters of credit.

The 2022 Credit Facility contains customary events of default, affirmative and negative covenants, including restrictions on the Company’s and certain of its subsidiaries’ ability to incur debt and liens, undergo fundamental changes, as well as certain financial covenants. The Company was in compliance with all financial covenants as of ~~September 30, 2023.~~March 31, 2024.

NoAs of March 31, 2024, no amounts were drawn under the 2022 Credit Facility ~~as of December 31, 2022 and September 30, 2023,~~ and outstanding letters of credit totaled ~~$29 million and $28 million as of December 31, 2022 and September 30, 2023, respectively.~~$25 million.

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

Note 8. Stock-Based Compensation

Stock-Based Compensation Expense

The following table summarizes total stock-based compensation expense (in millions):


		Three Months Ended September 30,						Nine Months Ended September 30,
		2022		2023				2022		2023
						Three Months Ended March 31,
						Three Months Ended March 31,
						Three Months Ended March 31,
							2023					2023	2024
Operations and support	Operations and support	$	18	$	17			$	47	$	51
Product development	Product development	135		175				398		515
Sales and marketing	Sales and marketing	28		33				78		97
General and administrative	General and administrative	53		61				153		167

Stock-based compensation expense	Stock-based compensation expense	$	234	$	286			$	676	$	830
Stock-based compensation expense
Stock-based compensation expense

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

Stock Option and Restricted Stock Unit Activity

A summary of stock option and restricted stock unit (“RSU”) activity under the Company’s equity incentive plans was as follows (in millions, except per share amounts):

Outstanding
Stock Options
Outstanding
RSUs
Shares
Available for
Grant Number of
Shares Weighted-
Average
Exercise
Price Number of
Shares Weighted-
Average
Grant
Date Fair
Value
As of December 31, 2022 108 22 $ 23.41 34 $ 77.07
Granted (11) 1 122.41 10 121.42
Increase in shares available for grant 32 — — — —
Exercised/Vested 3 (16) 4.93 (9) 98.85
Canceled 2 — — (2) 119.46
As of September 30, 2023 134 7 $ 69.66 33 $ 83.06


		Outstanding Stock Options			Outstanding RSUs
	Shares Available for Grant	Number of Shares	Weighted- Average Exercise Price		Number of Shares	Weighted- Average Grant Date Fair Value
As of December 31, 2023	134	7	$	71.76	30	$	85.35
Granted	(7)	—	—		7	166.17
Increase in shares available for grant	13	—	—		—	—
Options exercised/RSUs vested(1)	1	(1)	42.12		(2)	109.14

As of March 31, 2024	141	6	$	80.12	35	$	100.12

(1)RSUs vested are net of shares withheld for taxes.

Number of
Shares Weighted-
Average
Exercise
Price Weighted-
Average
Remaining
Contractual
Life (years) Aggregate
Intrinsic
Value
Options outstanding as of September 30, 2023 7 $ 69.66 5.83 $ 544
Options exercisable as of September 30, 2023 6 $ 57.21 5.06 $ 480

In May 2023, 11.2 million stock options were exercised in cashless transactions pursuant to which the Company withheld and retired 5.7 million shares of common stock, valued at their fair market value on the exercise date, to cover the related $567 million of employee withholding tax and $36 million of exercise cost.

~~Employee Stock Purchase Plan (“ESPP”)~~

The Company recorded stock-based compensation expense related to the ESPP of $9 million and $6 million for the three months ended September 30, 2022 and 2023, respectively, and $23 million and $20 million for the nine months ended September 30, 2022 and 2023, respectively.

For the nine months ended September 30, 2022, the Company issued 0.2 million shares of Class A common stock under the ESPP at a weighted-average price of $103.23 per share, resulting in net cash proceeds of $20 million. For the nine months ended September 30, 2023, the Company issued 0.3 million shares of Class A common stock at a weighted-average price of $88.77 per share, resulting in net cash proceeds of $31 million.


	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
Options outstanding as of March 31, 2024	6	$	80.12	5.87	$	541
Options exercisable as of March 31, 2024	5	$	66.85	5.12	$	484

Note 9. Commitments and Contingencies

Commitments

The Company has commitments including purchase obligations for web-hosting services and other commitments for brand marketing. As of ~~September 30, 2023,~~March 31, 2024, there were no material changes outside the ordinary course of business to the Company’s commitments, as disclosed in its Annual Report on Form 10-K for the year ended December 31, ~~2022.~~2023.

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

Lodging Tax Obligations and Other Non-Income Tax Matters

Platform Related Taxes and Collection Obligations

Some states and localities in the United States and elsewhere in the world impose transient occupancy or lodging accommodations taxes (“Lodging Taxes”) on the use or occupancy of lodging accommodations or other traveler services. As of ~~September 30, 2023,~~March 31, 2024, the Company collects and remits Lodging Taxes in approximately ~~32,400~~33,000 jurisdictions on behalf of its ~~Hosts.~~hosts. Such Lodging Taxes are generally remitted to tax jurisdictions within a 30 to 90-day period following the end of each month.

As of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, the Company had an obligation to remit Lodging Taxes collected from guests on bookings in these jurisdictions totaling ~~$251~~$274 million and ~~$370~~$508 million, respectively. These payables were recorded in accrued expenses, accounts payable, and other current liabilities on the unaudited condensed consolidated balance sheets.

In jurisdictions where the Company does not collect and remit Lodging Taxes, ~~the responsibility~~hosts are primarily responsible for ~~collecting and remitting these taxes primarily rests with Hosts.~~such taxes. The Company has estimated Lodging Tax liabilities in a certain number of jurisdictions with respect to state, city, and local taxes where management believes it is probable that the Company can be held jointly liable with ~~Hosts~~hosts for taxes and the related amounts can be reasonably estimated. As of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, accrued obligations related to these estimated taxes, including estimated penalties and interest, totaled ~~$71~~$114 million and ~~$115~~$124 million, respectively. As of ~~September 30, 2023,~~March 31, 2024, the Company estimates that the reasonably possible loss related to certain Lodging Taxes that can be determined in excess of the amounts accrued is between ~~$30~~$38 million to ~~$40~~$48 million; however, no assurance can be given as to the outcomes and the Company could be subject to significant additional tax liabilities. With respect to all other jurisdictions’ Lodging Taxes for which a loss is probable or reasonably possible, the Company is unable to determine an estimate of the possible loss or range of loss beyond the amounts already accrued.

The Company’s potential obligations with respect to Lodging Taxes could be affected by various factors, which include, but are not limited to, whether the Company determines or any tax authority asserts that the Company has a responsibility to collect lodging and related taxes on either historical or future transactions, or by the introduction of new ordinances and taxes ~~which~~that subject the Company’s operations to such taxes. Accordingly, the ultimate resolution of Lodging Taxes may be greater or less than the reserve amounts that the Company has recorded.

The Company is currently involved in disputes brought by certain domestic and international states and localities involving the payment of Lodging Taxes. These jurisdictions are asserting that the Company is liable or jointly liable with ~~Hosts~~hosts to collect and remit Lodging Taxes. These disputes are in various stages and the Company continues to vigorously defend these claims. The Company believes that the statutes

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

at issue impose a Lodging Tax obligation on the person exercising the taxable privilege of providing accommodations, or the Company’s ~~Hosts.~~hosts.

The imposition of such taxes on the Company could increase the cost of a guest booking and potentially cause a reduction in the volume of bookings on the Company’s platform, which would adversely impact the Company’s results of operations. The Company will continue to monitor the application and interpretation of lodging and related taxes and ordinances and will adjust accruals based on any new information or further developments.

The Company is under audit and inquiry by various domestic and foreign tax authorities with regard to non-income tax matters. The subject matter of these contingent liabilities primarily arises from the Company’s transactions with its customers, as well as the tax treatment of certain employee benefits and related employment taxes. In jurisdictions with disputes connected to transactions with customers, disputes involve the applicability of transactional taxes (such as sales, value-added, and similar taxes) to services provided, as well as the applicability of withholding tax on payments made to such ~~Hosts.~~hosts. As of December 31, ~~2022~~2023 and ~~September 30, 2023,~~March 31, 2024, the Company accrued a total of ~~$135~~$521 million and ~~$137~~$428 million of estimated ~~taxes~~tax liabilities, including interest and ~~interest~~penalties, related to ~~Hosts’~~hosts’ withholding tax obligations, respectively. As of ~~September 30, 2023,~~March 31, 2024, the Company estimates that the reasonably possible loss related to withholding income taxes that can be determined in excess of the amounts accrued is between ~~$90~~$95 million to ~~$110~~$115 million; however, no assurance can be given as to the outcomes and the Company could be subject to significant additional tax liabilities. Due to the inherent complexity and uncertainty of these matters and judicial processes in certain jurisdictions, the final outcomes may exceed the estimated liabilities recorded.

The Company has identified reasonably possible exposures related to transactional taxes and business taxes and has not accrued for these amounts since the likelihood of the contingent liability is less than probable. As of ~~September 30, 2023,~~March 31, 2024, the Company estimates that the reasonably possible loss related to these matters in excess of the amounts accrued is between ~~$260~~$320 million ~~to $280~~and $340 million; however, no assurance can be given as to the outcomes and the Company could be subject to significant additional tax liabilities.

In 2017, Italy passed a law ~~requiring~~purporting to require short-term rental platforms that process payments to withhold ~~Host~~and remit host income tax and collect and remit tourist tax, amongst other obligations (“2017 Law”). The Company ~~has~~ challenged this law before the Italian courts and the Court of Justice of the European Union (“CJEU”). In December 2022, the CJEU found that European law does not prohibit member states from passing legislation requiring short-term rental platforms to withhold income taxes from their hosts, however a requirement to appoint a tax representative, on which the 2017 Law and the withholding obligations are based, is contrary to European Union (“EU”) law. In October 2023, the Italian national court upheld the ruling of the CJEU. The Company’s subsidiary in Italy and subsidiary in Ireland ~~are~~continue to be, or could be in the future, subject to tax audits in Italy, including in relation to permanent establishment, transfer pricing, and withholding obligations.

In May 2023, the Guardia di Finanza de Milano (“GdF”) issued a Tax Audit Report recommending to the Italian tax authorities a formal tax assessment of 779 million ~~Euros~~Euro on Airbnb’s subsidiary in Ireland relating to the 2017 Law and associated withholding tax obligations. On December 13, 2023, without admitting any liability, Airbnb Ireland signed an agreement with the Italian Revenue Agency (“ITA”) in settlement of the 2017-2021 audit period for an aggregate payment of 576 million Euro ($621 million). Such agreement settles a dispute about Airbnb Ireland’s obligations to withhold and remit host income tax, including taxes, interest, and penalties, for those relevant periods. The ~~matter has also been referred~~GdF conducted a withholding tax audit of Airbnb Ireland UC for the 2022 and 2023 tax years and issued a report to the ~~public prosecutors' office, which is typical once~~ITA in March 2024. The Company expects to begin settlement discussions with the ~~Tax Authority issues its audit report and assessment. While~~ITA in the Company continues to believe that it is not subject to the 2017 Law based on the CJEU and Italian court rulings, the Company and the Italian tax authorities are actively working to resolve this matter. However due to the inherent complexity and uncertainty of the 2017 Law, the Company is unable to determine an estimate of the possible loss or range of loss.second quarter 2024.

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

With respect to all other withholding tax on payments made to ~~Hosts~~hosts and transactional taxes for which a loss is probable or reasonably possible, the Company is unable to determine an estimate of the possible loss or range of loss beyond the amounts already accrued.

Payroll Taxes

The Company is subject to regular payroll tax examinations by various international, state and local jurisdictions. Although management believes its tax withholding remittance practices are appropriate, the Company may be subject to additional tax liabilities, including interest and penalties, if any tax authority disagrees with the Company’s withholding and remittance practices, or if there are changes in laws, regulations, administrative practices, principles or interpretations related to payroll tax withholding in the various international, state and local jurisdictions.

In addition, as of December 31, 2023 and March 31, 2024, the Company accrued a total of $43 million and $45 million of estimated tax liabilities related to employment taxes on certain employee benefits, respectively.

Legal and Regulatory Matters

The Company has been and is currently a party to various legal and regulatory matters arising in the normal course of business. Such proceedings and claims, even if not meritorious, can require significant financial and operational resources, including the diversion of management’s attention from the Company’s business objectives.

Regulatory Matters

The Company operates in a complex legal and regulatory environment and its operations are subject to various U.S. and foreign laws, rules, and regulations, including those related to: Internet activities; short-term rentals, long-term rentals and home sharing; real estate, property rights, housing and land use; travel and hospitality; privacy and data protection; intellectual property; competition; health and safety; protection of minors; consumer protection; employment; payments, money transmission, economic and trade sanctions, anti-corruption and anti-bribery; taxation; and others. In addition, the nature of the Company’s business exposes it to inquiries and potential claims related to the compliance of the business with applicable law and regulations. In some instances, applicable laws and regulations do not yet exist or are being applied, interpreted or implemented to address aspects of the Company’s business, and such adoption or interpretation could

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

further alter or impact the Company’s business.

In certain instances, the Company has been party to litigation with municipalities relating to or arising out of certain regulations. In addition, the implementation and enforcement of regulation can have an impact on the Company’s business.

Intellectual Property

The Company has been and is currently subject to claims relating to intellectual property, including alleged patent infringement. Adverse results in such lawsuits may include awards of substantial monetary damages, costly royalty or licensing agreements, or orders preventing the Company from offering certain features, functionalities, products, or services, and may also cause the Company to change its business practices or require development of non-infringing products or technologies, which could result in a loss of revenue or otherwise harm its business. To date, the Company has not incurred any material costs as a result of such cases and has not recorded any material liabilities in its consolidated financial statements related to such matters.

Litigation and Other Legal Proceedings

The Company is currently involved in, and may in the future be involved in, legal proceedings, claims, and government investigations in the ordinary course of business. These include proceedings, claims, and investigations relating to, among other things, regulatory matters, commercial matters, intellectual property, competition, tax, employment, pricing, discrimination, consumer rights, personal injury, and property rights.

The Australian Competition and Consumer Commission (“ACCC”) commenced proceedings against Airbnb, Inc. and Airbnb Ireland UC alleging that Airbnb has breached the Australian Consumer Law by making false and misleading representations, because certain users were shown prices and charged in U.S. dollars versus Australian dollars. The Company disputes the allegations of the ACCC.

Depending on the nature of the proceeding, claim, or investigation, the Company may be subject to monetary damage awards, fines, penalties, and/or injunctive orders. Furthermore, the outcome of these matters could materially adversely affect the Company’s business, results of operations, and financial condition. The outcomes of legal proceedings, claims, and government investigations are inherently unpredictable and subject to significant judgment to determine the likelihood and amount of loss related to such matters. While it is not possible to determine the outcomes, the Company believes based on its current knowledge that the resolution of all such pending matters will not, either individually or in the aggregate, have a material adverse effect on the Company’s business, results of operations, financial condition, or cash flows.

The Company establishes an accrued liability for loss contingencies related to legal matters when a loss is both probable and reasonably estimable. These accruals represent management’s best estimate of probable losses. Such currently accrued amounts are not material to the Company’s unaudited condensed consolidated financial statements. However, management’s views and estimates related to these matters may change in the future, as new events and circumstances arise and the matters continue to develop. Until the final resolution of legal matters, there may be an exposure to losses in excess of the amounts accrued. With respect to outstanding legal matters, based on current knowledge, the amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on the Company’s business, results of operations, financial condition, or cash flows. Legal fees are expensed as incurred.

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

Host Protections

The Company offers AirCover coverage, which includes but is not limited to, the Company’s Host Damage Protection program that provides protection of up to $3 million for direct physical loss or damage to a ~~Host’s~~host’s covered property caused by guests during a confirmed booking and when the ~~Host~~host and guest are unable to resolve the dispute. The Company retains risk and also maintains insurance from third parties on a per claim basis to protect the Company’s financial exposure under this program. In addition, through third-party insurers and self-insurance mechanisms, including a wholly-owned captive insurance subsidiary, the Company provides insurance coverage for third-party bodily injury or property damage liability claims that occur during a stay. The Company’s Host Liability Insurance and Experiences Liability Insurance consists of a commercial general liability policy, with ~~Hosts~~hosts and the Company as named insureds and landlords of ~~Hosts~~hosts as additional insureds. The Host Liability Insurance and Experiences Liability Insurance provides primary coverage for up to $1 million per occurrence, subject to a $1 million cap per listing location, and includes various market standard conditions, limitations, and exclusions.

Indemnifications

The Company has entered into indemnification agreements with certain of its employees, officers and directors. The indemnification agreements and the Company’s Amended and Restated Bylaws (the “Bylaws”) require the Company to indemnify its directors and officers and those employees who have entered into indemnification agreements to the fullest extent not prohibited by Delaware law. Subject to certain limitations, the indemnification agreements and Bylaws also require the Company to advance expenses incurred by its directors and officers and those employees who have entered into indemnification agreements. No demands have been made upon the Company to provide indemnification or advancement under the indemnification agreements or the Bylaws, and thus, there are no indemnification or advancement claims that the Company is aware of that could have a material adverse effect on the Company’s business, results of operations, financial condition, or cash flows.

In the ordinary course of business, the Company has included limited indemnification provisions in certain agreements with parties with whom the Company has commercial relations, which provisions are of varying scope and terms with respect to indemnification of certain matters, which may include losses arising out of the Company’s breach of such agreements or out of intellectual property infringement claims made by third parties. It is not possible to determine the maximum potential loss under these indemnification provisions due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no significant costs have been incurred, either individually or collectively, in connection with the Company’s indemnification provisions.

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 10. Income Taxes

The Company’s tax provision for interim periods is determined by using an estimated annual effective tax rate, adjusted for discrete items arising in that quarter. In each quarter, the Company updates the estimated annual effective tax rate and makes a year-to-date adjustment to the provision. The estimated annual effective tax rate is subject to significant volatility due to several factors, including accurately predicting the Company’s pre-tax and taxable income and loss and the mix of jurisdictions to which they relate, intercompany transactions, audit-related developments, and changes in statutes, regulations, case law, and administrative actions.

The Company recorded income tax expense of ~~$56~~$13 million and ~~$71~~$29 million for the three ~~and nine~~ months ended ~~September 30, 2022,~~March 31, 2023 and 2024, respectively, which were primarily driven by current and ~~recorded~~deferred tax on U.S. and foreign earnings, the accrual of interest on certain uncertain tax positions, and the income tax benefit ~~of $2.7 billion for both the three and nine months ended September 30, 2023. The income~~from excess tax ~~benefit was primarily due to the release of the valuation allowance of certain U.S. federal and state deferred tax assets~~benefits on stock-based compensation arising during the ~~three months ended September 30, 2023.~~

~~The Company regularly assesses the need for a valuation allowance against its deferred tax assets each~~ quarter. In making that assessment, the Company considers both positive and negative evidence in the various jurisdictions in which it operates related to the likelihood of realization of the deferred tax assets to determine, based on the weight of available evidence, whether it is more likely than not that some or all of the deferred tax assets will not be realized. As of September 30, 2023, based on all available positive and negative evidence, having demonstrated sustained profitability which is objective and verifiable, and taking into account anticipated future earnings, the Company has concluded that it is more likely than not that its U.S. federal and state deferred tax assets will be realizable, with the exception of California research and development credits, capital loss carryovers, and certain losses subject to the dual consolidated loss rules. The Company continues to maintain a valuation allowance against its California research and development credit deferred tax assets due to the uncertainty regarding realizability of these deferred tax assets as they have not met the “more likely than not” realization criteria, particularly as the Company expects research and development tax credit generation to exceed its ability to use the credits in future years. When a change in valuation allowance is recognized during an interim period, the change in valuation allowance resulting from current year income is included in the annual effective tax rate and the release of valuation allowance supported by projections of future taxable income is recorded as a discrete tax benefit in the interim period. The Company released $2.8 billion of its valuation allowance as a discrete tax benefit during the three months ended September 30, 2023. The Company will continue to monitor the need for a valuation allowance against its deferred tax assets on a quarterly basis.

The Company’s significant tax jurisdictions include the United States, California, and Ireland. The Company is currently under examination for income taxes by the Internal Revenue Service (“IRS”) for the 2013, 2016, 2017, and 2018 tax years. The primary issue under examination in the 2013 audit is the valuation of the Company’s international intellectual property which was sold to a subsidiary in 2013. In the year ended December 31, 2019, new information became available which required the Company to remeasure its reserve for unrecognized tax benefits. The Company recorded additional tax expense of $196 million during the year ended December 31, 2019. In December 2020, the Company received a Notice of Proposed Adjustment (“NOPA”) from the IRS which proposed an increase to the Company’s U.S. taxable income that could result in additional income tax expense and cash liability of $1.3 billion, plus penalties and interest, which exceeds its current reserve recorded in its consolidated financial statements by more than $1.0 billion. The Company disagrees with the proposed adjustment and continues to vigorously contest it. In February 2021, the Company submitted a protest to the IRS describing its disagreement with the proposed adjustment and requesting the case to be transferred to the IRS Independent Office of Appeals (“IRS Appeals”). In December 2021, the Company received a rebuttal from the IRS with the same proposed adjustments that were in the NOPA. In January 2022, the Company entered into an administrative dispute process with IRS Appeals. An acceptable outcome is not expected to be reached with IRS Appeals, and the Company expects to receive a Statutory Notice of Deficiency (“Notice”) from the IRS related to the aforementioned valuation of its international intellectual property consistent with the previously received NOPA, claiming that the Company owes $1.3 billion in tax, plus penalties and interest. The Company will continue to pursue all available remedies to

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

resolve this dispute, including petitioning the U.S. Tax Court (“Tax Court”) for redetermination, ~~if an acceptable outcome cannot be reached with IRS Appeals,~~ and if necessary, appealing the Tax Court’s decision to the appropriate appellate court. The Company believes that adequate amounts have been reserved for any adjustments that may ultimately result from these examinations. If the IRS prevails in the assessment of additional tax due based on its position and such tax and related interest and penalties, if any, exceeds the Company’s current reserves, such outcome could have a material adverse impact on the Company’s financial position and results of operations, and any assessment of additional tax could require a significant cash payment and have a material adverse impact on the Company’s unaudited condensed consolidated statements of cash flow.

On August 16, 2022, the Inflation Reduction Act was signed into law, with tax provisions primarily focused on implementing a 15% minimum tax known as the Corporate Alternative Minimum Tax (“CAMT”) on global adjusted financial statement income and a 1% excise tax on net share repurchases. The Inflation Reduction Act became effective beginning in fiscal year 2023. The Company ~~does not anticipate the new law to have~~anticipates paying a material amount of additional federal taxes in 2024 due to the CAMT. The additional CAMT will result in tax credits that are expected to offset the Company’s federal tax in subsequent years, thus there is no impact onto the ~~current year, and will continue to evaluate its impact as further information becomes available.~~overall tax provision.

Note 11. Net Income per Share

The following table sets forth the computation of basic and diluted net income per share attributable to common stockholders for the periods indicated (in millions, except per share amounts):


		Three Months Ended September 30,						Nine Months Ended September 30,
		2022		2023				2022		2023
						Three Months Ended March 31,
						Three Months Ended March 31,
						Three Months Ended March 31,
							2023					2023	2024
Net income	Net income	$	1,214	$	4,374			$	1,574	$	5,141
Add: convertible notes interest expense, net of tax	Add: convertible notes interest expense, net of tax	1		1				2		2
Net income - diluted	Net income - diluted	$	1,215	$	4,375			$	1,576	$	5,143
Weighted-average shares in computing net income per share attributable to Class A and Class B common stockholders:	Weighted-average shares in computing net income per share attributable to Class A and Class B common stockholders:
Basic	Basic	639		640				637		636
Basic
Basic
Effect of dilutive securities	Effect of dilutive securities	41		20				45		29
Diluted	Diluted	680		660				683		665
Net income per share attributable to Class A and Class B common stockholders:	Net income per share attributable to Class A and Class B common stockholders:
Basic	Basic	$	1.90	$	6.83			$	2.47	$	8.08
Basic
Basic
Diluted	Diluted	$	1.79	$	6.63			$	2.31	$	7.74

As of both ~~September 30, 2022~~March 31, 2023 and ~~2023, RSUs to be settled in~~2024, 9.6 million shares of ~~Class A common stock~~RSUs were excluded from the table below because they are subject to ~~market~~performance conditions that were not achieved as of such date.

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Airbnb, Inc.

Notes to Condensed Consolidated Financial Statements (unaudited)

Additionally, the following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive (in millions):


					Three Months Ended March 31,
					Three Months Ended March 31,
					Three Months Ended March 31,
				2023				2023	2024

		Three Months Ended September 30,				Nine Months Ended September 30,
		2022	2023			2022	2023
Stock options

Stock options

Stock options	Stock options	1	2			1	2
RSUs	RSUs	10	5			8	5

Total	Total	11	7			9	7

Total

Total

Share Repurchase Program

~~On August 2, 2022,~~In May 2023 and February 2024, the Company announced that its board of directors approved a share repurchase program with authorization to purchase up to $2.0 billion of the Company's Class A common stock (the “2022 Share Repurchase Program”). As of June 30, 2023, the Company completed the repurchase of all of its authorization under the 2022 Share Repurchase Program.

~~On May 9, 2023, the Company announced that its board of directors approved another share repurchase program with authorization~~programs to purchase up to $2.5 billion and $6.0 billion of the ~~Company's~~Company’s Class A common stock, ~~at management’s discretion (the “2023 Share Repurchase Program”).~~ respectively.

Share repurchases under ~~the 2023 Share Repurchase Program~~these share repurchase programs may be made through a variety of methods, ~~which may include~~such as open market purchases, privately negotiated transactions, block trades or accelerated share repurchase transactions or by any combination of such methods. Any such repurchases will be made from time to time subject to market and economic conditions, applicable legal requirements and other relevant factors. ~~The 2023 Share Repurchase Program does~~These share repurchase programs do not obligate the Company to repurchase any specific number of shares and may be modified, suspended or terminated at any time at the Company’s discretion.

During the three ~~and nine~~ months ended ~~September 30, 2023,~~March 31, 2024, the Company repurchased and subsequently retired ~~3.7 million and 12.1~~4.7 million shares of Class A common stock for ~~$500~~$750 million, ~~and $1.5 billion, respectively.~~which completed the repurchases authorized under the share repurchase program announced in May 2023. As of ~~September 30, 2023,~~March 31, 2024, the Company had ~~$1.5~~$6.0 billion available to repurchase shares of Class A common stock under ~~the 2023 Share Repurchase Program.~~its share repurchase program.

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~~Airbnb, Inc.~~

~~Notes to Condensed Consolidated Financial Statements (unaudited)~~

The Inflation Reduction Act imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. For the three and nine months ended September 30, 2023, there was no excise tax on share repurchases.

~~Class A Common Stock Warrants~~

As of December 31, 2022, the Company had warrants outstanding to purchase 7.9 million shares of Class A common stock with an exercise price of $28.36 per share, subject to adjustment upon the occurrence of certain specified events. During the three months ended September 30, 2023, warrant holders exercised warrants to purchase 6.0 million shares of Class A common stock. The warrants were exercised on a cashless basis, resulting in the issuance of 4.8 million shares of the Class A common stock. As of September 30, 2023, 1.9 million warrants were outstanding.

~~Note 12. Restructuring~~

In the second quarter of 2022, the Company shifted to a remote work model, allowing its employees to work from anywhere in the country. The shift to a remote work model was in direct response to the change in how employees work due to the impact of COVID-19. As a result, the Company recorded restructuring charges of $89 million during the nine months ended September 30, 2022, which included $81 million relating to an impairment of both domestic and international operating lease right-of-use assets, and $8 million of related leasehold improvements. Restructuring charges for the three months ended September 30, 2022 were not material. There were no restructuring charges during the three and nine months ended September 30, 2023.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited condensed consolidated financial statements ~~(“financial statements”)~~ and related notes included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022~~2023 (the ~~“2022~~“2023 Annual Report”). This discussion contains forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under the section titled “Risk Factors” of our ~~2022~~2023 Annual Report. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Overview

We are a community based on connection and belonging—a community that was born in 2007 when two ~~Hosts~~hosts welcomed three guests to their San Francisco home, and has since grown to over 45 million ~~Hosts~~hosts who have welcomed over 1.5 billion guest arrivals ~~to over 100,000 cities and towns~~ in almost every country and region across the globe. ~~Hosts on Airbnb are everyday people who share their worlds~~Every day, hosts offer unique stays and experiences that make it possible for guests to ~~provide guests~~connect with ~~the feeling of connection and being at home.~~ communities in a more authentic way.

We have five stakeholders and ~~are~~we have designed our Company with all of them in mind. Along with employees and shareholders, we serve ~~Hosts,~~hosts, guests, and the communities in which they live. We intend to make long-term decisions considering all of our stakeholders because their collective success is key for our business to thrive.

We operate a global marketplace, where Hosts offer guests stays and experiences on our platform. Our business model relies on the success of Hosts and guests (collectively referred to as “customers”) who join our community and generate consistent bookings over time. As Hosts become more successful on our platform and as guests return over time, we benefit from the recurring activity of our community.

~~Third~~First Quarter Financial Highlights

For the three months ended ~~September 30, 2023,~~March 31, 2024, revenue grew by 18% to ~~$3.4~~$2.1 billion, compared to the same period in the prior year, primarily due to a ~~14%~~9.5% increase in Nights and Experiences Booked of ~~13.5~~11.5 million driving a ~~17%~~12% increase in Gross Booking Value (“GBV”) of ~~$2.7~~$2.5 billion, ~~and~~ a modest increase in Average Daily Rate (“ADR”)., and the shift in timing of Easter from the second quarter of 2023 to the first quarter of 2024. The growth in revenue demonstrated the continued strong travel demand. ~~On a constant-currency basis, revenue increased 14% for the three months ended September 30, 2023, compared to the same period in the prior year.~~

Net income for the three months ended ~~September 30, 2023~~March 31, 2024 increased by ~~260%~~126% to ~~$4.4 billion,~~$264 million, compared to the same period in the prior year, driven by our revenue growth, increased interest income, and discipline in managing our cost ~~structure, and~~structure.

Adjusted EBITDA1 for the ~~release of a significant portion~~three months ended March 31, 2024 increased 62% to $424 million, compared to the same period in the prior year, demonstrating the continued strength of our ~~valuation allowance on deferred tax assets of $2.8 billion (see Note 10,~~ ~~Income Taxes~~ tobusiness, a modest increase in ADR, and discipline in managing our ~~financial statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q for further details).~~cost structure.

Our net cash provided by operating activities was ~~$1.3~~$1.9 billion for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to ~~$964 million,~~$1.6 billion, in the same period in the prior year. We generated Free Cash Flow1 of ~~$1.3~~$1.9 billion for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to ~~$958 million,~~$1.6 billion, in the same period in the prior year. The increase was primarily driven by growth in ~~revenue, unearned fees~~net income, and ~~net income.~~accrued expenses and other liabilities.

During the three months ended ~~September 30, 2023,~~March 31, 2024, we repurchased ~~3.7~~4.7 million shares of Class A common stock for ~~$500~~$750 million, leaving ~~$1.5~~$6.0 billion available to repurchase under our share repurchase program.

Key Business Metrics and Non-GAAP Financial Measures

We track the following key business metrics and financial measures that are not calculated and presented in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) (“non-GAAP financial measures”) to evaluate our operating performance, identify trends, formulate financial projections, and make strategic decisions. Accordingly, we believe that these key business metrics and non-GAAP financial measures provide useful information to investors and others in understanding and evaluating our results of operations in the same manner as our management team. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance, and assists in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their U.S. GAAP results.

These key business metrics and non-GAAP financial measures are presented for supplemental informational purposes only, should not be considered a substitute for financial information presented in accordance with U.S. GAAP, and may be different from similarly titled metrics or measures presented by other companies. A reconciliation of each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with U.S. GAAP is provided under the subsection titled “— Adjusted ~~EBITDA”~~EBITDA Reconciliation” and “— Free Cash ~~Flow”~~Flow Reconciliation” below. Investors are encouraged to review the related U.S. GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable U.S. GAAP financial measures.

1 A reconciliation of non-generally accepted accounting principles financial measures to the most comparable generally accepted accounting principles financial measures is provided under the subsection titled “Key Business Metrics and Non-GAAP Financial Measures— Free Cash Flow” below.

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Nights and Experiences Booked

Nights and Experiences Booked is a key measure of the scale of our platform, which in turn drives our financial performance. Nights and Experiences Booked on our platform in a period represents the sum of the total number of nights booked for stays and the total number of seats booked for experiences, net of cancellations and alterations that occurred in that period. For example, a booking made on February 15 would be reflected in Nights and Experiences Booked for our quarter ended March 31. If, in the example, the booking were canceled on

1 A reconciliation of non-GAAP financial measures to the most comparable U.S. GAAP financial measures is provided under the subsection titled “Key Business Metrics and Non-GAAP Financial Measures— Adjusted EBITDA Reconciliation” and “— Free Cash Flow Reconciliation” below.

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May 15, Nights and Experiences Booked would be reduced by the cancellation for our quarter ended June 30. A night can include one or more guests and can be for a listing with one or more bedrooms. Nights and Experiences Booked grows as we attract new customers to our platform and as repeat guests increase their activity on our platform. A seat is booked for each participant in an experience. Substantially all of the bookings on our platform to date have come from nights. We believe Nights and Experiences Booked is a key business metric to help investors and others understand and evaluate our results of operations in the same manner as our management team, as it represents a single unit of transaction on our platform.

For the ~~third quarter of 2023,~~three months ended March 31, 2024, we had ~~113.2~~132.6 million Nights and Experiences Booked, a ~~14%~~9.5% increase from ~~99.7~~121.1 million for the same period in the prior ~~year period. For the nine months ended September 30, 2023, we had 349.4 million Nights and Experiences Booked, a 14% increase from 305.5 million for the same prior year period.~~year. The increase ~~in our Nights and Experiences Booked~~ was driven by ~~strong~~ growth across all regions, with the strongest growth in ~~particular Europe~~Asia Pacific and ~~North America.~~Latin America, as we continue to focus on international expansion.

Gross Booking Value

GBV represents the dollar value of bookings on our platform in a period and is inclusive of ~~Host~~host earnings, service fees, cleaning fees, and taxes, net of cancellations and alterations that occurred during that period. The timing of recording GBV and any related cancellations is similar to that described in the subsection titled “— Key Business Metrics and Non-GAAP Financial Measures — Nights and Experiences Booked” above. Revenue from the booking is recognized upon check-in; accordingly, GBV is a leading indicator of revenue. The entire amount of a booking is reflected in GBV during the quarter in which booking occurs, whether the guest pays the entire amount of the booking upfront or elects to use our Pay Less Upfront program. Growth in GBV reflects our ability to attract and retain customers and reflects growth in Nights and Experiences Booked.

For the ~~third quarter of 2023,~~three months ended March 31, 2024, our GBV was ~~$18.3~~$22.9 billion, a ~~17%~~12% increase from ~~$15.6~~$20.4 billion for the same period in the prior ~~year period. For the nine months ended September 30, 2023, our GBV was $57.8 billion, a 16% increase from $49.7 billion for the same prior year period.~~year. The increase ~~in our GBV~~ was primarily due to an increase in Nights and Experiences Booked, combined with a modest increase in ADR. ~~Similar to Nights and Experiences Booked, our~~We saw GBV ~~improvement was driven by~~growth across all regions, with the strongest growth in ~~bookings in all regions.~~Latin America and Asia Pacific.

Non-GAAP Financial Measures

Our non-GAAP financial measures include Adjusted EBITDA and Free Cash Flow, ~~and revenue growth rates in constant currency,~~ which are described below. A reconciliation of each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with U.S. GAAP is provided below. Investors are encouraged to review the related U.S. GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable U.S. GAAP financial measures.

~~The following table summarizes our non-GAAP financial measures, along with the most directly comparable U.S. GAAP measure, for each period presented below (in millions):~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023 2022 2023
Net income $ 1,214 $ 4,374 $ 1,574 $ 5,141
Adjusted EBITDA $ 1,457 $ 1,834 $ 2,397 $ 2,915
Net cash provided by operating activities $ 964 $ 1,325 $ 2,967 $ 3,821
Free Cash Flow $ 958 $ 1,310 $ 2,950 $ 3,791

~~Adjusted EBITDA~~

We define Adjusted EBITDA as net income or loss adjusted for (i) provision for (benefit from) income taxes; (ii) other income (expense), net, interest expense, and interest income; (iii) depreciation and amortization; (iv) stock-based compensation expense; (v) acquisition-related impacts consisting of gains (losses) recognized on changes in the fair value of contingent consideration arrangements; (vi) net changes to the reserves for lodging taxes for which management believes it is probable that we may be held jointly liable with Hosts for collecting and remitting such taxes; and (vii) restructuring charges.

The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, or because the amount and timing of these items is unpredictable, not driven by core results of operations and renders comparisons with prior periods and competitors less meaningful. We believe Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of operations, as well as provides a useful measure for period-to-period comparisons of our business performance. Moreover, we have included Adjusted EBITDA in this Quarterly Report on Form 10-Q because it is a key measurement used by our management internally

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~~to make operating decisions, including those related to operating expenses, evaluating performance, and performing strategic planning and annual budgeting.~~

Adjusted EBITDA has limitations as a financial measure, should be considered as supplemental in nature, and is not meant as a substitute for the related financial information prepared in accordance with U.S. GAAP. ~~These limitations include the following:~~

•Adjusted EBITDA does not reflect interest income (expense) and other income (expense), net, which include unrealized and realized gains and losses on foreign currency exchange, investments, and financial instruments;

•Adjusted EBITDA excludes certain recurring, non-cash charges, such as depreciation of property and equipment and amortization of intangible assets, and although these are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect all cash requirements for such replacements or for new capital expenditure requirements;

•Adjusted EBITDA excludes stock-based compensation expense, which has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of our compensation strategy;

•Adjusted EBITDA excludes acquisition-related impacts consisting of gains (losses) recognized on changes in the fair value of contingent consideration arrangements. The contingent consideration, which was in the form of equity, was valued as of the acquisition date and is marked-to-market at each reporting period based on factors including our stock price;

•Adjusted EBITDA does not reflect net changes to reserves for lodging taxes for which management believes it is probable that we may be held jointly liable with Hosts for collecting and remitting such taxes; and

•~~Adjusted EBITDA does not reflect restructuring charges, which include severance and other employee costs, lease impairments, and contract amendments and terminations.~~

Because of these limitations, you should consider Adjusted EBITDA alongside other financial performance measures, including net income ~~(loss)~~ and our other U.S. GAAP results. Free Cash Flow has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of other U.S. GAAP financial measures, such as net cash provided by operating activities. Free Cash Flow does not reflect our ability to meet future contractual commitments and may be calculated differently by other companies in our industry, limiting its usefulness as a comparative measure.


Non-GAAP Measure	Definition	Purpose of Non-GAAP Measure
Adjusted EBITDA & Adjusted EBITDA Margin	Adjusted EBITDA: Net income adjusted for: •provision for income taxes, •other expense, net, •interest income; •depreciation and amortization, •stock-based compensation expense, •acquisition-related impacts consisting of gains (losses) recognized on changes in the fair value of contingent consideration arrangements, and •lodging taxes for which management believes it is probable that we may be held jointly liable with hosts for collecting and remitting such taxes, and the applicability of withholding taxes on payments made to such hosts. Adjusted EBITDA Margin: Adjusted EBITDA divided by revenue.	•Enhances comparability on a consistent basis and provides investors with useful insight into the underlying trends of the business. •Used by management to make operating decisions such as evaluating performance, performing strategic planning, and budgeting.
Free Cash Flow	Net cash provided by operating activities less purchases of property and equipment.	•Indicator of liquidity that provides information to our management and investors about the amount of cash generated from operations, after purchases of property and equipment, that can be used for strategic initiatives.

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The following table summarizes our non-GAAP financial measures, along with the most directly comparable U.S. GAAP measure, for each period presented below (in millions):


	Three Months Ended March 31,
	2023			2024

Net income	$	117		$	264
Net income as a percentage of revenue	6		%	12		%
Adjusted EBITDA	$	262		$	424
Adjusted EBITDA as a percentage of revenue	14		%	20		%

Net cash provided by operating activities	$	1,587		$	1,923
Net cash provided by operating activities as a percentage of revenue	87		%	90		%
Free Cash Flow	$	1,581		$	1,909
Free Cash Flow as a percentage of revenue	87		%	89		%

Adjusted EBITDA Reconciliation

The following is a reconciliation of Adjusted EBITDA to the most comparable U.S. GAAP measure, net income (in millions, except percentages):


	Three Months Ended March 31,
	2023			2024

Revenue	$	1,818		$	2,142

Net income	$	117		$	264
Adjusted to exclude the following:
Provision for income taxes	13			29
Other expense, net	11			10

Interest income	(146)			(202)
Depreciation and amortization	11			14
Stock-based compensation expense(1)	240			295

Acquisition-related impacts	12			6
Lodging tax reserves and reserves for host withholding taxes	4			8

Adjusted EBITDA	$	262		$	424
Adjusted EBITDA as a percentage of revenue	14		%	20		%

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023 2022 2023
Revenue $ 2,884 $ 3,397 $ 6,497 $ 7,699
Net income $ 1,214 $ 4,374 $ 1,574 $ 5,141
Adjusted to exclude the following:
Provision (benefit) for income taxes 56 (2,695) 71 (2,656)
Other (income) expense, net (13) 3 (13) 46
Interest expense 5 6 19 12
Interest income (59) (192) (84) (529)
Depreciation and amortization 13 8 68 28
Stock-based compensation expense 234 286 676 830
Acquisition-related impacts 1 3 (10) —
Net changes in lodging tax reserves 6 41 7 43
Restructuring charges — — 89 —
Adjusted EBITDA $ 1,457 $ 1,834 $ 2,397 $ 2,915
Adjusted EBITDA as a percentage of revenue 51 % 54 % 37 % 38 %

~~Table~~(1)Stock-based compensation expense, which has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of ~~Contents~~our compensation strategy.

The ~~increase~~above items are excluded from our Adjusted EBITDA measure because they are non-cash in nature, or because the amount and timing of these items are unpredictable, not driven by core results of operations, and renders comparisons with prior periods and competitors less meaningful.

Adjusted EBITDA increased by $162 million to $424 million and Adjusted EBITDA Margin increased from 14% to 20% for the three ~~and nine~~ months ended ~~September 30, 2023,~~March 31, 2024, compared to the same ~~periods~~period in the prior ~~year, was~~year. The improvements in Adjusted EBITDA and Adjusted EBITDA Margin were primarily driven by the continued strength in our business, a modest increase in ADR, and discipline in managing our cost structure. ~~Adjusted EBITDA margins for the three and nine months ended September 30, 2023 were relatively flat compared to the same periods in the prior year.~~

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Free Cash Flow Reconciliation

~~During the third quarter~~The following is a reconciliation of ~~2023, we released $2.8 billion of our valuation allowance related to our U.S. deferred tax assets (see Note 10,~~ ~~Income Taxes~~ ~~to our financial statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q for further details).~~

~~Free Cash Flow~~

~~We define~~ Free Cash Flow asto the most comparable U.S. GAAP cash flow measure, net cash provided by ~~(used in)~~ operating activities less purchases of property and equipment. We believe that Free Cash Flow is a meaningful indicator of liquidity that provides information to our management and investors about the amount of cash generated from operations, after purchases of property and equipment, that can be used for strategic initiatives, including continuous investment in our business, growth through acquisitions, and strengthening our balance sheet. (in millions, except percentages):


	Three Months Ended March 31,
	2023			2024

Revenue	$	1,818		$	2,142

Net cash provided by operating activities	$	1,587		$	1,923
Purchases of property and equipment	(6)			(14)
Free Cash Flow	$	1,581		$	1,909
Free Cash Flow as a percentage of revenue	87		%	89		%
Other cash flow components:
Net cash used in investing activities	$	(183)		$	(84)
Net cash provided by financing activities	$	2,286		$	2,134

Our Free Cash Flow is impacted by the timing of GBV because we collect our service fees at the time of booking, which is generally before a stay or experience occurs. Funds held on behalf of our customers and amounts payable to our customers do not impact Free Cash Flow, except interest earned on these funds. Free Cash Flow has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of other U.S. GAAP financial measures, such as net cash provided by (used in) operating activities. Free Cash Flow does not reflect our ability to meet future contractual commitments and may be calculated differently by other companies in our industry, limiting its usefulness as a comparative measure.

~~Free Cash Flow Reconciliation~~

~~The following is a reconciliation of Free Cash Flow to the most comparable U.S. GAAP cash flow measure, net cash provided by operating activities (in millions, except percentages):~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023 2022 2023
Revenue $ 2,884 $ 3,397 $ 6,497 $ 7,699

Net cash provided by operating activities $ 964 $ 1,325 $ 2,967 $ 3,821
Purchases of property and equipment (6) (15) (17) (30)
Free Cash Flow $ 958 $ 1,310 $ 2,950 $ 3,791
Free Cash Flow as a percentage of revenue 33 % 39 % 45 % 49 %
Other cash flow components:
Net cash provided by (used in) investing activities $ (56) $ (364) $ 115 $ (567)
Net cash provided by (used in) financing activities $ (3,574) $ (3,712) $ 75 $ (1,259)

The increase in Free Cash Flow for the three ~~and nine~~ months ended ~~September 30, 2023,~~March 31, 2024, compared to the same ~~periods~~period in the prior year, was primarily driven by ~~increased~~growth in net income, ~~from operations~~ and ~~interest income driven by increased interest rates on higher cash balances.~~accrued expenses and other liabilities.

~~Constant Currency~~

In addition to revenue growth rates derived from revenue presented in accordance with U.S. GAAP, we disclose below the percentage change in our current period revenue from the corresponding prior period by comparing results using constant currencies. We present constant currency revenue growth rate information to provide a framework for assessing how our underlying revenue performed excluding the effect of changes in exchange rates. We use the percentage change in constant currency revenues for financial and operational decision-making and as a means to evaluate period-to-period comparisons. We believe the presentation of revenue on a constant currency basis in addition to the U.S. GAAP presentation helps improve the ability to understand our performance because it excludes the effects of foreign currency volatility that are not indicative of our core operating results. We calculate the percentage change in constant currency by determining the change in the current period revenue over the prior comparable period where current period foreign currency revenue is translated using the exchange rates of the comparative period.

~~Table of Contents~~

Seasonality

Our business is seasonal, reflecting typical travel behavior patterns over the course of the calendar year. In a typical year, the first, second, and third quarters have higher Nights and Experiences Booked than the fourth quarter, as guests plan for travel during the peak travel season, which is in the third quarter for North America and EMEA.

Our key business metrics, including GBV and Adjusted EBITDA, can also be impacted by the timing of holidays and other events. We experience seasonality in our GBV that is generally consistent with the seasonality of Nights and Experiences Booked. Revenue and Adjusted EBITDA have historically been, and are expected to continue to be, highest in the third quarter when we have the most check-ins, which is the point at which we recognize revenue. Seasonal trends in our GBV impact Free Cash Flow for any given quarter. A significant portion of our costs are relatively fixed across quarters or vary in line with the volume of transactions, and we historically achieve our highest GBV in the first and second quarters of the year with comparatively lower check-ins. As a result, increases in unearned fees typically make our Free Cash Flow and Free Cash Flow as a percentage of revenue the highest in the first two quarters of the year. We typically see a slight decline in GBV and a peak in check-ins in the third quarter, which results in a decrease in unearned fees, ~~and~~ a lower sequential decrease in Free Cash Flow, and a greater decline in GBV in the fourth quarter, where Free Cash Flow is typically lower. ~~As our business matures and travel continues to recover post the COVID-19 pandemic, other seasonal trends may develop, or these existing seasonal trends may become more extreme.~~

Results of Operations

The following table sets forth our results of operations for the periods presented (in millions):


		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2023
		2023
		2023
		Three Months Ended September 30,				Nine Months Ended September 30,
Revenue
		2022		2023		2022		2023
Revenue

Revenue	Revenue	$	2,884	$	3,397	$	6,497	$	7,699
Costs and expenses:	Costs and expenses:
Costs and expenses:
Costs and expenses:
Cost of revenue
Cost of revenue
Cost of revenue	Cost of revenue	401		459		1,154		1,319
Operations and support(1)	Operations and support(1)	290		316		781		915
Operations and support(1)
Operations and support(1)
Product development(1)
Product development(1)
Product development(1)	Product development(1)	366		419		1,104		1,290
Sales and marketing(1)	Sales and marketing(1)	384		403		1,108		1,339
Sales and marketing(1)
Sales and marketing(1)
General and administrative(1)	General and administrative(1)	240		304		694		822
Restructuring charges(1)		—		—		89		—
General and administrative(1)
General and administrative(1)

Total costs and expenses	Total costs and expenses	1,681		1,901		4,930		5,685
Income from operations		1,203		1,496		1,567		2,014

Total costs and expenses

Total costs and expenses
Income (loss) from operations
Income (loss) from operations
Income (loss) from operations
Interest income	Interest income	59		192		84		529
Interest expense		(5)		(6)		(19)		(12)
Other income (expense), net		13		(3)		13		(46)
Interest income
Interest income

Other expense, net

Other expense, net

Other expense, net
Income before income taxes	Income before income taxes	1,270		1,679		1,645		2,485
Provision for (benefit from) income taxes		56		(2,695)		71		(2,656)
Income before income taxes
Income before income taxes
Provision for income taxes
Provision for income taxes
Provision for income taxes
Net income	Net income	$	1,214	$	4,374	$	1,574	$	5,141
Net income
Net income

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(1)Includes stock-based compensation expense as follows (in millions):


		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2023
		2023
		2023
		Three Months Ended September 30,				Nine Months Ended September 30,
Operations and support
		2022		2023		2022		2023
Operations and support

Operations and support	Operations and support	$	18	$	17	$	47	$	51
Product development	Product development	135		175		398		515
Product development
Product development
Sales and marketing	Sales and marketing	28		33		78		97
Sales and marketing
Sales and marketing
General and administrative
General and administrative
General and administrative	General and administrative	53		61		153		167

Stock-based compensation expense	Stock-based compensation expense	$	234	$	286	$	676	$	830

Stock-based compensation expense

Stock-based compensation expense

~~Table of Contents~~

The following table sets forth the components of our unaudited condensed consolidated statements of operations for each of the periods presented as a percentage of revenue:


		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2023
		2023
		2023
Revenue
Revenue
Revenue
Costs and expenses:
Costs and expenses:
Costs and expenses:
Cost of revenue
Cost of revenue
Cost of revenue
Operations and support
Operations and support
Operations and support
Product development
Product development
Product development
Sales and marketing
Sales and marketing
Sales and marketing
General and administrative
General and administrative
General and administrative

		Three Months Ended September 30,				Nine Months Ended September 30,
Total costs and expenses
		2022		2023		2022		2023
Revenue		100	%	100	%	100	%	100	%
Costs and expenses:
Cost of revenue		14		14		18		17
Operations and support		10		9		12		12
Product development		13		12		17		17
Sales and marketing		13		12		17		17
General and administrative		8		9		11		11

Restructuring charges		—		—		1		—
Total costs and expenses	Total costs and expenses	58		56		76		74
Income from operations		42		44		24		26

Total costs and expenses
Income (loss) from operations
Income (loss) from operations
Income (loss) from operations
Interest income	Interest income	2		6		1		7
Interest expense		—		—		—		—
Other income (expense), net		—		—		—		—
Interest income
Interest income

Other expense, net

Other expense, net

Other expense, net
Income before income taxes	Income before income taxes	44		50		25		33
Provision for (benefit from) income taxes		2		(79)		1		(34)
Income before income taxes
Income before income taxes
Provision for income taxes
Provision for income taxes
Provision for income taxes
Net income	Net income	42	%	129	%	24	%	67	%
Net income
Net income

Comparison of the Three ~~and Nine~~ Months Ended ~~September 30, 2023~~March 31, 2024 with the Same ~~Periods~~Period in ~~2022~~2023

Revenue

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Revenue $ 2,884 $ 3,397 18 % $ 6,497 $ 7,699 19 %

~~Three Months Ended September 30, 2023 Compared with the Same Period in 2022~~


	Three Months Ended March 31,
	2023		2024		% Change
	(in millions, except percentages)
Revenue	$	1,818	$	2,142	18	%

Revenue increased ~~$513~~$324 million, or 18%, for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to the same period in the prior year, primarily due to a 14% increase in Nights and Experiences Booked. On a constant-currency basis, revenue increased 14% compared to the same period in the prior year due to a weakened U.S. dollar against the Euro and British Pound.

~~Nine Months Ended September 30, 2023 Compared with the Same Period in 2022~~

~~Revenue increased $1.2 billion, or 19%, for the nine months ended September 30, 2023, compared to the same period in the prior year, primarily due to a 14%~~9.5% increase in Nights and Experiences Booked ~~combined with~~driving a 12% increase in GBV, a modest increase in ~~ADR. On a constant-currency basis, revenue increased 18% compared~~ADR, and the shift in timing of Easter from the second quarter of 2023 to the ~~same period in the prior year due to a weakened U.S. dollar against the Euro and British Pound.~~first quarter of 2024.

Cost of Revenue

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Cost of revenue $ 401 $ 459 14 % $ 1,154 $ 1,319 14 %
Percentage of revenue 14 % 14 % 18 % 17 %

~~Three Months Ended September 30, 2023 Compared with the Same Period in 2022~~


	Three Months Ended March 31,
	2023			2024			% Change
	(in millions, except percentages)
Cost of revenue	$	428		$	480		12	%
Percentage of revenue	24		%	22		%

Cost of revenue increased ~~$58~~$52 million, or ~~14%~~12%, for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to the same period in the prior year, primarily due to an increase in merchant fees of ~~$45~~$56 million, largely due to an increase in pay-in volumes, and an increase in cloud computing costs of ~~$13~~$8 million, due to increased server and data storage usage. These increases were partially offset by a reduction in chargebacks of $13 million.

2924

Table of Contents

Operations and Support

~~Nine Months Ended September 30, 2023 Compared with the Same Period in 2022~~


	Three Months Ended March 31,
	2023			2024			% Change
	(in millions, except percentages)
Operations and support	$	282		$	285		1	%
Percentage of revenue	15		%	14		%

~~Cost of revenue increased $165 million, or 14%, for the nine months ended September 30, 2023,~~Operations and support expense was relatively flat compared to the same period in the prior year, primarily due to an increase in merchant fees of $136 million largely due to an increase in pay-in volumes, an increase of $16 million in chargebacks due to increased pay-in volumes, and an increase in cloud computing costs of $31 million due to increased server and data storage usage, partially offset by a decrease in amortization expense of $18 million.year.

Product Development

~~Operations and Support~~


	Three Months Ended March 31,
	2023			2024			% Change
	(in millions, except percentages)
Product development	$	420		$	475		13	%
Percentage of revenue	23		%	22		%

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Operations and support $ 290 $ 316 9 % $ 781 $ 915 17 %
Percentage of revenue 10 % 9 % 12 % 12 %

~~Three Months Ended September 30, 2023 Compared with the Same Period in 2022~~

~~Operations and support~~Product development expense increased ~~$26~~$55 million, or 9%13%, for the three months ended September 30, 2023, compared to the same period in the prior year, primarily due to an $18 million increase in third-party community support personnel and customer relations costs, a $5 million increase in insurance costs due to a higher Host Liability Insurance premiums resulting from higher overall nights, and a $3 million increase in payroll-related expenses primarily due to growth in headcount and increased compensation costs.

~~Nine Months Ended September 30, 2023 Compared with the Same Period in 2022~~

~~Operations and support expense increased $134 million, or 17%, for the nine months ended September 30, 2023,~~March 31, 2024, compared to the same period in the prior year, primarily due to a $100 million increase in third-party community support personnel and customer relations costs, a $21 million increase in payroll-related expenses primarily due to growth in headcount and increased compensation costs, and a $13 million increase in insurance costs due to a higher Host Liability Insurance premiums resulting from higher overall nights.

~~Product Development~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Product development $ 366 $ 419 14 % $ 1,104 $ 1,290 17 %
Percentage of revenue 13 % 12 % 17 % 17 %

~~Three Months Ended September 30, 2023 Compared with the Same Period in 2022~~

~~Product development expense increased $53 million, or 14%, for the three months ended September 30, 2023, compared to the same period in the prior year, primarily due to a $52~~$51 million increase in payroll-related expenses due to growth in headcount and increased compensation costs.

~~Nine Months Ended September 30, 2023 Compared with the Same Period in 2022~~

Product development expense increased $186 million, or 17%, for the nine months ended September 30, 2023, compared to the same period in the prior year, primarily due to a $184 million increase in payroll-related expenses due to growth in headcount and increased compensation costs.

Sales and Marketing

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Brand and performance marketing $ 259 $ 264 2 % $ 772 $ 932 21 %
Field operations and policy 124 139 12 % 336 407 21 %
Total sales and marketing $ 383 $ 403 5 % $ 1,108 $ 1,339 21 %
Percentage of revenue 13 % 12 % 17 % 17 %

~~Table of Contents~~

~~Three Months Ended September 30, 2023 Compared with the Same Period in 2022~~


	Three Months Ended March 31,
	2023			2024			% Change
	(in millions, except percentages)
Brand and performance marketing	$	307		$	370		21	%
Field operations and policy	143			144			1	%
Total sales and marketing	$	450		$	514		14	%
Percentage of revenue	25		%	24		%

Sales and marketing expense increased ~~$20~~$64 million, or 5%14%, for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to the same period in the prior year. The increase was primarily due to a ~~$17~~$60 million increase in ~~payroll-related expenses due to growth in headcount~~marketing activities associated with ongoing marketing campaigns, and ~~increased compensation costs.~~search engine marketing.

~~Nine Months Ended September 30, 2023 Compared with the Same Period in 2022~~General and Administrative


	Three Months Ended March 31,
	2023			2024			% Change
	(in millions, except percentages)
General and administrative	$	243		$	287		18	%
Percentage of revenue	13		%	13		%

~~Sales~~General and ~~marketing~~administrative expense increased ~~$231~~$44 million, or ~~21%~~18%, for the ~~nine~~three months ended ~~September 30, 2023,~~March 31, 2024, compared to the same period in the prior year, primarily due to a ~~$168~~$21 million increase in ~~marketing activities associated with our Airbnb It, I’m Flexible, and Categories marketing campaigns and launches and our search engine marketing and advertising spend,~~non-income taxes and a ~~$51~~$15 million increase in payroll-related expenses due to growth in headcount and increased compensation costs. Additionally, we had a $10 million benefit during the nine months ended September 30, 2022, from the change in the fair value of contingent consideration arrangements related to an acquisition completed in 2019.non-recurring employee taxes.

~~General and Administrative~~
Interest Income

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
General and administrative $ 240 $ 304 27 % $ 694 $ 822 18 %
Percentage of revenue 8 % 9 % 11 % 11 %


	Three Months Ended March 31,
	2023		2024		% Change
	(in millions, except percentages)
Interest income	$	146	$	202	38	%

~~Three Months Ended September 30, 2023 Compared with the Same Period in 2022~~

~~General and administrative expense~~Interest income increased ~~$64~~$56 million, or ~~27%~~38%, for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to the same period in the prior year, primarily due to a $50 million increase in other business and operational taxes and an $18 million increase in payroll related expenses due to growth in headcount and increased compensation costs, partially offset by a $7 million reduction in professional services expenses.

~~Nine Months Ended September 30, 2023 Compared with the Same Period in 2022~~

General and administrative expense increased $128 million, or 18%, for the nine months ended September 30, 2023, compared to the same period in the prior year, primarily due to a $74 million increase in payroll related expenses due to growth in headcount and increased compensation costs, a $52 million increase in other business and operational taxes, a $9 million increase in bad debt expenses driven by higher volume of activity in 2023, and a $3 million increase in professional service fees, partially offset by a reduction in insurance expense of $14 million driven by reduced directors and officers insurance premiums.

~~Restructuring Charges~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Restructuring charges $ — $ — — % $ 89 $ — (100) %

~~Three and Nine Months Ended September 30, 2023 Compared with the Same Periods in 2022~~

In the second quarter of 2022, we shifted to a remote work model, allowing our employees to work from anywhere in the country. The shift to a remote work model was in direct response to the change in how employees work due to the impact of COVID-19. As a result, we recorded restructuring charges of $89 million during the nine months ended September 30, 2022, which included $81 million relating to an impairment of both domestic and international operating lease right-of-use assets, and $8 million of related leasehold improvements. There were no restructuring charges during the three and nine months ended September 30, 2023.

~~Interest Income and Expense~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Interest income $ 59 $ 192 225 % $ 84 $ 529 530 %
Interest expense $ (5) $ (6) (20) % $ (19) $ (12) (37) %

~~Table of Contents~~

~~Three and Nine Months Ended September 30, 2023 Compared with the Same Periods in 2022~~

~~Interest income increased $133 million and $445 million for the three and nine months ended September 30, 2023, respectively, compared to the same periods~~ in the prior year, primarily due to higher cash and investment balances and higher interest rates. ~~Our investment portfolio was largely invested in money market funds and short-term, high-quality bonds.~~

Table of Contents

Other Expense, Net


	Three Months Ended March 31,
	2023		2024		% Change
	(in millions, except percentages)
Other expense, net	$	(11)	$	(10)	(9)	%

Other ~~Income (Expense), Net~~

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Other income (expense), net $ 13 $ (3) (123) % $ 13 $ (46) (454) %

~~Three and Nine Months Ended September 30, 2023 Compared with the Same Periods in 2022~~

~~Other income (expense),~~expense, net ~~decreased $16 million and $59 million for the three and nine months ended September 30, 2023, respectively,~~was relatively flat compared to the same ~~periods~~period in the prior ~~year, primarily due to foreign exchange losses.~~year.

Provision for ~~(Benefit from)~~ Income Taxes


	Three Months Ended March 31,
	2023		2024		% Change
	(in millions, except percentages)
Provision for income taxes	$	13	$	29	123	%

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2023

% Change
2022 2023

% Change
(in millions, except percentages)
Provision for (benefit from) income taxes $ 56 $ (2,695) (4,913) % $ 71 $ (2,656) (3,841) %

~~Three and Nine Months Ended September 30, 2023 Compared with the Same Periods in 2022~~

The provision for income ~~tax benefit for the three and nine months ended September 30, 2023, was~~taxes increased primarily due to ~~the release of $2.8 billion of our~~increased profitability, additional deferred tax expense resulting from last year’s valuation allowance ~~related to~~release on our U.S. deferred tax assets ~~as a discrete~~and the utilization of some of those assets in the current year, the accrual of interest on certain uncertain tax positions, partially offset by the income tax benefit from excess tax benefits on stock-based compensation arising during the quarter.

In 2021, the Organization for Economic Co-operation and Development (“OECD”) established an inclusive framework on base erosion and profit shifting and agreed on a two-pillar solution to global taxation, focusing on global profit allocation, known to as Pillar One and a 15% global minimum effective tax rate, known as Pillar Two. On December 15, 2022, the EU member states agreed to implement the OECD’s global minimum tax rate of 15%. The OECD issued Pillar Two model rules and continues to release guidance on these rules. The inclusive framework calls for tax law changes by participating countries to take effect in 2024 and 2025. Various countries have enacted or have announced plans to enact new tax laws to implement the global minimum tax. We considered the applicable tax law changes on Pillar Two implementation in the relevant countries, and concluded there was no material impact to our tax provision for the three months ended September 30, 2023. As of September 30, 2023, based on all available positive and negative evidence, having demonstrated sustained profitability which is objective and verifiable, and taking into account anticipated future earnings, we concluded that it is more likely than not that our U.S. federal and state deferred tax assets will be realizable, with the exception of California research and development credits, capital losses, and certain losses subject to the dual consolidated loss rules.March 31, 2024. We will continue to ~~monitor~~evaluate the ~~need for a valuation allowance against our deferred~~impact of these tax ~~assets~~law changes on ~~a quarterly basis (see Note 10,~~ ~~Income Taxes~~ ~~to our financial statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q for further details).~~future reporting periods.

Liquidity and Capital Resources

Sources and Conditions of Liquidity

As of ~~September 30, 2023,~~March 31, 2024, our principal sources of liquidity were cash, cash equivalents and short-term investments totaling ~~$11.0~~$11.1 billion. As of ~~September 30, 2023,~~March 31, 2024, cash and cash equivalents totaled ~~$8.2~~$7.8 billion, which included ~~$2.0~~$2.2 billion held by our foreign subsidiaries. Cash and cash equivalents consist of checking and interest-bearing accounts and highly-liquid securities with an original maturity of 90 days or less. As of ~~September 30, 2023,~~March 31, 2024, short-term investments totaled ~~$2.8~~$3.3 billion. Short-term investments primarily consist of highly-liquid investment grade corporate debt securities, time deposits, commercial paper, certificates of deposit, U.S. government and government agency debt securities (“government bonds”), and mortgage-backed and asset-backed securities. These amounts do not include funds of ~~$6.0~~$8.7 billion as of ~~September 30, 2023,~~March 31, 2024, that we held for bookings in advance of guests completing check-ins that we record separately on our unaudited condensed consolidated balance sheet in funds receivable and amounts held on behalf of customers with a corresponding liability in funds payable and amounts payable to customers.

Our cash and cash equivalents are generally held at large global systemically important banks (or ~~G-SIBs)~~“G-SIBs”) which are subject to high capital requirements and ~~must~~are required to regularly perform stringent stress tests related to ~~prove~~ their ability to absorb capital losses. Our cash, cash equivalents, and short-term investments held outside the United States may be repatriated, subject to certain limitations, and would be available to be used to fund our domestic operations. However, repatriation of such funds may result in additional tax liabilities. We believe that our existing cash, cash equivalents, and short-term investments balances in the United States are sufficient to fund our working capital needs in the United States.

We have access to $1.0 billion of commitments and a $200 million sub-limit for the issuance of letters of credit under the 2022 Credit Facility. As of ~~September 30, 2023,~~March 31, 2024, no amounts were drawn under the 2022 Credit Facility and outstanding letters of credit totaled ~~$28~~$25 million.

~~Table of Contents~~

Material Cash Requirements

As of ~~September 30, 2023,~~March 31, 2024, we had outstanding $2.0 billion in aggregate principal amount of indebtedness of our 0% convertible senior notes due in 2026. On March 3, 2021, in connection with the pricing of the 2026 Notes, we entered into privately negotiated capped call transactions (the “Capped Calls”) with certain of the initial purchasers and other financial institutions (the "option counterparties") at a cost of approximately $100 million. The cap price of the Capped Calls was $360.80 per share of Class A common stock, which represented a premium of 100% over the last reported sale price of the Class A common stock of $180.40 per share on March 3, 2021, subject to certain customary adjustments under the terms of the Capped Call Transactions.

~~On May 9, 2023, we announced that~~Table of Contents

In February 2024, our board of directors approved ~~a new~~an additional share repurchase program ~~(“2023 Share Repurchase Program”) with authorization~~ to purchase up to ~~$2.5~~$6.0 billion of our Class A common stock at management’s discretion. Share repurchases under the 2023 Share Repurchase Program may be made through a variety of methods, which may include open market purchases, privately negotiated transactions, block trades or accelerated share repurchase transactions or by any combination of such methods. Any such repurchases will be made from time to time subject to market and economic conditions, applicable legal requirements and other relevant factors. The 2023 Share Repurchase Program does not obligate us to repurchase any specific number of shares and may be modified, suspended or terminated at any time at our discretion.

stock. During the three ~~and nine~~ months ended ~~September 30, 2023,~~March 31, 2024, we repurchased ~~and subsequently retired 3.7~~an aggregate of 4.7 million ~~and 12.1 million shares of our Class A common stock for $500 million and $1.5 billion, respectively. As of June 30, 2023, we completed the repurchase of the $2.0 billion of~~ shares of Class A common stock ~~authorized~~ for ~~repurchase under the August 2022~~$750 million through our share repurchase ~~program.~~programs. As of ~~September 30, 2023,~~March 31, 2024, we had ~~$1.5~~$6.0 billion available to repurchase shares of Class A common stock under ~~the 2023 Share Repurchase Program.~~our share repurchase program.

Cash Flows

The following table summarizes our cash flows for the periods indicated (in millions):


		Nine Months Ended September 30,				Three Months Ended March 31,
		2022		2023		2023	2024

Net cash provided by operating activities	Net cash provided by operating activities	$	2,967	$	3,821
Net cash provided by (used in) investing activities		115		(567)
Net cash provided by (used in) financing activities		75		(1,259)
Net cash provided by operating activities
Net cash provided by operating activities
Net cash used in investing activities
Net cash provided by financing activities
Effect of exchange rate changes on cash, cash equivalents and restricted cash	Effect of exchange rate changes on cash, cash equivalents and restricted cash	(625)		(10)
Net increase in cash, cash equivalents, and restricted cash	Net increase in cash, cash equivalents, and restricted cash	$	2,532	$	1,985

Net cash provided by operating activities for the ~~nine~~three months ended ~~September 30, 2023~~March 31, 2024 was ~~$3.8~~$1.9 billion, which iswas primarily due to ~~income from operations of $2.0 billion and interest~~net income of ~~$529~~$264 million, additional cash provided by a $1.0 billion increase in unearned fees resulting from ~~our investment portfolio, adjusted~~growth in bookings, and accrued expenses and other liabilities of $325 million. Additionally, we had adjustments for non-cash ~~items including~~charges, primarily consisting of $295 million of stock-based compensation ~~expense of $830 million.~~expense.

Net cash used in investing activities for the ~~nine~~three months ended ~~September 30, 2023~~March 31, 2024 was ~~$567~~$84 million, which was primarily due to purchases of short-term investments, partially offset by proceeds resulting from sales and maturities of short-term investments.

Net cash ~~used in~~provided by financing activities for the ~~nine~~three months ended ~~September 30, 2023~~March 31, 2024 was ~~$1.3~~$2.1 billion, primarily due to ~~the~~a decrease in funds payable and amounts payable to customers of $3.0 billion, partially offset by share repurchases of ~~$1.5 billion,~~$750 million and an increase in ~~the~~ taxes paid related to net share settlement of equity awards of ~~$1.0 billion, primarily driven from the taxes paid related to the cashless exercise of stock options (see Note 8,~~ ~~Stock-Based Compensation~~, to our financial statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q for further details), partially offset by the decrease in funds payable and amounts payable to customers of $1.2 billion.$155 million.

The effect of exchange rate changes on cash, cash equivalents, and restricted cash on our consolidated statements of cash flows relates to certain of our assets, principally cash balances held on behalf of customers, that are denominated in currencies other than the functional currency of certain of our subsidiaries. For the ~~nine~~three months ended ~~September 30, 2023,~~March 31, 2024, we recorded a ~~$10~~decrease of $111 million ~~decrease~~ in cash, cash equivalents, and restricted cash, primarily due to the strengthening of the U.S. dollar. The impact of exchange rate changes on cash balances can serve as a natural hedge for the effect of exchange rates on our liabilities to our ~~guests~~hosts and ~~Hosts.~~guests.

We assess our liquidity in terms of our ability to generate cash to fund our short- and long-term cash requirements. As such, we believe that the cash flows generated from operating activities will meet our anticipated cash requirements in the short-term. In addition to normal working capital requirements, we anticipate that our short- and long-term cash requirements will include share repurchases, introduction of new products and offerings, timing and extent of spending to support our efforts to develop our platform, debt repayments, and expansion of sales and marketing activities. Our future capital requirements, however, will depend on many factors, including, but not limited to our growth, headcount, and ability to attract and retain customers on our platform. Additionally, we may in the future raise additional capital or incur additional indebtedness to continue to fund our strategic initiatives. On a long-term basis, we would rely on either our access to the capital markets or our credit facility for any long-term funding not provided by operating cash flows and cash on hand. In the event that additional financing is required from outside sources, we may seek to raise additional funds at any time through equity, equity-linked arrangements, and/or debt, which may not be available on favorable terms, or at all. If we are unable to raise additional capital when desired and at reasonable rates, our business, results of operations, and financial condition could be materially adversely affected. Our liquidity is subject to various risks including the risks identified in the section titled "Quantitative and Qualitative Disclosures about Market Risk" in Item 3.

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Critical Accounting Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our unaudited condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and related disclosures. See "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our ~~2022~~ 2023Annual Report for a discussion of the assumptions and judgments involved in our critical accounting estimates. On an ongoing basis, we evaluate our estimates and assumptions. Our actual results may differ from these estimates under different assumptions or conditions.

Recent Accounting Pronouncements

See Note 2, Summary of Significant Accounting Policies, to our unaudited condensed consolidated financial statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q for a description of recently adopted accounting pronouncements and recently issued accounting pronouncements not yet adopted.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

~~Our substantial operations around~~There have been no material changes in our market risk during the ~~world expose us to various market risks. These risks primarily include foreign currency risk~~three months ended March 31, 2024. For additional information, see Part II, Item 7A. "Quantitative and ~~investment risk.~~

Qualitative Disclosures About Market Risk

~~Foreign Currency Exchange Risk~~

~~We offer~~" in our Annual Report on Form 10-K for the ability to transact on our platform in over 40 currencies, of which the most significant foreign currencies to our operations in the third quarter of 2023 were the Euro, British Pound, Canadian Dollar, Australian Dollar, Brazilian Real, and Mexican Peso. Our international revenue, as well as costs and expenses denominated in foreign currencies, expose us to the risk of fluctuations in foreign currency exchange rates against the U.S. dollar. Accordingly, we are subject to foreign currency risk, which may adversely impact our financial results.

~~We have foreign currency exchange risks related primarily to:~~

•~~revenue and cost of revenue associated with bookings on our platform denominated in currencies other than the U.S. dollar;~~

•~~balances held as funds receivable and amounts held on behalf of customers and funds payable and amounts payable to customers;~~

•~~unbilled amounts for confirmed bookings under the terms of our Pay Less Upfront program; and~~

•~~intercompany balances primarily related to our payment entities that process customer payments.~~year ended December 31, 2023.

For revenue and cost of revenue associated with bookings on our platform outside of the United States, we generally receive net foreign currency amounts and therefore benefit from a weakening of the U.S. dollar and are adversely affected by a strengthening of the U.S. dollar. Movements in foreign exchange rates are recorded in other income (expense), net in our condensed consolidated statements of operations. Furthermore, our platform generally enables guests to make payments in the currency of their choice to the extent that the currency is supported by Airbnb, which may not match the currency in which the Host elects to be paid. As a result, in those cases, we bear the currency risk of both the guest payment as well as the Host payment due to timing differences in such payments.

We enter into foreign currency derivative contracts to protect against foreign exchange risks. These hedges are primarily designed to manage foreign exchange risk associated with revenue translated into U.S. dollars, balances held as funds payable and amounts payable to customers, and unbilled amounts for confirmed bookings under the terms of our Pay Less Upfront program. These contracts reduce, but do not entirely eliminate, the impact of foreign currency exchange rate movements on our revenue, assets, and liabilities. However, we may choose not to hedge certain exposures for a variety of reasons including accounting considerations or the prohibitive economic cost of hedging particular exposures.

We have experienced and will continue to experience fluctuations in foreign exchange gains and losses related to changes in exchange rates. If our foreign-currency denominated assets, liabilities, revenues, or expenses increase, our results of operations may be more significantly impacted by fluctuations in the exchange rates of the currencies in which we do business.

If an adverse 10% foreign currency exchange rate change was applied to total net monetary assets and liabilities denominated in currencies other than the local currencies as of September 30, 2023, it would have resulted in a loss of approximately $37 million.

~~Investment and Interest Rate Risk~~

We are exposed to interest rate risk related primarily to our investment portfolio. Changes in interest rates affect the interest earned on our total cash, cash equivalents, and available-for-sale short-term investments and the fair value of those securities.

We had cash and cash equivalents of $8.2 billion and short-term investments of $2.8 billion as of September 30, 2023, which primarily consisted of certificates of deposit, government bonds, commercial paper, highly-liquid investment grade corporate debt securities, mortgage-backed and asset-backed securities, and time deposits. As of September 30, 2023, we had an additional $6.0 billion that we held for bookings in advance of guests completing check-ins, which we record separately on our condensed consolidated balance sheets as funds receivable and amounts held on behalf of customers. The primary objective of our investment activities is to preserve capital and meet liquidity requirements without significantly increasing risk. We invest primarily in highly-liquid, investment grade debt securities, and we limit the amount of credit exposure to any one issuer. We do not enter into investments for trading or speculative purposes and have not used any derivative financial instruments to manage our interest rate risk exposure. Because our cash equivalents and short-term investments generally have short maturities, the fair value of our portfolio is relatively insensitive to interest rate fluctuations. Due to the short-term nature of our investments, we have not been exposed to, nor do we anticipate being exposed to, material risks due to changes in

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~~interest rates. A hypothetical 100 basis point increase in interest rates would have resulted in a decrease of $19 million to our investment portfolio as of September 30, 2023.~~

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of ~~September 30, 2023,~~March 31, 2024, the end of the period covered by this Quarterly Report on Form 10-Q, to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

During the three months ended September 30, 2023, we implemented a new enterprise resource planning (“ERP”) system for a majority of our financial accounting systems, which is expected to improve the efficiency of certain financial and related transaction processes. As part of the implementation of the ERP, we are designing new internal controls and modifying and/or enhancing existing internal controls in order to align our financial accounting processes with the new ERP system. We have now completed implementation of the most significant modules planned to date. Except as disclosed above, thereThere were no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during the quarter ended ~~September 30, 2023~~March 31, 2024 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Controls

Our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving their desired objectives. Management does not expect, however, that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all error and fraud. Any control system, no matter how well designed and operated, is based upon certain assumptions and can provide only reasonable, not absolute, assurance that its objectives will be met. Further, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within our company have been detected.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are currently involved in, and may in the future be involved in, legal proceedings, claims, and government investigations in the ordinary course of business. These include proceedings, claims, and investigations relating to, among other things, regulatory matters, commercial matters, intellectual property, competition, tax, employment, pricing, discrimination, consumer rights, personal injury, and property rights. See Note 9, Commitments and Contingencies, to our unaudited condensed consolidated financial statements included in Item 1 of Part 1 of this Quarterly Report on Form 10-Q.

Depending on the nature of the proceeding, claim, or investigation, we may be subject to monetary damage awards, fines, penalties, or injunctive orders. Furthermore, the outcome of these matters could materially adversely affect our business, results of operations, and financial condition. The outcomes of legal proceedings, claims, and government investigations are inherently unpredictable and subject to significant judgment to determine the likelihood and amount of loss related to such matters. While it is not possible to determine the outcomes, we believe based on our current knowledge that the resolution of all such pending matters will not, either individually or in the aggregate, have a material adverse effect on our business, results of operations, cash flows, or financial condition.

Item 1A. Risk Factors

There have been no material changes from the risk factors set forth in Part I, Item IA of our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022~~2023 (the “Annual Report”). Our business, operations, and financial results are subject to various risks and uncertainties that could materially adversely affect our business, results of operations, financial condition, and the trading price of our Class A common stock. You should carefully read and consider the risks and uncertainties included in the Annual Report, together with all of the other information in the Annual Report and this Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our unaudited condensed consolidated financial statements and related notes, and other documents that we file with the U.S. Securities and Exchange Commission. The risks and uncertainties described in these reports may not be the only ones we face. The factors discussed in these reports, among others, could cause our actual results to differ materially from historical results and those expressed in forward-looking statements made by us or on our behalf in filings with the SEC, press releases, communications with investors, and oral statements.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table sets forth information relating to repurchases of our equity securities during the three months ended ~~September 30, 2023~~March 31, 2024 (in millions, except per share amounts):

Period
Total Number of Shares Purchased
Average Price Paid per
Share (1)
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs (2)
July 1 - 31 — $ — — $ 2,000
August 1 - 31 1.7 $ 129.46 1.7 $ 1,775
September 1 - 30 2.0 $ 139.75 2.0 $ 1,500
Total 3.7 $ 134.93 3.7


Period	Total Number of Shares Purchased	Average Price Paid per Share (1)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs (2)
January 1 - 31	—	$	—	—	$	750
February 1 - 29	1.2	$	150.25	1.2	$	6,570
March 1 - 31	3.5	$	162.87	3.5	$	6,000
Total	4.7	$	159.65	4.7

(1)Includes broker commissions.

(2)On May 9, 2023 and February 13, 2024, we announced that our board of directors approved a share repurchase ~~program~~programs with authorization to purchase up to $2.5 billion and $6.0 billion of our Class A common stock, respectively, at management’s discretion. The Company has repurchased the full amount of shares authorized for repurchase under the May 2023 repurchase program. The share repurchase ~~program does~~programs do not have an expiration date, ~~does~~do not obligate us to repurchase any specific number of shares, and may be modified, suspended or terminated at any time at our discretion.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

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Item 5. Other Information

Director and Officer 10b5-1 Trading Plans (“10b5-1 Plans”)

The following table sets forth the material terms of 10b5-1 Plans intended to satisfy the affirmative defense conditions of Rule 10b5–1(c) that were adopted, terminated, or modified by our directors and officers during the three months ended ~~September 30, 2023:~~

March 31, 2024:

Name and Title of Director or Officer

Action

Date

Expiration Date

Maximum Number of Shares to be Sold Under the Plan

~~Dave Stephenson,~~David Bernstein, Chief ~~Financial Officer(1)~~Accounting Officer

~~Terminate~~Adopt

~~8/29/2023~~

~~11/24/2023~~

~~76,676~~

~~Dave Stephenson, Chief Financial Officer~~

~~Adopt~~

~~8/29/2023~~

~~11/~~2/22/2024

~~199,209~~1/27/2025

41,000

Brian Chesky, Chief Executive Officer and Director

Adopt

2/28/2024

11/11/2024

1,146,000

Joseph Gebbia, Director

Adopt

2/29/2024

10/31/2024

1,322,523

~~(1)10b5-1 Plan was originally adopted on November 23, 2022 and designed to comply with the then-applicable requirements of Rule 10b5-1(c) at the time of adoption.~~

There were no “non-Rule 10b5-1 trading arrangements,” as defined in Item 408(c) of Regulation S-K, adopted, terminated, or modified by our directors or officers during the three months ended ~~September 30, 2023.~~March 31, 2024.

Item 6. Exhibits

The documents listed in the Exhibit Index of this Quarterly Report on Form 10-Q are incorporated herein by reference or are filed with this Quarterly Report on Form 10-Q, in each case as indicated herein (numbered in accordance with Item 601 of Regulation S-K).

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Exhibit Index

Incorporated by

Reference

Exhibit

Number

Exhibit Description

Form

File Number

Date

Number

Filed

Herewith

3.1

Restated Certificate of Incorporation of the Registrant

8-K

001-39778

12/14/2020

3.1

3.2

Amended and Restated Bylaws of the Registrant

8-K

001-39778

12/14/2020

3.2

4.1

F orm of Warrant to Purchase Class A Common Stock

31.1

Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2

Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*

Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101

The following financial statements from the Company’s 10-Q, formatted as Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations (iii), Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

*The certifications attached as Exhibit 32.1 that accompany this Quarterly Report on Form 10-Q are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Airbnb, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	AIRBNB, INC.

	By:	/s/ Brian Chesky
Date: ~~November 1, 2023~~May 8, 2024		Brian Chesky Chief Executive Officer (Principal Executive Officer)



	By:	/s/ ~~David E. Stephenson~~Elinor Mertz
Date: ~~November 1, 2023~~May 8, 2024		~~David E. Stephenson~~Elinor Mertz Chief Financial Officer (Principal Financial Officer)

3831


	December 31, 2022		September 30, 2023


Indirect taxes payable	$	418	$	588
Compensation and employee benefits	380		451






Indirect tax reserves	206		253
Gift card liability	141		146
Operating lease liabilities, current	59		54
Other	672		713
Total accrued expenses and other current liabilities	$	1,876	$	2,205


	Realized Gain (Loss) on Derivatives								Unrealized Gain on Derivatives
	Three Months Ended September 30,				Nine Months Ended September 30,				Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2023		2022		2023		2022		2023		2022		2023
Derivatives not designated as hedging instruments:
Foreign exchange contracts	$	61	$	(7)	$	101	$	(91)	$	13	$	54	$	38	$	66
Total derivatives not designated as hedging instruments	$	61	$	(7)	$	101	$	(91)	$	13	$	54	$	38	$	66