Current Committee Members

Kevin Warsh (CHAIR)

Harry You

Neil Mehta

Director Nomination Process and Qualifications

We believe that an effective board should be made up of individuals who collectively provide an appropriate balance of diverse occupationalprofessional and personal backgrounds and perspectives and who have a range of skills and expertise sufficient to provide guidance and oversight with respect to the Company’sour strategy and operations. The Board and the Nominating and Corporate Governance Committee seek individuals with backgrounds and qualities that, when combined with those of our other directors, enhance the Board’s effectiveness and result in the Board having a balance of knowledge, experience, and capability.

In assessing potential candidates, the Board and the Nominating and Corporate Governance Committee will consider, among other factors, whether the candidate:

Moreover, the Board and the Nominating and Corporate Governance Committee will carefully consider the importance to the Company of diversity, broadly defined, in the board composition (including diversity of gender, experience, ethnic background, and, country of origin) and, inwhen assessing potential candidates, will take into account a candidate’s diversity and status as a member of an underrepresented community. The Board will assess its effectiveness in this regard as part of the annual board evaluation process.

In addition, our Corporate Governance Guidelines also require that to be qualified to serve as a director, a candidate must possess the highest personal integrity and ethics, havepossess the ability to read and understand basic financial statements, and be older than 21 years of age.

The Nominating and Corporate Governance Committee considers the appropriate size of the Board and whether any vacancies on the Board are expected due to retirement or otherwise. In the event that vacancies are anticipated, or otherwise arise, or the Nominating and Corporate Governance Committee and the Board determine to increase the size of the Board, the Nominating and Corporate Governance Committee considers potential director candidates using the criteria set forth above. Candidates may come to the attention of the Nominating and Corporate Governance Committee through current Board members, members of management, professional search firms, stockholders, or other persons. The Nominating and Corporate Governance Committee is responsible for conducting appropriate inquiries into the backgrounds and qualifications of potential director candidates and evaluating their suitability for service on ourthe Board.

In the case of Mr. Franceschi, the Board, upon the recommendation of the Nominating and Corporate Governance Committee, approved him as a director nominee in recognition of his extensive experience creating and leading technology companies. With respect to Mr. Child, the Board, upon the recommendation of the Nominating and Corporate Governance Committee, approved him as a director nominee in recognition of his extensive background in finance and accounting matters. Mr. Franceschi was identified as a potential director nominee by an independent member of our Board of Directors and Mr. Child was identified as a potential director nominee by a third-party search firm and a member of management.

The Nominating and Corporate Governance Committee will evaluate director candidates recommended by stockholders in the same manner in which the Nominating and Corporate Governance Committee evaluates any other director candidate.

Any recommendation submitted to the General Counsel and Chief Administrative Officer should be in writing and should include any supporting material the stockholder considers appropriate in support of that recommendation but must include information that would be required under the “advance notice” provisions of the Company’sour bylaws and rules of the SEC to be included in a proxy statement soliciting proxies for the election of such candidate. Stockholders wishing to propose a candidate for consideration may do so by submitting the above information to the attention of the General Counsel and Chief Administrative Officer of the Company at c/o Coupang, Inc., Tower 730, 570, Songpa-daero, Songpa-gu, Seoul Republic of Korea 05510.720 Olive Way, Suite 600, Seattle, Washington 98101, U.S.A. All recommendations for nomination received by the General Counsel and Chief Administrative Officer that satisfy our “advance notice” bylaw requirements relating to such director nominations will be presented to the Board for its consideration. Stockholders must also satisfy the notification, timeliness, consent, and information requirements set forth in our bylaws. These requirements are also described under the section entitled “Stockholder Proposals for the 20232025 Annual Meeting of Stockholders”.Stockholders.”

Corporate Governance Documents

Complete copies of our Corporate Governance Guidelines and committeeCommittee charters are available on the Investor Relations page of our website at ir.aboutcoupang.com.ir.aboutcoupang.com.

Code of Business Conduct and Ethics

Our Code of Business Conduct and Ethics is available on the Investor Relations page of our website at www.ir.aboutcoupang. com.ir.aboutcoupang.com. If the Companywe ever were to amend or waive any provision of itsour Code of Business Conduct and Ethics that applies to the Company’sour executive officers or directors, the Company intendswe intend to satisfy itsour disclosure obligations, if any, with respect to any such waiver or amendment by posting such information on itsour website set forth above rather than by filing a Current Report on Form 8-K.

Communications with the Board

Stockholders and other interested parties may communicate with a member or members of ourthe Board, including the Chair of the Board, Chair of the Audit, Compensation, or Nominating and Corporate Governance Committees, or to the non-management or independent directors. We maintain a “Stockholders Communications Policy” that outlines the applicable procedures and is available on the Investor Relations page of our website at www.ir.aboutcoupang.com.ir.aboutcoupang.com.

Board’s Role in Risk Oversight

OurThe Board’s role in risk oversight at the Company is consistent with the Company’sour leadership structure, with the CEOChief Executive Officer and other members of senior management having responsibility for assessing and managing risks faced by the Companywe face in executing itsour business plans, and ourthe Board and its committees providing oversight in connection with those efforts. These risks include, but are not limited to, financial, legal and regulatory, technological, competitive, and operational risks and exposures.

In addition to the full Board, the Audit Committee plays an important role in the oversight of the Company’sour enterprise risk assessment and management activities, which identify key risks to the Company’sour business, including risks related to cybersecurity,financial reporting, information security, data privacy, and other regulations, and assesses any steps taken to monitor and control such risk. The Audit Committee periodically reviews key enterprise risks with senior management and the Head of Internal Audit.Chief Audit Executive.

The Compensation Committee is charged with ensuring thatoverseeing risks relating to human capital and assessing whether our compensation policies and procedures do not encourage risk-taking in a manner that would have a material adverse impact on the Company.us.

The Nominating and Corporate Governance Committee is charged with overseeing risk related to our governance processes. Each Committee reports its findings to the full Board for consideration.

Director Compensation

In December 2021, ourthe Board adopted a director compensation policy for our non-employee directors. Fordirectors and subsequently amended the portion of 2021 prior topolicy in June 2023 (as so amended, the adoption of such director compensation policy, we compensated our non-employee directors in accordance with practices established by our“Non-Employee Director Compensation Policy”). The Board and, following our initial public offering, ourhas formed the Compensation Committee into oversee, with consultation with ourthe Board and compensation consultants. In accordance with such practices, upon joiningconsultants, the Board in January 2021, Harry You received an award of 207,560 restricted equity units (“REUs”), which are scheduled to vest at the rate of 20% per year on each of the first five anniversaries of his commencement of service as a non-employee director, subject to continued service through each vesting date. In connection with our initial public offering, these REUs converted into restricted stock units (“RSUs”) covering 207,560 shares of our Class A common stock, which continue to be subject to the same vesting conditions. Additionally, Lydia Jett, who left the Board in October 2021, received, in March 2021, an award of RSUs covering 8,571 shares of our Class A common stock, which were scheduled to vest in March 2022. These RSUs did not vest and were instead forfeited upon Ms. Jett’s departure from the Board. During 2021, Matthew Christensen, Neil Mehta, Benjamin Sun, and Kevin Warsh did not receive any compensation for their service as directors.Non-Employee Director Compensation Policy.

Under the director compensation policy adopted in December 2021, each non-employee director will receive the equity compensation for Board services described below. We also will reimburse our non-employee directors for reasonable travel, lodging, and meal expenses incident to meetings of the Board or Committees thereof or in connection with other Board- related business.

The director compensation policy includes a maximum annual limit of $750,000 of cash compensation and equity awards that may be paid, issued, or granted to a non-employee director in any calendar year other than in the non-employee director’s first calendar year of service, in which case the maximum is $1,000,000. The maximum limit does not reflect the intended size of any potential compensation or equity awards to our non-employee directors.

Initial Equity Award: Awards

In connection with joining the Board, a new non-employee director may be granted an equity award in the form of RSUs coveringrestricted stock units, with each such unit representing a numbercontingent right to receive one share of shares of ourthe Company’s Class A common stock havingCommon Stock upon settlement (“RSUs”), with a maximum aggregate value of up to $1,000,000 (as determined by the Board) on the date of grant,, based on the closing price of our Class A common stock on the date of grant. Each initial award will vest on a schedule determined by the Board at the time of grant. If a non-employee director resigns from the Board prior to the vesting date, the unvested portion of any initial award will be forfeited as of the date of resignation. In the event of a “change of control” (as defined in our 2021 Equity Incentive Plan), the unvested portion of any initial award will vest in full.

Annual Equity Award: Awards

On the date of each annual meeting of stockholders, each non-employee director who is serving on ourthe Board, who has no outstanding and unvested stock grant, and will continue to serve on ourthe Board as a non-employee director immediately following the date of such annual meeting, will automatically be granted an equity award in the form of RSUs covering athe number of shares of our Class A common stock having a value of $300,000, based on the closing price of our Class A common stock on the date of grant.

Additionally, each non-employee director will be eligible to earn additional annual retainers for their additional services as follows, in each case in the form of RSUs covering athe number of shares of our Class A common stock having the value set forth below (based on the closing price of our Class A common stock on the date of grant):

Each annual equity award granted, including awards granted for additional services described above, will be scheduled to vest in full on the earlier of the first anniversary of the date of grant or the date of the next annual meeting of stockholders following the date of grant.

If a non-employee director terminates service in aany Board leadership or Committee role prior to the vesting date of their annual award but otherwise remains as a member of the Board, any applicable lead independent director retainer or Committee retainer will vest, unless a different vest date is provided for by the Board, on a pro-rata basis taking account ofto reflect the applicable non-employee director’s length of Board leadership or Committee service, as applicable, during the vesting period. If an incumbent non-employee director is appointed to any new Board leadership or Committee position during his or her tenure on the Board, such non-employee director will be granted an award of RSUs for such new Board leadership or Committee service. The grant date for such partial year committee award will be the date that the non-employee director’s appointment to the applicable Board leadership or Committee position is effective, unless otherwise provided by the Board. The aggregate dollar value of the partial year committee award will be based on the annual retainers set forth above but prorated to reflect the length of service in such new role. Each partial year committee award granted will vest in full on the first annual award vest date to occur after the applicable grant date, subject to the non-employee director’s continued service to the Company through the applicable annual award vest date. Except as otherwise provided by the Board or in any related award agreement or other written agreement between a non-employee director resigns fromand the Board priorCompany, all equity awards granted under the Non-Employee Director Compensation Policy are subject to the vesting date, all unvested annual equity awards, including awards granted for additional services described above, will be forfeited as ofnon-employee director’s continued service to the date of resignation.Company through the applicable vest date. In the event of a “change of control”“Change in Control” (as defined in our 2021 Equity Incentive Plan), all unvested annual equity awards under the Non-Employee Director Compensation Policy, including awards granted for additional services described above, that remain unvested at the time of such Change in Control will vest in full.

Additionally, under

Limitation on Non-Employee Director Compensation

The Non-Employee Director Compensation Policy includes a maximum annual limit of $750,000 of cash compensation and equity awards that may be paid, issued, or granted to a non-employee director in any calendar year other than in the director compensation policy,non-employee director’s first calendar year of service, in which case the maximum is $1,000,000.

Expense Reimbursement

Under the Non-Employee Director Compensation Policy, each non-employee director who held unvested RSUs asis entitled to reimbursement from us for reasonable travel, lodging, and meal expenses incident to meetings of the date the director compensation policy was adoptedBoard or committees thereof or in December 2021 will not be eligible to receive an annual equity award until the date of the first annual meeting of stockholders that occurs after such outstanding RSUs have become fully vestedconnection with other Board-related business, in accordance with their terms.and subject to our expense reimbursement policy as presented to the Audit Committee of the Board.

Director Compensation Table

The following table provides information regarding compensation of our non-employee directors for their service as a director for the fiscal year ended December 31, 2021.2023. Employee directors received no additional compensation for their service as a director.

PROPOSAL 2: RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Appointment of Independent Registered Public Accounting Firm

The Audit Committee is solely responsible for the appointment, evaluation, compensation, retention, and, if appropriate, replacement of the independent registered public accounting firm retained to audit the Company’sour financial statements. The Audit Committee has selected Samil PricewaterhouseCoopers to serve as our independent registered public accounting firm for 2022.our fiscal year ending December 31, 2024. Samil PricewaterhouseCoopers has served as the Company’sour auditor since 2014.

Stockholder approval is not required to appoint Samil PricewaterhouseCoopers as the independent registered public accounting firm for 2022. Ourour fiscal year ending December 31, 2024. The Board believes, however, that submitting the appointment of Samil PricewaterhouseCoopers to the stockholders for ratification is a matter of good corporate governance. Even if the appointment is ratified, our Audit Committee, in its discretion, may direct the appointment of a different independent registered public accounting firm at any time during the year if it determines such a change would be in the Company’s best interests.interests of the Company or our stockholders. The ratification of the appointment of Samil PricewaterhouseCoopers as our independent registered public accounting firm requires the affirmative vote of a majority of the shares cast in person or by proxy and entitled to vote at the Annual Meeting.

One or more representatives of Samil PricewaterhouseCoopers are expected to be present at the Annual Meeting and will have an opportunity to make a statement if they wish and be available to respond to appropriate questions.

Principal Accountant Fees and Services

The following tables set forth Samil PricewaterhouseCoopers’ aggregate fees for the fiscal years ended December 31, 20212023 and 2020:2022:

Pre-Approval Policies and Procedures

Our Audit Committee charter requires our Audit Committee to pre-approve all audit and permitted non-audit and tax services that may be provided by our independent registered public accounting firm or other registered public accounting firms. The Audit Committee charter also provides that the Audit Committee may establish policies and procedures for its pre-approval of permitted services in compliance with applicable law or stock exchange listing rules. Our Audit Committee has established procedures relating to the approval of all audit and non-audit services that are to be performed by our independent registered public accounting firm and pre-approves all audit and permitted non-audit services provided by our independent registered public accounting firm prior to each engagement. Since our initial public offering,IPO, our Audit Committee pre-approved all services provided by Samil PricewaterhouseCoopers.

Audit Committee Report

The Audit Committee consists solely of independent directors, as required by and in compliance with SEC rules and regulations and the NYSE listing standards. The Audit Committee operates pursuant to a written charter adopted by the Board.

The Audit Committee is responsible for assisting the Board in its oversight responsibilities related to accounting policies, internal controls, financial reporting, and legal and regulatory compliance. Management of the CompanyOur management has the primary responsibility for the Company’sour financial reporting processes, proper application of accounting principles, and internal controls as well as the preparation of its financial statements. The Company’sOur independent registered public accounting firm is responsible for performing an audit of the Company’sour financial statements and expressing an opinion as to the conformity of such financial statements with accounting principles generally accepted in the United States (“U.S. GAAP”).

The Audit Committee has reviewed and discussed the Company’s audited financial statements as of and for the year ended December 31, 2021, with management and the independent registered public accounting firm. The Audit Committee has discussed with the independent registered public accounting firm the matters required to be discussed by the applicable requirementseffectiveness of the Public Company Accounting Oversight Board (“PCAOB”) and the SEC. our internal control over financial reporting.

In addition,performing its functions, the Audit Committee has received the written disclosures and the letter from the independent registered public accounting firm required by applicable requirements of the PCAOB regarding the independent registered public accounting firm’s communications with the Audit Committee concerning independence, and has discussed with the independent registered public accounting firm its independence.has:

Based on the review and discussions described above, the Audit Committee recommended to the Board that the Company’sour audited financial statements be included in itsour 2023 Annual Report on Form 10-K for the year ended December 31, 2021, for filing with the SEC.

THE AUDIT COMMITTEE

Harry You (CHAIR)

Benjamin Sun

Neil Mehta

The foregoing Report of the Audit Committee of the Board of Directors shall not be deemed to be soliciting material or be incorporated by reference by any general statement incorporating by reference this Proxy Statement into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or under the Exchange Act, except to the extent the Company specifically incorporates this information by reference, and shall not otherwise be deemed to be filed with the SEC under the Securities Act or the Exchange Act.

Executive Officers

Below is a list of our current executive officers and certain key employees and their respective ages and a brief account of the business experience of each of them.

*1.       Please see “Nominees for Election to the Board of Directors” for information regarding Mr. Kim.

Executive Officers

Gaurav Anand.Anand. Gaurav Anand has served as our Chief Financial Officer since December 2020 and previously served as our Chief Operating Officer from January 2019 to December 2020. Mr. Anand previously served as the Chief of Staff to our CEOChief Executive Officer from January 2017 to December 2018 and our Chief Financial Officer of Global eCommerce from January 2017 to December 2017. Prior to joining Coupang, Mr. Anand served as Vice President of Finance at Myntra, a fashion subsidiary of Flipkart, from November 2014 to December 2016. Mr. Anand also previously worked at Amazon from 2007 to 2014, holding various Finance positions across its North America retail, Internationalinternational retail, AWS business, and payments business.

Hanseung Kang.Kang. Hanseung Kang has served as our Representative Director of Business Management since November 2020. Prior to joining Coupang, Mr. Kang worked as an attorney at Kim & Chang from February 2013 to November 2020, where his practice focused on crisis management, communication strategy, and government affairs. From August 2011 to February 2013, Mr. Kang served as the Secretary to the President of the Republic of Korea for Legal Affairs. During the prior eighteen years, he served in the Korean judiciary, first as a judge at district courts and later as a presiding judge in the appellate court. Mr. Kang has also served as a Special Counselor to the Legislation and Judiciary Committee of the National Assembly of the Republic of Korea, and as the Counselor for the Judicial Affairs at the Embassy of the Republic of Korea in the U.S. Mr. Kang received his LL.B. from Korea University and attended the Judicial Research and Training Institute of the Supreme Court of Korea.

Harold Rogers. Rogers. Harold Rogers has served as our General Counsel since December 2021 and as our Chief Administrative Officer since January 2020. Prior to joining Coupang, Mr. Rogers served as Executive Vice President, Chief Ethics and Compliance Officer at Millicom, a global telecommunications company, from August 2016 to December 2019. He was also was previously a Partner at Sidley Austin LLP from January 2013 to July 2016 and an associate attorney from September 2006 to December 2012. He clerked for the Honorable Thomas B. Griffith on the United States Court of Appeals for the D.C.District of Columbia Circuit from 2005 to 2006. Mr. Rogers holds a B.A. in English from Brigham Young University and earned his J.D. from Harvard Law School.

Thuan Pham. Thuan Pham has served as our Chief Technology Officer since September 2020. Prior to joining Coupang, Mr. Pham served as Chief Technology Officer of Uber Technologies, Inc. from April 2013 to May 2020. From December 2004 to January 2013, Mr. Pham served in various Vice President roles at VMWare, Inc., a software and technology company, including as Vice President, R&D - Cloud Management Platform from June 2012 to January 2013. Mr. Pham holds both B.S. and M.S. degrees in Computer Science and Electrical Engineering from the Massachusetts Institute of Technology.

Key Employees

Daejun (“DJ”) Park.Pranam Kolari. DJ ParkPranam Kolari has served as our Representative Director of Business Development since January 2020. In this role, he explores, develops, and leads Coupang’s new services including the food delivery service Coupang Eats to ensure such services can be successfully introduced to customers. Previously, Mr. Park served as our Vice President of Policy fromSearch and Recommendations since January 2019 to January 2020, and as our Senior Director of Policy from May 2012 to December 2018. Prior to joining us, Mr. Park worked at LG Electronics, a multinational electronics company, and Naver, an engineering and development company. He holds a Bachelor’s degree in Business Administration from Hongik University.

Minette Bellingan. Minette Bellingan has2024. Previously Dr. Kolari served as our Representative Director, CPLB since December 2018. In this role, she leads CPLB, which developsVice President, Search Engineering, leading all search and sells private label products and provides compliance servicesdiscovery teams for Coupang from April 2022 to the Coupang family of companies.January 2024. Prior to joining Coupang, she wasDr. Kolari held various leadership roles at Walmart Labs, the Directortechnology division responsible for Walmart’s global e-Commerce initiatives, from August 2021 to March 2022, including most recently as its Vice President of Global SourcingEngineering for Search Technology. Prior to Walmart, Dr. Kolari held various roles at Yahoo, Inc. focusing on personalization and Private Brands at Amazon.com. Ms. Bellingan has over 20 years of experience in private label, manufacturing, operations, and compliance in online and offline retail in Asia, Europe, and the United States. Ms. Bellingan received a Bachelor of Arts degree with honors distinctionsearch ranking from the Central Saint Martins School of Art London, a Masters of Business Administration from the OU Business School London, a Master of Research degree with distinction, andOctober 2007 to August 2012. Dr. Kolari holds a Ph.D. in EngineeringComputer Science from the University of Cambridge.

InTae (“Kiro”) Kyung. Kiro Kyung has served as our Representative DirectorMaryland and a Bachelor of Coupang Pay since April 2020. In this role, he leads our financial technologyEngineering, Computer Science and payment services to provide payment options and other financial services to our customers and merchants. Previously, Mr. Kyung served as our Senior Director Software Engineering, UVCE, from June 2019 to April 2020, and Director Software Engineering from June 2014 to May 2019. Mr. Kyung is an experienced software development engineer and leader who founded two tech startups before joining Coupang. He holds a Bachelor’s degree in Computer Engineering from Chung-AngBangalore University.

CERTAIN RELATIONSHIPSRELATIONSHIPS AND RELATED PERSON TRANSACTIONS

Policies and Procedures for Related Person Transactions

OurThe Board has adopted a written related person transaction policy setting forth the policies and procedures for the identification, review, and approval or ratification of related person transactions. This policy covers, with certain exceptions set forth in Item 404 of Regulation S-K under the Securities Act of 1933, as amended, any transaction, arrangement, or relationship, or any series of similar transactions, arrangements, or relationships, in which we and a related person were or will be participants and the amount involved exceeds, or is expected to exceed, $120,000, and a related person has a direct or indirect interest deemed to be material by the Audit Committee. In reviewing and approving any such transactions, our Audit Committee will consider all relevant facts and circumstances as appropriate, including, but not limited to, (a) the risks, costs, and benefits to Coupang, (b) the impact on a director’s independence in the event the related person is a director, immediate family member of a director, or an entity with which a director is affiliated, (c) the terms of the transaction, (d) the availability of other sources for comparable services or products, and (e) the terms available to or from, as the case may be, unrelated third parties or to or from employees generally.

Certain Related Person Transactions

Employment Arrangements

The brother of Bom Kim, our Chief Executive Officer and Chair of the Board, is currently employed by the Company. He does not share a household with Mr. Kim and is not one of our executive officers. In 2021,2023, he earned approximately $323,000$440,000 in salary, bonus, and expat related benefits. He was also granted a restricted stock unit award with respect43,052 RSUs in 2023, which will vest over 2 years, subject to 16,600 shares,his continuous service to the Company through each vesting over one year.date. He participates in compensation and incentive plans or arrangements on the same basis as similarly situated employees.

The sister-in-law of Bom Kim, our Chief Executive Officer and Chair of the Board, is currently employed by the Company. She does not share a household with Mr. Kim and is not one of our executive officers. In 2021,2023, she earned approximately $233,000$256,000 in salary, bonus, and expat related benefits. She was also granted 5,097 RSUs in 2023, which will vest over 2 years, subject to her continuous service to the Company through each vesting date. She participates in compensation and incentive plans or arrangements on the same basis as similarly situated employees.

Other Related Person Transactions

Jane Lauder, the spouse of Kevin Warsh, a member of the Company’s Board, is a director and executive officer of The Estée Lauder Companies Inc. (“Estée Lauder”) and beneficially owns approximately 6% of Estée Lauder’s outstanding common stock. During fiscal 2023, the Company paid Estée Lauder and its subsidiaries approximately $18 million in connection with the Company’s purchases of skin care, makeup, fragrance, hair care, and other related products in the ordinary course of business.

In January 2024, we completed the acquisition of all of the business and assets of Farfetch Holdings plc (“Farfetch”; our acquisition of all business and assets of Farfetch, the “Farfetch Acquisition”) through our majority owned subsidiary, Surpique LP (“Surpique”), a Delaware limited partnership. Upon the closing of the Farfetch Acquisition, approximately $150 million previously funded by Surpique under a $500 million delayed-draw bridge loan facility was exchanged for equity interests in Surpique and certain of its direct and/or indirect subsidiaries (the “Farfetch Group”), and Surpique made an additional approximately $150 million capital contribution to the Farfetch Group as an equity contribution. Surpique is obligated to fund up to a further $200 million to the Farfetch Group to the extent called by the Farfetch Group on or prior to January 31, 2025. Surpique is owned 80.1% by the Company and 19.9% by certain funds advised or managed by Greenoaks. In connection with the Farfetch Acquisition, each of the Company and Greenoaks contributed, and remains obligated to contribute, capital to Surpique in accordance with their respective ownership interest percentages in Surpique. As part of the acquisition, a subsidiary of Surpique assumed Farfetch’s then outstanding syndicated term loans of $633 million under Farfetch’s existing credit agreement. Neil Mehta, a member of the Company’s Board and the Lead Independent Director, founded and has served as a Managing Partner of Greenoaks since April 2012. In addition, Greenoaks and certain funds and accounts to which Greenoaks serves as the investment adviser and related persons or entities, including Mr. Mehta, collectively beneficially own approximately 3.0% of the Company’s Class A common stock.

Registration Rights Agreement and Limited Liability Company Agreement

We have entered into the Sixth Amended and Restated Registration Rights Agreement (the “Registration Rights Agreement”) containing registration rights and information rights, among other things, with certain holders of common stock. Additionally, we entered into a tenth amended and restated LLC agreement (the “LLC Agreement”) containing voting rights relating to the composition of the board of directors, certain transfer restrictions, certain preemptive rights, and other voting rights, with certain holders of preferred units that were outstanding prior to the corporate conversion completed in connection with our initial public offering. The parties to each of these agreementsthis agreement include the following holders of more than 5% of our capital stock: SVF Investments (UK) Ltd., and entities affiliated with Greenoaks. The parties to each of these agreements also include Bom Kim, our Chief Executive Officer and Chair of the Board. The LLC Agreement terminated upon completion of the corporate conversion completed in connection with our initial public offering.

Standstill Agreement and Voting Agreement

We entered into a holder voting agreement and standstill agreement with SVF Investments (UK) Ltd. Under the standstill agreement, SVF Investments (UK) Ltd. and its controlled affiliates were subject to a standstill with respect to our preferred units and common units, which restricted SVF Investments (UK) Ltd. and its controlled affiliates from beneficially owning more than 45% of the aggregate preferred units and voting common units of our company. Pursuant to the holder voting agreement, SVF Investments (UK) Ltd. also agreed to grant an irrevocable proxy to Bom Kim, our Chief Executive Officer and Chair of the Board, to enable him to vote the necessary number of Class H preferred units and Class J preferred units held by SVF Investments in order for Mr. Kim to hold voting power in our company that is 1% greater than the voting power in our company held by SVF Investments (UK) Ltd. Both the standstill agreement and voting agreement terminated upon completion of our initial public offering.

Other Transactions

In February 2018, in connection with the issuance and sale of certain convertible notes, we entered into a letter agreement with Greenoaks pursuant to which we agreed to provide Greenoaks certain information and other rights. The agreement with Greenoaks terminated upon the initial public offering. In November 2018 and September 2020, in connection with the Class J preferred unit financing, we entered into letter agreements with SVF Investments (UK) Ltd. pursuant to which we agreed to provide SVF Investments (UK) Ltd. certain information and other rights.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information with respect to the beneficial ownership of our capital stock as of March 31, 20222024 for:

We have determined beneficial ownership in accordance with the rules and regulations of the SEC, and the information is not necessarily indicative of beneficial ownership for any other purpose. Except as indicated by the footnotes below, we believe, based on information furnished to us, that the persons and entities named in the table below have sole voting and sole dispositive power with respect to all shares that they beneficially own, subject to applicable community property laws.

The amounts and percentages of shares beneficially owned are reported based on the basis of SEC regulations governing the determination of beneficial ownership of securities. Applicable percentage ownership is based on 1,586,254,5941,620,251,168 shares of Class A common stock and 174,802,990 shares of Class B common stock, in each case, outstanding as of March 31, 2022.2024. In computing the number of shares beneficially owned by a person and the percentage ownership of such person, we deemed to be outstanding all shares subject to options held by the person that are currently exercisable, or exercisable within 60 days of March 31, 20222024, or issuable pursuant to restricted stock units that vest within 60 days of March 31, 2022.2024. However, we did not deem such shares outstanding for the purpose of computing the percentage ownership of any other person. In addition, under SEC rules, more than one person may be deemed to be a beneficial owner of the same securities and a person may be deemed to be a beneficial owner of securities as to which such person has no economic interest.

Unless otherwise indicated, the address for each beneficial owner listed in the tables below is c/o Coupang, Inc., Tower 730, 570, Songpa-daero, Songpa-gu, Seoul, Republic of Korea 05510.720 Olive Way, Suite 600, Seattle, Washington 98101, U.S.A.

* Represents less than one percent (1%).

Pledge of Common Stock By Affiliates

In March 2021, the Board adopted a policy prohibiting employees, officers, and directors from directly or indirectly, holding the Company’s securities in a margin account or otherwise pledging the Company’s securities as collateral for a loan without prior approval from the Nominating and Corporate Governance Committee. Pursuant to such policy, approval may be granted where an officer or director wishes to pledge the Company’s securities as collateral for a loan and clearly demonstrates the financial capacity to repay the loan without resort to the pledged securities. As reflected under “Security Ownership of Certain Beneficial Owners and Management,” certain shares held by Gaurav Anand, our Chief Financial Officer, and Neil Mehta a memberand Benjamin Sun, members of ourthe Board, were pledged as collateral to secure certain personal indebtedness.

Delinquent Section 16(a) Reports

Section 16(a) of the Exchange Act requires our directors, executive officers, and persons who beneficially own more than 10% of our common stock to report their ownership of the Company’s equity securities and any subsequent changes in that ownership to the SEC. Based on a review of those reports and written representations given to us by our directors and executive officers, we believe that during our fiscal year ended December 31, 2023, all transactions were reported on a timely basis except for a Form 4 filed by Neil Mehta on March 6, 2024 reporting a gift of securities to a certain estate planning vehicle to which Mr. Mehta formerly served as trustee.

EQUITY COMPENSATION PLAN INFORMATION

The following table presents information as of December 31, 20212023 with respect to compensation plans under which shares of our Class A common stock and Class B common stock may be issued.