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Coupang Inc

For the period ended Dec 31, 2024. Filed Feb 25, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 25, 2025

CPNG$16.33-0.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

a) Documents filed as part of this report:

  1. Financial Statements (Item 8);

  2. Financial Statement Schedules. Financial Statement Schedules of the Company, as required for 2024, 2023, and 2022, consist of Schedule I - Condensed Financial Information of Coupang, Inc. Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto.

Exhibit Number · Description of Exhibit · Provided Herewith · Incorporated by Reference
Form · File No. · Exhibit · Filing Date
3.1Certificate of Incorporation of the Registrant.10-Q001-401153.1November 12, 2021
3.2Amended and Restated Bylaws of the Registrant.8-K001-401153.1June 27, 2024
4.1Sixth Amended and Restated Registration Rights Agreement, by and among the Registrant and certain of its stockholders, dated December 21, 2018.S-1333-2530304.1February 12, 2021
4.2Description of Securities.10-K001-401154.2March 3, 2022
10.1+Coupang, LLC Third Amended and Restated 2011 Equity Incentive Plan, as amended, and related form agreements.S-8333-25411799.1March 11, 2021
10.2+Coupang, Inc. 2021 Equity Incentive Plan.10-K001-4011510.5March 1, 2023
10.3+Form of RSU Award Notice & Agreement for Executives.10-Q001-4011510.2May 12, 2022
10.4+Form of PSU Award Notice & Agreement for Executives.10-Q001-4011510.3May 12, 2022
10.5+Form of Annual RSU Award Notice & Agreement for Non-Employee Directors.10-Q001-4011510.1August 11, 2022
10.6+Non-Employee Director Compensation Policy.X
10.7+Form of Indemnification Agreement between the Registrant and each of its directors and executive officers.S-1333-25303010.1February 12, 2021
10.8+Employment Agreement, by and between the Registrant and Bom Kim.10-Q001-4011510.6May 13, 2021
10.9+Employment Agreement, by and between the Registrant and Gaurav Anand.10-Q001-4011510.7May 13, 2021
10.10+Second Amended and Restated Employment Agreement, by and between the Registrant and Hanseung Kang.X
10.11+Employment Agreement, by and between the Registrant and Harold Rogers.10-Q001-4011510.11May 13, 2021
10.12+Employment Agreement, by and between the Registrant and Pranam Kolari.10-K001-4011510.9February 28, 2024
10.13+Employment Agreement by and between the Company and Tae Jung Kim.10-Q001-4011510.1May 10, 2023
10.14+Second Amended and Restated Executive Severance Policy.10-Q001-4011510.1November 6, 2024
10.15Revolving Credit and Guaranty Agreement, dated as of February 27, 2021, among Coupang, Inc. as Borrower, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.10-Q001-4011510.12May 13, 2021

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10.16First Amendment to Revolving Credit and Guaranty Agreement, dated as of August 3, 2021, among the Registrant, as Borrower, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.10-K001-4011510.12March 3, 2022
10.17Second Amendment to Revolving Credit and Guaranty Agreement, dated as of December 2, 2021, among the Registrant, as Borrower, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.10-K001-4011510.13March 3, 2022
10.18Third Amendment to Revolving Credit and Guaranty Agreement, dated as of March 1, 2022, among the Registrant, as Borrower, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.10-K001-4011510.15March 3, 2022
10.19Fourth Amendment to Revolving Credit and Guaranty Agreement, dated as of June 29, 2023, among the Registrant, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A.10-Q001-4011510.2August 9, 2023
10.20Fifth Amendment to Revolving Credit and Guaranty Agreement, dated as of January 29, 2024, by and among Coupang, Inc., as borrower, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.8-K001-4011510.1February 1, 2024
10.21Sixth Amendment to Revolving Credit and Guaranty Agreement, dated as of May 6, 2024, by and among Coupang, Inc., as borrower, the guarantors party thereto, the lenders and issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent.10-Q001-4011510.2May 8, 2024
10.22Sale and Purchase Agreement by and between Farfetch Holdings PLC, The Administrators, and Surpique Acquisition Limited dated as of January 30, 2024.10-K001-4011510.21February 28, 2024
10.23Farfetch Holdings PLC Fifth Amendment to Credit Agreement, Accession and Fee Agreement dated as of January 30, 2024.10-K001-4011510.22February 28, 2024
10.24Farfetch Holdings PLC Sixth Amendment to Credit Agreement dated as of January 30, 2025.X
19.1Coupang Insider Trading PolicyX
21.1List of Significant Subsidiaries of the Registrant.X
23.1Consent of Samil PricewaterhouseCoopers, independent registered public accounting firm.X
31.1Chief Executive Officer Section 302 CertificationX
31.2Chief Financial Officer Section 302 CertificationX
32.1*Chief Executive Officer Section 906 CertificationX
32.2*Chief Financial Officer Section 906 CertificationX
97.0Coupang, Inc. Recoupment (Clawback) Policy10-K001-4011597.0February 28, 2024
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHXBRL Taxonomy Extension Schema Document.

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101.CALXBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFXBRL Taxonomy Extension Definition Linkbase Document.
101.LABXBRL Taxonomy Extension Labels Linkbase Document.
101.PREXBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
+Indicates management contract or compensatory plan
*The certifications attached as Exhibit 32.1 and 32.2 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Coupang, 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 Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.

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Condensed Statements of Operations and Comprehensive Income/(Loss)

(in millions)202420232022
Management service fee revenues$20$18$17
Operating cost and expenses(558)(400)(324)
Interest expense(2)(2)(2)
Other income, net638428
Loss before equity in earnings of subsidiaries(477)(300)(281)
Equity in earnings of subsidiaries7221,783189
Income (loss) before taxes2451,483(92)
Income tax expense91123—
Net income (loss)$154$1,360$(92)
Other comprehensive income (loss):
Foreign currency translation adjustments, net of tax(353)(2)9
Actuarial (loss) gain on defined severance benefits, net of tax(34)(18)41
Total other comprehensive (loss) income(387)(20)50
Comprehensive (loss) income$(233)$1,340$(42)

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Condensed Balance Sheets

(in millions)December 31, 2024December 31, 2023
Assets
Cash and cash equivalents$1,016$1,592
Restricted cash—79
Other current assets6620
Total current assets1,0821,691
Other assets1212
Investment in subsidiaries3,0582,438
Total assets$4,152$4,141
Liabilities and stockholders' equity
Other current liabilities$49$42
Total current liabilities4942
Other liabilities—10
Total liabilities4952
Stockholders' equity
Common stock——
Additional paid-in capital8,7368,489
Accumulated other comprehensive loss(404)(17)
Accumulated deficit(4,229)(4,383)
Total stockholders' equity4,1034,089
Total liabilities and stockholders' equity$4,152$4,141

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Condensed Statements of Cash Flows

(in millions)202420232022
Operating activities
Net cash (used in) provided by operating activities$(126)$95$(79)
Investing activities
Capital contribution to subsidiaries(349)(121)(725)
Return of capital contribution from subsidiaries906180
Increase of short-term loans(95)(25)—
Net cash used in investing activities(354)(85)(645)
Financing activities
Repurchase of common units and preferred units(178)——
Proceeds from issuance of common stock/units, equity-based compensation plan4918
Other financing activities(1)——
Net cash (used in) provided by financing activities(175)918
Cash and cash equivalents
Net (decrease) increase in cash and cash equivalents(655)19(706)
Cash and cash equivalents as of beginning of the period1,6711,6522,358
Cash and cash equivalents as of end of the period$1,016$1,671$1,652

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Coupang, Inc.

Schedule I - Condensed Financial Information of Parent (Coupang, Inc.)

Notes to Condensed Financial Statements

  1. Basis of Presentation

These condensed Parent company-only financial statements have been derived from its consolidated financial statements and should be read in conjunction with the consolidated financial statements and notes thereto of Coupang, Inc. and subsidiaries included in Part II, Item 8 of this Form 10-K. The Parent’s significant accounting policies are consistent with those described in Note 1 — "Description of Business and Summary of Significant Accounting Policies" in Part II, Item 8, except that all subsidiaries are accounted for as equity method investments.

Certain subsidiaries in Korea hold various licenses and/or are regulated by governmental requirements. As a result, the ability of these subsidiaries to pay dividends or loan money to our Parent company is restricted due to terms which require the subsidiaries to meet certain financial covenants, including maintaining a positive net equity balance; having a minimum percentage of its total assets in low-risk, cash-like assets; and maintaining a minimum current asset to current liability ratio. In addition, the Parent has certain regulatory restrictions that only allow dividend payments to be made while maintaining a positive net equity balance or if dividends are paid out of the current years' income, if any.

  1. Debt

The Parent has a $875 million unsecured credit facility (the “Revolving Credit Facility”) as further described in Note 13 — "Short-Term Borrowings and Long-Term Debt" which was amended to extend the term to February 2026. As of December 31, 2024, there wasno balance outstanding on the Revolving Credit Facility.

ContentsView on SEC.gov

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