Form 8-K · Current report
DoorDash 8-K, filed Oct 29, 2026
- Filed
- CIK
- 0001792789
- Accession no.
- 0001140361-26-041111
Summary
DoorDash and Instacart entered an Agreement and Plan of Merger under which Instacart would become a wholly owned DoorDash subsidiary, with Instacart stockholders able to elect cash, DoorDash Class A stock, or a combination of both per share. The transaction requires Instacart stockholder approval and antitrust clearances in the U.S., Canada, and Israel, and carries termination fees of $650 million payable by Instacart and $1.25 billion payable by DoorDash in specified circumstances.
Key points
- Instacart stockholders can elect $65.00 in cash per share, 0.3372 DoorDash Class A shares, or a mix of $48.75 cash plus 0.0843 Class A shares, with the stock portion capped at 25% of total consideration and prorated if oversubscribed.
- Closing conditions include Instacart stockholder approval, expiration or termination of Hart-Scott-Rodino waiting periods, and clearance under Canada's Competition Act and Israel's Economic Competition Law.
- Instacart would owe DoorDash a $650 million termination fee under specified circumstances, while DoorDash would owe Instacart $1.25 billion if the deal is terminated over antitrust conditions or a related final legal restraint.
- Either party may terminate if the merger is not completed within 12 months, subject to up to four automatic three-month extensions tied to unsatisfied antitrust conditions.
Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.
Items reported
- 1.01Entry into a Material Definitive Agreement
- 7.01Regulation FD Disclosure
- 8.01Other Events
- 9.01Financial Statements and Exhibits
From the filing
Item 1.01 Entry into a Material Definitive Agreement. Merger Agreement On October 28, 2026, DoorDash, Inc., a Nevada corporation (“DoorDash” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Maplebear Inc., a Delaware corporation (“Instacart”), and Ibiza Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of DoorDash (“Merger Sub”), pursuant to which, among other things, subject to its terms, Merger Sub will merge with and into Instacart, with Instacart continuing as the surviving corporation as a wholly owned subsidiary of DoorDash (the “Merger”). …
An excerpt of the text as filed with the SEC, cut for length.
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