Applovin Corp-A 2024年度报告

Notice of Annual Meeting ofStockholders MEETING DETAILS DateJune 4, 2025 Dear Stockholders of AppLovin Corporation: Time10:00 a.m.Pacific Time We cordially invite you to attend the 2025 annual meeting of stockholders (the“Annual Meeting”) of AppLovin Corporation, a Delaware corporation, to be held onWednesday, June 4, 2025 at 10:00 a.m. Pacific Time. The Annual Meeting will beconducted virtually via live audio webcast. You will be able to attend the AnnualMeeting virtually by visiting www.virtualshareholdermeeting.com/APP2025, where youwill be able to listen to the meeting live, submit questions, and vote online. Locationwww.virtualshareholdermeeting.com/APP2025 Whether or not you attend the Annual Meeting, it is important that your shares berepresented and voted at the meeting. Therefore, we urge you to promptly vote andsubmit your proxy via the internet, by telephone, or by mail, voting are set forth onpage 3. YOUR VOTE ISIMPORTANT Whether or not you planto attend the AnnualMeeting, we urge you tosubmit your vote.Submitting your vote inadvance does notdeprive you of your rightto attend the AnnualMeeting and to re-voteyour shares at theAnnual Meeting. We are holding the Annual Meeting for the following purposes, as more fullydescribed in the accompanying proxy statement: Our Board of Directors has fixed the close of business on April 10, 2025 as the recorddate for the Annual Meeting. Stockholders of record on April 10, 2025 are entitled tonotice of and to vote at the Annual Meeting. Further information regarding votingrights and the matters to be voted upon is presented in the accompanying proxystatement. By order of the Board of Directors, Chief Executive Officer, Co-Founder, and Chairperson of the BoardPalo Alto, CaliforniaApril 22, 2025 The accompanying proxy statement and our 2024 annual report are available at www.proxyvote.com. You will beasked to enter the 16 digit control number located on your proxy card. Table of Contents AppLovin Corporation Proxy Statement for the 2025 Annual Meeting of Stockholders General Information This proxy statement and the enclosed form of proxy are furnished in connection with the solicitation of proxies by ourboard of directors (“Board of Directors” or “Board”) for use at the 2025 annual meeting of stockholders of AppLovinCorporation, a Delaware corporation (“we,” “our,” “us,” the “Company,” or “AppLovin”), and any postponements,adjournments, or continuations thereof. DateJune 4, 2025 Time10:00 a.m. Pacific Time Location www.virtualshareholdermeeting.com/APP2025 The Annual Meeting will be conducted virtually via live audio webcast. You will be able to attend the Annual Meetingvirtually by visiting www.virtualshareholdermeeting.com/APP2025, where you will be able to listen to the meeting live,submit questions, and vote online. The Notice of Internet Availability of Proxy Materials (the “Notice”) containinginstructions on how to access this proxy statement and our annual report is first being mailed on or about April 22,2025 to all stockholders entitled to vote at the Annual Meeting. The proxy materials and our 2024 annual report can beaccessed by following the instructions in the Notice. The information provided in the “question and answer” format below is for your convenience only and is merely asummary of the information contained in this proxy statement. You should read this entire proxy statement carefully.Information contained on, or that can be accessed through, our website is not intended to be incorporated byreference into this proxy statement and references to our website address in this proxy statement are inactive textualreferences only. Our Class A common stock and Class B common stock are collectively referred to in this proxystatement as our “common stock.” What matters am I voting on? You are being asked to vote on: •the election of nine (9) directors to serve until the next annual meeting of stockholders and until theirsuccessors are duly elected and qualified;•a proposal to ratify the appointment of Deloitte & Touche LLP as our independent registered public accountingfirm for our fiscal year ending December 31, 2025; and•any other business as may properly come before the Annual Meeting. How does the Board of Directors recommend I vote on these proposals? Our Board of Directors recommends you vote: •“FOR” the election of each director nominee named in this proxy statement; and•“FOR” the ratification of the appointment of Deloitte & Touche LLP as our independent registered publicaccounting firm for our fiscal year ending December 31, 2025. How many votes are needed for approval of each proposal? •Proposal No. 1:Each director nominee is elected by a plurality of the votes of the shares present virtually orrepresented by proxy at the meeting and entitled to vote on the election of directors at the Annual Meeting.Abstentions and broker non-votes will have no effect on the outcome of the vote. “Plurality” means that thenine (9