Washington, D.C. 20549    



(Amendment No. )*


Under the Securities Exchange Act of 1934


Grab Holdings Limited

(Name of Issuer)

Class A ordinary shares, par value $0.000001

(Title of Class of Securities)


(CUSIP Number)

December 1, 2021

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)
x Rule 13d-1(c)
o Rule 13d-1(d)


* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.


The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 33830T 103

Names of Reporting Persons

Uber Technologies, Inc.

  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) o  
  3. SEC Use Only
  4. Citizenship or Place of Organization
Number of
Owned by
Person With
5. Sole Voting Power*
6. Shared Voting Power*
7. Sole Dispositive Power*
8. Shared Dispositive Power*
  9. Aggregate Amount Beneficially Owned by Each Reporting Person*
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
  11. Percent of Class Represented by Amount in Row (9)*
  12. Type of Reporting Person (See Instructions)




Item 1.
  (a) Name of Issuer
Grab Holdings Limited

Address of Issuer’s Principal Executive Offices
3 Media Close


Singapore 138498

Item 2.

Name of Person(s) Filing
Uber Technologies, Inc.


Address of Principal Business Office or, if none, Residence
1515 3rd Street

San Francisco, CA 94158



  (d) Title of Class of Securities
Class A ordinary shares, par value $0.000001
  (e) CUSIP Number
Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:


  Not applicable.
Item 4. Ownership


Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.


(a) Amount beneficially owned: 535,902,982*


(b)Percent of class: 14.8%**


(c)Number of shares as to which the person has:


(i)Sole power to vote or direct the vote: 535,902,982*


(ii)Shared power to vote or direct the vote: 0


(iii)Sole power to dispose or direct the disposition of: 535,902,982*


(iv)Shared power to dispose or direct the disposition of: 0



*Represents 535,902,982 shares of Class A ordinary shares, par value $0.000001 per share (“Class A ordinary shares”), of Grab Holdings Limited (the “Issuer”) held by Uber Technologies, Inc., a publicly traded company (“Uber”).
**The percent of class beneficially owned by Uber was calculated assuming 3,618,207,772 Class A ordinary shares issued and outstanding as of December 6, 2021, as described in the Issuer’s shell company report on Form 20-F filed with the Securities and Exchange Commission on December 6, 2021.


Item 5.


Ownership of Five Percent or Less of a Class


If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o

Item 6. Ownership of More than Five Percent on Behalf of Another Person


Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person


Not applicable.

Item 8. Identification and Classification of Members of the Group


Not applicable.

Item 9. Notice of Dissolution of Group


Not applicable.

Item 10. Certifications


By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.







After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


Date: February 14, 2022

  Uber Technologies, Inc.
  /s/ Nelson Chai
  Name: Nelson Chai
  Title: Chief Financial Officer