FULLTEXT DEL 1 AV 4

10-Q – 2026-07-30 – hood-20260630.htm

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 10-Q
______________________
(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026
OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________
Commission File Number: 001-40691
______________________

Robinhood Markets, Inc.
(Exact name of registrant as specified in its charter)
______________________

Delaware   46-4364776
(State or other jurisdiction of
incorporation or organization)   (IRS Employer
Identification No.)

85 Willow Rd
Menlo Park , CA 94025
(Address of principal executive offices, including zip code)
( 844 ) 428-5411
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Class A Common Stock - $0.0001 par value per share
HOOD The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes   ☒  No  o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes   ý  No  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer   ý      Accelerated filer  o     Non-accelerated filer  o   Smaller reporting company  ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  o  No  ☒

As of July 23, 2026, the numbers of shares of the issuer’s Class A and Class B common stock outstanding were 790,630,234 and 108,452,039 .

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
PAGE
ITEM 1. Unaudited Financial Statements

Condensed Consolidated Balance Sheets
11

Condensed Consolidated Statements of Operations
12

Condensed Consolidated Statements of Comprehensive Income
13

Condensed Consolidated Statements of Cash Flows
14

Condensed Consolidated Statements of Stockholders’ Equity
16

Notes to Unaudited Condensed Consolidated Financial Statements

Note 1 - Description of Business and Summary of Significant Accounting Policies
18

Note 2 - Recent Accounting Pronouncements
20

Note 3 - Business Combinations
21

N ote 4 - Deconsolidation of RVI
25

Note 5 - Goodwill and Intangible Assets
25

Note 6 - Revenues
27

Note 7 - Allowance for Credit Losses
29

Note 8 - Investments and Fair Value Measurement
31

Note 9 - Income Taxes
33

Note 10 - Securities Borrowing and Lending
34

Note 1 1 - Financing Activities and Off-Balance Sheet Risk
35

Note 1 2 - Common Stock and Stockholders ’ Equity
39

Note 1 3 - Net Income (Loss) per Share
42

Note 1 4 - Leases
44

Note 1 5 - Commitments & Contingencies
44

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
51

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk
68

ITEM 4. Controls and Procedures
69

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings
71

ITEM 1A. Risk Factors
72

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds
150

ITEM 3. Defaults Upon Senior Securities
151

ITEM 4. Mine Safety Disclosures
151

ITEM 5. Other Information
151

ITEM 6. Exhibit Index
152

Signatures
153

1

Table of Contents

Glossary of Terms
The following terms, abbreviations and acronyms are used to identify frequently used terms in this report:
Abbreviation and Meaning

1940 Act
Investment Company Act of 1940, as amended DCM Designated contract markets
2013 Plan Amended and Restated 2013 Stock Plan, as amended DFAL Digital Financial Assets Law

2020 Plan 2020 Equity Incentive Plan, as amended DOJ U.S. Department of Justice
2021 Plan 2021 Omnibus Incentive Plan EBS
Electronic Blue Sheets

Adjusted EBITDA Adjusted earnings before interest, taxes, depreciation, and amortization EEA
European Economic Area
Advisers Act Investment Advisers Act of 1940 EFTA Electronic Funds Transfer Act
ASU Accounting Standards Update EPS Earnings (loss) per share
AI Artificial Intelligence Equity Exchange Rights A right (but not an obligation) each of our founders has to require us to exchange, for shares of Class B common stock, any shares of Class A common stock received by them upon the vesting and settlement of pre-IPO RSUs, pursuant to the equity exchange right agreements entered into between us and each of our founders in connection with our IPO
AML Anti-money Laundering ERM Enterprise Risk Management
ASC Accounting Standards Codification ESPP Employee Share Purchase Plan
Barclays Barclays Bank PLC
ETPs
Exchange Traded Products

Binance Binance Holdings Ltd., and its affiliated U.S. entity, among others
ETR
Effective tax rate

Bitstamp
Bitstamp Ltd. EU The European Union
BOATS Blue Oceans ATS, LLC
Exchange Act Securities Exchange Act of 1934, as amended
BSV Bitcoin SV
FASB Financial Accounting Standards Board

Bylaws Amended and Restated Bylaws
FCA Financial Conduct Authority
C$ Canadian dollars FCM Futures Commission Merchant
CAGO California Attorney General’s Office
FCPA Foreign Corrupt Practices Act
Capped Calls On June 22, 2026, in connection with the pricing of the Convertible Notes, and on June 23, 2026, in connection with the initial purchasers’ exercise in full of their option to purchase additional Notes, we entered into privately negotiated capped calls transactions with certain of the initial purchasers or their respective affiliates and certain other financial institutions.
FDIC Federal Deposit Insurance Corporation
CAT
Consolidated Audit Trail Final Rules Final rules under SEC Release No. 34-99678 and No. 33-11275, “The Enhancement and Standardization of Climate-Related Disclosures for Investors”

CCML
Coinsquare Capital Markets Ltd.
FinCEN Financial Crimes Enforcement Network
CEA U.S. Commodity Exchange Act
FINRA Financial Industry Regulatory Authority
CEO Chief Executive Officer Fixed-Term Securities Lending Agreements Fixed-term securities lending agreements with two financial institution counterparties, as described below
CFPB Consumer Financial Protection Bureau
Founder Affiliates Founders related entities
CFTC Commodity Futures Trading Commission
Founders’ Voting Agreement Voting Agreement, dated July 26, 2021, among RHM, Baiju Bhatt, Vladimir Tenev, and certain related entities
Charter Amended and Restated Certificate of Incorporation
Fourth parties Third parties’ common suppliers or vendors
CIP
Customer identification program
Futures Futures contracts, which includes options on futures and swaps, including event contracts
Circle Circle Internet Financial, LLC
GAAP Generally accepted accounting principles in the United States
CIRO Canadian Investment Regulatory Organization GENIUS Act
Guiding and Establishing National Innovation for U.S. Stablecoins Act
CLARITY Act Digital Asset Market Clarity Act of 2025 GHG Greenhouse gas
Coastal Bank Coastal Community Bank
Goldman Sachs
Goldman Sachs USA

Code Internal Revenue Code of 1986, as amended
Indenture
Indenture for Convertible Notes.

Coinbase Coinbase Global, Inc., and Coinbase, Inc. IPO Initial public offering
Convertible Notes 0.00% Convertible senior notes issued on June 25, 2026. IRA Individual Retirement Account
Crypto Listing Frameworks Our internal policies and procedures with respect to the listing of cryptocurrencies on our platforms ISOs Incentive stock options
Crypto Transfers Cryptocurrency transfers Kraken Payward, Inc. and Payward Ventures Inc.

2

Table of Contents

Market-Based RSUs RSUs that vest upon the satisfaction of all the following conditions: time-based service conditions, performance-based conditions, and market-based conditions RHY Robinhood Money, LLC
Market Makers Non-exchange liquidity providers RIAs Registered Investment Advisors
MAS Monetary Authority of Singapore RITA Residual Interest Targeted Amount
MIAXdx MIAX Derivatives Exchange Robinhood Credit Robinhood Credit, Inc.
MiCA Markets in Crypto-Assets Regulation Rothera Rothera LLC
MiFID Markets in Financial Instruments Directive II Rothera E&C Rothera Exchange and Clearing LLC (formerly LedgerX LLC, doing business as MIAXdx)
Mizuho
Mizuho Bank, Ltd
RSAs Restricted stock awards
MSD Massachusetts Securities Division RSUs Restricted stock units
MSLA Master securities loan agreement RVI Robinhood Ventures Fund I
NASAA North American Securities Association Safety Committee Safety, Risk and Regulatory Committee of the board of directors
Net Capital Rule Rule 15c3-1 under the Securities Exchange Act of 1934, as amended SAR Suspicious activity reporting
NFA National Futures Association SARs Stock appreciation rights
NMS National market system SBC Share-based compensation
NOLs Net operating loss carryforwards SEC U.S. Securities and Exchange Commission
NSCC National Securities Clearing Corporation SEC Staff The Staff of the SEC
NSOs Non-statutory stock options Securities Act Securities Act of 1933, as amended
NYDFS New York State Department of Financial Services Sherwood Media Sherwood Media, LLC
NYSE
New York Stock Exchange
SIG Susquehanna International Group
OECD Organization for Economic Cooperation and Development SIPC Securities Investor Protection Corporation
OFAC U.S. Department of the Treasury’s Office of Foreign Assets Controls SOFR Secured Overnight Financing Rate
PFOF Payment for order flow SPV Special purpose vehicle
Prior Repurchase Program
Prior share repurchase authorizations previously approved by the Board
SROs Self-Regulatory Organizations
Product-market fit The need to adapt, localize, and position our products for specific countries Sutton Sutton Bank
RAM Robinhood Asset Management, LLC SVB Silicon Valley Bank
Repurchase Program Share repurchase program Tick Size and Access Fee Cap Rules Rules related to order tick size and access fee caps adopted by the SEC in September 2024
RFIA Responsible Financial Innovation Act of 2025 Time-Based RSUs Time-based RSUs that vest upon the satisfaction of a time-based service condition
RHC Robinhood Crypto, LLC TradePMR Trade-PMR, Inc.
RHD Robinhood Derivatives, LLC TRF
Trade Reporting Facilities

RHEU Robinhood Europe, UAB Trust Credit Card Funding Trust
RHF Robinhood Financial LLC U.K. United Kingdom
RHM March 2026 Credit Agreement Third Amended and Restated Credit Agreement, dated as of March 21, 2025, among RHM, as borrower, and a syndicate of banks, as amended by the Second Amendment, dated as of March 9, 2026
USAO The United States Attorney’s Office for the Northern District of California
RHS Robinhood Securities, LLC USA Patriot Act Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001
RHS March 2026 Credit Agreement
Fifth Amended and Restated Credit Agreement, dated as of March 20, 2026, among RHS, as borrower, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent
USDC US Dollar Coin, issued by Circle Internet Group, Inc
RHUK Robinhood U.K. Ltd VIE Variable interest entity
RHV Robinhood Ventures DE, LLC WF Wells Fargo Bank

3

Table of Contents

Key Performance Metrics Terms

We use the following key performance metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions.

ARPU
We define Average Revenue Per User, or ARPU, as total revenue for a given period divided by the average number of Funded Customers on the last day of that period and the last day of the immediately preceding period. Figures in this Form 10-Q represent ARPU annualized for each three-month period presented
Funded Customers
We define a Funded Customer as a unique person who has at least one account with a Robinhood entity and, within the past 45 calendar days (a) had an account balance that was greater than zero (excluding amounts that are deposited into a Funded Customer account by the Company with no action taken by the unique person) or (b) completed a transaction using any such account. Individuals who share a funded joint investing account are each considered to be a Funded Customer. Starting in June 2026, customers of WonderFi are also considered Funded Customers.
Net Deposits
We define Net Deposits as all cash deposits and asset transfers from customers, as well as dividends, interest, staking rewards, and cash or assets earned in connection with Company promotions (such as account transfer and retirement match incentives, free stock bonuses) received by customers, net of reversals, customer cash withdrawals, margin and lending interest, Robinhood Gold subscription fees, and assets transferred off of our platforms for a stated period. As previously disclosed, due to data limitations we did not include TradePMR client figures in our Net Deposits key performance metric prior to March 2026. Starting in March 2026, Net Deposits include results from TradePMR. Starting in June 2026, Net Deposits also include results from WonderFi.
Total Platform Assets
We define Total Platform Assets as the sum of the fair value of all equities, options, cryptocurrency, futures (including options on futures and swaps, including event contracts), cash held by users in their accounts, net of receivables from users (previously reported as Assets Under Custody), and any such assets managed by RIAs using TradePMR’s platform that are not custodied by Robinhood, as of a stated date or period end on a trade date basis. Net Deposits and net market gains (losses) drive the change in Total Platform Assets in any given period. Starting in June 2025, the fair value of all cryptocurrency includes cryptocurrency on Bitstamp. Starting in June 2026, the fair value of all cryptocurrency also includes cryptocurrency on WonderFi. Total Platform Assets also include cryptocurrency lent through platform-enabled lending programs, where customers may recall such assets at any time through the platform.
Robinhood Gold Subscribers
We define a Robinhood Gold Subscriber as a unique person who has at least one account with a Robinhood entity and who, as of the end of the relevant period (a) is subscribed to Robinhood Gold and (b) has made at least one Robinhood Gold subscription fee payment.

4

Table of Contents

Other Glossary Terms

ACATS Automated Customer Account Transfer Service
A system that automates and standardizes procedures for the transfer of assets in a customer account from one brokerage firm and/or bank to another.
Cash Sweep
We define Cash Sweep as the period-end total amount of participating users’ uninvested brokerage and banking cash that has been automatically “swept” or moved from their accounts into deposits for their benefit at a network of program banks. This is an off-balance-sheet amount. Robinhood earns a net interest spread on Cash Sweep balances based on the interest rate offered by the banks less the interest rate given to users as stated in our program terms. This includes balances from customers of RIAs using TradePMR’s platform. In February 2026, we updated our brokerage High-Yield Cash program to fund growth in margin lending, resulting in over $6 billion of Cash Sweep balances moving to Cash and Deposits in the form of customer free credit balances.

Churned Customers A Funded Customer is considered “Churned” if it was ever a New Funded Customer whose account balance (measured as the fair value of assets in the account less any amount due from the user and excluding amounts that are deposited into a Funded Customer account by the Company with no action taken by the unique person) drops to or below zero and has not completed a transaction using any account with a Robinhood entity for at least 45 consecutive calendar days. Negative balances typically result from Fraudulent Deposit Transactions (which occur when users initiate deposits into their accounts, make trades on our platforms using a short-term extension of credit from us, and then repatriate or reverse the deposits, resulting in a loss to us of the credited amount) and unauthorized debit card use, and less often, from margin loans.

Growth Rate and
Annualized Growth Rate
with respect to Net Deposits
Growth rate is calculated as aggregate Net Deposits over a specified 12 month period, divided by Total Platform Assets for the fiscal quarter that immediately precedes such 12 month period. Annualized growth rate is calculated as Net Deposits for a specified quarter multiplied by 4 and divided by Total Platform Assets for the immediately preceding quarter.

Investment Accounts We define an Investment Account as a funded individual brokerage account, a funded joint investing account, a funded IRA, a funded custodial account, or an account with an RIA using TradePMR’s platform. Starting in September 2025, a Funded Customer can have multiple Investment Accounts - one or more individual brokerage accounts, a joint investing account, a funded custodial account, a traditional IRA, a Roth IRA, and/or an RIA custody account using TradePMR’s platform. Investment Accounts do not include Bitstamp as such accounts are not brokerage or other Investment Accounts.
Margin Book We define Margin Book as our period-end aggregate outstanding margin loan balances receivable (i.e., the period-end total amount we are owed by customers on loans made for the purchase of securities, supported by a pledge of assets in their margin-enabled brokerage accounts). This includes margin loan balances from customers of RIAs using TradePMR’s platform.

New Funded Customers We define a New Funded Customer as a unique person who became a Funded Customer for the first time during the relevant period.

Notional Trading Volume We define Notional Trading Volume, or Notional Volume, for any specified asset class as the aggregate dollar value (purchase price or sale price as applicable) of trades executed in that asset class on our platforms over a specified period of time. Crypto Notional Volume includes both Robinhood App Notional Volume and Bitstamp Notional Volume. Robinhood App Notional Volume represents the dollar value of executed crypto trades on the Robinhood platform over a specified period of time, and, starting in June 2026, includes the dollar value of executed crypto trades from WonderFi customers. Bitstamp Notional Volume represents the dollar value of executed crypto trades on the Bitstamp platform over a specified period of time. For example, each $1 of transaction value executed between a buyer and seller is counted as $1 of transaction value in the relevant period, rather than $2 if counted for each of the buyer and seller.
Options Contracts Traded We define Options Contracts Traded as the total number of options contracts bought or sold over a specified period of time. Each contract generally entitles the holder to trade 100 shares of the underlying stock.

Resurrected Customers A Funded Customer is considered “Resurrected” in a stated period if it was a Churned Customer as of the end of the immediately preceding period and its balance (excluding amounts that are deposited into a Funded Customer account by the Company with no action taken by the unique person) rises above zero or it completes a transaction using its account.

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Supported Cryptocurrencies
We currently support trading in the following cryptocurrencies, where available (1) :

Aave (AAVE) Aerodrome Finance  (AERO) Algorand (ALGO) Arbitrum  (ARB) Aster  (ASTER)* Avalanche (AVAX) Avantis  (AVNT)* Axie Infinity (AXS)
Basic Attention Token (BAT) Bio Protocol (BIO) Bitcoin (BTC) Bitcoin Cash (BCH) BNB  (BNB)* BONK (BONK) Canton Coin (CC) Cardano (ADA)
cat in a dogs world (MEW)* Chainlink (LINK) Compound (COMP) Cosmos (ATOM) Curve DAO  (CRV) Dogecoin (DOGE) Dogwifhat (WIF) EigenCloud (EIGEN)*
Ethena  (ENA) Ethereum (ETH) Ethereum Classic (ETC) Flare (FLR) Floki  (FLOKI)* Global Dollar (USDG)* Gram (GRAM)* Hedera  (HBAR)
Hyperliquid  (HYPE)* Immutable (IMX) Injective (INJ)*
Jito (JTO)* LayerZero (ZRO)* Lido DAO  (LDO) Lighter  (LIT)* Litecoin (LTC)
Mantle  (MNT) Maple Finance  (SYRUP) MegaETH (MEGA)* Moo Deng  (MOODENG)* NEAR Protocol (NEAR) OFFICIAL TRUMP (TRUMP)* Ondo  (ONDO)* Onyxcoin  (XCN)
Optimism  (OP) Orca (ORCA) Pax Gold (PAXG)* Peanut the Squirrel  (PNUT)* Pepecoin (PEPE) Plasma  (XPL)* Polkadot  (DOT) Popcat  (POPCAT)*
Pudgy Penguins  (PENGU)* Pyth Network  (PYTH) Quant (QNT) Raydium (RAY) RE (RE)* Render  (RENDER) Seeker (SKR) SEI  (SEI)
Sentient (SENT)* Shiba Inu (SHIB) Sky  (SKY)* Solana (SOL) Starknet (STRK) Stellar Lumens (XLM) SUI  (SUI) Synthetix (SNX)*
Tezos (XTZ) The Graph (GRT) Uniswap (UNI) USD.AI (CHIP)* USD Stablecoin (USDC)** Venice Token (VVV) Virtuals Protocol  (VIRTUAL) Worldcoin (WLD)*
World Liberty Financial  (WLFI)* Wormhole (W) XRP (XRP) Zcash (ZEC) Zora  (ZORA)* 0x Protocol (ZRX)

(1) Not all cryptocurrencies are available in every state. An asterisk indicates a cryptocurrency is not currently available for trading in New York; a double asterisk indicates a cryptocurrency is not currently available for trading in New York or Texas.

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CAUTIONARY NOTE REGARDING FORWARD‑LOOKING STATEMENTS
This Quarterly Report on Form 10-Q (this “Quarterly Report”) of Robinhood Markets, Inc. (“RHM” and, together with its subsidiaries, “we,” “us,” “Robinhood,” or the “Company”) contains forward-looking statements (as such phrase is used in the federal securities laws), which involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “believe,” “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “estimate,” “predict,” “potential,” or “continue,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. This Quarterly Report includes, among others, forward-looking statements regarding:

• our expectations regarding legal and regulatory proceedings and investigations;

• our intent to continue expanding our operations outside of the United States;

• that we are continuously introducing new products and diversifying our services that further expand access to the financial system;

• our expectations regarding legislative developments and their impact on us, including with respect to the CLARITY Act and the GENIUS Act;

• our expectation that management will exclude WonderFi from its assessment of internal control over financial reporting for 2026;

• our expectations about adapting our product and service offerings to reflect local regulatory requirements, customer preferences, and other location-specific factors when pursuing such expansion;

• the Repurchase Program and our current expectations with respect to timing;

• we expect that Robinhood Chain's underlying protocol will need to be upgraded from time to time to remediate newly discovered vulnerabilities, improve network performance, add new functionality, or comply with evolving regulatory requirements;

• our belief that, based on our current level of operations, our primary sources of liquidity will be adequate to meet our current liquidity needs for the next 12 months;

• our expectations regarding RVI, RVII, and the Funds (as defined below), including that RHV expects to serve as investment adviser to additional investment vehicles registered under the 1940 Act in the future and that we expect to continue making balance sheet investments to provide seed or other capital to certain Funds during their early fundraising stages; and

• our expectations regarding our pending applications for a license under the DFAL in connection with our cryptocurrency trading operations in California.

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Our forward-looking statements are subject to a number of known and unknown risks, uncertainties, assumptions, and other factors that may cause our actual future results, performance, or achievements to differ materially from any future results expressed or implied in this Quarterly Report. Reported results should not be considered an indication of future performance. Factors that contribute to the uncertain nature of our forward-looking statements include, among others:

• our rapid and continuing expansion, including continuing to introduce new products and services on our platforms as well as geographic expansion;

• the difficulty of managing our business effectively, including the size of our workforce, and the risk of declining or negative growth;

• the fluctuations in our financial results and key metrics from quarter to quarter;

• our reliance on transaction-based revenue, including PFOF, the risk of new regulation or bans on PFOF and similar practices, and the addition of our new fee-based model for cryptocurrency;

• our exposure to fluctuations in interest rates and rapidly changing interest rate environments;

• the difficulty of raising additional capital (to provide liquidity needs and support business growth and objectives) on reasonable terms, if at all;

• the need to maintain capital levels required by regulators and SROs;

• the risk that we might mishandle the cash, securities, and cryptocurrencies we hold on behalf of customers, and our exposure to liability for processing, operational, or technical errors in clearing functions;

• the impact of negative publicity on our brand and reputation;

• the risk that changes in business, economic, or political conditions that impact the global financial markets, or a systemic market event, might harm our business;

• our dependence on key employees and a skilled workforce;

• the fact that we do not wholly own or operationally control Rothera, our joint venture with SIG, and its subsidiaries;

• operational and regulatory risks and expenditures prior to and following closing of our acquisitions and investments;

• the difficulty of complying with an extensive, complex, and changing regulatory environment, the risk of monetary and other penalties for noncompliance and the need to adjust our business model in response to new or modified laws and regulations;

• the possibility of adverse developments in pending litigation and regulatory investigations;

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• the risk that the outcome of currently ongoing and potential future regulatory enforcement actions and litigation, as well as potential changes in federal or state law, could immediately or subsequently prevent us from offering, or continuing to offer, event contracts;

• the effects of competition;

• our need to innovate and acquire or invest in new products, services, technologies and geographies in order to attract and retain customers and deepen their engagement with us in order to maintain growth;

• our reliance on third parties to perform some key functions and the risk that processing, operational or technological failures could impair the availability or stability of our platforms;

• the risk of cybersecurity incidents, theft, data breaches, and other online attacks;

• the difficulty of processing customer data in compliance with privacy laws;

• our need as a regulated financial services company to develop and maintain effective compliance and risk management infrastructures;

• the risks associated with incorporating AI technologies into some of our products and processes;

• the regulation, litigation, contractual, operational, and reputational risks associated with our introduction of products such as Robinhood Chain and Stock Tokens globally, continued offering of Classic Stock Tokens (formerly “Robinhood Stock Tokens”) and perpetual futures trading in the European Economic Area, and updates to Robinhood Wallet, and our staking and onchain lending services offered in the U.S.; and

• the risk that substantial future sales of Class A common stock in the public market, or the perception that they may occur, could cause the price of our stock to fall.

Because some of these risks and uncertainties cannot be predicted or quantified and some are beyond our control, you should not rely on our forward-looking statements as predictions of future events. More information about potential risks and uncertainties that could affect our business and financial results is included in the section of this Quarterly Report titled “Risk Factors” and our other filings with the SEC, all of which are available on the SEC’s web site at www.sec.gov. Moreover, we operate in a very competitive and rapidly changing environment; new risks and uncertainties may emerge from time to time and it is not possible for us to predict all risks nor identify all uncertainties. The events and circumstances reflected in our forward-looking statements might not be achieved and actual results could differ materially from those projected in the forward-looking statements. Except as otherwise noted, all forward-looking statements are made as of the date we file this Quarterly Report, and are based on information and estimates available to us at this time. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. Except as required by law, Robinhood assumes no obligation to update any of the statements in this Quarterly Report whether as a result of any new information, future events, changed circumstances, or otherwise. You should read this Quarterly Report with the understanding that our actual future results, performance, events, and circumstances might be materially different from what we expect.

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We use the “Overview” tab of our Investor Relations website (accessible at investors.robinhood.com/overview) and its Newsroom, (accessible at newsroom.aboutrobinhood.com), as means of disclosing information to the public in a broad, non-exclusionary manner for purposes of the SEC’s Regulation Fair Disclosure (Reg. FD). Investors should routinely monitor those web pages, in addition to our press releases, SEC filings, and public conference calls and webcasts, as information posted on them could be deemed to be material information. The contents of our websites are not intended to be incorporated by reference into this Quarterly Report or in any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

December 31,

June 30,

(in millions, except per share data) 2025 2026
Assets
Current assets:
Cash and cash equivalents $ 4,261   $ 5,362  
Cash, cash equivalents, and securities segregated under federal and other regulations 5,749   12,023  
Receivables from brokers, dealers, and clearing organizations 426   672  
Receivables from users, net 17,994   22,799  
Securities borrowed 2,408   6,036  
Deposits with clearing organizations 702   1,240  
User-held fractional shares 3,782   4,764  
Deferred customer match incentives 185   220  
 Other current assets, including current prepaid expenses of $ 127 as of December 31, 2025 and $ 196 as of June 30, 2026
798   1,416  
Total current assets 36,305   54,532  
Property, software, and equipment, net 154   177  
Goodwill 385   516  
Intangible assets, net 168   246  
Non-current deferred customer match incentives 428   579  
 Other non-current assets, including non-current prepaid expenses of $ 11 as of December 31, 2025 and $ 21 as of June 30, 2026
697   500  
Total assets $ 38,137   $ 56,550  
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses $ 463   $ 646  
Payables to users 11,986   17,243  
Securities loaned 11,626   20,536  
Fractional shares repurchase obligation 3,782   4,764  
Other current liabilities 914   1,387  
Total current liabilities 28,771   44,576  
Long-term borrowings —   2,170  
Other non-current liabilities 215   263  
Total liabilities 28,986   47,009  
Commitments and contingencies (Note 15)
Stockholders’ equity:
Preferred stock, $ 0.0001 par value. 210  million shares authorized, no shares issued and outstanding as of December 31, 2025 and June 30, 2026.
—   —  
Class A common stock, $ 0.0001 par value. 21 billion shares authorized, 790 million shares issued and outstanding as of December 31, 2025; 21 billion shares authorized, 790 million shares issued and outstanding as of June 30, 2026.
—   —  
Class B common stock, $ 0.0001 par value. 700 million shares authorized, 111 million shares issued and outstanding as of December 31, 2025; 700 million shares authorized, 109 million shares issued and outstanding as of June 30, 2026.
—   —  
Class C common stock, $ 0.0001 par value. 7 billion shares authorized, no shares issued and outstanding as of December 31, 2025 and June 30, 2026.
—   —  
Additional paid-in capital 11,284   10,731  
Accumulated other comprehensive income (loss) 8   ( 10 )
Accumulated deficit ( 2,152 ) ( 1,241 )
Non-controlling interests 11   61  
Total stockholders’ equity
9,151   9,541  
Total liabilities and stockholders’ equity $ 38,137   $ 56,550  

See Accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

Three Months Ended
 June 30,
Six Months Ended
 June 30,
(in millions, except for per share data) 2025 2026 2025 2026
Revenues:
Transaction-based revenues $ 539   $ 776   $ 1,122   $ 1,399  
Net interest revenues 357   389   647   748  
Other revenues 93   143   147   228  
Total net revenues 989   1,308   1,916   2,375  

Operating expenses:
Brokerage and transaction 48   62   98   122  
Technology and development 214   256   428   497  
Operations 29   57   60   95  
Provision for credit losses 28   56   52   92  
Marketing 99   104   204   211  
General and administrative 132   199   265   373  
Total operating expenses 550   734   1,107   1,390  

Other income, net 3   135   4   135  
Income before income taxes 442   709   813   1,120  
Provision for income taxes 56   136   91   201  
Net income $ 386   $ 573   $ 722   $ 919  
Less: Net income (loss) attributable to non-controlling interests —   12   —   8  
Net income attributable to Robinhood $ 386   $ 561   $ 722   $ 911  
Net income attributable to Robinhood common stockholders:
Basic $ 386   $
561  

$ 722   $ 911  
Diluted $ 386   $ 561   $ 722   $ 911  
Net income per share attributable to Robinhood common stockholders:
Basic $ 0.44   $
0.62  

$ 0.82   $ 1.01  
Diluted $
0.42  

$
0.62  

$ 0.79   $ 1.00  
Weighted-average shares used to compute net income per share attributable to Robinhood common stockholders:
Basic 882   899   883   899  
Diluted 909  

912  

911   913  

See Accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

Three Months Ended
 June 30, Six Months Ended
 June 30,
(in millions) 2025 2026 2025 2026
Net income $ 386   $ 573   $ 722   $ 919  
Other comprehensive income (loss), net of tax:
Foreign currency translation 7   ( 12 ) 8   ( 18 )
Total other comprehensive income (loss), net of tax 7   ( 12 ) 8   ( 18 )
Total comprehensive income $ 393   $ 561   $ 730   $ 901  
Less: Total comprehensive income (loss) attributable to non-controlling interests —   12   —   8  
Total comprehensive income attributable to Robinhood $ 393   $ 549   $ 730   $ 893  

See Accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Six Months Ended
 June 30,
(in millions) 2025 2026
Operating activities:
Net income $ 722   $ 919  
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization 41   46  
Provision for credit losses 52   92  
Deferred income taxes —   2  
Share-based compensation 151   197  
Gain on deconsolidation of RVI —   ( 106 )
Unrealized and realized (gain) loss on equity securities, net —   ( 23 )
Other 8   4  
Changes in operating assets and liabilities:
Securities segregated under federal and other regulations 199   ( 3,573 )
Receivables from brokers, dealers, and clearing organizations 112   ( 250 )
Receivables from users, net ( 1,300 ) ( 4,476 )
Securities borrowed ( 2,923 ) ( 3,628 )
Deposits with clearing organizations ( 231 ) ( 538 )
Current and non-current prepaid expenses ( 24 ) ( 65 )
Current and non-current deferred customer match incentives ( 96 ) ( 186 )
Other current and non-current assets 351   73  
Accounts payable and accrued expenses ( 112 ) ( 2 )
Payables to users 1,948   5,196  
Securities loaned 5,177   8,910  
Other current and non-current liabilities 76   166  
Net cash provided by operating activities 4,151   2,758  
Investing activities:
Purchases of property, software, and equipment ( 10 ) ( 21 )
Capitalization of internally developed software ( 19 ) ( 21 )
Consideration transferred for business acquisitions and asset acquisitions ( 399 ) ( 249 )
Cash, cash equivalents, and segregated cash acquired in business acquisitions and asset acquisitions 1,193   95  
Purchases of non-marketable securities ( 8 ) ( 228 )
Proceeds from maturities of held-to-maturity investments 266   —  
Purchases of credit card receivables by Credit Card Funding Trust ( 1,528 ) ( 6,152 )
Collections of purchased credit card receivables 1,346   5,714  
Proceeds from sales of investment in RVI —   28  
Cash derecognized upon deconsolidation of RVI —   ( 220 )
Net cash provided by (used in) investing activities 841   ( 1,054 )
Financing activities:
Proceeds from issuance of convertible senior notes —   2,200  
Proceeds from exercise of stock options 11   3  
Proceeds from issuance of RVI common stock in connection with initial public offering, net of offering costs —   312  
Proceeds from issuance of common stock under the Employee Share Purchase Plan 15   17  
Taxes paid related to net share settlement of equity awards ( 372 ) ( 23 )
Repurchase of Class A common stock ( 446 ) ( 664 )
Draws on credit facilities 1   2,511  
Repayments on credit facilities ( 1 ) ( 2,511 )
Borrowings by the Credit Card Funding Trust 104   382  
Change in principal collected from customers due to Coastal Bank 1   ( 3 )
Repayments on borrowings by the Credit Card Funding Trust —   ( 25 )
Payments of debt issuance costs ( 16 ) ( 31 )
Purchase of Capped Calls —   ( 123 )
Contributions from noncontrolling interests —   41  
Net cash provided by (used in) financing activities ( 703 ) 2,086  
Effect of foreign exchange rate changes on cash and cash equivalents 8   ( 9 )
Net increase in cash, cash equivalents, segregated cash, and restricted cash 4,297   3,781  
Cash, cash equivalents, segregated cash, and restricted cash, beginning of the period 8,695   9,893  
Cash, cash equivalents, segregated cash, and restricted cash, end of the period $ 12,992   $ 13,674  

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Reconciliation of cash, cash equivalents, segregated cash and restricted cash, end of the period:
Cash and cash equivalents, end of the period $ 4,162   $ 5,362  
Segregated cash and cash equivalents, end of the period 8,740   8,250  
Restricted cash in other current assets, end of the period 72   48  
Restricted cash in other non-current assets, end of the period 18   14  
Cash, cash equivalents, segregated cash and restricted cash, end of the period $ 12,992   $ 13,674  
Supplemental disclosures:
Cash paid for interest $ 12   $ 25  
Cash paid for income taxes, net of refund received $ 82   $ 171  
Derecognized assets and liabilities (net) $ —   $ 351  
Retained RVI interest at FV $ —   $ 435  
`
See Accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)

Common stock (1)
Additional
paid-in
capital Accumulated other comprehensive income Accumulated deficit Total stockholders’
equity
in millions Shares Amount
Balance as of March 31, 2025 885   $ —   $ 11,652   $ —   $ ( 3,699 ) $ 7,953  
Net income —  —  —  —  386   386  
Issuance of common stock in connection with stock option exercises 1   —  4   —  —  4  
Issuance of common stock in connection with warrants exercises, net of shares withheld 1   —  —  —  —  — 
Issuance of common stock in connection with Employee Share Purchase Plan —  —  15   —  —  15  
Issuance of common stock upon settlement of restricted stock units, net of shares withheld 4   —  ( 252 ) —  —  ( 252 )
Repurchase and retirement of Class A common stock ( 3 ) —  ( 124 ) —  —  ( 124 )
Change in other comprehensive income —  —  —  7   —  7  
Share-based compensation —  —  83   —  —  83  
Balance as of June 30, 2025 888   $ —   $ 11,378   $ 7   $ ( 3,313 ) $ 8,072  

Common stock (1)
Additional
paid-in
capital Accumulated other comprehensive income (loss) Accumulated deficit Non-controlling Interests Total stockholders’
equity
in millions Shares Amount
Balance as of March 31, 2026 901   $ —   $ 11,119   $ 2   $ ( 1,802 ) $ 369   $ 9,688  
Net income —  —  —  —  561   12   573  
Issuance of common stock in connection with stock option exercises —  —  1   —  —  —  1  

Issuance of common stock in connection with Employee Share Purchase Plan —  —  17   —  —  —  17  
Issuance of common stock upon settlement of restricted stock units, net of shares withheld 2   —  ( 10 ) —  —  —  ( 10 )
Purchase of Capped Calls —  —  ( 93 ) —  —  —  ( 93 )
Repurchase and retirement of Class A common stock ( 4 ) —  ( 416 ) —  —  —  ( 416 )
Change in other comprehensive loss —  —  —  ( 12 ) —  —  ( 12 )
Share-based compensation —  —  111   —  —  —  111  

Deconsolidation of RVI —  —  2   —  —  ( 320 ) ( 318 )

Balance as of June 30, 2026 899   $ —   $ 10,731   $ ( 10 ) $ ( 1,241 ) $ 61   $ 9,541  

See Accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

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ROBINHOOD MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)

Common stock (1)
Additional
paid-in
capital Accumulated other comprehensive income (loss) Accumulated deficit Total stockholders’
equity
in millions Shares Amount
Balance as of December 31, 2024 884   $ —   $ 12,008   $ ( 1 ) $ ( 4,035 ) $ 7,972  
Net income —  —  —  —  722   722  
Issuance of common stock in connection with stock option exercises 3   —  11   —  —  11  
Issuance of common stock in connection with warrants exercises, net of shares withheld 1   —  —  —  —  — 
Issuance of common stock in connection with Employee Share Purchase Plan 1   —  15   —  —  15  
Issuance of common stock in connection with business combination 2   —  —  —  —  — 
Issuance of common stock upon settlement of restricted stock units, net of shares withheld 7   —  ( 372 ) —  —  ( 372 )
Repurchase and retirement of Class A common stock ( 10 ) —  ( 446 ) —  —  ( 446 )
Change in other comprehensive income —  —  —  8   —  8  
Share-based compensation —  —  162   —  —  162  
Balance as of June 30, 2025 888   $ —   $ 11,378   $ 7   $ ( 3,313 ) $ 8,072  

Common stock (1)
Additional
paid-in
capital Accumulated other comprehensive income (loss) Accumulated deficit Non-controlling Interests Total stockholders’
equity
in millions Shares Amount
Balance as of December 31, 2025 901   $ —   $ 11,284   $ 8   $ ( 2,152 ) $ 11   $ 9,151  
Net income —  —  —  —  911   8   919  
Issuance of common stock in connection with stock option exercises 1   —  3   —  —  —  3  

Issuance of common stock in connection with Employee Share Purchase Plan —  —  17   —  —  —  17  

Issuance of common stock upon settlement of restricted stock units, net of shares withheld 4   —  ( 23 ) —  —  —  ( 23 )
Purchase of Capped Calls —  —  ( 93 ) —  —  —  ( 93 )
Repurchase and retirement of Class A common stock ( 7 ) —  ( 666 ) —  —  —  ( 666 )
Change in other comprehensive loss —  —  —  ( 18 ) —  —  ( 18 )
Share-based compensation —  —  207   —  —  —  207  
Issuance of RVI common stock in connection with initial public offering, net of offering costs —  —  —  —  —  312   312  
Non-controlling interests recognized in connection with business combination —  —  —  —  —  9   9  
Deconsolidation of RVI —  —  2   —  —  ( 320 ) ( 318 )
Capital contributions from a partner —  —  —  —  —  41   41  
Balance as of June 30, 2026 899   $ —   $ 10,731   $ ( 10 ) $ ( 1,241 ) $ 61   $ 9,541  

(1) The share amounts listed above combine Class A common stock and Class B common stock.

See Accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.

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ROBINHOOD MARKETS, INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

NOTE 1: DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Robinhood was founded in 2013 and our mission is to democratize finance for all. Our platforms enable customers to buy, sell, and trade equities, options, event contracts, and futures, as well as buy, sell, and transfer cryptocurrencies. We are also responsible for the custody of user-held cryptocurrencies. In addition, we offer credit cards with certain rewards offerings, as well as a cash card and spending account that help our customers in investing, saving, and earning rewards.

We are continuously introducing new products and diversifying our services that further expand access to the financial system. In February 2025, we acquired TradePMR, a custodial and portfolio management platform for RIAs. In March 2025, we launched Robinhood Strategies, a digital investment advisory service that offers tailored, expert-managed, and goal-based portfolios directly within our mobile platform, featuring low and capped fees. In June 2025, we acquired Bitstamp, a globally-scaled cryptocurrency exchange with institutional and retail customers. In September 2025, we launched RVI a closed-end fund that aims to offer retail investors exposure to private companies at the frontiers of their respective industries. In November 2025, we established a joint venture, Rothera, in partnership with SIG, that acquired 90 % of the issued and outstanding equity of MIAXdx on January 20, 2026. We consolidate the financial results into our consolidated financial statements due to our ability to exert control over the financial and operating policies of the joint venture.

On March 6, 2026, RVI launched its IPO and commenced trading on the NYSE. During the three months ended June 30, 2026, we liquidated a portion of our interest in RVI resulting in the deconsolidation of RVI in June 2026. Upon deconsolidation, we have elected to account for our retained interest in RVI under the fair value option. Refer to Note 4 - Deconsolidation of RVI for further information. In April 2026, we announced that Robinhood will serve as broker and sole initial trustee for Trump Accounts on behalf of the U.S. Department of the Treasury. Robinhood will work with BNY, which has been selected by the U.S. Department of the Treasury as financial agent for Trump Accounts, to develop and operate the infrastructure required for Trump Accounts, which officially launched on July 4, 2026. This includes providing the necessary technology, building an intuitive front-end experience, creating educational resources, and managing customer support for Trump Accounts for which Robinhood will earn revenue. These accounts will leverage Robinhood’s technology and infrastructure to power a standalone web and app experience designed uniquely for this initiative. In June 2026, we acquired WonderFi, a Canadian leader in digital asset products and services.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and pursuant to the rules and regulations of the SEC for interim financial reporting. The condensed consolidated financial statements are unaudited, and in management’s opinion, include all adjustments, including normal recurring adjustments and accruals necessary for a fair presentation of the results for the interim periods presented. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the full fiscal year ending December 31, 2026 or any future period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited annual consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2025, as amended (“2025 Form 10-K”).
There have been no material changes in our significant accounting policies as described in our audited consolidated financial statements included in our 2025 Form 10-K, other than as disclosed below. The unaudited condensed consolidated financial statements include the accounts of RHM and its wholly-owned direct and indirect subsidiaries. All intercompany balances and transactions have been eliminated.

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Certain reclassifications have been made to prior period amounts to conform to the current period’s presentation. The impact of these reclassifications is immaterial to the presentation of the unaudited condensed consolidated financial statements taken as a whole and had no impact on previously reported total assets, total liabilities and net income.
Principles of Consolidation
We consolidate entities in which we have a controlling financial interest. We first evaluate whether the entity is a voting interest entity or a VIE. We evaluate our ownership, contractual and other interests in entities to determine if we have a variable interest in an entity. These evaluations are complex, involve judgment, and the use of estimates and assumptions based on available historical and prospective information, among other factors. If we determine that an entity for which we hold a contractual or ownership interest in is a VIE and that we are the primary beneficiary, we consolidate such entity in the consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE; and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. We continuously monitor if any changes in the interest or relationship with the entity may impact the determination of whether we are still the primary beneficiary and require us to revise our previous conclusion. We consolidate a voting interest entity if we can exert control over the financial and operating policies of an investee. Other parties’ equity investments are reported as non-controlling interests.
Use of Estimates
The preparation of unaudited condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and accompanying notes. We base our estimates on historical experience, and other assumptions we believe to be reasonable under the circumstances. Assumptions and estimates used in preparing our unaudited condensed consolidated financial statements include, but are not limited to, those related to revenue recognition, SBC, the determination of allowances for credit losses, investment valuation, capitalization of internally developed software, useful lives of property, software, and equipment, valuation and useful lives of intangible assets, valuation of reporting units in assessing goodwill for impairment, incremental borrowing rate used to calculate operating lease right-of-use assets and related liabilities, impairment of long-lived assets, uncertain tax positions, realizability of deferred tax assets, accrued and contingent liabilities. Actual results could differ from these estimates and could have a material adverse effect on our operating results.
Concentrations of Revenue and Credit Risk
Concentrations of Revenue
We derived transaction-based revenues from individual market makers and exchanges in excess of 10% of total net revenues, as follows:

Three Months Ended
 June 30, Six Months Ended
June 30,
2025 2026 2025 2026
Market makers and exchanges:
Citadel Securities, LLC 13   % 16   % 12   % 16   %

All others individually less than 10% 39   % 31   % 47   % 32   %
Total as percentage of total net revenues 52   % 47   % 59   % 48   %

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Concentrations of Credit Risk
We are engaged in various trading and brokerage activities in which the counterparties primarily include broker-dealers, banks, cryptocurrency market makers, and other financial institutions. In the event our counterparties do not fulfill their obligations, we may be exposed to risk. The risk of default depends on the creditworthiness of the counterparty. Default of a counterparty in equities and options trades, which are facilitated through clearinghouses, would generally be spread among the clearinghouse’s members rather than falling entirely on us. It is our policy to review, as necessary, the credit standing of each counterparty.

NOTE 2: RECENT ACCOUNTING PRONOUNCEMENTS
Recently Adopted Accounting Pronouncements
There were no new accounting pronouncements adopted during the six months ended June 30, 2026 that materially impacted our unaudited condensed consolidated financial statements and related disclosures.
Recently Issued Accounting Pronouncements Not Yet Adopted
In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” The amendments will impact various disclosure areas, including the statement of cash flows, accounting changes and error corrections, earnings per share, debt, equity, derivatives, and transfers of financial assets. The amendments in this guidance will be effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027. Early adoption is prohibited. We are currently evaluating the impacts of the amendments on our consolidated financial statements.
In March 2024, the SEC adopted final rules under SEC Release No. 34-99678 and No. 33-11275, “The Enhancement and Standardization of Climate-Related Disclosures for Investors” (the “Final Rules”), which the SEC has proposed to rescind, requires registrants to provide certain climate-related information in their registration statements and annual reports. The Final Rules require, among other things, disclosure in the notes to the audited financial statements of the effects of severe weather events and other natural conditions, subject to certain thresholds, as well as amounts related to carbon offsets and renewable energy credits or certificates in certain circumstances. We continue to monitor the status of the Final Rules and evaluate the potential impact of the Final Rules.
In November 2024, the FASB issued ASU 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40).” This guidance requires additional disclosures about certain amounts included in the expense captions presented on the statement of operations as well as disclosures about selling expenses. The guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. We have not elected to early adopt this guidance. The guidance can either be applied prospectively or retrospectively. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements and related disclosures.

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In September 2025, the FASB issued ASU 2025-06, “Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” This guidance simplifies the capitalization guidance for internal-use software costs by removing all references to prescriptive and sequential software development stages under Subtopic 350-40. This guidance is effective for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods. Early adoption is permitted. We have not elected to early adopt this guidance. The guidance can be applied prospectively, retrospectively or under a modified transition approach. We are currently evaluating the impacts of the amendments on our consolidated financial statements.

NOTE 3: BUSINESS COMBINATIONS
Acquisition of TradePMR
On February 26, 2025, we acquired all of the outstanding equity of TradePMR, a custodial and portfolio management platform for RIAs. The acquisition of TradePMR allows us to deliver investment advisory capabilities to customers by bringing in a scaled RIA custodial and portfolio management platform that connects financial advisors to a new generation of investors.
The acquisition date fair value of the consideration transferred for TradePMR was approximately $ 169  million following customary purchase price adjustments and was entirely paid in cash. The post-close compensation consisted of approximately 2 million unvested shares of the Company’s Class A common stock, valued at approximately $ 100  million as of the closing date of the acquisition, which will vest over a four-year period post-acquisition, subject to the terms of a vesting agreement. Shares of unvested restricted stock have the same voting rights as all other Class A common stock and are considered to be issued and outstanding. These shares are not part of the equity incentive plans described in Note 12 - Common Stock and Stockholders’ Equity.
The following table summarizes the final purchase price allocation of assets acquired and liabilities assumed based on their respective estimated fair values as of the date of acquisition. During the first quarter of 2026, we finalized the purchase price allocation based on changes in management’s estimates and assumptions which did not have a significant impact on the initial purchase price allocation.

(in millions)
Fair Value
Cash and cash equivalents $ 25  
Receivables from users, net
5  
Prepaid expenses
1  
Other current assets 9  
Other non-current assets
3  
Goodwill 105  
Intangible assets 81  
Accounts payable and accrued expenses ( 1 )
Other current liabilities
( 21 )
Other non-current liabilities ( 38 )
Net assets acquired $ 169  

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The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is not deductible for tax purposes. Goodwill is primarily attributed to the assembled workforce of TradePMR and anticipated operational synergies. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as these amounts approximated fair value.
Pro forma results of operations for TradePMR have not been presented as the effect of this acquisition was not material to our consolidated financial statements.
Acquisition of Bitstamp
On June 2, 2025, we acquired all outstanding equity of Bitstamp, a globally-scaled cryptocurrency exchange with institutional and retail customers. This acquisition of Bitstamp accelerates our expansion worldwide, including across the EU, the U.K., and Asia. The acquisition date fair value of the consideration transferred for Bitstamp was approximately $ 224  million following customary purchase price adjustments and was entirely paid in cash.
The following table summarizes the final purchase price allocation of assets acquired and liabilities assumed based on their respective estimated fair values as of the date of acquisition. During the second quarter of 2026, we finalized the purchase price allocation based on changes in management’s estimates and assumptions which did not have a significant impact on the initial purchase price allocation.

(in millions)
Fair Value
Cash and cash equivalents $ 65  
Cash and securities segregated under federal and other regulations
1,103  
Receivables from users, net 13  
Prepaid expenses
6  
Other current assets 15  
Other non-current assets
8  
Goodwill 93  
Intangible assets 70  
Accounts payable and accrued expenses ( 28 )
Payables to users ( 1,115 )
Other current liabilities
( 4 )
Other non-current liabilities ( 2 )
Net assets acquired $ 224  

The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is not deductible for tax purposes. Goodwill is primarily attributed to the assembled workforce of Bitstamp and anticipated operational synergies. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as these amounts approximated fair value.
Pro forma results of operations for Bitstamp have not been presented as the effect of this acquisition was not material to our consolidated financial statements.

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Acquisition of MIAXdx
In November 2025, we established a joint venture, Rothera, in partnership with SIG, that acquired 90 % of the issued and outstanding equity of MIAXdx on January 20, 2026. Following closing, Rothera renamed MIAXdx to Rothera E&C.

The total consideration paid for the acquisition was approximately $ 79  million in cash. As MIAXdx was acquired through our joint venture, Rothera, SIG contributed $ 41  million toward the purchase price and related expenses. During the 3-year period following the closing date, Rothera has the ability to purchase half of the outstanding 10 % of MIAXdx held by Miami International Holdings, Inc., subject to certain conditions.
The purchase price allocation is based on a preliminary valuation and subject to revision as more detailed analyses are completed and additional information about the fair value of assets acquired and liabilities assumed becomes available, during the measurement period (up to one year from the acquisition date). The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition:

(in millions)
Fair Value
Cash and cash equivalents $ 1  
Cash and securities segregated under federal and other regulations
17  
Prepaid expenses
1  
Goodwill 23  
Intangible assets
47  
Payables to users ( 1 )
Non-controlling interests ( 9 )
Total purchase price $ 79  

The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is not deductible for tax purposes. Goodwill is primarily attributed to anticipated operational synergies. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as these amounts approximated fair value.
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition:

(in millions, except years)
Fair Value Useful Life
Licenses $ 47   N/A

The fair value of the licenses acquired was estimated using the replacement cost method of the cost approach. This method reflects the cost a market participant would incur to re-create the licenses as of the acquisition date.
Pro forma results of operations for MIAXdx have not been presented as the effect of this acquisition was not material to our consolidated financial statements.

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Acquisition of WonderFi
On June 1, 2026, we acquired all outstanding equity of WonderFi, a Canadian leader in digital asset products and services. The acquisition of WonderFi accelerates our expansion into Canada. The acquisition date fair value of the consideration transferred for WonderFi was approximately $ 178  million and was entirely paid in cash.
The purchase price allocation is based on a preliminary valuation and subject to revision as more detailed analyses are completed and additional information about the fair value of assets acquired and liabilities assumed becomes available, including certain tax matters, during the measurement period (up to one year from the acquisition date). The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition:

(in millions)
Fair Value
Cash and cash equivalents $ 17  
Cash and securities segregated under federal and other regulations 60  
Prepaid expenses and other current assets 3  
Other non-current assets 21  
Goodwill 120  
Intangible assets 50  
Accounts payable and accrued expenses ( 18 )
Payables to users ( 60 )
Other current and non-current liabilities ( 15 )
Net assets acquired $ 178  

The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is not deductible for tax purposes. Goodwill is primarily attributed to the assembled workforce of WonderFi and anticipated operational synergies. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions at the time of acquisition. Tangible net assets were valued at their respective carrying amounts as of the acquisition date, as these amounts approximated fair value.
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition:

(in millions, except years)
Fair Value Useful Life
Customer relationships $ 22   14
Licenses 21   N/A
Developed technology 7   1
Total $ 50  

The overall weighted average useful life of the identified amortizable intangible assets acquired is 11.02 years. The estimated fair value of the intangible assets acquired approximates the amounts a market participant would pay for these intangible assets as of the acquisition date. We used a multi-period excess earnings method to estimate the fair value of customer relationships acquired, the with and without method to estimate the fair value of the licenses acquired, and the replacement cost method to estimate the fair value of the developed technology acquired.
Pro forma results of operations for Wonderfi have not been presented as the effect of this acquisition was not material to our consolidated financial statements.

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NOTE 4: DECONSOLIDATION OF RVI
On June 25, 2026, we sold a portion of our ownership interest in RVI, resulting in the loss of a controlling financial interest in RVI. Accordingly, we deconsolidated RVI, and no longer include RVI's assets, liabilities, and results of operations in our consolidated financial statements as of that date forward. RHV remains the advisor to RVI and charges a management fee of 2 % of RVI's net asset value (“NAV”).
In connection with the deconsolidation, we derecognized all assets and liabilities of RVI at their carrying values of $ 673  million, net, and the noncontrolling interest in RVI at its carrying value of $ 322  million, as of June 25, 2026. We received $ 22 million of cash in consideration for the sale of our shares in RVI. Upon the loss of our controlling financial interest, we remeasured the fair value of our retained interest in RVI at a fair value of $ 435  million as of June 25, 2026. The fair value of our retained interest in RVI was determined based on the closing market price of RVI common stock on June 25, 2026, a Level 1 input under the fair value hierarchy. Refer to Note 8 - Investments and Fair Value Measurement for further information.
As a result, we recognized a gain on deconsolidation of $ 106  million for the three and six months ended June 30, 2026, which relates to the remeasurement of our retained interest in RVI to fair value at the deconsolidation date. The gain was recognized in other income, net in the unaudited condensed consolidated statements of operations.
Following deconsolidation, we elected the fair value option under ASC 825-10 to account for our retained interest in RVI, with changes in fair value recognized in earnings in the period in which they occur. As of June 30, 2026, the fair value of our retained interest was recorded at $ 437  million and is included in other current assets in the unaudited condensed consolidated balance sheets.

NOTE 5: GOODWILL AND INTANGIBLE ASSETS
Goodwill
The carrying amount of goodwill for the period indicated was as follows:

(in millions) Carrying Amount
As of December 31, 2025
$ 385  
Additions
143  
Measurement period adjustment
( 6 )
Foreign currency translation adjustment
( 6 )
As of June 30, 2026
$ 516  

There was no impairment of goodwill during the six months ended June 30, 2026.

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Intangible Assets
The components of intangible assets, net as of June 30, 2026 were as follows:

(in millions, except years)
Gross Carrying Value Accumulated Amortization Net Carrying Value Weighted Average Remaining Useful Life - Years
Finite-lived intangible assets:
Developed technology $ 104   $ ( 36 ) $ 68   3.74
Customer relationships 86   ( 10 ) 76   12.03
Trade names 3   ( 2 ) 1   1.88
Indefinite-lived intangible assets 101   —  101   N/A

Total $ 294   $ ( 48 ) $ 246  

Amortization expense of intangible assets was $ 7 million and $ 14 million for the three and six months ended June 30, 2026.
As of June 30, 2026, the estimated future amortization expense of finite-lived intangible assets was as follows:

(in millions)
Finite-lived Intangible Assets
Remainder of 2026 $ 18  
2027 26  
2028 20  
2029 20  
2030 14  
Thereafter 47  
Total $ 145  

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NOTE 6: REVENUES
Disaggregation of Revenues
The following table presents our revenues disaggregated by revenue source:

Three Months Ended
June 30, Six Months Ended
 June 30,
(in millions) 2025 2026 2025 2026
Transaction-based revenues:
Options $ 265 $ 342 $ 505 $ 602
Event contracts 10 156 13 260
Cryptocurrencies 160 100 412 234
Equities 66 129 122 211
Other 38 49 70 92
Total transaction-based revenues 539 776 1,122 1,399

Net interest revenues:
Margin interest 114 215 224 408
Interest on segregated cash, cash equivalents, securities, and deposits, net 77 60 133 118
Cash Sweep 60 41 108 86
Credit card, net 13 40 23 72
Interest on corporate cash and investments 46 31 95 65
Securities lending, net 54 10 77 14
Interest expenses related to credit facilities ( 8 ) ( 10 ) ( 14 ) ( 18 )
Other 1 2 1 3
Total net interest revenues 357 389 647 748

Other revenues:
Gold subscription revenues
44   54   82   104  
Proxy revenues 36   42   45   50  
Other 13   47   20   74  
Total other revenues 93   143   147   228  

Total net revenues $ 989 $ 1,308 $ 1,916 $ 2,375

The following table presents interest revenue earned and interest expense paid from securities lending:

Three Months Ended
June 30, Six Months Ended
 June 30,
(in millions) 2025 2026 2025 2026
Interest revenue $ 153   $ 112   $ 253   $ 209  
Interest expense ( 99 ) ( 102 ) ( 176 ) ( 195 )
Securities lending, net
$ 54   $ 10   $ 77   $ 14  

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The following table presents interest revenue earned from segregated cash, cash equivalents, securities, and deposits, and interest expense paid to users on uninvested cash and option deposits:

Three Months Ended
June 30, Six Months Ended
 June 30,
(in millions) 2025 2026 2025 2026
Interest revenue $ 77   $ 117   $ 133   $ 199  
Interest expense —   ( 57 ) —   ( 81 )
Interest on segregated cash, cash equivalents, securities, and deposits, net $ 77   $ 60   $ 133   $ 118  

Contract Balances
Contract receivables are recognized when we have an unconditional right to invoice and receive payment under a contract and are derecognized when cash is received. Transaction-based revenue receivables due from market makers are reported in receivables from brokers, dealers, and clearing organizations while other revenue receivables related to proxy revenues due from issuers are reported in other current assets on the unaudited condensed consolidated balance sheets.
As of June 30, 2026, contract liabilities include $ 59  million of unearned Robinhood Gold subscription revenue, recognized when users remit cash payments in advance of the time we satisfy our performance obligations. The unearned subscription revenue was recorded as other current liabilities on the unaudited condensed consolidated balance sheets. Contract liabilities also include $ 13  million of TradePMR performance obligations acquired as part of the TradePMR acquisition, with $ 8  million recorded in other current liabilities and $ 5  million in other non-current liabilities which was recorded on the unaudited condensed consolidated balance sheets. This liability represents consideration received in advance of satisfying the related performance obligations and is subject to repayment if certain contractual conditions are not met.

The table below sets forth contract receivables and liabilities balances for the period indicated:

(in millions) Contract Receivables Contract Liabilities
Beginning of the period, January 1, 2026 $ 185   $ 57  
End of the period, June 30, 2026 325   72  
Changes during the period $ 140   $ 15  

The difference between the opening and ending balances of our contract receivables was primarily driven by higher options and equities transaction-based revenues, the timing differences between our performance and counterparty payments, and an increase in proxy revenues.
The difference between the opening and ending balances of our contract liabilities was primarily driven by growth in annual Robinhood Gold subscriptions, including growth in Robinhood Gold Card holders within that subscriber base, partially offset by the recognition of a portion of TradePMR’s performance obligation, as well as timing differences between our performance and customer billing.

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NOTE 7: ALLOWANCE FOR CREDIT LOSSES
Allowance for Credit Losses - Brokerage Related
The following table summarizes the brokerage related allowance for credit losses, which is primarily related to fraudulent activities, included in receivables from users, net on the unaudited condensed consolidated balance sheet:

Three Months Ended
June 30, Six Months Ended
 June 30,
(in millions) 2025 2026 2025 2026
Beginning balance $ 16   $ 15   $ 14   $ 16  
Provision for credit losses 9   5   20   10  
Write-offs ( 6 ) ( 10 ) ( 16 ) ( 16 )
Recoveries 1   —   2   —  
Ending Balance $ 20   $ 10   $ 20   $ 10  

Allowance for Credit Losses - Credit Card Related
We have two types of allowance for credit losses related to credit cards: i) an allowance related to off-balance sheet credit card receivables, shown as part of accounts payable and accrued expenses on the unaudited condensed consolidated balance sheet, and ii) an allowance related to purchased credit card receivables and interest receivable from customers, included in receivables from users, net on the unaudited condensed consolidated balance sheet.

The following table summarizes the allowance related to off-balance sheet credit card receivables:

Three Months Ended
June 30, Six Months Ended
 June 30,
(in millions)
2025 2026 2025 2026
Beginning balance $ 39   $ 43   $ 40   $ 41  
Provision for credit losses 7   7   14   14  
Payments to Coastal Bank ( 7 ) ( 6 ) ( 15 ) ( 12 )
Recoveries 1   —   1   1  
Ending balance $ 40   $ 44   $ 40   $ 44  

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The following table summarizes the allowance related to purchased credit card receivables and interest receivables from customers:

Three Months Ended
June 30, Six Months Ended
 June 30,
(in millions)
2025 2026 2025 2026
Beginning balance $ 15   $ 73   $ 11   $ 56  
Provision for credit losses 12   44   18   68  
Write-offs
( 3 ) ( 16 ) ( 5 ) ( 25 )
Recoveries —   3   —   5  
Ending balance $ 24   $ 104   $ 24   $ 104  

The following tables present the aging analysis of our credit card receivables for the periods presented and the delinquency aging includes all past due principal on loans. Accrued interest receivable of $ 9 million and $ 13  million as of December 31, 2025, and as of June 30, 2026, were not included in the tables below.

(in millions, except for percentages)
December 31, 2025
Aging of receivables

Current <90 Days ≥ 90 days Total past due receivables
Total Receivables
On-balance sheet
$ 814 $ 18 $ 8 $ 26 $ 840
Off-balance sheet
177 15 8 23 200
Total credit card loans $ 991 $ 33 $ 16 $ 49 $ 1,040
% of Total loans 95   % 3   % 2   % 5   % 100   %

(in millions, except for percentages)
June 30, 2026
Aging of receivables

Current <90 Days ≥ 90 days Total past due receivables
Total Receivables
On-balance sheet
$ 1,181 $ 43 $ 19 $ 62 $ 1,243
Off-balance sheet
189 15 10 25 214
Total credit card loans $ 1,370 $ 58 $ 29 $ 87 $ 1,457
% of Total loans 94   % 4   % 2   % 6   % 100   %

The risk in our credit card receivables portfolio correlates to broad economic trends as well as customers’ financial condition. The key indicator we monitor when assessing the credit quality and risk is customers’ credit scores as they measure the creditworthiness of customers. We use a national third-party provider to update FICO credit scores on a monthly basis. The updated scores are incorporated into a series of credit management reports, which are utilized to monitor risk. The table below presents our credit card receivables by our credit quality indicator, FICO score, including both on-balance sheet and

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off-balance sheet amounts, as of December 31, 2025 and June 30, 2026. Our receivables by FICO scores:

December 31, June 30,
(in millions, except FICO scores)
2025 % of Total loans
2026 % of Total loans

Below 640 $ 26   3   % $ 59   4   %
640-690 202   19   % 296   20   %
Greater than 690 812   78   % 1,102   76   %
Total credit card loans $ 1,040   100   % $ 1,457   100   %

NOTE 8: INVESTMENTS AND FAIR VALUE MEASUREMENT
Fair Value of Financial Instruments
Financial assets and liabilities measured at fair value on a recurring basis were presented on our unaudited condensed consolidated balance sheets as follows:

December 31, 2025
(in millions) Level 1 Level 2 Level 3 Total
Assets
Cash equivalents:
Money market funds $ 52   $ —   $ —   $ 52  
Cash, cash equivalents, and securities segregated under federal and other regulations:
U.S. Treasury securities
311   —   —   311  
Foreign Treasury securities 53   —   —   53  
Deposits with clearing organizations:
U.S. Treasury securities (1)
1   —   —   1  
Other current assets:
U.S. Treasury securities (2)
200   —   —   200  
Stablecoin 152   —   —   152  
Equity securities - securities owned 28   —   —   28  
Other non-current assets:
Non-marketable securities (3)
—   —   232   232  
Money market funds - escrow account 2   —   —   2  
User-held fractional shares 3,782   —   —   3,782  
Total financial assets $ 4,581   $ —   $ 232   $ 4,813  

Liabilities

Fractional shares repurchase obligations $ 3,782   $ —   $ —   $ 3,782  
Total financial liabilities $ 3,782   $ —   $ —   $ 3,782  

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June 30, 2026
(in millions) Level 1
Level 2

Level 3
Total

Assets
Cash equivalents:
Money market funds $ 27   $ —   $ —   $ 27  
Cash, cash equivalents, and securities segregated under federal and other regulations:
U.S. Treasury securities 4,024   —   —   4,024  
Foreign Treasury securities 41   —   —   41  
Deposits with clearing organizations:
U.S. Treasury securities (1)
400   —   —   400  
Other current assets:
Equity securities - securities owned 484   —   —   484  
Stablecoin 155   —   —   155  
Other non-current assets:
Non-marketable securities (3)
—   —   20   20  
Money market funds - escrow account 2   —   —   2  
User-held fractional shares 4,764   —   —   4,764  
Total financial assets $ 9,897   $ —   $ 20   $ 9,917  

Liabilities
Fractional shares repurchase obligations $ 4,764   $ —   $ —   $ 4,764  
Total financial liabilities $ 4,764   $ —   $ —   $ 4,764  

____________________________
(1) As of December 31, 2025 and June 30, 2026, $ 1 million of our U.S. Treasury securities are deposited with an exchange to enable the execution, clearing, and settlement of event contracts. As of June 30, 2026, $ 399 million of our U.S. Treasury securities were pledged to a clearing organization to meet margin requirements for our security lending program.
(2) Classified as trading securities in which the amortized cost approximates fair value as of December 31, 2025.
(3) Represents non-marketable equity securities for which RHV is the advisor.
Investments in non-marketable equity securities
The following table sets forth a summary of the changes in the estimated fair value of investments in non-marketable equity securities classified as a Level 3 in the fair value hierarchy for which RHV is the advisor:

June 30,
(in millions) 2026
Beginning of period, January 1, 2026 $ 232  
Purchases during the period
225  
Net unrealized gains 17  
De-recognition upon RVI deconsolidation ( 454 )
End of period, June 30, 2026 $ 20  

During the six months ended June 30, 2026, we had no transfers in or out of Level 3 assets or liabilities.

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Investments for which RHV is the advisor measured using Level 3 inputs primarily consist of investments in privately-held investments. Recent financing transactions in the investee are generally considered the best indication of the enterprise value and therefore used as a basis to estimate fair value. When a recent financing transaction occurs and represents fair value, the Company also uses the calibration process, as appropriate, when estimating fair value on subsequent measurement dates. Calibration is the process of using observed transactions in the investee company’s own instruments to ensure that the valuation techniques that will be employed to value the investee company investment on subsequent measurement dates begin with assumptions that are consistent with the original observed transaction and any more recent observed transactions in the instruments issued by the investee company as well as any updates regarding the investee company’s performance. As of June 30, 2026, the Company determined the fair value of investments for which RHV is the advisor based on recent transactions of each of the investees.
The fair value for certain financial instruments that are not required to be measured or reported at fair value was presented as follows:

June 30, 2026
(in millions) Level 1
Level 2
Level 3
Total

Liabilities

Convertible Notes $ —   $ 2,208   $ —   $ 2,208  
Total financial liabilities $ —   $ 2,208   $ —   $ 2,208  

NOTE 9: INCOME TAXES

Three Months Ended
June 30, Six Months Ended
June 30,
(in millions, except percentages) 2025 2026 2025 2026
Income before income taxes
$ 442   $ 709   $ 813   $ 1,120  
Provision for income taxes 56   136   91   201  
Effective tax rate 12.7   % 19.2   % 11.2   % 17.9   %

Our tax provision for interim periods is determined using an estimated annual effective tax rate (“ETR”), adjusted for discrete items arising in the period. In each quarter, we update our estimated annual ETR and make a year-to-date calculation of the provision.
For the three and six months ended June 30, 2025, the ETR was lower than the U.S. federal statutory rate primarily due to excess tax benefits from SBC.
For the three months ended June 30, 2026, the ETR was lower than the U.S. federal statutory rate primarily due to the excess tax benefits from SBC and the release of the valuation allowance on certain California deferred tax assets. For the six months ended June 30, 2026, the ETR was lower than the U.S. federal statutory rate primarily due to excess tax benefits from SBC.
The realization of tax benefits of net deferred assets is dependent upon future levels of taxable income, of an appropriate character, in the periods the items are expected to be deductible or taxable. Based on the available objective evidence for the six months ended June 30, 2026, we believe it is more likely than not that the tax benefits of certain California, other U.S. states and certain foreign net deferred tax assets may not be realized until sufficient positive evidence exists to support reversal of the valuation allowance.

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NOTE 10: SECURITIES BORROWING AND LENDING
Our securities lending transactions are subject to enforceable master netting arrangements with other broker-dealers; however, we do not net securities borrowing and lending transactions. Therefore, activity related to securities borrowing and lending activities is presented gross on our unaudited condensed consolidated balance sheets.
When we borrow securities from users participating in the Fully-Paid Securities Lending program or from third parties, we provide cash collateral to our users or third parties, which is recorded on our consolidated balance sheets as “securities borrowed”, an asset, representing our rights to the return of that collateral. When we lend securities to third parties and users, we receive cash as collateral, which is recorded on our consolidated balance sheets as “securities loaned”, a liability, representing our obligation to return the collateral.
The following tables set forth certain balances related to our securities borrowing and lending activities as of December 31, 2025 and June 30, 2026:

December 31, June 30,
(in millions) 2025 2026
Assets Securities borrowed
Gross amount of cash collateral provided to users for securities borrowing transactions $ 2,408   $ 6,036  
Gross amount offset on the consolidated balance sheets —   —  
Amounts of assets presented on the consolidated balance sheets 2,408   6,036  
Gross amount not offset on the consolidated balance sheets:
Cash collateral provided to users and third parties for securities borrowing transactions 2,408   6,036  
Fair value of securities borrowed from users and third parties ( 2,346 ) ( 6,005 )
Net amount $ 62   $ 31  

Liabilities Securities loaned
Gross amount of cash collateral received from counterparties for securities lending transactions $ 11,626   $ 20,536  
Gross amount offset on the consolidated balance sheets —   —  
Amounts of liabilities presented on the consolidated balance sheets 11,626   20,536  
Gross amount not offset on the consolidated balance sheets:
Cash collateral received from counterparties for securities lending transactions 11,626   20,536  
Fair value of securities pledged to counterparties ( 10,902 ) ( 19,951 )
Net amount $ 724   $ 585  

We obtain securities on terms that permit us to pledge and/or transfer securities to others. As of December 31, 2025 and June 30, 2026, we were permitted to re-pledge securities with a fair value of $ 23.62 billion and $ 29.81 billion under margin account agreements with users, and securities with insignificant fair value that we borrowed under MSLAs with third parties. Under the Fully-Paid Securities Lending program, as of December 31, 2025 and June 30, 2026, we were permitted to borrow securities with a fair value of $ 75.88 billion and $ 96.25 billion including securities with a fair value of $ 2.35  billion and $ 6.00  billion that we had borrowed from users.

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As of December 31, 2025 and June 30, 2026, we had re-pledged securities with a fair value of $ 10.90  billion and $ 19.95 billion, in each case under MSLAs and Fixed-Term Securities Lending Agreements with third parties. In addition, as of December 31, 2025 and June 30, 2026, we had re-pledged $ 2.83  billion and $ 4.67  billion of the permitted amounts under the margin account agreements with clearing organizations to meet deposit requirements.     

NOTE 11: FINANCING ACTIVITIES AND OFF-BALANCE SHEET RISK
Convertible Notes
On June 25, 2026, we issued $ 2.2  billion aggregate principal amount of 0.00 % convertible senior notes due 2029 pursuant to an indenture between RHM and U.S. Bank Trust Company, National Association, as trustee, in a private offering pursuant to Rule 144A under the Securities Act. The Convertible Notes are senior unsecured obligations of RHM. The $ 2.2  billion aggregate principal amount of the Convertible Notes included $ 200  million in aggregate principal amount of Notes issued pursuant to the initial purchasers’ option to purchase additional Convertible Notes on the same terms and conditions, which the initial purchasers exercised in full on June 23, 2026.The Convertible Notes do not bear regular interest , and the principal amount of the Notes will not accrete. The Convertible Notes will mature on October 1, 2029, unless earlier repurchased, redeemed, or converted. We may pay special interest on the Notes under certain circumstances in accordance with the terms of the Indenture.
In connection with the offering of the Convertible Notes, we used approximately $ 290  million of the net proceeds from the offering of the Convertible Notes to repurchase approximately 2.7 million shares of our Class A common stock in privately negotiated transactions effected with or through one of the initial purchasers of the Convertible Notes or its affiliate at a purchase price per share equal to $ 105.71 , the last reported sale price of our Class A common stock on the Nasdaq Global Select Market on June 22, 2026.
The Convertible Notes are carried at amortized cost. Debt issuance costs of approximately $ 30.6  million, which include underwriter discounts and offering expenses, are presented as a direct deduction from the carrying amount of the Convertible Notes and are amortized to interest expense over the contractual term of the Convertible Notes using the effective interest method. The effective interest rate of the Convertible Notes is 0.43 %. The dilution impact was accounted for using the if-converted method; refer to Note 13 - Net Income (Loss) per Share for more information. As of June 30, 2026, the outstanding principal amount is $ 2.20 billion, and the net carrying amount is $ 2.17 billion.

As of June 30, 2026, the remaining unamortized debt issuance costs were $ 30.5 million with a remaining amortization period of approximately 3.26 years. As of June 30, 2026, the Convertible Notes are potentially convertible into 12.6 million shares of Class A common stock, and no shares were actually issued upon conversion.

The Indenture contains customary covenants and events of default, including non-payment of principal or interest when due, breach of other obligations, and cross-acceleration, each subject to grace periods and other terms specified in the Indenture. Upon such an event of default, the Convertible Notes may be declared immediately due and payable. The Indenture also sets forth certain bankruptcy or insolvency events of default involving the Company, after which the Convertible Notes become automatically due and payable. The Indenture also limits mergers, consolidations, and sales of all or substantially all assets of the Company, and imposes certain reporting obligations, among other things.

Settlement
We are required to settle any conversion by paying cash up to the aggregate principal amount of the Convertible Notes being converted, with any excess settled in cash, shares of our Class A common stock, or a combination thereof, at our election.

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Conversion
The Convertible Notes are convertible at the option of the holders, prior to the close of business on the business day immediately preceding July 1, 2029, if certain conditions related to their trading price or our share price are met, certain corporate events or distributions occur, or they are called for redemption. On or after July 1, 2029 until the close of business on the second scheduled trading day immediately preceding the maturity date, the Convertible Notes are freely convertible by the holders.

The initial conversion rate of the Convertible Notes is 5.7332 shares of our Class A common stock per $1,000 principal amount, which is equivalent to an initial conversion price of approximately $ 174.42 per share of Class A common stock (representing a 65 % premium to the $ 105.71 June 22, 2026 closing price).

The conversion rate is subject to adjustment in certain circumstances under the Indenture. In addition, the Company will, in certain circumstances, increase the conversion rate for holders who elect to convert the Convertible Notes in connection with certain corporate events or who convert the Convertible Notes ,called for redemption during the related redemption period (as defined in the Indenture).

Redemption
We may not redeem the Convertible Notes prior to July 1, 2028, except when the aggregate outstanding principal amount of the Convertible Notes is less than $ 100  million and certain other conditions are satisfied.

We may redeem for cash all or any portion of the Convertible Notes (subject to certain limitations), at our option, on or after July 1, 2028 and prior to the twenty-first scheduled trading day immediately preceding the maturity date, if the last reported sale price of our Class A common stock has been at least 120 % of the conversion price for a set period as specified in the Indenture, at a redemption price equal to 100 % of the principal amount of the Notes to be redeemed, plus any accrued and unpaid special interest, to, but excluding, the redemption date.

In the event of a fundamental change, holders may require the Company to repurchase the Convertible Notes at a repurchase price equal to 100 % of the principal amount, plus accrued and unpaid special interest, if any.

Capped Calls Transactions
On June 22, 2026, in connection with the pricing of the Convertible Notes, and on June 23, 2026, in connection with the initial purchasers’ exercise in full of their option to purchase additional Convertible Notes, we entered into privately negotiated Capped Calls transactions with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of $ 123.2  million. The Capped Calls initially cover, subject to customary anti-dilution adjustments, the number of shares initially underlying the notes sold in the offering
The Capped Calls are expected generally to reduce the potential dilution to our Class A common stock upon any conversion of the Convertible Notes and/or offset any potential cash payments we are required to make in excess of the principal amount of converted Convertible Notes, as the case may be, with such reduction and/or offset subject to a cap based on the cap price. The Capped Calls were recorded as a reduction to additional paid-in capital and will not be remeasured.
The Capped Calls have an initial strike price of $ 174.4227 per share of Class A common stock subject to certain adjustments, and an initial cap price of approximately $ 237.8475 per share of Class A common stock, subject to certain adjustments. Conditions that cause adjustments to the initial cap price mirror conditions that result in corresponding adjustments for the Convertible Notes.

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Revolving Credit Facilities
RHM March 2026 Credit Agreement
On March 9, 2026, RHM entered into the RHM March 2026 Credit Agreement, amending and restating the unsecured revolving line of credit entered into in March 2024 and first amended in March 2025 (refer to Note 11 - Financing Activities and Off-Balance Sheet Risk, of the 2025 Form 10-K for more information). The RHM March 2026 Credit Agreement has an initial commitment of $ 1.0  billion with a maturity date of March 21, 2028. Under circumstances described in the RHM March 2026 Credit Agreement, the aggregate commitments may be increased from time to time by up to $ 500  million in the aggregate (the “Accordion”), for a total commitment of up to $ 1.50  billion. Borrowings under the RHM March 2026 Credit Agreement will bear interest at a rate per annum equal to the Alternate Base Rate or Adjusted Term SOFR plus an applicable margin rate of 1.50 %. For purposes of the RHM March 2026 Credit Agreement, the Alternate Base Rate is the greatest of (i) the prime rate then in effect, (ii) the Federal Reserve Bank of New York rate then in effect plus 0.5 % and (iii) the Adjusted Term SOFR for a one month interest period plus 1.0 %. The Adjusted Term SOFR Rate is equal to the Term SOFR, published by the Term SOFR Administrator, plus the Term SOFR Adjustment. The Term SOFR Adjustment is 0.10 %. If the Adjusted Term SOFR Rate is less than the floor of 0 %, such rate shall be deemed to be equal to the floor. RHM is obligated to pay a commitment fee calculated at a per annum rate equal to 0.25 % on any unused amount.
RHS March 2026 Credit Agreement
On March 20, 2026, RHS, our wholly-owned subsidiary, entered into the RHS March 2026 Credit Agreement among RHS, as borrower, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, amending and restating the $ 2.65  billion 364-day senior secured revolving credit facility entered into in March 2025 (refer to Note 11 - Financing Activities and Off-Balance Sheet Risk, of the 2025 Form 10-K for more information).
The RHS March 2026 Credit Agreement provides for a 364-day senior secured revolving credit facility with a total commitment of $ 3.25 billion. Under circumstances described in the RHS March 2026 Credit Agreement, the aggregate commitments may be increased by up to $ 1.625 billion via an accordion feature, for a total commitment of $ 4.875 billion. Borrowings under the credit facility must be specified to be Tranche A, Tranche B, Tranche C or a combination thereof, with each tranche being secured by different assets of RHS as set forth in the RHS March 2026 Credit Agreement. Borrowings under the RHS March 2026 Credit Agreement will bear interest at a rate per annum equal to the greatest of (i) Daily Simple SOFR (as defined in the RHS March 2026 Credit Agreement), (ii) the Federal Funds Effective Rate (as defined in the RHS March 2026 Credit Agreement) and (iii) the Overnight Bank Funding Rate (as defined in the RHS March 2026 Credit Agreement), in each case, as of the day the loan is initiated, plus an applicable margin rate. The applicable margin rate is 1.25 % for Tranche A loans and 2.50 % for Tranche B and Tranche C loans. Undrawn commitments will accrue commitment fees at a rate per annum equal to 0.45 %.
The RHS March 2026 Credit Agreement requires RHS to maintain a minimum consolidated tangible net worth and a minimum excess net capital, and subjects RHS to a specified limit on minimum net capital to aggregate debit items. In addition, the RHS March 2026 Credit Agreement contains certain customary affirmative and negative covenants, including limitations with respect to debt, liens, fundamental changes, asset sales, restricted payments, investments and transactions with affiliates, subject to certain exceptions. Amounts due under the RHS March 2026 Credit Agreement may be accelerated upon an “event of default,” as defined in the RHS March 2026 Credit Agreement, such as failure to pay amounts owed thereunder when due, breach of a covenant, material inaccuracy of a representation, or occurrence of bankruptcy or insolvency, subject in some cases to cure periods.

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As of December 31, 2025 and June 30, 2026, there were no borrowings outstanding and we were in compliance with all covenants, as applicable, under our revolving credit facilities.
Credit Card Funding Trust
Under terms of the Coastal Bank Program Agreement (discussed below), Robinhood Credit has the ability to purchase credit card receivables originated and held for a period of time by Coastal Bank. Robinhood Credit continues to earn interest from customers and uses these purchased credit card receivables as collateral under a trust structure to access debt financing in the ordinary course of business. To help facilitate these transactions, we created a VIE known as the Trust.
We are the primary beneficiary of the Trust as, through our role as the servicer and administrator, we have the power to direct the activities that most significantly affect the Trust’s economic performance and, due to owning all the equity interest in the Trust, have the right to receive benefits or the obligation to absorb losses. As such, we consolidate the Trust in the unaudited condensed consolidated financial statements. Substantially all of the Trust’s assets and liabilities are the purchased credit card receivables, included in receivables from users, net, and the outstanding borrowing, included in other current liabilities, on the unaudited condensed consolidated balance sheets.
Our exposure to losses in the Trust is limited to the carrying value of net assets held by the Trust, including expected credit losses related to the purchased credit card receivables (Refer to Note 7 - Allowance for Credit Losses). For the Trust, the creditors have no recourse to our general credit and the liabilities of the Trust can only be settled by the Trust’s assets. Additionally, the assets of the Trust can only be used to settle obligations of the Trust.
As of June 30, 2026, the Trust maintained six revolving borrowing arrangements (with Barclays, SVB, Wells Fargo, Truist Bank, Goldman Sachs, and Mizuho) providing an aggregate commitment limit of $ 1.55  billion. These facilities have revolving periods ending between November 2026 and April 2029. Borrowings generally bear interest at a commercial paper rate, Term SOFR, or Daily Simple SOFR plus applicable margins ranging from 1.30 % to 1.50 %. Undrawn amounts accrue commitment fees between 0.20 % and 0.35 %. As of June 30, 2026, the weighted-average interest rate of the active arrangements was 5.06 %.
For the year ended December 31, 2025 and during the six months ended June 30, 2026, the Trust purchased $ 5.2  billion and $ 6.2 billion of credit card receivables. As of December 31, 2025 and June 30, 2026, the carrying value of purchased credit card receivables that had not been collected, net of provision for credit losses, was $ 786 million and $ 1.1 billion, and the outstanding balance of borrowing principal and interest was $ 602 million and $ 959 million. For the three and six months ended June 30, 2025, the net interest revenue of the Trust was $ 8 million and $ 12 million. For the three and six months ended June 30, 2026, the net interest revenue of the Trust was $ 34 million and $ 61  million.
On July 23, 2026, the Trust completed an inaugural issuance of $ 500  million of Series 2026-1 asset-backed notes, which are secured primarily by a pool of credit card receivables originated by Coastal Bank and part of the Trust collateral. The offering consisted of four classes of fixed-rate notes that were issued to qualified institutional buyers in a private offering pursuant to Rule 144A and Regulation S under the Securities Act. The notes have a revolving period ending in June 2029, with a final maturity date in July 2031. The notes have a weighted average coupon of approximately 4.86 %.
Off-Balance Sheet Risk
Coastal Bank Program Agreement
Under a program agreement between us and Coastal Bank (the “Program Agreement”) most recently amended in March 2026, Coastal Bank may fund up to $ 500  million of credit card receivables. Robinhood Credit pays Coastal Bank interest based on the average balance of advances during the month at the

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federal funds rate plus a margin of 2.65 % on the first $ 300  million and 1.15 % on such amounts in excess of $ 300  million.

The credit card receivables and the funding from Coastal Bank are off-balance sheet, considering Coastal Bank is the legal lender and originator, the party to which the customer has a creditor-borrower relationship, and the legal owner of the receivables. As of June 30, 2026, the off-balance sheet credit card receivables funded under the Program Agreement was $ 214 million.

Transaction Settlement

Our users have ownership of the securities they transact on our platforms, including those that collateralize margin loans, and, as a result, such securities are not presented on our unaudited condensed consolidated balance sheets. In the normal course of business, we engage in activities involving settlement and financing of securities transactions. User securities transactions are recorded on a settlement date basis. The settlement date for equities and options is one business day after the trade date. These activities may expose us to off-balance sheet risk in the event that the other party to the transaction is unable to fulfill its contractual obligations. In such events, we may be required to purchase financial instruments at prevailing market prices in order to fulfill our obligations.

Cryptocurrency Held in Custody on Behalf of Users

We hold cryptocurrencies in custody on behalf of our users which includes staked assets on our platform, totaling $ 38.2  billion and $ 26.3 billion at fair value at December 31, 2025 and June 30, 2026, and these assets were not recorded on our unaudited condensed consolidated balance sheets. The fair value was determined based on observed market pricing representing the last price executed for trades of each cryptocurrency at period ends. We also considered whether a liability representing anticipated losses from crypto assets that we hold in custody on behalf of users should be recognized and determined the likelihood of such losses was remote. As such, we did not record a liability at December 31, 2025 and June 30, 2026.

NOTE 12: COMMON STOCK AND STOCKHOLDERS’ EQUITY
Preferred Stock
As of June 30, 2026, no terms of the preferred stock were designated and no shares of preferred stock were outstanding.
Common Stock
We have three authorized classes of common stock: Class A, Class B, and Class C. Holders of our Class A common stock are entitled to one vote per share on all matters to be voted upon by our stockholders, holders of our Class B common stock are entitled to 10 votes per share on all matters to be voted upon by our stockholders and, except as otherwise required by applicable law, holders of our Class C common stock are not entitled to vote on any matter to be voted upon by our stockholders. The holders of our Class A common stock and Class B common stock vote together as a single class, unless otherwise required by our Charter or applicable law.
Warrants
As of June 30, 2026, we had outstanding warrants with a strike price of $ 26.60 that can be exercised to purchase 8.74 million shares of Class A common stock. The warrants expire on February 12, 2031 and can be exercised with cash or net shares settled at the holder’s option. For the six months ended June 30, 2026, no warrants were exercised via net settlement, resulting in no shares of Class A common stock issued, and the maximum purchase amount of all remaining outstanding warrants was $ 232  million.

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Share Repurchase Program
On March 24, 2026, the Company announced that its board of directors approved the Repurchase Program authorizing the Company to repurchase up to $ 1.5  billion of its outstanding Class A common stock. The Repurchase Program replaced the Prior Repurchase Program and is inclusive of amounts that remained available for repurchase under the Prior Repurchase Program which were rolled over into the Repurchase Program, and represents more than $ 1.1  billion of incremental capacity. While the Repurchase Program does not have an expiration date, management currently expects to conduct the Repurchase Program over a period of approximately three years , beginning in the first quarter of 2026.
The timing and amount of repurchase transactions will be determined by us from time to time at our discretion based on our evaluation of market conditions, share price, and other factors, and repurchase transactions may be made using a variety of methods, such as open market share repurchases, including the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act, or other financial arrangements or transactions. The Repurchase Program does not obligate the Company to acquire any particular amount of Class A common stock, and the Repurchase Program may be suspended or discontinued at any time at our discretion.
For the three and six months ended June 30, 2026, we repurchased approximately 1.7 million and 4.8  million shares of our Class A common stock for $ 124  million and $ 374  million under our Repurchase Program. In addition, we repurchased 2.7 million shares of our Class A common stock for $ 290  million using the net proceeds from the offering of the Convertible Notes during the current period. Refer to Note 11 - Financing Activities and Off-Balance Sheet Risk for more details.

Equity Incentive Plans
2021 Omnibus Incentive Plan
Our 2021 Plan became effective on July 27, 2021, and provides for the grant of share-based awards (such as options, including ISOs, NSOs, SARs, RSAs, RSUs, performance restricted stock units (“PSUs”), and other equity-based awards) and cash-based awards.
As of June 30, 2026, an aggregate of 537  million shares had been authorized for issuance under the 2013 Plan, 2020 Plan, and 2021 Plan, of which 179  million shares had been issued under the plans, 11  million shares were reserved for issuance upon the exercise or settlement of outstanding equity awards under the plans, and 347  million shares remained available for new grants under the 2021 Plan.
Time-Based RSUs
We grant RSUs that vest upon the satisfaction of a time-based service condition. The following table summarizes the activity related to our Time-Based RSUs for the six months ended June 30, 2026, which is the period we grant our company-wide annual refresh grants:

(in millions, except for weighted average grant date fair value) Number of RSUs Weighted- average grant date fair value
Unvested at December 31, 2025 8   $ 29.92  
Granted 7   76.32  
Vested ( 4 ) 35.32  
Forfeited ( 2 ) 51.87  
Unvested at June 30, 2026 9   $ 60.92  

Performance Restricted Stock Units

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We grant PSUs that generally vest over one to three years upon the satisfaction of performance conditions. There were no unvested PSUs outstanding as of December 31, 2025. During the six months ended June 30, 2026, we granted 0.3 million PSUs with a weighted-average grant date fair value of $ 82.07 per unit. The number of PSUs granted represents the aggregate maximum number of shares that may be earned and issued with respect to these awards over their full terms. During the six months ended June 30, 2026, no shares underlying PSUs vested.
Acquisition of TradePMR
In connection with the acquisition of TradePMR, we issued approximately 2 million unvested shares of Class A common stock, valued at approximately $ 100  million as of the closing date of the acquisition, that will vest over a four-year period post-acquisition, subject to the terms of a vesting agreement. These shares are not part of the equity incentive plans described above. Shares of unvested restricted stock have the same voting rights as all other Class A common stock and are considered to be issued and outstanding. The following table summarizes the activity for the six months ended June 30, 2026:

(in millions, except for weighted average grant date fair value)
Number of RSAs Weighted- average grant date fair value
Unvested at December 31, 2025 2   $ 48.85  
Issued —   —  
Vested ( 1 ) 48.85  
Forfeited —   —  
Unvested at June 30, 2026 1   $ 48.85  

Share-Based Compensation
The following table presents SBC on our unaudited condensed consolidated statements of operations for the periods indicated:

Three Months Ended
June 30, Six Months Ended
June 30,
(in millions) 2025 2026 2025 2026
Brokerage and transaction $ 3   $ 2   $ 5   $ 5  
Technology and development 39   48   83   88  
Operations 2   1   3   2  
Marketing 2   3   4   5  
General and administrative 32   51   56   97  
Total $ 78   $ 105   $ 151   $ 197  

We have capitalized SBC expense related to internally developed software of $ 6  million and $ 10  million during the three and six months ended June 30, 2026 compared to $ 5  million and $ 11  million for the three and six months ended June 30, 2025.
As of June 30, 2026, there was $ 520  million of unrecognized SBC expense that is expected to be recognized over a weighted-average period of 1.13 years.

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NOTE 13: NET INCOME (LOSS) PER SHARE
We present net income (loss) per share using the two-class method. Class A and Class B common stock have identical liquidation and dividend rights, differing only in voting rights; accordingly, undistributed earnings are allocated proportionately and EPS is the same for both classes on an individual and combined basis. We compute the dilutive effect of shares issuable upon conversion of our Convertible Notes using the if-converted method and the dilutive effect of equity awards under our employee equity incentive plans using the treasury stock method. The following table presents the calculation of basic and diluted EPS:

(in millions, except for per share data)
Three Months Ended June 30, Six Months Ended June 30,
2025 2026 2025 2026
Class A Class B Class A Class B Class A Class B Class A Class B
Basic EPS:
Numerator

Net income $ 336   $ 50   $ 503   $ 70   $ 627   $ 95   $ 807   $ 112  
Less: Net income attributable to non-controlling interests —   —   10   2   —   —   7   1  
Net income attributable to Robinhood common stockholders $ 336   $ 50   $ 493   $ 68   $ 627   $ 95   $ 800   $ 111  
Denominator
Weighted-average common shares outstanding - basic 767   115   790   109  

767   116   789   110  
Basic EPS $ 0.44   $ 0.44   $ 0.62   $ 0.62   $ 0.82   $ 0.82   $ 1.01   $ 1.01  

Diluted EPS:
Numerator
Net income $
336  

$
50  

$
503  

$
70  

$ 627   $ 95   $ 807   $ 112  
Less: Net income attributable to non-controlling interests —   —   10   2   —   —   7   1  
Net income attributable to Robinhood common stockholders 336   50   493   68   627   95   800   111  
Reallocation of net income as a result of conversion of Class B to Class A common stock 50   —   68   —   95   —   111   —  
Reallocation of net income (loss) to Class B common stock —   ( 2 ) —   ( 1 ) —   ( 3 ) —   ( 2 )
Net income attributable to Robinhood common stockholders for diluted EPS $ 386   $ 48   $ 561   $ 67   $ 722   $ 92   $ 911   $ 109  
Denominator
Weighted-average common shares outstanding - basic 767   115   790   109   767   116   789   110  
Dilutive effect of stock options and unvested shares 27   —   13   —   28   —   14   —  
Conversion of Class B to Class A common stock 115   —   109   —   116   —   110   —  
Weighted-average common shares outstanding - diluted 909   115   912   109   911   116   913   110  
Diluted EPS $ 0.42   $ 0.42   $ 0.62   $ 0.62   $ 0.79   $ 0.79   $ 1.00   $ 1.00  

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The following potential common shares were excluded from the calculation of diluted EPS because their effect would have been anti-dilutive or issuance of such shares is contingent upon the satisfaction of certain conditions that were not satisfied by the end of the period:

 (in millions)
Three Months Ended
June 30, Six Months Ended
June 30,
2025 2026 2025 2026
Convertible Notes —   13   —   13  
Employee Incentive Plans 7   —   7   —  
Total anti-dilutive securities 7   13   7   13  

Our Capped Calls were also excluded from the calculation of diluted net income per share as the effect would have been antidilutive.

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NOTE 14: LEASES
Our operating leases are substantially comprised of office facilities, and we do not have any finance leases. Lease assets and liabilities recognized on our unaudited condensed consolidated balance sheets were as follows:

December 31, June 30,
(in millions) Classification 2025 2026
Lease right-of-use assets:
Operating lease assets Other non-current assets $ 182   $ 175  

Lease liabilities:
Current operating lease liabilities Other current liabilities 22   20  
Non-current operating lease liabilities Other non-current liabilities 199   199  
Total lease liabilities $ 221   $ 219  

Cash flows related to leases were as follows:
Six Months Ended
June 30,
(in millions) 2025 2026
Operating cash flows:
Payments for operating lease liabilities $ 15   $ 16  
Supplemental cash flow data:
Lease liabilities arising from obtaining right-of-use assets $ 14   $ 6  

NOTE 15: COMMITMENTS & CONTINGENCIES
We are subject to contingencies arising in the ordinary course of our business, including contingencies related to legal, regulatory, non-income tax and other matters. We record an accrual for loss contingencies at management’s best estimate when we determine that it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. If the reasonable estimate is a range and no amount within that range is considered a better estimate than any other amount, an accrual is recorded based on the bottom amount of the range. If a loss is not probable, or a probable loss cannot be reasonably estimated, no accrual is recorded. Amounts accrued for contingencies in the aggregate were $ 71 million as of December 31, 2025 and $ 89 million as of June 30, 2026. In our opinion, an adequate accrual had been made as of each such date to provide for the probable losses of which we are aware and for which we can reasonably estimate an amount.
Legal and Regulatory Matters
The securities industry, and many other industries in which we operate, are highly regulated and many aspects of our business involve substantial risk of liability. In past years, there has been an increase in litigation and regulatory investigations involving the brokerage, cryptocurrency, derivatives, advisory and credit card industries. Litigation has included and may in the future include class action suits that generally seek substantial and, in some cases, punitive damages. Federal and state regulators, exchanges, other SROs, or international regulators investigate issues related to regulatory compliance

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that may result in enforcement action. We are also subject to periodic regulatory audits and inspections that have in the past and could in the future lead to enforcement investigations or actions.
We have been named as a defendant in lawsuits and from time to time we have been threatened with, or named as a defendant in arbitrations and administrative proceedings. The outcomes of these matters are inherently uncertain and some may result in adverse judgments or awards, including penalties, injunctions, or other relief, and we may also determine to settle a matter because of the uncertainty and risks of litigation.
With respect to matters discussed below, we believe, based on current knowledge, that any losses (in excess of amounts accrued, if applicable) as of June 30, 2026 that are reasonably possible and can be reasonably estimated will not, in the aggregate, have a material adverse effect on our business, financial position, operating results, or cash flows. However, for many of the matters disclosed below, particularly those in early stages, we cannot reasonably estimate the reasonably possible loss (or range of loss), if any. In addition, the ultimate outcome of legal proceedings involves judgments and inherent uncertainties and cannot be predicted with certainty. Any judgment entered against us, or any adverse settlement, could materially and adversely impact our business, financial condition, operating results, and cash flows. We might also incur substantial legal fees, which are expensed as incurred, in defending against legal and regulatory claims.
Described below are certain pending matters in which there is at least a reasonable possibility that a material loss could be incurred. We intend to continue to defend these matters vigorously.
Best Execution, Payment for Order Flow, and Sources of Revenue Civil Litigation
Beginning in December 2020, multiple putative securities fraud class action lawsuits were filed against RHM, RHF, and RHS. Five cases were consolidated in the U.S. District Court for the Northern District of California. An amended consolidated complaint was filed in May 2021, alleging violations of Section 10(b) of the Exchange Act and various state law causes of action based on claims that we violated the duty of best execution and misled putative class members by publishing misleading statements and omissions in customer communications relating to the execution of trades and revenue sources (including PFOF). Plaintiffs seek unspecified monetary damages, restitution, disgorgement, and other relief. In February 2022, the court granted Robinhood’s motion to dismiss the amended consolidated complaint without prejudice. In March 2022, plaintiffs filed a second consolidated amended complaint, alleging only violations of Section 10(b) of the Exchange Act, which Robinhood moved to dismiss. In October 2022, the court granted Robinhood’s motion in part and denied it in part. In November 2022, Robinhood filed a motion for judgment on the pleadings, which the court denied in January 2023. In March 2024, Plaintiffs filed a motion for class certification, which Robinhood opposed. In October 2024, the court denied class certification without prejudice. Plaintiffs filed a renewed motion for class certification in January 2025, which Robinhood is opposing. In June 2025, Robinhood agreed to a settlement in principle with plaintiffs. The settlement was approved by the court in June 2026.
State Regulatory Matters

The New York Attorney General is conducting an investigation into brokerage execution quality and collaring the prices of certain trade orders. The MSD is examining, among other things, RHF’s customer complaint supervision, the disruptions experienced by BOATS during the Robinhood 24 Hour Market overnight trading session on August 4-5, 2024, and the offerings of presidential election and sports event contracts. We are cooperating with these investigations.
Brokerage Enforcement Matters
The FINRA Enforcement and Examination staff are conducting investigations related to, among other things, the disruptions experienced by BOATS during the Robinhood 24 Hour Market overnight trading

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session on August 4-5, 2024. The FDIC is investigating issues related to compliance with the EFTA. We are cooperating with these investigations.

Early 2021 Trading Restrictions Matters

Beginning on January 28, 2021, due to increased deposit requirements imposed on RHS by the NSCC in response to unprecedented market volatility, particularly in certain securities, RHS temporarily restricted or limited its customers’ purchase of certain securities, including GameStop Corp. and AMC Entertainment Holdings, Inc., on our U.S. trading platform (the “Early 2021 Trading Restrictions”).
A number of individual actions related to the Early 2021 Trading Restrictions were filed against RHM, RHF, and RHS and remain pending in arbitrations. The actions assert violations of securities laws and common law causes of action and seek monetary damages, costs and expenses, and other relief.
RHM, RHF, RHS, and our CEO, Vladimir Tenev, among others, have received requests for information, and in some cases, subpoenas and requests for testimony, related to investigations and examinations of the Early 2021 Trading Restrictions from the USAO, the DOJ, Antitrust Division, the New York Attorney General’s Office, other state attorneys general offices, and a number of state securities regulators. Also, a related search warrant was executed by the USAO to obtain Mr. Tenev’s cell phone. There have been several inquiries based on specific customer complaints. As previously disclosed, on March 6, 2025, we resolved FINRA’s investigation into these matters as part of the March 2025 FINRA Settlement (as defined below). We have not otherwise received requests related to the Early 2021 Trading Restrictions in over two years.

IPO Litigation
In December 2021, Philip Golubowski filed a putative class action in the U.S. District Court for the Northern District of California against RHM, the officers and directors who signed Robinhood’s IPO offering documents, and Robinhood’s IPO underwriters. Plaintiff’s claims are based on alleged false or misleading statements in Robinhood’s IPO offering documents allegedly in violation of Sections 11 and 12(a) of the Securities Act. Plaintiff seeks unspecified compensatory damages, rescission of shareholders’ share purchases, and an award for attorneys’ fees and costs. In February 2022, certain alleged Robinhood stockholders submitted applications seeking appointment by the court to be the lead plaintiff to represent the putative class in this matter, and in March 2022, the court appointed lead plaintiffs. In June 2022, plaintiffs filed an amended complaint. In August 2022, Robinhood filed a motion to dismiss the complaint. In February 2023, the court granted Robinhood’s motion without prejudice. In March 2023, plaintiffs filed a second amended complaint. In January 2024, the court granted Robinhood’s motion to dismiss the second amended complaint without leave to amend. In February 2024, plaintiffs filed a notice of appeal to the Ninth Circuit. On August 29, 2025, the Ninth Circuit issued its opinion affirming in part and reversing in part the district court. Robinhood’s petition for rehearing en banc was denied. In February 2026, Robinhood filed for a writ of certiorari in the United States Supreme Court, which remains pending.
In January 2022, Robert Zito filed a complaint derivatively on behalf of Robinhood against Robinhood’s directors at the time of its IPO in the U.S. District Court for the District of Delaware. Plaintiff alleges breach of fiduciary duties, waste of corporate assets, unjust enrichment, and violations of Section 10(b) of the Exchange Act. Plaintiff’s claims are based on allegations of false or misleading statements in Robinhood’s IPO offering documents, and plaintiff seeks an award of unspecified damages and restitution to the Company, injunctive relief, and an award for attorney’s fees and costs. In March 2022, the district court entered a stay of this litigation pending resolution of Robinhood’s motion to dismiss in the Golubowski securities action discussed above.
In August 2022, a shareholder sent a letter to the RHM board of directors demanding, among other things, that the board of directors pursue causes of action on behalf of the Company related to allegations

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of misconduct in connection with the Early 2021 Trading Restrictions, Robinhood’s IPO offering documents, and the November 2021 Data Security Incident. The board of directors has formed a Demand Review Committee. The board of directors has rejected the demand in part and the Demand Review Committee continues to review the remaining part.
Pay Transparency Litigation

In July 2024, RHM, RHY, and RHC were sued in a putative class action captioned John Milito v. Robinhood Markets, Inc. et. al. , alleging that Robinhood violated Washington’s Equal Pay and Opportunity Act, because some of the Company’s job postings allegedly failed to include a wage scale or salary range. The complaint seeks unspecified total statutory damages, attorneys’ fees and costs, injunctive relief, and declaratory relief. The case was stayed in the Superior Court in King County in Washington pending a certified question to the Washington Supreme Court. In September 2025, the Washington Supreme Court issued an opinion addressing the certified question and held that a job applicant for a job posting that failed to include a wage scale or salary range does not need to prove they are a “bona fide” or “good faith” applicant to obtain remedies under the applicable statute. The stay has been lifted and the case is proceeding in discovery.
Cash Sweep Litigation
In October 2024, RHM, RHF, and RHS were sued in a putative class action captioned Dey v. Robinhood Markets, Inc. et. al., in the U.S. District Court for the Northern District of California. Plaintiff asserts breach of fiduciary duty, gross negligence, negligent misrepresentation and omissions, breach of implied covenant of good faith and dealing, and violation of California’s unfair competition law based on allegations that defendants failed to pay a reasonable rate of interest to non-Robinhood Gold brokerage account holders on cash balances swept to program bank deposit programs. The complaint seeks, among other things, certification of the class, unspecified monetary, punitive, treble, and statutory damages, restitution, disgorgement, attorneys’ fees and costs, injunctive relief, and declaratory relief. In January 2025, Robinhood filed a motion to dismiss. On April 28, 2025, the court granted in part and denied in part Robinhood’s motion to dismiss. In May 2025, RHM, RHF, and RHS were sued in a putative class action captioned Deeney v. Robinhood Markets, Inc. et al., in the U.S. District Court for the Northern District of California, which also made allegations related to Robinhood’s cash sweep program. The complaint sought, among other things, certification of the class, unspecified monetary damages, attorneys’ fees and costs, and restitution. The parties in Dey and Deeney have agreed to consolidate the matters and Plaintiffs have filed an amended consolidated complaint. The complaint seeks, among other things, certification of the class, unspecified monetary, punitive, treble, and statutory damages, restitution, disgorgement, attorneys’ fees and costs, injunctive relief, and declaratory relief. Robinhood moved to dismiss the complaint, which was granted in part and denied in part. Robinhood has reached a settlement in principle.
Event Contracts Litigation
In June 2025, RHM and RHD were sued along with several co-defendants, in state court in six states (Georgia, Illinois, Kentucky, Massachusetts, Ohio and South Carolina) by Georgia Gambling Recovery LLC, Illinois Gambling Recovery LLC, Kentucky Gambling Recovery LLC, Massachusetts Gambling Recovery LLC, Ohio Gambling Recovery LLC, and South Carolina Gambling Recovery LLC respectively. Each plaintiff asserts a claim under the respective state’s Statute of Anne, which are statutes that permit recovery of gambling losses under certain conditions, which vary by state. Each plaintiff seeks damages for losses allegedly sustained in trading certain event contracts, including damage multipliers in certain states, attorney’s fees and costs, and declaratory relief. Robinhood removed all six cases to federal court. Each plaintiff sought to remand the matters. The court in Georgia denied plaintiff’s motion to remand and RHD moved to dismiss the action. The courts in Illinois, Kentucky, and Ohio granted plaintiff’s motion to remand. Plaintiffs voluntarily dismissed RHD in Georgia, Massachusetts, Ohio, and South Carolina and have moved to voluntarily dismiss RHD in Illinois. In May 2026, the court in Kentucky ordered a six -month stay.

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In July 2025, RHM and RHD, among others, were sued by the Blue Lake Rancheria, Chicken Ranch Rancheria of Me-Wuk Indians, and Picayune Rancheria of the Chukchansi Indians (the “Blue Lake plaintiffs”) in the U.S. District Court for the Northern District of California. The complaint alleges that certain event contracts offered by RHD are unlawful sports gambling activity. The Blue Lake plaintiffs allege several causes of action including violation of the Indian Gaming Regulatory Act, violation of tribal gaming Ordinances, civil violation of the Racketeer Influenced and Corrupt Organizations Act (RICO), infringement of tribal sovereignty, and false advertising under the Lanham Act. The Blue Lake plaintiffs have asserted only the RICO cause of action against RHM and RHD. The complaint seeks injunctive relief, declaratory relief, damages, treble damages, costs, and attorney’s fees. In September 2025, the Blue Lake plaintiffs moved for a preliminary injunction. The court denied the motion and plaintiffs have appealed the denial to the U.S. Court of Appeals for the Ninth Circuit, which remains pending. In the district court, Robinhood has moved to dismiss the action. The district court has stayed the matter pending the outcome of the plaintiffs’ appeal and another appeal related to event contracts in the Ninth Circuit.
In August 2025, a similar suit was filed against RHM and RHD, among others, by the Ho-Chunk Nation in the U.S. District Court for the Western District of Wisconsin alleging substantially the same facts and causes of action and seeking substantially the same relief. The Ho-Chunk Nation only asserted a claim for a civil violation of RICO against RHM and RHD. In December 2025, the plaintiff moved for a preliminary injunction, which Robinhood opposed. Robinhood also moved to dismiss the action. In May 2026, the district court denied the motion for preliminary injunction and dismissed the RICO claim against Robinhood. The Ho-Chunk Nation has moved to amend the complaint but has not named Robinhood in the proposed amended complaint.
In August 2025, RHD filed suits in the U.S. District Court for the District of Nevada and U.S. District Court for the District of New Jersey seeking injunctive relief from enforcement of Nevada and New Jersey state gaming laws respectively. In September 2025, RHD filed suit in the U.S. District Court for the District of Massachusetts seeking similar injunctive relief from enforcement of Massachusetts state gaming laws.
In March 2026, RHD filed suits in the U.S. District Court for the Western District of Michigan and the U.S. District Court for the Western District of Washington seeking similar injunctive relief from enforcement of Michigan and Washington’s state gaming laws respectively.
The CFTC has filed lawsuits against state authorities in several states across the country, generally asserting that the CEA preempts the application of state gambling laws to the offering of federally regulated event contracts. In April 2026, the CFTC filed a complaint against the State of Connecticut and its gaming authorities, alleging that Connecticut laws which the State sought to enforce against certain DCMs preempted by federal law. In June 2026, RHD filed an unopposed motion to intervene as a plaintiff in the CFTC’s action in Connecticut, which remains pending.
New Jersey agreed to a preliminary injunction pending the outcome of its appeal in the Third Circuit of the grant of a preliminary injunction in a similar case brought by KalshiEx LLC. In April 2026, the Third Circuit ruled in favor of KalshiEx LLC. The court extended the preliminary injunction and the parties are to submit a joint letter after New Jersey petitions for a writ of certiorari from the United States Supreme Court or the deadline for petition for a writ lapses.
In Nevada, the court denied RHD’s motion for a preliminary injunction. Robinhood has agreed to cease offering new sports-related event contracts in Nevada as of December 1, 2025, and to take action to explore unwinding longer-duration open sports-related event contracts in Nevada, in exchange for the State’s agreement to refrain from enforcing its state gaming laws during the pendency of RHD’s appeal. RHD appealed the decision to the U.S. Court of Appeals for the Ninth Circuit and moved for an injunction pending appeal, both of which remain pending. Oral argument on the appeal was heard on April 16, 2026.
In Massachusetts, the court initially dismissed RHD’s suit as unripe. RHD’s motion for reconsideration was granted. RHD filed an amended complaint and renewed its motion for a preliminary injunction.

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Massachusetts agreed to refrain from enforcing its state gaming laws pending: (1) a decision on RHD’s then-pending preliminary injunction motion; (2) a final decision on the injunction from a Massachusetts appellate court in KalshiEx’s state court enforcement litigation; and (3) any stay is lifted in KalshiEx’s state court enforcement litigation. The district court dismissed RHD’s amended complaint as unripe. RHD has appealed to the U.S. Court of Appeals for the First Circuit.
In Michigan, RHD’s motion for preliminary injunction was denied in June 2026 and RHD has appealed to the U.S. Court of Appeals for the Sixth Circuit.
In Washington, the State agreed to non-enforcement of certain state laws against RHD for event contracts trading while the Ninth Circuit decision in the Nevada action described above is either pending or the deadline to seek en banc review of the Ninth Circuit’s decision elapses or such review is denied.
On April 22, 2026, RHD and several co-defendants were sued in a putative class action in state court in Massachusetts by a purported Robinhood customer seeking to recover losses incurred as a result of sports-related event contract trading under Massachusetts’s Statute of Anne and a theory of unjust enrichment. Plaintiff seeks declaratory relief, injunctive relief, unspecified damages, interest, and attorney’s fees and costs. RHD removed the case to federal court and has moved to compel it to arbitration.
On April 22, 2026, RHM and RHD were sued in a putative class action in U.S. District Court for the Northern District of California. The plaintiffs, purported Robinhood customers, alleged that Robinhood’s sports-related event contracts violate California’s Unfair Competition Law, California’s Consumer Legal Remedies Act, New Jersey’s Statute of Anne, New Jersey’s Consumer Fraud Act, New York’s deceptive business practices and false advertising laws, New York’s Statute of Anne, and Michigan’s gambling loss recovery act, Michigan’s Consumer Protection Act, and further sought to recover damages under a theory of unjust enrichment. Plaintiffs seek declaratory relief, injunctive relief, unspecified damages including treble or punitive damages, restitution, disgorgement, attorney’s fees, interest and costs.
In June 2026, three additional related putative class actions were filed against RHM and RHD in federal court in the Northern District of California alleging that Robinhood’s sports event contracts constitute illegal gambling and asserting claims under various state gambling loss recover acts, state consumer-protection acts, and a theory of unjust enrichment. These suits seek damages (including treble and punitive), compliance changes, restitution, disgorgement, attorney's fees and costs. These four matters have been consolidated and Robinhood has moved to compel the majority of the plaintiffs to arbitration.
On April 23, 2026, the State of Wisconsin filed a lawsuit against RHD, RHM, RHS, Kalshi, Inc., KalshiEx, LLC, Kalshi Klear, LLC, Kalshi Trading, LLC, Coinbase Global, Inc., and Coinbase Financial Markets, Inc., in Wisconsin state court alleging that sports-related event contracts constitute illegal sports betting and are a public nuisance. Wisconsin seeks a declaratory judgment and a preliminary and permanent injunction preventing the defendants from offering sports-related event contracts in Wisconsin. The State of Wisconsin moved for a temporary injunction to enjoin Robinhood and its co-defendants from offering sports-related event contracts in Wisconsin. On April 24, 2026, the Kalshi defendants removed the case to the U.S. District Court for the Western District of Wisconsin with the consent of the Robinhood and Coinbase defendants. Wisconsin has moved to remand and moved for a preliminary injunction. On June 1, 2026 and July 8, 2026, RHS and RHM, respectively, were dismissed from the action.
On June 17, 2026, the Commonwealth of Kentucky sued RHM, RHD, KalshiEx, LLC, Kalshi, Inc., Kalshi Klear, Inc., Kalshi Klear, LLC, Kalshi Trading, LLC, Webull Corporation, and Coinbase Financial Markets, Inc. in Kentucky state court asserting violations of Kentucky’s Consumer Protection Act, Kentucky’s Loss Recovery Act, and Kentucky’s gambling regulations. Kentucky seeks declaratory relief, injunctive relief, damages (including treble and punitive damages), statutory and civil penalties, restitution, and disgorgement. The Kalshi defendants removed the case to the U.S. District Court for the Eastern District of Kentucky with the Robinhood and Coinbase defendants. Kentucky has moved to remand.

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Google Tracking Privacy Litigation
On May 8, 2026, a putative class action was filed in the U.S. District Court for the Northern District of California alleging that RHM violated various privacy laws and allowed sensitive personal financial information including account positions and account numbers to be transmitted to Google without customer consent. Plaintiff asserts violations of the Electronic Communications Privacy Act, California Invasion of Privacy Act, California Consumer Privacy Act, negligence, breach of implied contract, intrusion upon seclusion, and breach of confidence. Plaintiff is seeking declaratory relief, injunctive relief, statutory damages, disgorgement, attorney's fees and costs.
Stubhub IPO Litigation
On June 29, 2026, RHF was named, alongside Stubhub Holdings, Inc. (“Stubhub”), Stubhub officers and directors who signed Stubhub’s IPO documents, Stubhub’s IPO underwriters, and SoFi Securities LLC in a complaint filed in the U.S. District Court for the Southern District of New York alleging that Stubhub’s IPO documents contained materially misleading information about Stubhub’s near-term market opportunity, advertising business and financials. RHF was named as a “Selling Group Defendant.” Plaintiff is seeking unspecified compensatory damages, rescission, disgorgement, injunctive relief, and costs and expenses. RHF is only named in the Section 12(a)(2) claim, which alleges that RHF failed to exercise reasonable care to ensure that statements in the IPO offering documents were true and not materially misleading.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This section presents management’s perspective on our financial condition and results of operations, including performance metrics that management uses to assess company performance. The following discussion and analysis is intended to highlight and supplement data and information presented elsewhere in this Quarterly Report, and should be read in conjunction with our interim unaudited condensed consolidated financial statements and notes elsewhere in this Quarterly Report and our audited consolidated financial statements and the related notes and the discussion under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2025 Form 10-K.
It is also intended to provide you with information that will assist you in understanding our consolidated financial statements, the changes in key items in those consolidated financial statements from year to year, and the primary factors that accounted for those changes. To the extent that this discussion describes prior performance, the descriptions relate only to the periods listed, which might not be indicative of our future financial outcomes. In addition to historical information, this discussion contains forward-looking statements that involve risks, uncertainties and assumptions that could cause results to differ materially from management’s expectations. Factors that could cause such differences are discussed in the sections titled “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors.”
Data as of and for the three and six months ended June 30, 2025 and 2026 has been derived from our unaudited condensed consolidated financial statements appearing at the beginning of this Quarterly Report. Results for any interim period should not be construed as an inference of what our results would be for any full fiscal year or future period.
We refer to our “users” and our “customers” interchangeably throughout this Quarterly Report to refer to individuals who hold accounts on our platforms.

Overview
Robinhood was founded on the belief that everyone should be welcome to participate in our financial system. We are creating modern financial services platforms for everyone, regardless of their wealth, income, or background.
Our mission is to democratize finance for all. We use technology to provide access to the financial system in a way that is simple and convenient for our customers. We believe investing should be familiar and welcoming, with a simple design and an intuitive interface, so that customers are empowered to achieve their goals. We started with a revolutionary, bold brand and design in the Robinhood app which makes investing approachable for millions. Over the last decade, we have disrupted and changed the industry, becoming the first U.S. retail broker to offer commission-free stock trading with no account minimums, which was subsequently adopted by the rest of the industry. In recent years, we have continued to build relationships with our customers by introducing new products and diversifying our services that further expand access to the financial system, including focusing on products and tools for more seasoned investors. Through these efforts, we believe we have made investing culturally relevant and understandable, and that our platforms are enabling our customers to become long-term investors and take greater control of their finances.

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Financial Results and Performance
With respect to the three months ended June 30, 2026, as compared to the three months ended June 30, 2025:
• total net revenues increased 32% to $1,308 million compared to $989 million;
• net income attributable to Robinhood increased 45% to $561 million, compared to $386 million;
• diluted EPS increased 48% to $0.62, compared to $0.42;
• total operating expenses increased 33% to $734 million compared to $550 million;
• Adjusted EBITDA (non-GAAP) increased 35% to $741 million compared to $549 million ;
• Funded Customers increased by 1.9 million, or 7%, to 28.4 million compared to 26.5 million, and Investment Accounts increased by 2.5 million, or 9%, to 29.9 million compared to 27.4 million;
• Total Platform Assets increased 32% to $368.7 billion compared to $278.6 billion, primarily driven by continued Net Deposits and higher equity valuations, partially offset by lower cryptocurrency valuations;
• Net Deposits were $21.7 billion, which translates to an annualized growth rate of 28% relative to Total Platform Assets at the end of the first quarter of 2026, compared to $13.8 billion, which translates to an annualized growth rate of 25% relative to Total Platform Assets at the end of the first quarter of 2025. Over the past twelve months, Net Deposits were $75.7 billion, a growth rate of 27% relative to Total Platform Assets at the end of the second quarter of 2025;
• ARPU increased 24% to $187 compared to $151; and
• Robinhood Gold Subscribers increased 39% to 4.84 million compared to 3.48 million.
Adjusted EBITDA is a non-GAAP financial measure. For more information about Adjusted EBITDA, including the definition and limitations of such measure, and a reconciliation of net income to Adjusted EBITDA, please see “—Non-GAAP Financial Measures” below.

Recent Developments