Airbnb (ABNB) risk factors: FY2025 10-K

Item 1A of the 10-K for the period ending 2025-12-31, filed 2026-02-12. 56 risk factor headings as filed. Read Item 1A in full · The whole 10-K · What changed since FY2024

0new since FY2024
10reworded
0removed
46unchanged

Headings mentioning a theme: Tariffs 0 · AI 1 · Cybersecurity 2 · China 0 · Interest rates 0. Compare across the S&P 500.

Revenue and Growth Risks

4
  1. We may not be able to sustain our revenue growth rate or effectively manage growth or new opportunities.
  2. If we fail to retain or add hosts and guests, if hosts do not provide high-quality stays, experiences, and services, if new offerings and initiatives on our platform are unsuccessful, or if our community support functions are inadequate, our business, results of operations, and financial condition would be materially adversely affected.reworded
  3. If we are unable to successfully expand our global network or manage the risks presented by our business model internationally, our business, results of operations, and financial condition would be materially adversely affected.
  4. We rely on the value of our brand and traffic to our platform to grow revenue, and if we are unable to market our brand and drive traffic cost-effectively, it would materially adversely affect our business, results of operations, and financial condition.

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Brand and Reputation Risks

2
  1. Host, guest, or third-party actions that are criminal, violent, inappropriate, dangerous, or fraudulent may undermine the trust and safety or the perception of safety and security on our platform and our ability to attract and retain hosts and guests and materially adversely affect our reputation, business, results of operations, and financial condition.reworded
  2. We track certain operational metrics, which are subject to inherent challenges in measurement, and real or perceived inaccuracies in such metrics may harm our reputation and materially adversely affect our stock price, business, results of operations, and financial condition.

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Industry, Financial, and Insurance Risks

7
  1. Any decline or disruption in the travel and hospitality industries or economic downturn could materially adversely affect our business, results of operations, and financial condition.
  2. The business and industry in which we participate are highly competitive, and we may be unable to compete successfully with our current or future competitors.
  3. Our failure to properly manage funds held on behalf of customers could materially adversely affect our business, results of operations, and financial condition.
  4. The insurance coverage afforded by or available from our insurers may be inadequate for the needs of our business, and losses under our damage protection program could materially adversely affect our business, results of operations, and financial condition.
  5. We rely on third-party payment service providers to process payments made by guests and payments made to hosts on our platform. If these third-party payment service providers become unavailable or if we are subject to increased fees, our business, results of operations, and financial condition could be materially adversely affected.
  6. If one or more of our counterparty financial institutions default on their financial or performance obligations to us or fail, we may incur significant losses or be unable to process payment transactions.
  7. Our indebtedness could materially adversely affect our financial condition. Our indebtedness and liabilities could limit the cash flow available for our operations, expose us to risks that could materially adversely affect our business, results of operations, and financial condition, and impair our ability to satisfy our obligations under our indebtedness.

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Operational Risks

4
  1. The failure to successfully execute and integrate acquisitions could materially adversely affect our business, results of operations, and financial condition.
  2. Our results of operations and financial condition could be materially adversely affected by changes in accounting principles.
  3. Our business depends on attracting and retaining capable management and employees, and the loss of any key personnel could materially adversely affect our business, results of operations, and financial condition.
  4. We have adopted a Live and Work Anywhere policy. The increase in remote working subjects us to certain operational challenges and could have adverse tax implications, which could materially adversely affect our business, results of operations, and financial condition.

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Climate, Economic, and Market Risks

3
  1. We are subject to risks associated with the physical impacts of climate change as well as various efforts to transition to a low-carbon society.
  2. We may experience significant fluctuations in our results of operations, which make it difficult to forecast our future results.
  3. A significant portion of our bookings and revenue are denominated in foreign currencies, and our financial results are exposed to changes in foreign exchange rates.

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Tax Compliance

5
  1. Changes in tax laws or tax rulings could materially adversely affect our business, results of operations and financial condition.
  2. We may have exposure to greater than anticipated income tax liabilities.
  3. Uncertainty in the application of taxes to our hosts, guests, or platform could increase our tax liabilities and may discourage hosts and guests from conducting business on our platform.
  4. Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
  5. Compliance with Laws and Regulations, Litigation and Disputes

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Regulatory Developments

3
  1. Regulatory Inquiries, Litigation, and Disputesreworded
  2. We offer travel insurance products to guests, which subject us and our business to extensive laws, regulations, and supervision.
  3. Our payments operations are subject to extensive, complex, overlapping, and frequently changing government regulation and oversight and any failure or perceived failure to comply with such laws, rules, regulations, policies, legal interpretations, and regulatory guidance could materially adversely affect our business, results of operations, and financial condition.

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Consumer Protection

8
  1. Anti-Money Laundering and Counter-Terrorist Financing
  2. We are subject to governmental economic and trade sanctions laws and regulations that limit the scope of our offerings. Additionally, failure to comply with applicable economic and trade sanctions laws and regulations could subject us to liability and negatively affect our business, results of operations, and financial condition.
  3. We are subject to payment network rules, and any material modification of our payment card acceptance privileges could have a material adverse effect on our business, results of operations, and financial condition.
  4. Avoiding regulation under the Investment Company Act may adversely affect our operations.
  5. Evolving focus on environmental, social, and governance issues by shareholders, customers, regulators, politicians, employees, and other stakeholders may impose additional risks and costs on our business.
  6. From time to time we are subject to claims that we or others violated certain third-party intellectual property rights, which, even where meritless, can be costly to defend and could materially adversely affect our business, results of operations, and financial condition.reworded
  7. Claims for indemnification by our directors and officers may reduce our available funds to satisfy successful third-party claims against us and may reduce the amount of money available to us.
  8. We have operations in countries known to experience high levels of corruption, and any violation of anti-corruption laws could subject us to penalties and other adverse consequences.

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Technology, Data and Cybersecurity Risks

5
  1. Technology, Data Privacy and CybersecurityrewordedCybersecurity
  2. Compliance with federal, state, and foreign laws relating to data privacy, data security, marketing, and consumer protection involves significant expenditure and resources, and any actual or perceived failure by us or our vendors to comply may result in significant liability, litigation or other legal action against us, negative publicity, an erosion of trust, and/or result in regulatory scrutiny, fines, and penalties and could materially adversely affect our business, results of operations, and financial condition.reworded
  3. IT System capacity constraints or system or other operational failures could materially adversely affect our business, results of operations, and financial condition.reworded
  4. If we do not adequately protect our intellectual property and our data, then our business, results of operations, and financial condition could be materially adversely affected.
  5. Our use of artificial intelligence and machine learning gives rise to legal, business, and operational risks, which may result in diminished performance, regulatory scrutiny, social impacts, reputational harm, and liability arising from the use of this technology.AI

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Platform Performance and Integrity

6
  1. We could face liability for information or content on or accessible through our platform.
  2. Measures that we are taking to improve the trust and safety of our platform may cause us to incur significant expenditures and may not be successful.
  3. We are subject to payment-related fraud, and an increase in or failure to deal effectively with fraud, fraudulent activities, fictitious transactions, or illegal transactions would materially adversely affect our business, results of operations, and financial condition.
  4. Our use of third-party open source software and our open source contributions could adversely affect our ability to offer or protect our platform and services and subject us to costly litigation and other disputes.
  5. If we or our third-party providers fail to protect confidential information and/or experience material security incidents, there may be damage to our brand and reputation, material financial penalties, and legal liability, along with a decline in use of our platform, which would materially adversely affect our business, results of operations, and financial condition.reworded
  6. We currently rely on a number of third-party service providers to host and deliver a significant portion of our platform and services, as well as to operate our business, and any interruptions or delays in services from these third parties, such as those resulting from cybersecurity incidents, could impair the delivery of our platform and services, and our business, results of operations, and financial condition could be materially adversely affected.rewordedCybersecurity

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Stock Price and Volatility Risks

6
  1. Our focus on the long-term best interests of our Company and our consideration of all of our stakeholders, including our hosts, guests, the communities in which we operate, employees, and shareholders, may conflict with short- or medium-term financial interests and business performance, which may negatively impact the value of our Class A common stock.
  2. Our share price has been, and may continue to be, volatile, and the value of our Class A common stock may decline.
  3. Our multi-series structure may have a material adverse effect on the market price of our Class A common stock.
  4. We cannot guarantee that our share repurchase programs will be utilized to the full value approved or that it will enhance long-term stockholder value.reworded
  5. Under our restated certificate of incorporation, we are authorized to issue 2,000,000,000 shares of Class C common stock. Any future issuance of Class C common stock may have the effect of further concentrating voting control in the holders of our Class B common stock, including the Class B common stock held by our founders, and may discourage potential acquisitions of our business, and could have an adverse effect on the trading price of our Class A common stock.
  6. We may raise additional capital in the future or otherwise issue equity, which could have a dilutive effect on existing stockholders and adversely affect the market price of our common stock. If we require additional funding to support our business, this additional funding may not be available on reasonable terms or at all.

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Corporate Governance and Control

3
  1. The multi-series structure of our common stock has the effect of concentrating voting control with certain holders of our common stock, including our directors, executive officers, and 5% stockholders, and their respective affiliates. This ownership limits or precludes other stockholders’ ability to influence corporate matters, including the election of directors, amendments of our organizational documents, and any merger, consolidation, sale of all or substantially all of our assets, or other major corporate transaction requiring stockholder approval.
  2. Anti-takeover provisions contained in our restated certificate of incorporation and amended and restated bylaws, as well as provisions of Delaware law, could impair a takeover attempt.
  3. Our restated certificate of incorporation and amended and restated bylaws provide for an exclusive forum in the Court of Chancery of the State of Delaware for certain disputes between us and our stockholders, and that the federal district courts of the United States will be the exclusive forum for the resolution of any complaint asserting a cause of action under the Securities Act, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or other employees.

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Headings are the lines of Item 1A set wholly in bold or italics, as the parser reads them, without the introductory paragraph that opens the section. A heading is new when no heading in the prior 10-K matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. Source: the filing on sec.gov.