Corpay (CPAY) risk factors: FY2025 10-K

Item 1A of the 10-K for the period ending 2025-12-31, filed 2026-02-27. 32 risk factor headings as filed. Read Item 1A in full · The whole 10-K · What changed since FY2024

1new since FY2024
4reworded
2removed
27unchanged

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

Risk factors

3
  1. Risks related to information technology and security data centers and call centers, including technology and network systems managed by multiple third parties, which could result in our inability to prevent disruptions in our services.
  2. We may experience cybersecurity incidents, software defects, system errors, outages and development delays, which could damage customer relationships, decrease our profitability and expose us to liability.rewordedCybersecurity
  3. We may not be able to adequately protect our systems or the data we collect from continually evolving cybersecurity and data-protection risks, which could subject us to liability and damage our reputation.rewordedCybersecurity

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Risks related to our business and operations

5
  1. If we fail to develop and implement new technology, products and services, adapt our products and services to changes in technology, or if our ongoing efforts to upgrade our technology, products and services are not successful, we could lose customers and partners.
  2. We operate in a competitive business environment, and if we are unable to compete effectively, our business, operating results, and financial condition would be adversely affected.
  3. weather conditions, natural catastrophes or public health crises or from changes to business purchasing practices, could adversely affect our financial condition and operating results.reworded
  4. If we fail to adequately assess and monitor credit risks or fraud of or by, our customers or third parties, we could experience an increase in credit loss.
  5. we may incur significant losses.

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Our business may be adversely affected by geopolitical risks

12
  1. We may incur substantial losses due to fraudulent use of our payment solutions.
  2. results of operations and financial condition.
  3. We are subject to risks related to volatility in the macroeconomic environment, which could adversely affect our revenue and operating results.
  4. The value of certain of our solutions depend, in part, on relationships with bank partners, oil companies, fuel and lodging merchants, truck stop operators, airlines, sales channels and other channels and partnerships to grow our business. The failure to maintain and grow existing relationships, or establish new relationships, could adversely affect our revenues and operating results.reworded
  5. We must comply with various rules and requirements, including the payment of fees, of Mastercard and our sponsor banks in order to remain registered to participate in the Mastercard networks.
  6. Changes in Mastercard interchange fees could decrease our revenue.
  7. Increasing scrutiny and changing expectations from investors, customers and our employees with respect to our environmental, social and governance (ESG) practices may impose additional costs on us or expose us to new or additional risks.
  8. Maintaining and enhancing our brands is critical to our business relationships and operating results.
  9. Our expansion through acquisitions may divert our management’s attention and result in unexpected operating or integration difficulties or increased costs and dilution to our stockholders, and we may never realize the anticipated benefits.
  10. Derivative transactions and delayed settlements may expose us to unexpected risk and potential losses.
  11. Our payment solutions' results are subject to seasonality, which could result in fluctuations in our quarterly financial results.
  12. If stablecoins and other blockchain-based payments achieve broad adoption, our cross-corder solutions could be impacted and we may be required to make significant investments in new technologies and compliance frameworks, any of which could materially adversely affect our business, financial condition and results of operations.new

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Risks related to our intellectual property

3
  1. If we are unable to protect our intellectual property rights and confidential information, our competitive position could be harmed and we could be required to incur significant expenses in order to enforce our rights.
  2. Claims by others that we or our customers infringe their intellectual property rights could harm our business.
  3. Our success is dependent, in part, upon our executive officers and other key personnel, and the loss of key personnel could materially adversely affect our business.

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Risks related to regulatory matters and litigation

7
  1. Changes in laws, regulations and enforcement activities may adversely affect our products and services and the markets in which we operate.
  2. Derivatives regulations have added costs to our business and any additional requirements, such as future registration requirements and increased regulation of derivative contracts, may result in additional costs or impact the way we conduct our hedging activities, as well as impact how we conduct our business within our international payments provider operations.
  3. Laws, governmental regulations and contractual obligations designed to protect or limit access to personal information could adversely affect our ability to effectively provide our services.
  4. Legislation and regulation of greenhouse gases (“GHG”) and related divestment and other efforts could adversely affect our business.
  5. We contract with government entities and are subject to risks related to our governmental contracts.
  6. Litigation and regulatory actions could subject us to significant fines, penalties or requirements resulting in significantly increased expenses, damage to our reputation and/or material adverse effects on our business.
  7. Failure to comply with the FCPA, AML regulations, economic and trade sanctions regulations and similar laws and regulations applicable to our international activities, could subject us to penalties and other adverse consequences.

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Risks related to our debt

2
  1. Our debt obligations, or our incurrence of additional debt obligations, could limit our flexibility in managing our business and could materially and adversely affect our financial performance.
  2. Our balance sheet includes significant amounts of goodwill and intangible assets. We have recently recorded impairment losses on these assets and any further impairment of a significant portion of these assets would negatively affect our financial results.

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No longer in Item 1A

2

Headings in the FY2024 10-K with no match this year.

  1. Our Vehicle Payments and Corporate Payments solutions depend on relationships with banks and other financial institutions around the world, which may impose fees, restrictions and compliance burdens on us that make our operations more difficult or expensive.
  2. We have identified a material weakness in our internal control over financial reporting and, if we fail to remediate this material weakness, we may not be able to accurately or timely report our financial condition or results of operations, which may adversely affect our business.

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.