Item 8. Financial Statements and Supplementary Data
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Item 8. Financial Statements and Supplementary Data
Index to Consolidated Financial Statements
Fiserv, Inc.
Consolidated Statements of Income
| Year Ended December 31, | ||||||||||||||||||||
| (In millions, except per share data) | 2025 | 2024 | 2023 | |||||||||||||||||
| Revenue: | ||||||||||||||||||||
| Processing and services (1) | $ | 16,879 | $ | 16,637 | $ | 15,630 | ||||||||||||||
| Product | 4,314 | 3,819 | 3,463 | |||||||||||||||||
| Total revenue | 21,193 | 20,456 | 19,093 | |||||||||||||||||
| Expenses: | ||||||||||||||||||||
| Cost of processing and services | 5,802 | 5,363 | 5,332 | |||||||||||||||||
| Cost of product | 2,810 | 2,650 | 2,338 | |||||||||||||||||
| Selling, general and administrative | 6,883 | 6,564 | 6,576 | |||||||||||||||||
| Net gain on sale of business and distribution of other assets | (120) | — | (167) | |||||||||||||||||
| Total expenses | 15,375 | 14,577 | 14,079 | |||||||||||||||||
| Operating income | 5,818 | 5,879 | 5,014 | |||||||||||||||||
| Interest expense, net | (1,493) | (1,195) | (976) | |||||||||||||||||
| Other expense, net | (61) | (178) | (140) | |||||||||||||||||
| Income before income taxes and income (loss) from investments in unconsolidated affiliates | 4,264 | 4,506 | 3,898 | |||||||||||||||||
| Income tax provision | (811) | (641) | (754) | |||||||||||||||||
| Income (loss) from investments in unconsolidated affiliates | 37 | (685) | (15) | |||||||||||||||||
| Net income | 3,490 | 3,180 | 3,129 | |||||||||||||||||
| Less: net income attributable to noncontrolling interests and redeemable noncontrolling interest | 10 | 49 | 61 | |||||||||||||||||
| Net income attributable to Fiserv, Inc. | $ | 3,480 | $ | 3,131 | $ | 3,068 | ||||||||||||||
| Net income attributable to Fiserv, Inc. per share: | ||||||||||||||||||||
| Basic | $ | 6.36 | $ | 5.41 | $ | 5.02 | ||||||||||||||
| Diluted | $ | 6.34 | $ | 5.38 | $ | 4.98 | ||||||||||||||
| Shares used in computing net income attributable to Fiserv, Inc. per share: | ||||||||||||||||||||
| Basic | 547.1 | 578.7 | 611.7 | |||||||||||||||||
| Diluted | 549.0 | 582.1 | 615.9 | |||||||||||||||||
**(1)**Includes processing and other fees charged to related party investments accounted for under the equity method of $96 million, $137 million and $178 million for the years ended December 31, 2025, 2024 and 2023, respectively (see Note 18).
See accompanying notes to consolidated financial statements.
Fiserv, Inc.
Consolidated Statements of Comprehensive Income
| Year Ended December 31, | ||||||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | |||||||||||||||||
| Net income | $ | 3,490 | $ | 3,180 | $ | 3,129 | ||||||||||||||
| Other comprehensive income (loss): | ||||||||||||||||||||
| Fair market value adjustment on derivatives | (10) | (13) | 14 | |||||||||||||||||
| Reclassification adjustment for net realized losses (gains) on cash flow hedges included in cost of processing and services | 7 | (3) | 4 | |||||||||||||||||
| Reclassification adjustment for net realized losses on cash flow hedges included in net interest expense | 13 | 14 | 15 | |||||||||||||||||
| Tax impacts of derivatives | (2) | 1 | (8) | |||||||||||||||||
| Unrealized (loss) gain on defined benefit pension plans | 3 | (117) | 7 | |||||||||||||||||
| Realized loss due to settlement of terminated defined benefit pension plans (see Notes 1 and 14) | — | 132 | — | |||||||||||||||||
| Tax impacts of defined benefit pension plans | (1) | (5) | (2) | |||||||||||||||||
| Foreign currency translation | 378 | (607) | 288 | |||||||||||||||||
| Reclassification adjustment for accumulated foreign currency translation impacts from the sale of foreign entities included in net gain on sale of business | — | — | 10 | |||||||||||||||||
| Tax impacts of foreign currency translation | 138 | (66) | 68 | |||||||||||||||||
| Total other comprehensive income (loss) | 526 | (664) | 396 | |||||||||||||||||
| Comprehensive income | $ | 4,016 | $ | 2,516 | $ | 3,525 | ||||||||||||||
| Less: net income attributable to noncontrolling interests and redeemable noncontrolling interest | 10 | 49 | 61 | |||||||||||||||||
| Less: other comprehensive income (loss) attributable to noncontrolling interests | 97 | (34) | (10) | |||||||||||||||||
| Comprehensive income attributable to Fiserv, Inc. | $ | 3,909 | $ | 2,501 | $ | 3,474 |
See accompanying notes to consolidated financial statements.
Fiserv, Inc.
Consolidated Balance Sheets
| December 31, | ||||||||||||||
| (In millions) | 2025 | 2024 | ||||||||||||
| Assets | ||||||||||||||
| Cash and cash equivalents | $ | 798 | $ | 1,236 | ||||||||||
| Trade accounts receivable, less allowance for doubtful accounts | 3,981 | 3,725 | ||||||||||||
| Prepaid expenses and other current assets | 3,396 | 3,087 | ||||||||||||
| Settlement assets | 16,479 | 15,429 | ||||||||||||
| Total current assets | 24,654 | 23,477 | ||||||||||||
| Property and equipment, net | 3,084 | 2,374 | ||||||||||||
| Customer relationships, net | 5,093 | 5,868 | ||||||||||||
| Other intangible assets, net | 5,068 | 4,072 | ||||||||||||
| Goodwill | 37,703 | 36,584 | ||||||||||||
| Contract costs, net | 1,039 | 996 | ||||||||||||
| Investments in unconsolidated affiliates | 1,046 | 1,506 | ||||||||||||
| Other long-term assets | 2,446 | 2,299 | ||||||||||||
| Total assets | $ | 80,133 | $ | 77,176 | ||||||||||
| Liabilities and Equity | ||||||||||||||
| Accounts payable and other current liabilities | $ | 5,307 | $ | 4,799 | ||||||||||
| Short-term and current maturities of long-term debt | 1,239 | 1,110 | ||||||||||||
| Contract liabilities | 865 | 819 | ||||||||||||
| Settlement obligations | 16,479 | 15,429 | ||||||||||||
| Total current liabilities | 23,890 | 22,157 | ||||||||||||
| Long-term debt | 27,758 | 23,730 | ||||||||||||
| Deferred income taxes | 1,478 | 2,477 | ||||||||||||
| Long-term contract liabilities | 259 | 263 | ||||||||||||
| Other long-term liabilities | 939 | 863 | ||||||||||||
| Total liabilities | 54,324 | 49,490 | ||||||||||||
| Commitments and Contingencies (see Note 17) | ||||||||||||||
| Fiserv, Inc. Shareholders’ Equity: | ||||||||||||||
| Preferred stock, no par value: 25 million shares authorized; none issued | — | — | ||||||||||||
| Common stock, $0.01 par value: 1,800 million shares authorized; 784 million shares issued | 8 | 8 | ||||||||||||
| Additional paid-in capital | 23,260 | 23,080 | ||||||||||||
| Accumulated other comprehensive loss | (984) | (1,413) | ||||||||||||
| Retained earnings | 27,055 | 23,575 | ||||||||||||
| Treasury stock, at cost, 250 million and 220 million shares, respectively | (23,547) | (18,182) | ||||||||||||
| Total Fiserv, Inc. shareholders’ equity | 25,792 | 27,068 | ||||||||||||
| Noncontrolling interests | 17 | 618 | ||||||||||||
| Total equity | 25,809 | 27,686 | ||||||||||||
| Total liabilities and equity | $ | 80,133 | $ | 77,176 |
See accompanying notes to consolidated financial statements.
Fiserv, Inc.
Consolidated Statements of Equity
| Fiserv, Inc. Shareholders’ Equity | ||||||||||||||||||||||||||||||||
| Number of Shares | Amount | |||||||||||||||||||||||||||||||
| (In millions) | Common Shares | Treasury Shares | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock | Noncontrolling Interests | Total Equity | |||||||||||||||||||||||
| Balance at January 1, 2023 | 784 | 154 | $ | 8 | $ | 23,011 | $ | (1,189) | $ | 17,376 | $ | (8,378) | $ | 699 | $ | 31,527 | ||||||||||||||||
| Net income (1) | 3,068 | 35 | 3,103 | |||||||||||||||||||||||||||||
| Distributions paid to noncontrolling interests (2) | (8) | (8) | ||||||||||||||||||||||||||||||
| Acquisition of noncontrolling interest of consolidated subsidiary (3) | 6 | (65) | (59) | |||||||||||||||||||||||||||||
| Other comprehensive income (loss) | 406 | (10) | 396 | |||||||||||||||||||||||||||||
| Share-based compensation | 342 | 342 | ||||||||||||||||||||||||||||||
| Shares issued under stock plans | (4) | (256) | 207 | (49) | ||||||||||||||||||||||||||||
| Purchases of treasury stock | 40 | (4,744) | (4,744) | |||||||||||||||||||||||||||||
| Balance at December 31, 2023 | 784 | 190 | 8 | 23,103 | (783) | 20,444 | (12,915) | 651 | 30,508 | |||||||||||||||||||||||
| Net income (1) | 3,131 | 36 | 3,167 | |||||||||||||||||||||||||||||
| Distributions paid to noncontrolling interests (2) | (35) | (35) | ||||||||||||||||||||||||||||||
| Change in estimated redemption value of redeemable noncontrolling interest (see Note 13) | 66 | 66 | ||||||||||||||||||||||||||||||
| Other comprehensive loss | (630) | (34) | (664) | |||||||||||||||||||||||||||||
| Share-based compensation | 367 | 367 | ||||||||||||||||||||||||||||||
| Shares issued under stock plans | (4) | (456) | 282 | (174) | ||||||||||||||||||||||||||||
| Purchases of treasury stock | 34 | (5,549) | (5,549) | |||||||||||||||||||||||||||||
| Balance at December 31, 2024 | 784 | 220 | 8 | 23,080 | (1,413) | 23,575 | (18,182) | 618 | 27,686 | |||||||||||||||||||||||
| Net income | 3,480 | 10 | 3,490 | |||||||||||||||||||||||||||||
| Distributions paid to noncontrolling interests | (10) | (10) | ||||||||||||||||||||||||||||||
| Other comprehensive income | 429 | 97 | 526 | |||||||||||||||||||||||||||||
| Share-based compensation | 357 | 357 | ||||||||||||||||||||||||||||||
| Shares issued under stock plans | (2) | (472) | 236 | (236) | ||||||||||||||||||||||||||||
| Purchases of treasury stock | 32 | (5,601) | (5,601) | |||||||||||||||||||||||||||||
| Capital contribution from noncontrolling interest | 5 | 5 | ||||||||||||||||||||||||||||||
| Acquisition of noncontrolling interests of consolidated subsidiaries (4) | 295 | (703) | (408) | |||||||||||||||||||||||||||||
| Balance at December 31, 2025 | 784 | 250 | $ | 8 | $ | 23,260 | $ | (984) | $ | 27,055 | $ | (23,547) | $ | 17 | $ | 25,809 | ||||||||||||||||
(1)The total net income presented in the consolidated statements of equity for the years ended December 31, 2024 and 2023 is different than the amount presented in the consolidated statements of income due to the net income attributable to a redeemable noncontrolling interest of $13 million and $26 million, respectively, not included in equity.
(2)The total distributions presented in the consolidated statements of equity for the years ended December 31, 2024 and 2023 exclude $13 million and $26 million, respectively, in distributions paid to a redeemable noncontrolling interest not included in equity.
(3)The Company acquired the remaining 49% ownership interest in European Merchant Services B.V., a Netherlands-based merchant acceptance business, during the year ended December 31, 2023. The Company previously held a majority controlling financial interest in this consolidated subsidiary.
(4)The Company acquired the remaining 19% ownership interest in ICICI Merchant Services Private Limited, an India-based merchant acceptance business, and the remaining 49.9% ownership interest in AIB Merchant Services (“AIBMS”), an Ireland-based payment solutions provider, during the year ended December 31, 2025. The Company previously held a majority controlling financial interest in each of these consolidated subsidiaries (see Note 4).
See accompanying notes to consolidated financial statements.
Fiserv, Inc.
Consolidated Statements of Cash Flows
| Year Ended December 31, | ||||||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | |||||||||||||||||
| Cash flows from operating activities: | ||||||||||||||||||||
| Net income | $ | 3,490 | $ | 3,180 | $ | 3,129 | ||||||||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||
| Depreciation and other amortization | 1,857 | 1,672 | 1,479 | |||||||||||||||||
| Amortization of acquisition-related intangible assets | 1,304 | 1,423 | 1,642 | |||||||||||||||||
| Amortization of financing costs and debt discounts | 46 | 43 | 41 | |||||||||||||||||
| Share-based compensation | 357 | 367 | 342 | |||||||||||||||||
| Deferred income taxes | (942) | (662) | (511) | |||||||||||||||||
| Net gain on sale of business and distribution of other assets | (120) | — | (167) | |||||||||||||||||
| Gain on sale of investments | (74) | — | — | |||||||||||||||||
| (Income) loss from investments in unconsolidated affiliates | (37) | 685 | 15 | |||||||||||||||||
| Distributions from unconsolidated affiliates | 44 | 39 | 55 | |||||||||||||||||
| Non-cash settlement charge for terminated pension plans | — | 147 | — | |||||||||||||||||
| Non-cash foreign currency exchange losses | 159 | 92 | 76 | |||||||||||||||||
| Other operating activities | (13) | (17) | (27) | |||||||||||||||||
| Changes in assets and liabilities, net of effects from acquisitions and dispositions: | ||||||||||||||||||||
| Trade accounts receivable | (123) | (169) | 23 | |||||||||||||||||
| Prepaid expenses and other assets | (528) | (398) | (790) | |||||||||||||||||
| Contract costs | (252) | (267) | (246) | |||||||||||||||||
| Accounts payable and other liabilities | 878 | 426 | (54) | |||||||||||||||||
| Contract liabilities | 16 | 70 | 155 | |||||||||||||||||
| Net cash provided by operating activities | 6,062 | 6,631 | 5,162 | |||||||||||||||||
| Cash flows from investing activities: | ||||||||||||||||||||
| Capital expenditures, including capitalized software and other intangibles | (1,763) | (1,569) | (1,388) | |||||||||||||||||
| Net proceeds from sale of business and other assets | — | — | 234 | |||||||||||||||||
| Merchant cash advances, including Clover Capital program | (1,129) | — | — | |||||||||||||||||
| Repayment of merchant cash advances, including Clover Capital program | 1,018 | — | — | |||||||||||||||||
| Settlement anticipation cash advances, net | (525) | (801) | — | |||||||||||||||||
| Payments for acquisition of businesses, net of cash acquired | (820) | — | (13) | |||||||||||||||||
| Distributions from unconsolidated affiliates | 42 | 60 | 136 | |||||||||||||||||
| Purchases of investments | (81) | (155) | (39) | |||||||||||||||||
| Proceeds from sale of investments | 756 | 61 | 5 | |||||||||||||||||
| Other investing activities | (18) | — | (3) | |||||||||||||||||
| Net cash used in investing activities | (2,520) | (2,404) | (1,068) | |||||||||||||||||
| Cash flows from financing activities: | ||||||||||||||||||||
| Debt proceeds | 6,504 | 6,783 | 5,567 | |||||||||||||||||
| Debt repayments | (3,955) | (5,396) | (3,015) | |||||||||||||||||
| Net (repayments of) borrowings from commercial paper and short-term borrowings | (370) | 278 | (1,456) | |||||||||||||||||
| Payments of debt financing costs | (20) | (28) | (38) | |||||||||||||||||
| Proceeds from issuance of treasury stock | 62 | 97 | 101 | |||||||||||||||||
| Purchases of treasury stock, including employee shares withheld for tax obligations | (5,899) | (5,837) | (4,827) | |||||||||||||||||
| Settlement activity, net | 222 | — | (527) | |||||||||||||||||
| Distributions paid to noncontrolling interests and redeemable noncontrolling interest | (10) | (55) | (34) | |||||||||||||||||
| Payments to acquire noncontrolling interests of consolidated subsidiaries | (436) | — | (56) | |||||||||||||||||
| Payments of acquisition-related contingent consideration | — | (3) | (35) | |||||||||||||||||
| Settlement of derivative contracts | 65 | — | — | |||||||||||||||||
| Other financing activities | 5 | (4) | (36) | |||||||||||||||||
| Net cash used in financing activities | (3,832) | (4,165) | (4,356) | |||||||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | 99 | (32) | 33 | |||||||||||||||||
| Net change in cash and cash equivalents | (191) | 30 | (229) | |||||||||||||||||
| Cash and cash equivalents, beginning balance | 2,993 | 2,963 | 3,192 | |||||||||||||||||
| Cash and cash equivalents, ending balance | $ | 2,802 | $ | 2,993 | $ | 2,963 | ||||||||||||||
See accompanying notes to consolidated financial statements.
Fiserv, Inc.
Notes to Consolidated Financial Statements
1. Summary of Significant Accounting Policies
Description of the Business
Fiserv, Inc. and its subsidiaries (collectively, the “Company”) is a leading global provider of payments and financial services technology solutions, serving clients around the globe, including merchants, banks, credit unions, other financial institutions, corporate and public sector clients. The Company provides account processing and digital banking solutions; card issuer processing and network services; payments; e-commerce; merchant acquiring and processing; and the Clover® cloud-based point-of-sale (“POS”) and business management platform. The Company’s reportable segments are Merchant Solutions (“Merchant”) and Financial Solutions (“Financial”).
Principles of Consolidation
The consolidated financial statements include the accounts of Fiserv, Inc. and its subsidiaries in which the Company holds a majority controlling financial interest. All intercompany transactions and balances between the Company and its subsidiaries have been eliminated in consolidation. Control is typically established when ownership and voting interests in an entity are greater than 50%. Investments in which the Company has significant influence but not control are accounted for using the equity method of accounting, for which the Company’s share of net income or loss is reported within income (loss) from investments in unconsolidated affiliates, and the related tax expense or benefit is reported within the income tax provision in the consolidated statements of income. Significant influence over an affiliate’s operations generally coincides with an ownership interest of between 20% and 50%; for partnerships and limited liability companies, an ownership interest of between 3% and 50%; or board of director representation may also constitute significant influence.
Noncontrolling interests in entities of which the Company maintains a majority controlling financial interest represent the minority shareholders’ share of the net income or loss and equity in consolidated subsidiaries. The Company’s noncontrolling interests presented in the consolidated statements of income include net income (loss) attributable to noncontrolling interests and, in 2024 and 2023, a redeemable noncontrolling interest. Noncontrolling interests are presented as a component of equity in the consolidated balance sheets. Additional information regarding the Company’s redeemable noncontrolling interest is included in Note 13 to the consolidated financial statements.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.
Revenue Recognition
The Company generates revenue from the delivery of processing, service and product solutions. Revenue is measured based on consideration specified in a contract with a customer, and excludes any amounts collected on behalf of third parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer which may be at a point in time or over time. Additional information regarding the Company’s revenue recognition policies is included in Note 3 to the consolidated financial statements.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and investments with original maturities of 90 days or less and are stated at cost in the consolidated balance sheets, which approximates market value. Cash and cash equivalents held on behalf of merchants and other payees are included in settlement assets in the consolidated balance sheets. The changes in settlement cash and cash equivalents are included in settlement activity, net within cash flows from financing activities in the consolidated statements of cash flows. Cash and cash equivalents that are restricted from use due to contractual or legal restrictions are included in other long-term assets in the consolidated balance sheets.
The following table provides a reconciliation between cash and cash equivalents on the consolidated balance sheets and the consolidated statements of cash flows:
| December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Cash and cash equivalents on the consolidated balance sheets | $ | 798 | $ | 1,236 | $ | 1,204 | |||||||||||
| Cash and cash equivalents included in settlement assets (see Note 5) | 1,978 | 1,756 | 1,756 | ||||||||||||||
| Restricted cash | 26 | 1 | 3 | ||||||||||||||
| Total cash and cash equivalents on the consolidated statements of cash flows | $ | 2,802 | $ | 2,993 | $ | 2,963 | |||||||||||
Allowance for Doubtful Accounts
The Company analyzes the collectability of trade accounts receivable by considering historical bad debts and issued client credits, client creditworthiness, current economic trends, changes in client payment terms and collection trends when evaluating the adequacy of the allowance for doubtful accounts. Any change in the assumptions used in analyzing a specific account receivable may result in an additional allowance for doubtful accounts being recognized in the period in which the change occurs. The allowance for doubtful accounts was $84 million and $71 million at December 31, 2025 and 2024, respectively.
Leases
Leases are classified as operating or finance leases based on factors such as the lease term, lease payments, and the economic life, fair value and estimated residual value of the asset. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized on the commencement date based on the present value of lease payments over the lease term. As a practical expedient, lease agreements with lease and non-lease components are accounted for as a single lease component for all asset classes. Leases with a term of 12 months or less are not recorded on the consolidated balance sheets; instead, lease payments are recognized as lease expense on a straight-line basis over the lease term.
The Company maintains certain leasing receivables associated with its POS terminal leasing businesses. Leasing receivables are included in prepaid expenses and other current assets (current portion) and other long-term assets (noncurrent portion) in the consolidated balance sheets. Interest income on the Company’s leasing receivables is recognized using the effective interest method, and is included within product revenue in the consolidated statements of income. Initial direct costs incurred to obtain operating leases are deferred and recognized over the lease term. Initial direct costs to obtain a sales-type lease are expensed as incurred if the fair value of the underlying asset is different from its carrying amount at the lease commencement date. Additional information regarding the Company’s lease policies is included in Note 11 to the consolidated financial statements.
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consisted of the following:
| December 31, | ||||||||||||||
| (In millions) | 2025 | 2024 | ||||||||||||
| Prepaid maintenance, postage and insurance | $ | 334 | $ | 216 | ||||||||||
| Other prepaid expenses | 269 | 188 | ||||||||||||
| Total prepaid expenses (1) | 603 | 404 | ||||||||||||
| Income tax receivables (2) | 148 | 501 | ||||||||||||
| Net merchant cash advances, including Clover Capital program | 564 | 381 | ||||||||||||
| Settlement anticipation cash advances | 1,223 | 1,101 | ||||||||||||
| Other current assets | 858 | 700 | ||||||||||||
| Total other current assets | 2,793 | 2,683 | ||||||||||||
| Total prepaid expenses and other current assets | $ | 3,396 | $ | 3,087 |
(1)Prepaid expenses represent advance payments for goods and services to be consumed in the future.
(2)Includes receivables associated with transferable federal tax credits (see Note 16).
The Company offers merchants advance access to capital, primarily through its Clover Capital program. Under this program, merchants sell fixed amounts of their future credit card receivables to the Company in exchange for an up-front purchase price payment. Future credit card receivables purchased by the Company under its merchant cash advance programs, including Clover Capital, were $598 million and $397 million at December 31, 2025 and 2024, respectively. The Company maintained a reserve of $34 million and $16 million at December 31, 2025 and 2024, respectively, based on an estimate of uncollectible amounts. For the year ended December 31, 2025, merchant cash advances, which are generally collected over a period of six to twelve months, are presented on a gross basis within investing activities in the consolidated statement of cash flows. For the year ended December 31, 2024, merchant cash advances were presented on a net basis, along with settlement anticipation cash advances as described below, within investing activities in the consolidated statement of cash flows.
The Company also offers merchants within its international operations advance access to capital through its settlement anticipation program. Under this program, the Company provides merchants the opportunity to receive settlement cash payments in advance in exchange for their receivables from card issuers, including when cardholders have elected to pay over time in installments. These local currency denominated arrangements are primarily associated with the Company’s operations in Latin America, the most significant of which are denominated in Argentine Peso and Brazilian Real. Settlement anticipation cash advances, the majority of which are collected within 30 days, are presented on a net basis within investing activities in the consolidated statements of cash flows.
Settlement Assets and Obligations
Settlement assets and obligations represent intermediary balances arising from the settlement process, which involves the transfer of funds among card issuers, payment networks, processors, merchants and consumers, and collateral amounts held to manage merchant credit risk, primarily associated with the Company’s merchant acquiring services. As a processor, the Company facilitates the clearing and settlement activity for the merchant and records settlement assets and obligations upon processing a payment transaction. Settlement assets represent cash received or amounts receivable from agents, payment networks, bank partners, merchants or direct consumers. Settlement obligations represent amounts payable to merchants and payees.
Certain merchant settlement assets (included within settlement receivables) that relate to settlement obligations are held by partner banks. Although the Company does not have legal ownership of these assets, it has the right to use them to satisfy the related settlement obligations. The Company records settlement obligations for amounts payable to merchants and for outstanding payment instruments issued to payees that have not yet been presented for settlement. Additional information regarding the Company’s settlement assets and obligations is included in Note 5 to the consolidated financial statements.
Allowance for Merchant Credit Losses
With respect to the Company’s merchant acquiring business, the Company’s merchant customers have the legal obligation to refund any charges properly reversed by the cardholder. However, in the event the Company is not able to collect the refunded amounts from the merchants, the Company may be liable for the reversed charges. The Company’s risk in this area primarily relates to situations where a cardholder has purchased goods or services to be delivered in the future. The Company requires cash deposits, guarantees, letters of credit or other types of collateral from certain merchants to mitigate this risk. Collateral held by the Company, or held by partner banks for the Company’s benefit, is classified within settlement assets, and the obligation to repay the collateral is classified within settlement obligations in the consolidated balance sheets. The amount of merchant collateral available to the Company was $588 million and $598 million at December 31, 2025 and 2024, respectively. The Company also utilizes a number of systems and procedures to manage merchant credit risk. Despite these efforts, the Company experiences losses due to merchant defaults. The aggregate merchant credit loss expense, recognized by the Company within cost of processing and services in the consolidated statements of income, was $128 million, $108 million and $80 million for the years ended December 31, 2025, 2024 and 2023, respectively.
The Company maintains an allowance for merchant credit losses that are expected to exceed the amount of merchant collateral. The allowance includes estimated losses from anticipated chargebacks and fraud events that have been incurred on merchant payment transactions that have been processed but not yet reported to the Company, which is recorded within accounts payable and other current liabilities in the consolidated balance sheets, as well as estimated losses on refunded amounts to cardholders that have not yet been collected from the merchants, which is recorded within prepaid expenses and other current assets in the consolidated balance sheets. The allowance is based primarily on the Company’s historical experience of credit losses and other factors such as changes in economic conditions or increases in merchant fraud. The aggregate merchant credit loss allowance was $46 million and $40 million at December 31, 2025 and 2024, respectively.
Property and Equipment
Property and equipment is reported at cost. Depreciation of property and equipment is computed primarily using the straight-line method over the shorter of the estimated useful life of the asset or the leasehold period, if applicable.
Property and equipment consisted of the following:
| December 31, | |||||||||||||||||
| (In millions) | Estimated Useful Lives | 2025 | 2024 | ||||||||||||||
| Land | — | $ | 44 | $ | 44 | ||||||||||||
| Data processing equipment | 3 to 5 years | 4,812 | 3,789 | ||||||||||||||
| Buildings and leasehold improvements | 5 to 40 years | 865 | 845 | ||||||||||||||
| Furniture and equipment | 5 to 8 years | 417 | 394 | ||||||||||||||
| 6,138 | 5,072 | ||||||||||||||||
| Less: Accumulated depreciation | (3,054) | (2,698) | |||||||||||||||
| Total | $ | 3,084 | $ | 2,374 | |||||||||||||
Depreciation expense for all property and equipment totaled $669 million, $589 million and $566 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Intangible Assets
Customer related intangible assets represent customer contracts and relationships obtained as part of acquired businesses and are amortized using an accelerated amortization method which corresponds with the customer attrition rates used in the initial valuation of the intangibles over their estimated useful lives, generally ten to twenty years. Acquired software and technology represents software and technology intangible assets obtained as part of acquired businesses and is amortized using the straight-line method over their estimated useful lives, generally four to ten years. Trade names are amortized using the straight-line method over their estimated useful lives, generally eight to twenty years. Non-compete agreements are amortized using the straight-line method over their estimated useful lives, generally five years.
Purchased software represents software licenses purchased from third parties and is amortized using the straight-line method over their estimated useful lives, generally five years.
The Company continually develops, maintains and enhances its products and systems. Product development expenditures represented approximately 7%, 6% and 7% of the Company’s total revenue for the years ended December 31, 2025, 2024 and 2023, respectively. Research and development costs incurred prior to the establishment of technological feasibility are expensed as incurred. Routine maintenance of software products, design costs and other development costs incurred prior to the establishment of a product’s technological feasibility are also expensed as incurred. Costs are capitalized commencing when the technological feasibility of the software has been established.
Capitalized software development costs represent the capitalization of certain costs incurred to develop new software or to enhance existing software which is marketed externally or utilized by the Company to process client transactions. Capitalized software development costs are amortized using the straight-line method over their estimated useful lives, generally five years.
The Company may, at its discretion, negotiate to pay an independent sales organization (“ISO”) an agreed-upon up-front amount in exchange for the ISO’s surrender of its right to receive commission payments from the Company related to future transactions of merchants referred by the ISO (“residual buyout”). The Company may also obtain residual buyouts as part of acquired businesses. The amount that the Company pays for these residual buyouts is capitalized and subsequently amortized using the straight-line method over the expected life of the merchant portfolios, generally five to nine years. Additional information regarding the Company’s identifiable intangible assets is included in Note 6 to the consolidated financial statements.
Goodwill
Goodwill represents the excess of purchase price over the fair value of identifiable assets acquired and liabilities assumed in a business combination. The Company evaluates goodwill for impairment on an annual basis, or more frequently if circumstances indicate possible impairment. Goodwill is tested for impairment at a reporting unit level, which is one level below the Company’s operating segments. When assessing goodwill for impairment, the Company considers (i) the prior year’s amount of excess fair value over the carrying value of each reporting unit, (ii) the period of time since a reporting unit’s last quantitative
test, (iii) the extent a reorganization or disposition changes the composition of one or more of the reporting units and (iv) other prevailing factors to determine whether or not to first perform a qualitative test. When performing a qualitative test, the Company assesses numerous factors to determine whether it is more likely than not that the fair value of its reporting units is less than their respective carrying values. Examples of qualitative factors that the Company assesses include its share price, its financial performance, market and competitive factors in its industry and other events specific to its reporting units. If the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative impairment test by comparing reporting unit carrying values to estimated fair values.
During its annual impairment assessment as of October 1, 2025, the Company performed a quantitative test for each of its reporting units and determined that its goodwill was not impaired as the estimated fair values exceeded the respective carrying values for each of the Company’s reporting units. Subsequently, the Company determined that a triggering event occurred during the fourth quarter of 2025 due to a sustained decline in its stock price, and therefore performed an additional quantitative goodwill impairment test of all reporting units as of December 31, 2025. The Company determined that its goodwill was not impaired as of December 31, 2025 as the estimated fair values exceeded the respective carrying values for each of the Company’s reporting units. However, it is reasonably possible that future developments related to the interest or currency exchange rate environments; a shift in strategic initiatives; a deterioration in financial performance within a particular reporting unit; sustained decreases in the Company’s stock price; or significant changes in the composition of, or assumptions used in, the quantitative test for certain of the Company’s reporting units (such as an increase in risk-adjusted discount rates) could have a material impact on one or more of the estimates and assumptions used to evaluate goodwill impairment in subsequent periods. There is no accumulated goodwill impairment for the Company through December 31, 2025. Additional information regarding the Company’s goodwill is included in Note 7 to the consolidated financial statements.
Asset Impairment
The Company reviews property and equipment, ROU assets, intangible assets and its investments in unconsolidated affiliates for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company reviews capitalized software development costs for impairment at each reporting date. In connection with the goodwill impairment assessment triggering event in the fourth quarter of 2025 as described above, the Company performed an additional test of the recoverability of its aforementioned assets and determined no impairment as of December 31, 2025.
Recoverability of property and equipment, lease ROU assets, capitalized software development costs and other intangible assets is assessed by comparing the carrying amount of the asset group to either the undiscounted future cash flows expected to be generated by the asset group or the net realizable value of the asset group, depending on the type of asset group. The Company assesses lease ROU assets that are exited in advance of the non-cancellable lease terms by comparing the carrying values of the lease ROU assets to the discounted cash flows from estimated sublease payments. The Company’s investments in unconsolidated affiliates are assessed by comparing the carrying amount of the investments to their estimated fair values and are impaired if any decline in fair value is determined to be other-than-temporary. Measurement of any impairment loss is based on estimated fair value. The estimated fair values of the Company’s investments in unconsolidated merchant alliances assume a continuation beyond the existing contractual term; however, a renewal of certain of the merchant alliance agreements beyond the current contractual term is not solely within the Company’s control. Additional information regarding the Company’s investments in unconsolidated affiliates is included in Note 8 to the consolidated financial statements.
Fair Value Measurements
The Company applies fair value accounting for all assets and liabilities that are recognized or disclosed at fair value in its consolidated financial statements on a recurring basis. Fair value represents the amount that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, the Company uses the hierarchy prescribed in Accounting Standards Codification (“ASC”) 820, Fair Value Measurements, and considers the principal or most advantageous market and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability. The three levels in the hierarchy are as follows:
-
Level 1 – Quoted prices (unadjusted) for identical assets or liabilities in active markets that are accessible as of the measurement date.
-
Level 2 – Inputs other than quoted prices within Level 1 that are observable either directly or indirectly, including but not limited to quoted prices in markets that are not active, quoted prices in active markets for similar assets or liabilities and observable inputs other than quoted prices such as interest rates or yield curves.
- Level 3 – Unobservable inputs reflecting management’s judgments about the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk.
Additional information regarding the Company’s fair value measurements is included in Note 10 to the consolidated financial statements.
Accounts Payable and Other Current Liabilities
Accounts payable and other current liabilities consisted of the following:
| December 31, | ||||||||||||||
| (In millions) | 2025 | 2024 | ||||||||||||
| Trade accounts payable | $ | 797 | $ | 511 | ||||||||||
| Client deposits | 988 | 985 | ||||||||||||
| Transferable federal tax credits (see Note 16) | 801 | 866 | ||||||||||||
| Accrued compensation and benefits | 299 | 296 | ||||||||||||
| Accrued taxes | 368 | 261 | ||||||||||||
| Accrued interest | 417 | 335 | ||||||||||||
| Accrued payment network fees | 297 | 253 | ||||||||||||
| Operating lease liabilities | 126 | 116 | ||||||||||||
| Accrued professional fees | 161 | 102 | ||||||||||||
| Obligation to purchase redeemable noncontrolling interest (see Note 13) | — | 95 | ||||||||||||
| Other accrued expenses | 1,053 | 979 | ||||||||||||
| Total | $ | 5,307 | $ | 4,799 | ||||||||||
Foreign Currency
The U.S. dollar is the functional currency of the Company’s U.S.-based and certain foreign-based businesses. Where the functional currency of subsidiaries differs from the U.S. dollar, assets and liabilities are translated into U.S. dollars at the exchange rates in effect at the balance sheet date. Revenue and expenses are translated at the average exchange rates during the reporting period. Gains and losses from foreign currency translation are recorded as a separate component of accumulated other comprehensive loss. Gains and losses from foreign currency transactions are included in determining net income for the reporting period.
Financial statements of subsidiaries located in highly inflationary economies outside of the U.S. are remeasured into U.S. dollars, and the foreign currency gains and losses from the remeasurement of monetary assets and liabilities are reflected in the consolidated statements of income, rather than as foreign currency translation within accumulated other comprehensive loss in the consolidated balance sheets. The remeasurement of monetary assets and liabilities in highly inflationary economies, including Argentina, resulted in foreign currency exchange losses of $158 million, $98 million and $164 million during the years ended December 31, 2025, 2024 and 2023, respectively, which is included within other expense, net in the consolidated statements of income.
To reduce exposure to changes in the value of the Company’s net investments in certain of its foreign currency-denominated subsidiaries due to changes in foreign currency exchange rates, the Company uses fixed-to-fixed cross-currency rate swap contracts and foreign currency-denominated debt as economic hedges of its net investments in such foreign currency-denominated subsidiaries. Foreign currency transaction gains or losses on the qualifying net investment hedge instruments are recorded as foreign currency translation, net of tax, within other comprehensive income (loss) in the consolidated statements of comprehensive income and will remain in accumulated other comprehensive loss within the consolidated balance sheets until the sale or complete liquidation of the underlying foreign currency-denominated subsidiaries.
Derivatives
Derivatives are entered into for periods consistent with related underlying exposures and are recorded in the consolidated balance sheets as either an asset or liability measured at fair value. If the derivative is designated as a cash flow hedge, changes in the fair value of the derivative are recorded as a component of accumulated other comprehensive loss and recognized in the consolidated statements of income when the hedged item affects earnings. If the derivative is designated as a net investment hedge, changes in the fair value of the derivative, net of tax, are recorded in the foreign currency translation component of other comprehensive income (loss) until the sale or complete liquidation of the underlying net investment. If the derivative is
designated as a fair value hedge, changes in the fair value of the derivative are recorded in the same line item as the changes in the fair value of the hedged item and recognized in the consolidated statements of income. To the extent a derivative is not designated as a hedge, changes in fair value are recognized in the consolidated statements of income. The Company’s policy is to enter into derivatives as economic hedges with creditworthy institutions to limit exposure to changing interest rates and foreign currency rate fluctuations, and not to enter into such derivatives for speculative purposes. Additional information regarding the Company’s derivatives and hedging instruments is included in Note 9 to the consolidated financial statements.
Employee Benefit Plans
Defined Contribution Plans
The Company and its subsidiaries maintain defined contribution savings plans covering the majority of its employees. Under the plans, eligible participants may elect to contribute a specified percentage of their salaries and the Company makes matching contributions, each subject to certain limitations. The plans provide tax-deferred amounts for each participant, consisting of employee elective contributions, company matching and discretionary company contributions. Company matching contributions are 100% on the first 1% contributed and 50% on the next 4% contributed for eligible participants. Expenses for company contributions under these plans totaled $77 million, $81 million, and $78 million for the years ended December 31, 2025, 2024 and 2023, respectively. Effective January 1, 2026, Company matching contributions were increased to 100% on the first 2% contributed and 50% on the next 4% contributed for eligible participants.
Defined Benefit Pension Plans
The Company maintained frozen noncontributory defined benefit pension plans covering certain of its employees in the U.S. and United Kingdom (“U.K.”), which were terminated in September 2023. In March 2024, the Company entered into a group annuity insurance contract to provide for the administration of future payments to eligible plan participants of the terminated U.K. plan. In connection with the buy-in of this insurance policy, the plan’s projected benefit obligation was remeasured in the first quarter of 2024 to the value of the group annuity insurance contract, resulting in an unrecognized loss, net of tax, of $63 million recorded in accumulated other comprehensive loss within the consolidated balance sheet.
Upon the settlement of the terminated plans, which was completed in the fourth quarter of 2024, the Company funded a plan termination liability shortfall for the U.S. defined benefit pension plan of $20 million and recognized a non-cash pre-tax pension settlement charge for the U.S. and U.K. plans of $147 million. The Company received a refund, net of excise tax, of $43 million of residual surplus related to the U.K. plan in the second quarter of 2025.
Cost of Processing, Services and Product
Cost of processing and services consists of costs directly associated with providing services to clients and includes the following: personnel; equipment and data processing; facility costs, including costs to maintain software applications; client support; certain depreciation and amortization; and other operating expenses.
Cost of product consists of costs directly associated with the products sold and includes the following: costs of materials and postage; hardware costs (primarily POS devices); personnel; facility costs; certain depreciation and amortization; and other costs directly associated with product revenue.
Selling, General and Administrative Expenses
Selling, general and administrative expenses primarily consist of: salaries, wages, commissions and related expenses paid to sales personnel, administrative employees and management; third-party commissions and payments to distribution partners; marketing costs; certain depreciation and amortization; and other selling and administrative expenses.
Interest Expense, Net
Interest expense, net consists of interest expense primarily associated with the Company’s outstanding borrowings and finance lease obligations, as well as interest income primarily associated with the Company’s investment securities. Interest expense, net consisted of the following:
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Interest expense | $ | (1,531) | $ | (1,238) | $ | (1,004) | |||||||||||
| Interest income | 38 | 43 | 28 | ||||||||||||||
| Interest expense, net | $ | (1,493) | $ | (1,195) | $ | (976) |
Income Taxes
Deferred tax assets and liabilities are recognized for the expected future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax basis, and net operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which such temporary differences are expected to be recovered or settled. A valuation allowance is recorded against deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized.
Liabilities are established for unrecognized tax benefits, attributable to differences between a tax position taken or expected to be taken in a tax return and the benefit recognized in the financial statements. In establishing a liability for an unrecognized tax benefit, assumptions are made in determining whether, and the extent to which, a tax position will be sustained. A tax position is recognized only when it is more likely than not to be sustained upon examination by the relevant taxing authority, based on its technical merits. The amount of tax benefit recognized reflects the largest benefit the Company believes is more likely than not to be realized upon ultimate settlement. As additional information becomes available, the liability for unrecognized tax benefits is reevaluated and adjusted, as appropriate. Tax benefits ultimately realized can differ from amounts previously recognized due to uncertainties, with any such differences generally impacting the provision for income tax. Additional information regarding the Company’s income taxes is included in Note 16 to the consolidated financial statements.
Net Income Per Share
Net income per share attributable to Fiserv, Inc. in each year is calculated using actual, unrounded amounts. Basic net income per share is computed by dividing net income attributable to Fiserv, Inc. by the weighted-average number of common shares outstanding during the year. Diluted net income per share is computed by dividing net income attributable to Fiserv, Inc. by the weighted-average number of common shares and common stock equivalents outstanding during the year. Common stock equivalents consist of unvested restricted stock units, unvested restricted stock awards and outstanding stock options, and are computed using the treasury stock method. In 2025, restricted stock units for 1.0 million shares were excluded from the calculation of weighted-average outstanding shares - diluted because their impact was anti-dilutive. In 2024 and 2023, restricted stock units excluded from the calculation of weighted-average outstanding shares - diluted were not significant.
The computation of shares used in calculating basic and diluted net income per share is as follows:
| Year Ended December 31, | ||||||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | |||||||||||||||||
| Weighted-average common shares outstanding used for the calculation of net income attributable to Fiserv, Inc. per share – basic | 547.1 | 578.7 | 611.7 | |||||||||||||||||
| Common stock equivalents | 1.9 | 3.4 | 4.2 | |||||||||||||||||
| Weighted-average common shares outstanding used for the calculation of net income attributable to Fiserv, Inc. per share – diluted | 549.0 | 582.1 | 615.9 |
Supplemental Cash Flow Information
Supplemental cash flow information consisted of the following:
| Year Ended December 31, | ||||||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | |||||||||||||||||
| Interest paid | $ | 1,408 | $ | 1,153 | $ | 879 | ||||||||||||||
| Net income taxes paid, including transferable federal tax credits | 1,369 | 1,169 | 1,219 | |||||||||||||||||
| Treasury stock purchases settled after the balance sheet date | — | — | 29 | |||||||||||||||||
| Software and other intangible assets obtained under financing arrangements | 578 | 151 | 188 | |||||||||||||||||
| Hardware obtained under financing arrangements | 202 | — | — |
2. Recent Accounting Pronouncements
Recently Adopted Accounting Pronouncements
In 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09*, Income Taxes (Topic 740) - Improvement to Income Tax Disclosures* (“ASU 2023-09”), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. ASU 2023-09 requires entities to consistently categorize and provide greater disaggregation of information within the income tax reconciliation to enable users of financial statements to understand the nature and magnitude of factors contributing to the difference between the effective and statutory tax rates. For public entities, the provisions within ASU 2023-09 are effective for fiscal years beginning after December 15, 2024, and for interim periods of fiscal years beginning after December 15, 2025. The Company adopted ASU 2023-09 effective for the year ended December 31, 2025, with prospective application. Additional information regarding the Company’s income tax rate reconciliations, including the application of the provisions of ASU 2023-09 for the year ended December 31, 2025, is included in Note 16 to the consolidated financial statements.
Recently Issued Accounting Pronouncements
In 2025, the FASB issued ASU No. 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements (“ASU 2025-09”), which is intended to more closely align hedge accounting with the economics of an entity’s risk management activities. ASU 2025-09 includes targeted improvements, primarily related to cash flow hedging, involving expanded eligibility for grouping individual forecasted transactions with similar risk exposure; the addition of an alternative model for the application of hedge accounting to cash flow hedges of interest payments on choose-your-rate debt instruments; the ability to designate a variable price component of a forecasted purchase or sale of a nonfinancial asset; and refines the guidance for net written options as hedging instruments and for a dual hedge strategy involving foreign currency denominated debt. For public entities, the provisions within ASU 2025-09 are effective for fiscal years beginning after December 15, 2026, and for interim reporting periods within those fiscal years. The provisions within ASU 2025-09 are required to be applied prospectively. The Company is currently assessing the impact the adoption of ASU 2025-09 may have on its consolidated financial statements and disclosures.
In 2025, the FASB issued ASU No. 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”), which provides a practical expedient for estimating expected credit losses on current trade receivables and contract assets by assuming that current conditions persist over the life of these assets. For all entities, the provisions within ASU 2025-05 are effective for annual reporting periods beginning after December 15, 2026, and for interim reporting periods within those annual reporting periods. The provisions within ASU 2025-05 are required to be applied prospectively. The Company is currently assessing the impact the adoption of ASU 2025-05 may have on its consolidated financial statements and disclosures.
In 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. Under ASU 2024-03, entities will be required to disaggregate information, in tabular format, about specific natural expense categories underlying certain income statement expense line items that are considered ‘relevant’, such as purchases of inventory, employee compensation, depreciation, and intangible asset amortization. Additionally, ASU 2024-03 requires the disclosure of selling expenses, along with how an entity defines such expenses. For public entities, the provisions within ASU 2024-03 (as further clarified through ASU No. 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)) are effective for the first annual reporting period beginning after December 15,
2026, and for interim reporting periods within annual reporting periods beginning after December 15, 2027. The provisions within ASU 2024-03 are required to be applied prospectively; however, such provisions may be applied retrospectively for all comparative periods following the effective date. The Company is currently assessing the impact the adoption of ASU 2024-03 will have on its consolidated financial statement disclosures.
In 2025, the FASB issued ASU No. 2025-06, Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”), to modernize the accounting guidance for costs to develop software for internal use. ASU 2025-06 amends the existing standard that refers to various stages of a software development project to better align with current software development methods, such as agile programming. Under ASU 2025-06, cost capitalization begins when management has authorized and committed to funding the project, and it is probable the project will be completed and the software will be used to perform its intended function. For all entities, the provisions within ASU 2025-06 are effective for fiscal years beginning after December 15, 2027, and for interim reporting periods within those fiscal years. The provisions within ASU 2025-06 can be applied either retrospectively through a cumulative-effect adjustment, prospectively to software costs incurred after the adoption date (on existing, in-process software projects or new projects), or on a modified prospective basis. The Company is currently assessing the impact the adoption of ASU 2025-06 will have on its consolidated financial statements and disclosures.
In 2025, the FASB issued ASU No. 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities (“ASU 2025-10”), which amends Topic 832 to provide specific guidance on the recognition, measurement, presentation and disclosure of government grants received by business entities, including both monetary and certain non-monetary grants. For public entities, the provisions within ASU 2025-10 are effective for annual and interim periods beginning after December 15, 2028, with early adoption permitted. The provisions within ASU 2025-10 can be applied either on a modified prospective, modified retrospective, or on a retrospective approach through a cumulative-effect adjustment. The Company is currently assessing the impact the adoption of ASU 2025-10 will have on its consolidated financial statements and disclosures.
3. Revenue Recognition
Significant Accounting Policy
ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. The core principle, involving a five-step process, of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
Revenue is measured based on consideration specified in a contract with a customer and excludes any amounts collected on behalf of third parties. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. Shipping and handling activities associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment activity and recognized as revenue at the point in time at which control of the goods transfers to the customer. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to be one year or less.
Nature of Goods and Services
The Company’s operations are comprised of the Merchant and the Financial reportable segments (see Note 19). The following is a description of principal activities from which the Company generates its revenue. Contracts with customers are evaluated on a contract-by-contract basis as contracts may include multiple types of goods and services as described below.
Processing and Services
Processing and services revenue is generated from account- and transaction-based fees for merchant transaction processing and acquiring, electronic billing and payment services, electronic funds transfer and debit/credit processing services; consulting and professional services; merchant cash advances; and software maintenance for ongoing client support.
The Company recognizes processing and services revenue in the period in which the specific service is performed unless such service is not deemed distinct from other goods or services in which revenue would then be recognized as control is transferred of the combined goods and services. The Company’s arrangements for processing and services typically consist of an obligation to provide specific services to its customers on a when and if needed basis (a stand-ready performance obligation) and revenue is recognized from the satisfaction of the performance obligations in the amount billable to the customer. These services are typically provided under a fixed or declining (tier-based) price per unit based on volume of service; however, pricing for
services may also be based on fixed or monthly minimum processing fees. Fees for the Company’s processing and services arrangements are typically billed and paid on a monthly basis.
Product
Product revenue is generated from print and card production, software license, data and analytics, and hardware (primarily POS devices) sales.
For software license agreements that are distinct, the Company recognizes software license revenue upon delivery, assuming a contract is deemed to exist. Revenue for arrangements with customers that include significant customization, modification or production of software such that the software is not distinct is typically recognized over time based upon efforts expended, such as labor hours, to measure progress towards completion. For arrangements involving hosted licensed software for the customer, a software element is considered present to the extent the customer has the contractual right to take possession of the software at any time during the hosting period without significant penalty and it is feasible for the customer to either operate the software on their own hardware or contract with another vendor to host the software.
The Company maintains substantial volumes of payment and transaction data, providing insights into business and consumer activity. The Company accounts for the sales of distinct data and analytics as a separate performance obligation and recognizes the revenue at its standalone selling price when the customer obtains control of the analytical data.
The Company sells or leases hardware (POS devices) and other peripherals as part of its contracts with customers. Hardware typically consists of POS terminals or Clover® devices. The Company does not manufacture hardware; rather, it purchases hardware from third-party vendors and holds such hardware in inventory until purchased by a customer. The Company accounts for sales of distinct hardware as a separate performance obligation and recognizes the revenue at its standalone selling price when the customer obtains control of the hardware.
In certain instances, the Company may offer extended payment terms beyond one year. To the extent a significant financing component exists, it is calculated as the difference between the promised consideration and the present value of the product fees utilizing a discount rate reflective of a separate financing transaction, and is recognized as interest income over the extended payment period. The present value of the product fees is recognized as revenue at the point in time when the product is transferred to the customer.
Significant Judgments in Application of the Guidance
The Company uses the following methods, inputs and assumptions in determining amounts of revenue to recognize:
Identification of Performance Obligations
To identify its performance obligations, the Company considers all of the goods or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices. For multi-element arrangements, the Company accounts for individual goods or services as a separate performance obligation if they are distinct, the good or service is separately identifiable from other items in the arrangement and if a customer can benefit from it on its own or with other resources that are readily available to the customer. If these criteria are not met, the promised goods or services are accounted for as a combined performance obligation. Determining whether goods or services are distinct performance obligations that should be accounted for separately may require significant judgment.
Technology or service components from third parties are frequently embedded in or combined with the Company’s applications or service offerings. Whether the Company recognizes revenue based on the gross amount billed to a customer or the net amount retained involves judgment that depends on the relevant facts and circumstances, including the level of contractual responsibilities and obligations for delivering solutions to end customers, to determine whether control of goods and services is obtained prior to their transfer to a customer.
Determination of Transaction Price
The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods or services to the customer. The Company includes any fixed charges within its contracts as part of the total transaction price. To the extent that variable consideration is not constrained, the Company includes an estimate of the variable amount, as appropriate, within the total transaction price and updates its assumptions over the duration of the contract.
Assessment of Estimates of Variable Consideration
Many of the Company’s contracts with customers contain some component of variable consideration; however, the constraint will generally not result in a reduction in the estimated transaction price for most forms of variable consideration. The Company may constrain the estimated transaction price in the event of a high degree of uncertainty as to the final consideration amount owed.
Allocation of Transaction Price
The transaction price (including any discounts or rebates) is allocated between distinct goods and services in a multi-element arrangement based on their relative standalone selling prices. The standalone selling prices are determined based on the prices at which the Company separately sells each good or service. For items that are not sold separately, the Company estimates the standalone selling prices using available information such as market conditions and internally approved pricing guidelines. Judgment may be required to determine standalone selling prices for each performance obligation and whether it depicts the amount the Company expects to receive in exchange for the related good or service.
Contract Modifications
Contract modifications occur when the Company and its customers agree to modify existing customer contracts to change the scope or price (or both) of the contract or when a customer terminates some, or all, of the existing services provided by the Company. When a contract modification occurs, it requires the Company to exercise judgment to determine if the modification should be accounted for as (i) a separate contract, (ii) the termination of the original contract and creation of a new contract, or (iii) a cumulative catch up adjustment to the original contract. Further, contract modifications require the identification and evaluation of the performance obligations of the modified contract, including the allocation of consideration to the remaining performance obligations and the period of revenue recognition for each identified performance obligation.
Disaggregation of Revenue
The table below presents the Company’s revenue disaggregated by business line and includes a reconciliation with its reportable segments. The Company serves its global client base by working among its geographic teams across various regions, including the U.S. and Canada; Europe, Middle East and Africa (“EMEA”); Latin America (“LATAM”); and Asia Pacific (“APAC”). The majority of the Company’s revenue is earned in the U.S., with revenue generated within its EMEA, LATAM and APAC regions comprising approximately 16% of total revenue for the year ended December 31, 2025, and approximately 15% of total revenue for each of the years ended December 31, 2024 and 2023.
| (In millions) | Year Ended December 31, | |||||||||||||||||||
| Revenue by Business Line | 2025 | 2024 | 2023 | |||||||||||||||||
| Small Business | $ | 6,795 | $ | 6,357 | $ | 5,664 | ||||||||||||||
| Enterprise | 2,256 | 2,163 | 1,933 | |||||||||||||||||
| Processing | 1,089 | 1,111 | 1,125 | |||||||||||||||||
| Total Merchant Solutions segment revenue | $ | 10,140 | $ | 9,631 | $ | 8,722 | ||||||||||||||
| Digital Payments | $ | 3,945 | $ | 3,869 | $ | 3,655 | ||||||||||||||
| Issuing | 3,284 | 3,112 | 3,011 | |||||||||||||||||
| Banking | 2,435 | 2,496 | 2,435 | |||||||||||||||||
| Total Financial Solutions segment revenue | $ | 9,664 | $ | 9,477 | $ | 9,101 | ||||||||||||||
| Corporate and Other | $ | 1,389 | $ | 1,348 | $ | 1,270 | ||||||||||||||
| Total Revenue (1) | $ | 21,193 | $ | 20,456 | $ | 19,093 |
(1)Total revenue includes $1.5 billion, $1.2 billion and $1.1 billion for the years ended December 31, 2025, 2024 and 2023, respectively, which represent revenue recognized outside the scope of ASC 606. Such revenue primarily consists of interest-related income earned on merchant and settlement anticipation cash advances, on short-term investments of subscriber funds and intermediary settlement cash balances, and lease income associated with POS terminal equipment.
Contract Balances
The following table provides information about contract assets and contract liabilities from contracts with customers:
| December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Contract assets | $ | 885 | $ | 832 | $ | 754 | |||||||||||
| Contract liabilities | 1,124 | 1,082 | 1,011 |
Contract assets, reported within other long-term assets in the consolidated balance sheets, primarily relate to customer discounts (contract incentives) where revenue is recognized and payment of consideration under the contract is contingent upon the transfer of services to a customer over the contractual period. Contract liabilities primarily relate to advance consideration received from customers (deferred revenue) for which transfer of control occurs, and therefore revenue is recognized, as services are provided. Contract balances are reported in a net contract asset or liability position on a contract-by-contract basis at the end of each reporting period.
During the years ended December 31, 2025 and 2024, contract assets increased primarily due to customer discounts (contract incentives) and contract liabilities increased primarily due to customer prepaid maintenance and deferred conversion/implementation revenue associated with long-term contracts obtained during the respective year. The Company recognized $819 million and $761 million of revenue during the years ended December 31, 2025 and 2024, respectively, that was included in the contract liabilities balance at the beginning of the year.
Transaction Price Allocated to Remaining Performance Obligations
The following table includes estimated processing and services revenue expected to be recognized in the future related to performance obligations that were unsatisfied (or partially unsatisfied) at December 31, 2025:
| (In millions) | |||||
| Year Ending December 31, | |||||
| 2026 | $ | 2,537 | |||
| 2027 | 1,952 | ||||
| 2028 | 1,411 | ||||
| 2029 | 842 | ||||
| Thereafter | 826 |
The Company applies the optional exemption under ASC 606 and does not disclose information about remaining performance obligations for account- and transaction-based processing fees that qualify for recognition under the as-invoiced practical expedient. These multi-year contracts contain variable consideration for stand-ready performance obligations for which the exact quantity and mix of transactions to be processed are contingent upon the customer’s request. The Company also applies the optional exemptions under ASC 606 and does not disclose information for variable consideration that is a sales-based or usage-based royalty promised in exchange for a license of intellectual property or that is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service in a series. The amounts disclosed above as remaining performance obligations consist primarily of fixed or monthly minimum processing fees and maintenance fees under contracts with an original expected duration of greater than one year.
Contract Costs
The Company incurs incremental costs to obtain a contract as well as costs to fulfill contracts with customers that are expected to be recovered. These costs consist of sales commissions incurred only if a contract is obtained, and customer conversion or implementation related costs. Capitalized sales commissions and conversion or implementation costs were as follows:
| December 31, | ||||||||||||||
| (In millions) | 2025 | 2024 | ||||||||||||
| Capitalized sales commissions | $ | 481 | $ | 483 | ||||||||||
| Capitalized conversion or implementation costs | 558 | 513 |
Capitalized contract costs are amortized based on the transfer of goods or services to which the asset relates. The amortization period also considers expected customer lives and whether the asset relates to goods or services transferred under a specific anticipated contract. The amortization of capitalized sales commissions is included in selling, general and administrative expenses and the amortization of capitalized conversion or implementation costs within cost of processing and services. Amortization totaled $228 million, $221 million and $195 million during the years ended December 31, 2025, 2024 and 2023, respectively. Impairment losses recognized during the years ended December 31, 2025, 2024 and 2023 related to capitalized contract costs were not significant.
4. Acquisitions, Dispositions and Other Transactions
Acquisitions were accounted for as business combinations using the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations. Purchase price was allocated to the respective identifiable assets acquired and liabilities assumed based on the estimated fair values at the date of acquisitions. The results of operations for the following acquired and divested businesses are included in the consolidated results of the Company from the respective dates of acquisition and through the respective dates of disposition. Pro forma information for these acquired businesses is not provided because they did not have a material effect, individually or in the aggregate, on the Company’s consolidated results of operations.
Acquisitions of Businesses
Acquisition of StoneCastle
On December 17, 2025, the Company acquired StoneCastle Cash Management, LLC, INDX Processing, LLC and StoneCastle Trust Co. (collectively, “StoneCastle”), a provider of deposit funding solutions, for $415 million, net of $4 million of acquired cash. StoneCastle is included within the Financial segment and provides its network of depository institutions easy access to stable, cost efficient deposit funding.
The preliminary allocation of purchase price resulted in the recognition of identifiable intangible assets of approximately $165 million, primarily acquired software and technology with an estimated useful life of 7 years, approximately $247 million of goodwill and $7 million of other net assets, including acquired cash. The allocation of the purchase price is preliminary and is subject to further adjustment, pending additional refinement and final completion of valuations. Goodwill, which is expected to be deductible for tax purposes, is primarily attributed to the anticipated value created by enabling the Company to offer technology-enabled deposit funding solutions to both its financial institution customers and merchant acquiring enterprise clients.
Acquisition of CCV
On March 18, 2025, the Company acquired CCV Group B.V. (“CCV”), a Netherlands-based supplier of POS payment solutions, for $219 million, net of $34 million of acquired cash. CCV is included within the Merchant segment and expands the Company’s network of payment solutions.
The preliminary allocation of purchase price resulted in the recognition of identifiable intangible assets, including customer relationships of approximately $118 million with an estimated useful life of 8 years, acquired software and technology of approximately $2 million with an estimated useful life of 1 year and an acquired trademark of approximately $4 million with an estimated useful life of 2 years; approximately $106 million of goodwill; and $23 million of other net assets, including acquired cash. The allocation of the purchase price is preliminary and is subject to further adjustment, pending additional refinement and final completion of valuations. Goodwill, which is not deductible for tax purposes, is primarily attributed to the anticipated value created by enabling the Company’s ability to accelerate the deployment of its Clover® POS and business management platform, providing enhanced capabilities and innovation to an expansive combined merchant and partner base across Europe.
Acquisition of Payfare
On March 2, 2025, the Company acquired Payfare, Inc. (“Payfare”), a Canada-based provider of program management solutions powering instant access to earnings and banking solutions for workforces, for a purchase price of $95 million, net of $46 million of acquired cash. Payfare is included within the Financial segment and expands the Company’s embedded finance capabilities.
The allocation of purchase price resulted in the recognition of identifiable intangible assets, including acquired software and technology of $22 million with a useful life of 7 years and customer relationships of $14 million with a useful life of 14 years; $56 million of goodwill; and $49 million of other net assets, including acquired cash. The allocation of the purchase price was finalized in the fourth quarter of 2025. Goodwill, which is not deductible for tax purposes, is primarily attributed to the anticipated value created by further enhancing the Company’s finance solutions in embedded banking, payments and lending for large enterprises and financial institutions.
Other Acquisitions
On October 1, 2025, the Company acquired a portion of The Toronto-Dominion Bank’s merchant processing business in Canada (“TD Merchant Canada”). TD Merchant Canada is included within the Merchant segment and expands the footprint of the Company’s Clover® platform. On September 25, 2025, the Company acquired the Smith Consulting Group, LLC business (“SCG”), an operational consulting service utilized by community banks and credit unions across the U.S. SCG is included within the Financial segment and supports the Company’s ability to provide consultative engagement to enhance community banks’ and credit unions’ strategic investments. On September 4, 2025, the Company acquired CardFree Inc. (“CardFree”), an all-in-one platform delivering integrated order, payment and loyalty solutions for merchants. CardFree is included within the Merchant segment and further expands the capabilities of the Company’s Clover platform across the hospitality, restaurant and lodging industries. On June 4, 2025, the Company acquired Money Money Serviços Financeiros S.A. (“Money Money”), a Brazil-based provider of risk analysis and credit decisioning solutions. Money Money is included within the Merchant segment and expands the Company’s payment and financial service capabilities, enabling access to working capital and other payment solutions for small and medium-sized businesses. On April 4, 2025, the Company acquired Pinch Payments NZ Limited (together with Zootive Pty Ltd, “Pinch Payments”), an Australia-based payment facilitator. Pinch Payments is included within the Merchant segment and expands the Company’s flexible payment services for its partners and clients, and presence within the Asia-Pacific region.
The Company acquired these businesses for an aggregate purchase price, including deferred payments, of $127 million, including earn-out provisions estimated at a fair value of $35 million (see Note 10). The allocation of purchase price for these acquisitions resulted in the recognition of identifiable intangible assets, including software and technology of approximately $31 million with a weighted average useful life of 7 years and customer relationships of approximately $18 million with an estimated useful life of 10 years; approximately $73 million of goodwill; and $5 million of other net assets. The purchase price allocations for Money Money and Pinch Payments were finalized in the third quarter of 2025 and for SCG was finalized in the fourth quarter of 2025. The purchase price allocations for TD Merchant Canada and CardFree are preliminary and are subject to further adjustment, pending additional refinement and final completion of valuations. Goodwill for these acquisitions is primarily attributed to the anticipated value created by expanding the reach of the Company’s Clover POS and business management platform and further enabling the Company’s payment solutions, financial service capabilities and advisory services for financial institutions. For tax purposes, goodwill related to the SCG and TD Merchant Canada acquisitions is deductible; however, goodwill related to the Money Money, Pinch Payments and CardFree acquisitions is not deductible.
On October 9, 2023, the Company acquired Skytef Solucões em Captura de Transações Ltda (“Skytef”), a distributor for independent software vendor partners and merchants of the Company’s Electronic Funds Transfer payments software. Skytef is included within the Merchant segment and expands the Company’s distribution network and POS applications. On November 1, 2023, the Company acquired Sled S.A. (“Sled”), a provider of instant payment solutions. Sled is included within the Merchant segment and expands the Company’s direct payment service capabilities. The Company acquired these businesses in Latin America for an aggregate purchase price, including hold-backs, of $17 million. The purchase price allocations for the Skytef and Sled acquisitions were finalized in the first quarter of 2024, and measurement period adjustments did not have a material impact on the Company’s consolidated statement of income.
Disposition of Business
Disposition of Financial Reconciliation Business
On July 25, 2023, the Company sold its financial reconciliation business, which was reported within the Financial segment, for cash proceeds of $235 million. The Company recognized a pre-tax gain of $172 million on the sale, recorded within net gain on sale of business and distribution of other assets, with a related tax expense of $48 million recorded within the income tax provision, in the consolidated statement of income for the year ended December 31, 2023. The pre-tax gain was comprised of the difference between the consideration received and the net carrying amount of the business, including $38 million of allocated goodwill; $15 million of other net assets, primarily consisting of trade accounts receivable and capitalized software; and $10 million of accumulated foreign currency translation losses which were reclassified from accumulated other comprehensive loss.
Other Transactions
On September 5, 2025, the Company acquired the remaining 49.9% ownership interest, including cash held of $195 million, in AIBMS, an Ireland-based payments solution provider, for $420 million. On April 17, 2025, the Company acquired the remaining 19% ownership interest in ICICI Merchant Services Private Limited, an India-based merchant acceptance business, for $22 million. The Company previously held a majority controlling financial interest in each of these subsidiaries, which continue to be consolidated and reported within the Merchant segment.
5. Settlement Assets and Obligations
Settlement assets and obligations represent intermediary balances arising from the settlement process, which involves the transfer of funds among card issuers, payment networks, processors, merchants and consumers, and collateral amounts held to manage merchant credit risk, primarily associated with the Company’s merchant acquiring services. As a processor, the Company facilitates the clearing and settlement activity for the merchant and records settlement assets and obligations upon processing a payment transaction. Settlement assets represent cash received or amounts receivable from agents, payment networks, bank partners, merchants or direct consumers. Settlement obligations represent amounts payable to merchants and payees.
Certain merchant settlement assets (included within settlement receivables) that relate to settlement obligations are held by partner banks. Although the Company does not have legal ownership of these assets, it has the right to use them to satisfy the related settlement obligations. The Company records settlement obligations for amounts payable to merchants and for outstanding payment instruments issued to payees that have not yet been presented for settlement.
The principal components of the Company’s settlement assets were as follows:
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Settlement assets | |||||||||||
| Cash and cash equivalents | $ | 1,978 | $ | 1,756 | |||||||
| Receivables | 14,501 | 13,673 | |||||||||
| Total settlement assets | $ | 16,479 | $ | 15,429 | |||||||
6. Intangible Assets
Identifiable intangible assets consisted of the following:
| Gross Carrying Amount | Accumulated Amortization | Net Book Value | ||||||||||||||||||
| (In millions) | ||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||
| Customer relationships | $ | 14,773 | $ | 9,680 | $ | 5,093 | ||||||||||||||
| Acquired software and technology | 2,150 | 1,356 | 794 | |||||||||||||||||
| Trade names | 633 | 458 | 175 | |||||||||||||||||
| Purchased software | 1,397 | 441 | 956 | |||||||||||||||||
| Capitalized software and other intangibles | 5,040 | 1,897 | 3,143 | |||||||||||||||||
| Total | $ | 23,993 | $ | 13,832 | $ | 10,161 | ||||||||||||||
| December 31, 2024 | ||||||||||||||||||||
| Customer relationships | $ | 14,488 | $ | 8,620 | $ | 5,868 | ||||||||||||||
| Acquired software and technology | 1,935 | 1,159 | 776 | |||||||||||||||||
| Trade names | 635 | 410 | 225 | |||||||||||||||||
| Purchased software | 1,019 | 517 | 502 | |||||||||||||||||
| Capitalized software and other intangibles | 3,974 | 1,405 | 2,569 | |||||||||||||||||
| Total | $ | 22,051 | $ | 12,111 | $ | 9,940 |
Gross software development costs capitalized for new products and enhancements to existing products totaled $1.1 billion, $942 million and $870 million for the years ended December 31, 2025, 2024 and 2023, respectively. Amortization expense associated with the above identifiable intangible assets was $2.3 billion for each of the years ended December 31, 2025 and 2024 and $2.4 billion for the year ended December 31, 2023.
The Company estimates that annual amortization expense with respect to intangible assets recorded at December 31, 2025 will be as follows:
| (In millions) | ||||||||
| Year Ending December 31, | ||||||||
| 2026 | $ | 2,359 | ||||||
| 2027 | 2,086 | |||||||
| 2028 | 1,696 | |||||||
| 2029 | 1,276 | |||||||
| 2030 | 869 | |||||||
| Thereafter | 1,875 | |||||||
| Total | $ | 10,161 | ||||||
7. Goodwill
The following table presents changes in goodwill during the years ended December 31, 2025 and 2024.
| Reportable Segments | ||||||||||||||||||||||||||||||||||||||||||||
| (In millions) | Acceptance | Fintech | Payments | Merchant | Financial | Total | ||||||||||||||||||||||||||||||||||||||
| Goodwill - December 31, 2023 | $ | 21,568 | $ | 2,666 | $ | 12,971 | $ | — | $ | — | $ | 37,205 | ||||||||||||||||||||||||||||||||
| Reallocation (1) | (21,568) | (2,666) | (12,971) | 22,850 | 14,355 | — | ||||||||||||||||||||||||||||||||||||||
| Foreign currency translation | — | — | — | (509) | (112) | (621) | ||||||||||||||||||||||||||||||||||||||
| Goodwill - December 31, 2024 | — | — | — | 22,341 | 14,243 | 36,584 | ||||||||||||||||||||||||||||||||||||||
| Acquisitions | — | — | — | 255 | 227 | 482 | ||||||||||||||||||||||||||||||||||||||
| Foreign currency translation | — | — | — | 510 | 127 | 637 | ||||||||||||||||||||||||||||||||||||||
| Goodwill - December 31, 2025 | $ | — | $ | — | $ | — | $ | 23,106 | $ | 14,597 | $ | 37,703 |
(1)Effective in the first quarter of 2024, the Company realigned its reportable segments to correspond with changes in its business designed to further enhance operational performance in the delivery of its integrated portfolio of products and solutions to its financial institution clients. This represents the reallocation of goodwill as a result of the segment realignment.
8. Investments in Unconsolidated Affiliates
The Company maintains investments in various affiliates that are accounted for as equity method investments, the most significant of which are related to the Company’s merchant alliances. The Company’s share of net income or loss from these investments is reported within income (loss) from investments in unconsolidated affiliates and the related tax expense or benefit is reported within the income tax provision in the consolidated statements of income. The Company reviews its equity method investments each reporting period for indications of an other-than-temporary decline in value, including any significant changes in business relationships with merchant alliances. A decline in value of an equity method investment determined to be other-than-temporary is recorded as a current-period impairment charge within income (loss) from investments in unconsolidated affiliates in the consolidated statements of income.
Merchant Alliances
The Company maintains ownership interests in certain merchant alliances. A merchant alliance is an agreement between the Company and a financial institution that combines the processing capabilities and management expertise of the Company with the visibility and distribution channel of the financial institution. A merchant alliance acquires credit and debit card transactions from merchants. The Company provides processing and other services to the merchant alliance and charges fees to the alliance based on contractual pricing (see Note 18). The Company’s investment in its merchant alliances was $736 million and $1.2 billion at December 31, 2025 and 2024, respectively, and is reported within investments in unconsolidated affiliates in the consolidated balance sheets.
The Company maintained a 40% ownership interest in the Wells Fargo Merchant Services merchant alliance (“WFMS”), which was accounted for as an equity method investment. The Company acquired its ownership, at fair value, in WFMS through its 2019 acquisition of First Data Corporation. In the third quarter of 2024, Wells Fargo Bank, National Association (“Wells Fargo”) provided the Company with a notice of non-renewal for WFMS. Upon the expiration of the joint venture on April 1,
2025, the Company received an initial cash payment of $453 million. Completion of the contractual valuation and separation process during the third quarter of 2025 did not result in a significant adjustment to the initial cash payment received.
During the year ended December 31, 2024, the Company recorded a $595 million non-cash impairment as a result of an other-than-temporary decline in the fair value of its equity method investment in WFMS within income (loss) from investments in unconsolidated affiliates, with the related tax benefit of $129 million recorded through the income tax provision, in the consolidated statement of income. The Company recorded an initial pre-tax impairment charge of $570 million in the third quarter of 2024 based upon the Company’s estimate of the fair value of its portion of WFMS, and an additional $25 million pre-tax impairment charge in the fourth quarter of 2024 based upon the expected cash payment described above. An additional $4 million pre-tax impairment charge was recorded during the year ended December 31, 2025 upon completion of the contractual valuation and separation process.
Other Equity Method Investments
The Company maintains noncontrolling ownership interests in Sagent M&C, LLC (“Sagent”) and defi SOLUTIONS Group, LLC (collectively the “Lending Joint Ventures”), which are accounted for under the equity method. The Company’s net investment in the Lending Joint Ventures was $88 million and $49 million at December 31, 2025 and 2024, respectively, and is reported within investments in unconsolidated affiliates in the consolidated balance sheets. In addition, the Company maintains other strategic investments accounted for under the equity method. The Company’s aggregate investment in such entities was $208 million and $218 million at December 31, 2025 and 2024, respectively, and is reported within investments in unconsolidated affiliates in the consolidated balance sheets.
The Lending Joint Ventures maintain variable-rate term loan facilities with aggregate outstanding borrowings of $399 million in senior unsecured debt at December 31, 2025 and variable-rate revolving credit facilities with an aggregate borrowing capacity of $83 million with a syndicate of banks, which mature in April 2027. There were $18 million of aggregate outstanding borrowings on the revolving credit facilities at December 31, 2025. The Company has guaranteed the debt of the Lending Joint Ventures and does not anticipate that the Lending Joint Ventures will fail to fulfill their debt obligations (see Note 10).
The Company classifies distributions from its investments accounted for using the equity method in the consolidated statements of cash flows using the cumulative earnings approach. Under this approach, distributions received from unconsolidated affiliates are classified as cash flows from operating activities to the extent that the cumulative distributions do not exceed the cumulative earnings on the investment. To the extent the current period distribution exceeds the cumulative earnings on the investment, the distribution is considered a return of investment and is classified as cash flows from investing activities. The Company received cash distributions from unconsolidated affiliates of $86 million, $99 million and $191 million, of which $42 million, $60 million and $136 million were recorded as cash flows from investing activities in the Company’s consolidated statements of cash flows for the years ended December 31, 2025, 2024 and 2023, respectively. During the year ended December 31, 2025, the Company recorded net pre-tax gains of $37 million, primarily related to the sale of an equity method investment, within income (loss) from investments in unconsolidated affiliates in the consolidated statement of income.
Other Equity Investments
The Company also maintains investments, over which it does not have significant influence, in various equity securities without a readily determinable fair value. Such investments totaled $126 million and $250 million at December 31, 2025 and 2024, respectively, and are primarily included within other long-term assets in the consolidated balance sheets. The Company reviews these investments each reporting period to determine whether an impairment or observable price change for the investment has occurred. To the extent such events or changes occur, the Company evaluates the fair value compared to its cost basis in the investment. Gains or losses from a sale of these investments or a change in fair value are included within other expense, net in the consolidated statements of income for the period. Adjustments made for observable price changes to the values recorded for certain equity securities and net gains from sales of equity securities were, in aggregate, $82 million and $29 million during the years ended December 31, 2025 and 2024, respectively. The Company received cash proceeds of $210 million from the sale of certain investments in the fourth quarter of 2025, which were included in proceeds from sale of investments within investing activities in the consolidated statement of cash flows. Adjustments made for observable price changes to the values recorded for certain equity securities and net gains from sales of equity securities were not significant during the year ended December 31, 2023.
9. Derivatives and Hedging Instruments
In order to limit exposure to risk, the Company maintains derivative instruments with creditworthy institutions to hedge against changing interest rates and foreign currency rate fluctuations. The Company utilizes forward exchange contracts, fixed-to-fixed cross-currency rate swap contracts and other non-derivative hedging instruments to manage such risk. The Company has
designated these instruments as cash flow hedges, net investment hedges, or fair value hedges, as further described below. Derivative instruments maintained by the Company are measured on a recurring basis and are recorded at fair value either as an asset or liability in the consolidated balance sheets (see Note 10).
Cash Flow Hedges
The Company maintains forward exchange contracts, designated as cash flow hedges, to hedge foreign currency exposure to the Indian Rupee. The notional amount of these derivatives was $323 million and $481 million at December 31, 2025 and 2024, respectively. Based on the amounts recorded in accumulated other comprehensive loss at December 31, 2025, the Company estimates that it will recognize losses of approximately $10 million in cost of processing and services during the next 12 months as foreign exchange forward contracts settle.
The Company previously entered into treasury lock agreements (“Treasury Locks”), designated as cash flow hedges, to manage exposure to fluctuations in benchmark interest rates in anticipation of the issuance of fixed rate debt in connection with the acquisition and refinancing of certain indebtedness of First Data Corporation and its subsidiaries. In 2019, concurrent with the issuance of U.S dollar-denominated senior notes, the Treasury Locks were settled resulting in a loss, net of income taxes, and recorded in accumulated other comprehensive loss that is being amortized to earnings over the terms of the originally forecast interest payments. The unamortized balance recorded in accumulated other comprehensive loss related to the Treasury Locks was $88 million and $101 million at December 31, 2025 and 2024, respectively. Based on the amounts recorded in accumulated other comprehensive loss at December 31, 2025, the Company estimates that it will recognize approximately $13 million in net interest expense during the next 12 months related to settled interest rate hedge contracts.
Net Investment Hedges
To reduce exposure to changes in the value of the Company’s net investments in certain of its foreign currency-denominated subsidiaries due to changes in foreign currency exchange rates, the Company uses fixed-to-fixed cross-currency rate swap contracts and foreign currency-denominated debt as economic hedges of its net investments in such foreign currency-denominated subsidiaries.
The aggregate notional amount of the fixed-to-fixed cross-currency rate swap contracts were as follows:
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Currency | |||||||||||
| Euros | 940 | 600 | |||||||||
| Singapore Dollars | 828 | 841 | |||||||||
| Canadian Dollars | 405 | 259 |
These fixed-to-fixed cross-currency rate swaps have been designated as net investment hedges to hedge a portion of the Company’s net investment in certain subsidiaries whose functional currencies are the Euro, Singapore Dollar, and Canadian Dollar. The Company has also designated certain of its Euro- and British Pound-denominated senior notes and Euro commercial paper notes as net investment hedges to hedge a portion of its net investment in certain subsidiaries whose functional currencies are the Euro and the British Pound.
Foreign currency transaction gains or losses on the qualifying net investment hedge instruments are recorded as foreign currency translation within other comprehensive income (loss) in the consolidated statements of comprehensive income and will remain in accumulated other comprehensive loss in the consolidated balance sheets until the sale or complete liquidation of the underlying foreign currency-denominated subsidiaries.
Foreign currency transaction gains (losses), net of income tax, related to net investment hedges that were recorded as foreign currency translation within other comprehensive income (loss) in the consolidated statements of comprehensive income were as follows:
| Year Ended December 31, | |||||||||||||||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||||||||||||||
| Cross-currency rate swap contracts | $ | (85) | $ | 32 | $ | (29) | |||||||||||||||||||||||
| Foreign currency-denominated debt | (328) | 166 | (177) |
The Company recorded income tax impacts of $138 million, $(66) million and $68 million for the years ended December 31, 2025, 2024 and 2023, respectively, in other comprehensive income (loss) from the translation of foreign currency-denominated senior notes, Euro commercial paper notes and fixed-to-fixed cross-currency rate swap contracts.
Fair Value Hedges
The Company previously maintained a fixed-to-fixed cross-currency rate swap contract in the notional amount of 525 million British Pounds, designated as a fair value hedge, to mitigate the spot foreign exchange rate risk on the principal amount of its British Pound-denominated 2.250% senior notes, which matured in July 2025, as well as fixed-to-fixed cross-currency rate swap contracts on the principal amount of a Euro-denominated intercompany note, which was repaid in 2024. Net changes in the fair value of the cross-currency rate swaps ($60 million gain, $8 million loss and $6 million loss for the years ended December 31, 2025, 2024 and 2023, respectively), along with the offsetting change in the fair value of the hedged notes, attributable to fluctuations in the respective foreign currency spot rates were recognized in other expense, net within the consolidated statements of income.
10. Fair Value Measurements
The fair values of cash equivalents, trade accounts receivable, other current assets, settlement assets and obligations, accounts payable, and client deposits approximate their respective carrying values due to the short period of time to maturity. Derivative instruments maintained by the Company (see Note 9) are measured on a recurring basis based on foreign currency spot rates and forwards quoted by banks and foreign currency dealers and are marked to market each period. Contingent consideration related to certain of the Company’s acquisitions (see Note 4) is estimated using a probability-weighted assessment approach based on the likelihood of achieving the earn-out criteria. The Company’s obligation to satisfy the purchase of a redeemable noncontrolling interest associated with a terminated merchant alliance joint venture was measured at the estimated fair value of the minority interest. Such obligation was settled during the year ended December 31, 2025 through the distribution of certain merchant contracts to the minority partner (see Note 13). The fair value of the Company’s contingent liability for current expected credit losses associated with its debt guarantees, as further described below, is estimated based on assumptions of future risk of default and the corresponding level of credit losses at the time of default.
Assets and liabilities measured at fair value on a recurring basis consisted of the following:
| Fair Value at December 31, | ||||||||||||||||||||
| (In millions) | Classification | Fair Value Hierarchy | 2025 | 2024 | ||||||||||||||||
| Assets | ||||||||||||||||||||
| Cross-currency rate swap contract designated as net investment hedge | Prepaid expenses and other current assets | Level 2 | $ | — | $ | 2 | ||||||||||||||
| Cross-currency rate swap contracts designated as net investment hedges | Other long-term assets | Level 2 | — | 6 | ||||||||||||||||
| Liabilities | ||||||||||||||||||||
| Cross-currency rate swap contract designated as fair value hedge | Accounts payable and other current liabilities | Level 2 | $ | — | $ | 12 | ||||||||||||||
| Cross-currency rate swap contracts designated as net investment hedges | Accounts payable and other current liabilities | Level 2 | 29 | 9 | ||||||||||||||||
| Forward exchange contracts designated as cash flow hedges | Accounts payable and other current liabilities | Level 2 | 10 | 6 | ||||||||||||||||
| Forward exchange contracts designated as cash flow hedges | Other long-term liabilities | Level 2 | 1 | 2 | ||||||||||||||||
| Cross-currency rate swap contracts designated as net investment hedges | Other long-term liabilities | Level 2 | 81 | 17 | ||||||||||||||||
| Contingent consideration | Accounts payable and other current liabilities | Level 3 | 6 | — | ||||||||||||||||
| Contingent consideration | Other long-term liabilities | Level 3 | 29 | — | ||||||||||||||||
| Obligation to purchase redeemable noncontrolling interest | Accounts payable and other current liabilities | Level 3 | — | 95 | ||||||||||||||||
| Contingent debt guarantee | Other long-term liabilities | Level 3 | 6 | 15 |
Debt
The Company’s senior notes are recorded at amortized cost but measured at fair value for disclosure purposes. The estimated fair value of senior notes was based on matrix pricing which considers readily observable inputs of comparable securities (Level 2 of the fair value hierarchy). The carrying value of the Company’s foreign lines of credit, commercial paper notes and revolving credit facility borrowings approximates fair value as these instruments have variable interest rates and the Company has not experienced any change to its credit ratings (Level 2 of the fair value hierarchy). The estimated fair value of total debt, excluding finance leases and other financing obligations, was $26.4 billion and $23.2 billion at December 31, 2025 and 2024, respectively, and the carrying value was $26.9 billion and $23.9 billion at December 31, 2025 and 2024, respectively.
Debt Guarantee Arrangements
The Company maintains liabilities for its obligations to perform over the term of its debt guarantee arrangements with the Lending Joint Ventures (see Note 8), which are reported within other long-term liabilities in the consolidated balance sheets. The Company has provided aggregate guarantees of $482 million associated with the debt of the Lending Joint Ventures and is entitled to receive a defined fee in exchange for its guarantee of this indebtedness. The Company has not made any payments under the guarantees, nor has it been called upon to do so, and does not anticipate that the Lending Joint Ventures will fail to fulfill their debt obligations.
The non-contingent component of the Company’s debt guarantee arrangements is recorded at amortized cost, but measured at fair value for disclosure purposes. The carrying value of the Company’s non-contingent liability of $12 million and $21 million approximates the fair value at December 31, 2025 and 2024, respectively (Level 3 of the fair value hierarchy). Such guarantees will be amortized in future periods over the contractual term of the debt. The contingent component of the Company’s debt guarantee arrangements represents the current expected credit losses to which the Company is exposed. The amount of the liability, as reflected within the table above, is estimated based on certain financial metrics of the Lending Joint Ventures and historical industry data, which is used to develop assumptions of the likelihood the guaranteed parties will default and the level
of credit losses in the event a default occurs. The Company recognized $18 million during each of the years ended December 31, 2025 and 2024, and $7 million during the year ended December 31, 2023 within other expense, net in its consolidated statements of income related to its release from risk under the non-contingent guarantees as well as a change in the provision of estimated credit losses associated with the indebtedness of the Lending Joint Ventures.
Other Non-Financial Assets
Certain of the Company’s non-financial assets are measured at fair value on a non-recurring basis, including property and equipment, lease ROU assets, equity securities without a readily determinable fair value, goodwill and other intangible assets, and are subject to fair value adjustment in certain circumstances. Additional information about fair value adjustments recorded on a non-recurring basis during the years ended December 31, 2025, 2024 and 2023 is included in Note 8 to the consolidated financial statements.
11. Leases
Company as Lessee
The Company primarily leases office space, data centers and equipment from third parties. The Company determines if a contract is a lease at inception. A contract contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The lease term begins on the commencement date, which is the date the Company takes possession or obtains control of the asset, and may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Many of the Company’s leases contain renewal options for varying periods, which can be exercised at the Company’s sole discretion. Leases are classified as operating or finance leases based on factors such as the lease term, lease payments, and the economic life, fair value and estimated residual value of the asset. Certain leases include options to purchase the leased asset at the end of the lease term, which is assessed as a part of the Company’s lease classification determination. The Company’s leases have remaining lease terms ranging from one month to 18 years.
The Company uses the right-of-use model to account for its leases. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized on the commencement date based on the present value of lease payments over the lease term. ROU assets are based on the lease liability and are increased by prepaid lease payments and decreased by lease incentives received. For leases where the Company is reasonably certain to exercise a renewal option, such option periods have been included in the determination of the Company’s ROU assets and lease liabilities. Certain leases require the Company to pay taxes, insurance, maintenance and other operating expenses associated with the leased asset. Such amounts are not included in the measurement of the ROU assets and lease liabilities to the extent they are variable in nature. These variable lease costs are recognized as variable lease expenses when incurred. As a practical expedient, lease agreements with lease and non-lease components are accounted for as a single lease component for all asset classes. The Company estimates contingent lease incentives when it is probable that the Company is entitled to the incentive at lease commencement. The Company elected the short-term lease recognition exemption for all leases that qualify. Therefore, leases with a term of 12 months or less are not recorded on the consolidated balance sheets; instead, lease payments are recognized as lease expense on a straight-line basis over the lease term. The depreciable life of the ROU assets and leasehold improvements are limited by the expected lease term unless the Company is reasonably certain of a transfer of title or purchase option. The Company uses its incremental borrowing rate to discount future lease payments in the calculation of the lease liability and ROU asset based on the information available on the commencement date for each lease. The Company’s leases typically do not provide an implicit rate. The determination of the incremental borrowing rate requires judgment and is determined using the Company’s current unsecured borrowing rate, adjusted for various factors such as collateralization, currency and term to align with the terms of the lease.
Lease Balances
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Assets | |||||||||||
| Operating lease assets (1) | $ | 589 | $ | 595 | |||||||
| Finance lease assets (2) | 1,118 | 611 | |||||||||
| Total lease assets | $ | 1,707 | $ | 1,206 | |||||||
| Liabilities | |||||||||||
| Current: | |||||||||||
| Operating lease liabilities (1) | $ | 126 | $ | 116 | |||||||
| Finance lease liabilities (2) | 284 | 209 | |||||||||
| Noncurrent: | |||||||||||
| Operating lease liabilities (1) | 637 | 654 | |||||||||
| Finance lease liabilities (2) | 841 | 417 | |||||||||
| Total lease liabilities | $ | 1,888 | $ | 1,396 |
(1) Operating lease assets are included within other long-term assets, and operating lease liabilities are included within accounts payable and other current liabilities (current portion) and other long-term liabilities (noncurrent portion) in the consolidated balance sheets.
(2)Finance lease assets are included within property and equipment, net and finance lease liabilities are included within short-term and current maturities of long-term debt (current portion) and long-term debt (noncurrent portion) in the consolidated balance sheets.
Components of Lease Cost
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Operating lease cost (1) | $ | 201 | $ | 193 | $ | 185 | |||||||||||
| Finance lease cost: (2) | |||||||||||||||||
| Amortization of right-of-use assets | 278 | 210 | 189 | ||||||||||||||
| Interest on lease liabilities | 59 | 39 | 31 | ||||||||||||||
| Total lease cost | $ | 538 | $ | 442 | $ | 405 |
(1)Operating lease expense is included within cost of processing and services, cost of product and selling, general and administrative expense, dependent upon the nature and use of the ROU asset, in the consolidated statements of income. Operating lease expense includes approximately $55 million, $51 million and $41 million of variable lease costs during the years ended December 31, 2025, 2024 and 2023, respectively.
(2)Finance lease expense is recorded as depreciation and amortization expense within cost of processing and services, cost of product and selling, general and administrative expense, dependent upon the nature and use of the ROU asset, and interest expense, net in the consolidated statements of income.
Supplemental Cash Flow Information
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Cash paid for amounts included in the measurement of lease liabilities: | |||||||||||||||||
| Operating cash flows - operating leases | $ | 128 | $ | 124 | $ | 134 | |||||||||||
| Operating cash flows - finance leases | 59 | 39 | 31 | ||||||||||||||
| Financing cash flows - finance leases | 345 | 264 | 207 | ||||||||||||||
| Right-of-use assets obtained in exchange for lease liabilities: | |||||||||||||||||
| Operating leases | $ | 56 | $ | 105 | $ | 76 | |||||||||||
| Finance leases | 924 | 221 | 279 |
Lease Term and Discount Rate
| December 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| Weighted-average remaining lease term: | |||||||||||
| Operating leases | 9 years | 10 years | |||||||||
| Finance leases | 5 years | 4 years | |||||||||
| Weighted-average discount rate: | |||||||||||
| Operating leases | 3.2 | % | 3.1 | % | |||||||
| Finance leases | 5.2 | % | 5.3 | % |
Maturity of Lease Liabilities
Future minimum rental payments on leases with initial non-cancellable lease terms in excess of one year were due as follows at December 31, 2025:
| (In millions) | |||||||||||
| Year Ending December 31, | Operating Leases (1)(2) | Finance Leases (3) | |||||||||
| 2026 | $ | 148 | $ | 348 | |||||||
| 2027 | 138 | 295 | |||||||||
| 2028 | 116 | 239 | |||||||||
| 2029 | 90 | 205 | |||||||||
| 2030 | 69 | 131 | |||||||||
| Thereafter | 343 | 44 | |||||||||
| Total lease payments | 904 | 1,262 | |||||||||
| Less: Interest | (141) | (137) | |||||||||
| Present value of lease liabilities | $ | 763 | $ | 1,125 |
(1)Operating lease payments include $84 million related to options to extend lease terms that are reasonably certain of being exercised.
(2)Operating lease payments exclude $162 million of legally binding minimum lease payments for leases signed but not yet commenced. Operating leases that have been signed but not yet commenced are for real estate and will commence in 2026 with lease terms up to 21 years.
(3)Finance lease payments exclude $393 million of legally binding minimum lease payments for leases signed but not yet commenced. Finance leases that have been signed but not yet commenced are for equipment and will commence in 2026 with lease terms of up to 7 years.
Company as Lessor
The Company owns certain POS terminal equipment which it leases to merchants. Leases are classified as operating or sales-type leases based on factors such as the lease term, lease payments, and the economic life, fair value and estimated residual value of the asset. The terms of the leases typically range from one month to four years. For operating leases, the minimum lease payments received are recognized as lease income within product revenue on a straight-line basis over the lease term and the leased asset is included in property and equipment, net in the consolidated balance sheets and depreciated over its estimated useful life. For sales-type leases, selling profit is recognized within product revenue at the commencement date of the lease to the extent the fair value of the underlying asset is different from its carrying amount. Selling profit is directly impacted by the Company’s estimate of the amount to be derived from the residual value of the asset at the end of the lease term. The residual value of the asset is computed using various assumptions, including the expected value of the underlying asset at the end of the lease term. Unearned income is recognized as interest income within product revenue over the lease term. For sales-type leases, the Company derecognizes the carrying amount of the underlying leased asset and recognizes a net investment in the leased asset in the consolidated balance sheets. The net investment in a leased asset is computed based on the present value of the minimum lease payments not yet received, along with the present value of the residual value of the asset less unearned interest income.
Components of Lease Income
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Sales-type leases: | |||||||||||||||||
| Selling profit (1) | $ | 92 | $ | 74 | $ | 56 | |||||||||||
| Interest income (2) | 116 | 87 | 81 | ||||||||||||||
| Operating lease income (3) | 236 | 243 | 259 |
(1)Selling profit includes $257 million, $213 million and $160 million recorded within product revenue with a corresponding charge of $165 million, $139 million and $104 million recorded within cost of product in the consolidated statements of income for the years ended December 31, 2025, 2024 and 2023, respectively.
(2)Interest income is included within product revenue in the consolidated statements of income.
(3)Operating lease income includes a nominal amount of variable lease income and is included within product revenue in the consolidated statements of income for each of the years ended December 31, 2025, 2024 and 2023.
Components of Net Investment in Sales-Type Leases
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Minimum lease payments | $ | 582 | $ | 520 | |||||||
| Residual values | 23 | 22 | |||||||||
| Less: Unearned interest income | (197) | (185) | |||||||||
| Net investment in leases (1) | $ | 408 | $ | 357 |
(1)Net investments in leased assets are included within prepaid expenses and other current assets (current portion) and other long-term assets (noncurrent portion) in the consolidated balance sheets.
Maturities of Future Minimum Lease Payment Receivables
Future minimum lease payments receivable on sales-type leases were as follows at December 31, 2025:
| (In millions) | |||||||||||
| Year Ending December 31, | Sales-Type Leases | ||||||||||
| 2026 | $ | 227 | |||||||||
| 2027 | 180 | ||||||||||
| 2028 | 123 | ||||||||||
| 2029 | 48 | ||||||||||
| 2030 | 4 | ||||||||||
| Thereafter | — | ||||||||||
| Total minimum lease payments | $ | 582 |
Lease Payment Receivables Portfolio
The Company accounts for lease payment receivables in connection with POS terminal equipment as a single portfolio. The Company recognizes an allowance for expected credit losses on lease payment receivables at the commencement date of the lease by considering the term, geography and internal credit risk ratings of such lease. The internal credit risk ratings are established based on lessee specific risk factors, such as FICO score, number of years the lessee has been in business and the nature of the lessee’s industry, which are considered indicators of the likelihood a lessee may default in the future. The allowance for estimated credit losses on lease payment receivables was $55 million and $50 million at December 31, 2025 and 2024, respectively.
The Company determines delinquency status on lease payment receivables based on the number of calendar days past due. The Company considers lease payments that are 90 days or less past due as performing. Lease payments that are greater than 90 days past due are placed on non-accrual status in which interest income within product revenue is no longer recognized. Lease payment receivables are fully written off in the period they become delinquent greater than 180 days past due. Lease payment receivables that were determined to be on non-accrual status were nominal at each of December 31, 2025 and 2024.
12. Debt
The Company’s debt consisted of the following:
| December 31, | ||||||||||||||
| (In millions) | 2025 | 2024 | ||||||||||||
| Short-term and current maturities of long-term debt: | ||||||||||||||
| Foreign lines of credit | $ | 762 | $ | 784 | ||||||||||
| Finance lease and other financing obligations | 477 | 326 | ||||||||||||
| Total short-term and current maturities of long-term debt | $ | 1,239 | $ | 1,110 | ||||||||||
| Long-term debt: | ||||||||||||||
| 3.850% senior notes due June 2025 | $ | — | $ | 900 | ||||||||||
| 2.250% senior notes due July 2025 (British Pound-denominated) | — | 661 | ||||||||||||
| 3.200% senior notes due July 2026 | 2,000 | 2,000 | ||||||||||||
| 5.150% senior notes due March 2027 | 750 | 750 | ||||||||||||
| 2.250% senior notes due June 2027 | 1,000 | 1,000 | ||||||||||||
| 1.125% senior notes due July 2027 (Euro-denominated) | 589 | 521 | ||||||||||||
| 5.450% senior notes due March 2028 | 900 | 900 | ||||||||||||
| 2.875% senior notes due June 2028 (Euro-denominated) | 883 | — | ||||||||||||
| 5.375% senior notes due August 2028 | 700 | 700 | ||||||||||||
| 4.200% senior notes due October 2028 | 1,000 | 1,000 | ||||||||||||
| 3.500% senior notes due July 2029 | 3,000 | 3,000 | ||||||||||||
| 4.750% senior notes due March 2030 | 850 | 850 | ||||||||||||
| 2.650% senior notes due June 2030 | 1,000 | 1,000 | ||||||||||||
| 1.625% senior notes due July 2030 (Euro-denominated) | 589 | 521 | ||||||||||||
| 4.550% senior notes due February 2031 | 1,000 | — | ||||||||||||
| 5.350% senior notes due March 2031 | 500 | 500 | ||||||||||||
| 4.500% senior notes due May 2031 (Euro-denominated) | 942 | 835 | ||||||||||||
| 3.000% senior notes due July 2031 (British Pound-denominated) | 709 | 661 | ||||||||||||
| 3.500% senior notes due June 2032 (Euro-denominated) | 912 | — | ||||||||||||
| 5.600% senior notes due March 2033 | 900 | 900 | ||||||||||||
| 5.625% senior notes due August 2033 | 1,300 | 1,300 | ||||||||||||
| 5.450% senior notes due March 2034 | 750 | 750 | ||||||||||||
| 5.150% senior notes due August 2034 | 900 | 900 | ||||||||||||
| 5.250% senior notes due August 2035 | 1,000 | — | ||||||||||||
| 4.000% senior notes due June 2036 (Euro-denominated) | 765 | — | ||||||||||||
| 4.400% senior notes due July 2049 | 2,000 | 2,000 | ||||||||||||
| U.S. dollar commercial paper notes | 326 | 221 | ||||||||||||
| Euro commercial paper notes | 839 | 1,239 | ||||||||||||
| Revolving credit facility | 188 | 115 | ||||||||||||
| Unamortized discount and deferred financing costs | (169) | (150) | ||||||||||||
| Finance lease and other financing obligations | 1,635 | 656 | ||||||||||||
| Total long-term debt | $ | 27,758 | $ | 23,730 |
Annual maturities of the Company’s total debt were as follows at December 31, 2025:
| (In millions) | |||||
| Year Ending December 31, | |||||
| 2026 | $ | 1,239 | |||
| 2027 | 2,804 | ||||
| 2028 | 3,885 | ||||
| 2029 | 3,364 | ||||
| 2030 | 6,037 | ||||
| Thereafter | 11,837 | ||||
| Total principal payments | 29,166 | ||||
| Unamortized discount and deferred financing costs | (169) | ||||
| Total debt | $ | 28,997 |
The Company was in compliance with all financial debt covenants during the year ended December 31, 2025.
Senior Notes
The Company has outstanding $24.9 billion of various fixed-rate senior notes, as described above. The indentures governing the Company’s senior notes contain covenants that, among other matters, limit (i) the Company’s ability to consolidate or merge with or into, or convey, transfer or lease all or substantially all of its properties and assets to, another person, (ii) the Company’s and certain of its subsidiaries’ ability to create or assume liens, and (iii) the Company’s and certain of its subsidiaries’ ability to engage in sale and leaseback transactions. The Company may, at its option, redeem the senior notes, in whole or in part, at any time and from time to time, at the applicable redemption price. Interest on the Company’s U.S. dollar-denominated senior notes is paid semi-annually, while interest on its Euro- and British Pound-denominated senior notes is paid annually. The interest rate applicable to certain of the senior notes is subject to an increase of up to two percent in the event that the credit rating assigned to such notes is downgraded below investment grade.
On August 11, 2025, the Company completed the public offering and issuance of $2.0 billion of senior notes, comprised of $1.0 billion aggregate principal amount of 4.550% senior notes due in February 2031 and $1.0 billion aggregate principal amount of 5.250% senior notes due in August 2035. Interest on these senior notes is paid semi-annually. The Company used the net proceeds from this senior notes offering for general corporate purposes, including the repayment of a portion of the Company’s commercial paper notes and for share repurchases.
On May 7, 2025, Fiserv Funding Unlimited Company, an indirect wholly owned subsidiary of the Company, completed the public offering and issuance of €2.175 billion of senior notes, comprised of €750 million aggregate principal amount of 2.875% senior notes due in June 2028, €775 million aggregate principal amount of 3.500% senior notes due in June 2032 and €650 million aggregate principal amount of 4.000% senior notes due in June 2036. These notes are fully and unconditionally guaranteed on a senior unsecured basis by the Company. Interest on these senior notes is paid annually. The Company used the net proceeds from this senior notes offering for general corporate purposes, including the repayment of a portion of the Company’s commercial paper notes, 3.850% senior notes due in June 2025 and 2.250% senior notes due in July 2025.
On August 12, 2024, the Company completed the public offering and issuance of $1.75 billion of senior notes, comprised of $850 million aggregate principal amount of 4.750% senior notes due in March 2030 and $900 million aggregate principal amount of 5.150% senior notes due in August 2034. Interest on these senior notes is paid semi-annually. The Company used the net proceeds from this senior notes offering for general corporate purposes, including the repayment of a portion of the Company’s commercial paper notes and for share repurchases.
On March 4, 2024, the Company completed the public offering and issuance of $2.0 billion of senior notes, comprised of $750 million aggregate principal amount of 5.150% senior notes due in March 2027, $500 million aggregate principal amount of 5.350% senior notes due in March 2031 and $750 million aggregate principal amount of 5.450% senior notes due in March 2034. Interest on these senior notes is paid semi-annually. The Company used the net proceeds from this senior notes offering for general corporate purposes, including the repayment of a portion of the Company’s commercial paper notes and for share repurchases, and in July 2024, the repayment of a portion of its 2.750% senior notes due in July 2024.
At December 31, 2025, the 3.200% senior notes due in July 2026 were classified in the consolidated balance sheet as long-term, as the Company has the ability to refinance such debt under its revolving credit facility.
Commercial Paper
The Company maintains unsecured U.S. dollar and Euro commercial paper programs. From time to time, the Company may issue under these programs U.S. dollar commercial paper with maturities of up to 397 days from the date of issuance and Euro commercial paper with maturities of up to 183 days from the date of issuance. Outstanding borrowings under the U.S. dollar program were $326 million and $221 million at December 31, 2025 and 2024, with weighted average interest rates of 3.851% and 4.534%, respectively. Outstanding borrowings under the Euro program were $839 million and $1.2 billion at December 31, 2025 and 2024, with weighted average interest rates of 2.210% and 3.115%, respectively. The Company intends to maintain available capacity under its revolving credit facility, as described below, in an amount at least equal to the aggregate outstanding borrowings under its commercial paper programs. Outstanding borrowings under the commercial paper programs are classified in the consolidated balance sheets as long-term as the Company has the intent to refinance this commercial paper on a long-term basis through the continued issuance of new commercial paper upon maturity, and the Company also has the ability to refinance such commercial paper under its revolving credit facility.
Revolving Credit Facility
On August 12, 2025, the Company entered into a new senior unsecured multicurrency revolving credit facility with substantially the same syndicate of banks that were leaders under its prior revolving credit facility, which the Company voluntarily terminated and replaced. The new credit facility matures in August 2030 and provides for a maximum aggregate principal amount of availability of $8.0 billion. Borrowings under the credit facility bear interest at a variable base rate, determined by the term and currency of the borrowing, plus a specified margin based on the Company’s long-term debt rating. Outstanding borrowings under the revolving credit facilities were $188 million and $115 million at December 31, 2025 and 2024, with corresponding interest rates of 4.685% and 5.440%, respectively. The new credit facility also requires the Company to pay a facility fee based on the aggregate commitments in effect under the agreement from time to time. The credit facility contains various restrictions and covenants that require the Company to, among other things, limit its consolidated indebtedness as of the end of each fiscal quarter to no more than 3.75 times the Company’s consolidated net income before interest, taxes, depreciation, amortization, non-cash charges and expenses and certain other adjustments during the period of four fiscal quarters then ended, subject to certain exceptions.
Foreign Lines of Credit
The Company maintains various short-term lines of credit and other borrowing arrangements with foreign banks and alliance partners primarily to fund merchant settlement advances associated with operations in Latin America through the Company’s settlement anticipation program. The following table provides a summary of the outstanding borrowings and weighted average interest rates of the Company’s foreign lines of credit and other borrowing arrangements by country at December 31:
| Outstanding Borrowings (In millions) | Weighted-Average Interest Rate | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Argentina | $ | 282 | $ | 597 | 51.559 | % | 38.470 | % | ||||||||||||||||||
| Brazil | 365 | 94 | 15.482 | % | 12.976 | % | ||||||||||||||||||||
| Uruguay and Other | 115 | 93 | 7.964 | % | 7.014 | % | ||||||||||||||||||||
| Total | $ | 762 | $ | 784 | 27.727 | % | 31.695 | % |
Deferred Financing Costs
Deferred financing costs are amortized as a component of interest expense, net over the term of the underlying debt using the straight-line method. Deferred financing costs related to the Company’s senior notes totaled $114 million and $103 million at December 31, 2025 and 2024, respectively, and are reported as a direct reduction of the related debt instrument in the consolidated balance sheets. Deferred financing costs related to the Company’s revolving credit facility totaled $13 million and $5 million at December 31, 2025 and 2024, respectively, and are reported within other long-term assets in the consolidated balance sheets.
13. Redeemable Noncontrolling Interest
The minority partner in one of the Company’s merchant alliance joint ventures maintained a redeemable noncontrolling 1% interest which was presented outside of equity and carried at its estimated redemption value. The minority partner was entitled to a contractually determined share of the entity’s income, and the joint venture agreement contained redemption features whereby the interest held by the minority partner was redeemable either (i) at the option of the holder or (ii) upon the occurrence of an event that is not solely within the Company’s control.
Effective June 2024, the Company and the merchant alliance joint venture minority partner mutually agreed to terminate the joint venture agreement on September 1, 2024. Under the provisions of the separation agreement, the Company redeemed the minority partner’s membership interest in exchange for a future distribution of certain merchant contracts. The redeemable noncontrolling interest was adjusted in the second quarter of 2024 to reflect the estimated redemption value, with a corresponding adjustment recorded to additional paid-in capital within the consolidated statement of equity. Additionally, as the redeemable noncontrolling interest became mandatorily redeemable, the Company’s obligation to satisfy the purchase of the minority partner’s membership interest was classified as a current liability in the consolidated balance sheet. The distribution of certain merchant contracts for the redemption of the minority partner’s membership interest was settled in the third quarter of 2025, resulting in a gain of $89 million recorded within net gain on sale of business and distribution of other assets in the consolidated statement of income. There was no associated tax impact on this gain. The Company maintains an ongoing relationship with the former minority partner to provide processing and other support services following the termination of the joint venture agreement.
The following table presents a summary of the redeemable noncontrolling interest activity during the year ended December 31, 2024:
| (In millions) | |||||||||||
| Balance at beginning of year | $ | 161 | |||||||||
| Distributions paid to redeemable noncontrolling interest | (13) | ||||||||||
| Share of income | 13 | ||||||||||
| Adjustment to estimated redemption value of redeemable noncontrolling interest | (66) | ||||||||||
| Reclassification to current liability | (95) | ||||||||||
| Balance at end of year | $ | — | |||||||||
14. Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss by component, net of income taxes, consisted of the following:
| (In millions) | Derivatives | Foreign Currency Translation | Pension Plans | Total | ||||||||||||||||||||||
| Year Ended December 31, 2025 | ||||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | (79) | $ | (1,327) | $ | (7) | $ | (1,413) | ||||||||||||||||||
| Other comprehensive income (loss) before reclassifications | (7) | 419 | 2 | 414 | ||||||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive loss | 15 | — | — | 15 | ||||||||||||||||||||||
| Net current-period other comprehensive income | 8 | 419 | 2 | 429 | ||||||||||||||||||||||
| Balance at December 31, 2025 | $ | (71) | $ | (908) | $ | (5) | $ | (984) | ||||||||||||||||||
| Year Ended December 31, 2024 | ||||||||||||||||||||||||||
| Balance at December 31, 2023 | $ | (78) | $ | (688) | $ | (17) | $ | (783) | ||||||||||||||||||
| Other comprehensive loss before reclassifications | (10) | (639) | (88) | (737) | ||||||||||||||||||||||
| Amounts reclassified from accumulated other comprehensive loss | 9 | — | 98 | 107 | ||||||||||||||||||||||
| Net current-period other comprehensive (loss) income | (1) | (639) | 10 | (630) | ||||||||||||||||||||||
| Balance at December 31, 2024 | $ | (79) | $ | (1,327) | $ | (7) | $ | (1,413) |
15. Share-Based Compensation
The Company recognizes the fair value of share-based compensation awards granted to employees in cost of processing and services, cost of product, and selling, general and administrative expense in its consolidated statements of income.
The Company’s share-based compensation awards are typically granted in the first quarter of the year; however, grants may also occur throughout the year, and primarily consist of the following:
*•*Restricted Stock Units and Awards – The Company grants restricted stock units and awards to employees and non-employee directors. Time-based restricted stock units and award grants generally vest over a three-year period. In December 2025, the Company granted discretionary restricted stock units to certain employees, which fully vest after an 18 month period. The Company recognizes compensation expense for restricted stock units and awards based on the market price of its common stock on the grant date over the period during which the units and awards vest.
*•*Performance Share Units – The Company grants performance share units to employees. The number of shares issued at the end of the performance period is determined by the level of achievement of predefined performance goals, including earnings, revenue growth, integration attainment, and shareholder return. The Company recognizes compensation expense on performance share units ratably over the requisite performance period of the award, generally two to five years, to the extent management views the performance goals as probable of attainment. The Company recognizes compensation expense for the fair value of the shareholder return component over the requisite service period of the award.
- Stock Options – The Company may grant stock options to employees and non-employee directors at exercise prices equal to the fair market value of the Company’s stock on the dates of grant. Stock option grants generally vest over a three- or four-year period. All stock options expire ten years from the date of the award. The Company recognizes compensation expense for the fair value of the stock options over the requisite service period of the stock option award.
*•*Employee Stock Purchase Plan – The Company maintains an employee stock purchase plan that allows eligible employees to purchase a limited number of shares of common stock each quarter through payroll deductions at a discount of the closing price of the Company’s common stock on the last business day of each calendar quarter. The employee discount of 5% under the employee stock purchase plan is considered non-compensatory and therefore does not give rise to recognizable compensation cost.
The Company recognized $357 million, $367 million and $342 million of share-based compensation expense during the years ended December 31, 2025, 2024 and 2023, respectively. At December 31, 2025, the total remaining unrecognized compensation cost for restricted stock units and awards and performance share units, net of estimated forfeitures, of $324 million is expected to be recognized over a weighted-average period of 1.8 years. During the years ended December 31, 2025, 2024 and 2023, stock options to purchase 827 thousand, 2.3 million and 2.4 million shares, respectively, were exercised.
Share-Based Compensation Activity
A summary of restricted stock unit, restricted stock award and performance share unit activity during the year ended December 31, 2025 is as follows:
| Restricted Stock Units and Awards | Performance Share Units | |||||||||||||||||||||||||
| Shares (In thousands) | Weighted- Average Grant Date Fair Value | Shares (In thousands) | Weighted- Average Grant Date Fair Value | |||||||||||||||||||||||
| Units and awards - December 31, 2024 | 4,716 | $ | 124.78 | 1,966 | $ | 116.62 | ||||||||||||||||||||
| Granted | 2,103 | 214.39 | 1,115 | 203.92 | ||||||||||||||||||||||
| Forfeited | (371) | 168.42 | (204) | 132.41 | ||||||||||||||||||||||
| Vested | (2,558) | 124.01 | (626) | 111.14 | ||||||||||||||||||||||
| Units and awards - December 31, 2025 | 3,890 | $ | 156.58 | 2,251 | $ | 138.57 |
In conjunction with certain acquisitions, the Company granted restricted stock units with performance vesting provisions to be measured over two and five years, which are presented as performance share units within the table above.
No stock option awards were granted during the years ended December 31, 2025, 2024 and 2023. A summary of stock option activity during the year ended December 31, 2025 is as follows:
| Shares (In thousands) | Weighted- Average Exercise Price | Weighted- Average Remaining Contractual Term (Years) | Aggregate Intrinsic Value (In millions) | ||||||||||||||||||||
| Stock options outstanding - December 31, 2024 | 1,586 | $ | 89.65 | ||||||||||||||||||||
| Exercised | (827) | 88.56 | |||||||||||||||||||||
| Stock options outstanding - December 31, 2025 | 759 | $ | 90.84 | 3.30 | $ | 5 | |||||||||||||||||
| Stock options exercisable - December 31, 2025 | 759 | $ | 90.84 | 3.30 | $ | 5 |
The table below presents additional information related to stock option and restricted stock unit activity:
| (In millions) | 2025 | 2024 | 2023 | |||||||||||||||||
| Total intrinsic value of stock options exercised | $ | 99 | $ | 212 | $ | 177 | ||||||||||||||
| Fair value of restricted stock units and awards vested | 684 | 554 | 267 | |||||||||||||||||
| Income tax benefit from stock options exercised and restricted stock units and awards vested | 131 | 175 | 101 | |||||||||||||||||
| Cash received from stock options exercised | 23 | 56 | 62 |
At December 31, 2025, 15.4 million share-based awards were available for grant under the Amended and Restated Fiserv, Inc. 2007 Omnibus Incentive Plan. Under its employee stock purchase plan, the Company issued 338 thousand, 255 thousand and 346 thousand shares during the years ended December 31, 2025, 2024 and 2023, respectively. At December 31, 2025, there were 22.3 million shares available for issuance under the employee stock purchase plan.
16. Income Taxes
The provision for income taxes is based on income before income taxes and income (loss) from investments in unconsolidated affiliates, as follows:
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| United States | $ | 3,572 | $ | 3,683 | $ | 3,342 | |||||||||||
| Foreign | 692 | 823 | 556 | ||||||||||||||
| Total | $ | 4,264 | $ | 4,506 | $ | 3,898 | |||||||||||
The income tax provision was as follows:
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Components of income tax provision (benefit): | |||||||||||||||||
| Current: | |||||||||||||||||
| Federal | $ | 1,288 | $ | 831 | $ | 913 | |||||||||||
| State | 221 | 242 | 148 | ||||||||||||||
| Foreign | 244 | 230 | 204 | ||||||||||||||
| 1,753 | 1,303 | 1,265 | |||||||||||||||
| Deferred: | |||||||||||||||||
| Federal | (759) | (407) | (380) | ||||||||||||||
| State | (70) | (112) | (12) | ||||||||||||||
| Foreign | (113) | (143) | (119) | ||||||||||||||
| (942) | (662) | (511) | |||||||||||||||
| Income tax provision | $ | 811 | $ | 641 | $ | 754 | |||||||||||
An income tax rate reconciliation pursuant to the disclosure requirements of ASU 2023-09 for the year ended December 31, 2025 is as follows:
| (In millions) | Amount | Percent | ||||||||||||||||||||||||
| U.S. federal statutory income tax rate | $ | 896 | 21.0 | % | ||||||||||||||||||||||
| United States: | ||||||||||||||||||||||||||
| State and local income taxes (1) | 107 | 2.5 | % | |||||||||||||||||||||||
| Effect of cross-border tax laws | 22 | 0.5 | % | |||||||||||||||||||||||
| Tax credits | ||||||||||||||||||||||||||
| Transferable federal tax credits | (96) | (2.3) | % | |||||||||||||||||||||||
| Foreign tax credits | (66) | (1.5) | % | |||||||||||||||||||||||
| Other | (14) | (0.3) | % | |||||||||||||||||||||||
| Nontaxable or nondeductible items | ||||||||||||||||||||||||||
| Excess tax benefit from share-based awards | (55) | (1.3) | % | |||||||||||||||||||||||
| Other | 18 | 0.4 | % | |||||||||||||||||||||||
| Other adjustments | 10 | 0.2 | % | |||||||||||||||||||||||
| Foreign tax effects: | ||||||||||||||||||||||||||
| Other foreign jurisdictions | (14) | (0.3) | % | |||||||||||||||||||||||
| Changes in unrecognized tax benefits | 3 | 0.1 | % | |||||||||||||||||||||||
| Income tax provision | $ | 811 | 19.0 | % |
(1)State and local income taxes in California, Illinois, New Jersey, New York and Pennsylvania comprise the majority (greater than 50%) of the tax effect in this category.
A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows:
| Year Ended December 31, | |||||||||||||||||
| 2024 | 2023 | ||||||||||||||||
| U.S. federal statutory income tax rate | 21.0 | % | 21.0 | % | |||||||||||||
| State income taxes, net of federal effect | 2.6 | % | 2.8 | % | |||||||||||||
| Foreign derived intangibles income deduction | — | % | (0.4) | % | |||||||||||||
| Excess tax benefit from share-based awards | (1.3) | % | (0.8) | % | |||||||||||||
| Sale of businesses and subsidiary restructuring | (0.2) | % | (1.3) | % | |||||||||||||
| Unrecognized tax benefits | — | % | (0.2) | % | |||||||||||||
| Nondeductible executive compensation | 0.3 | % | 0.2 | % | |||||||||||||
| Transferable federal tax credits | (2.3) | % | (1.4) | % | |||||||||||||
| Non-cash impairment charge (see Note 8) | (2.9) | % | — | % | |||||||||||||
| Valuation allowance | (1.0) | % | (0.6) | % | |||||||||||||
| Other, net | (2.0) | % | — | % | |||||||||||||
| Effective income tax rate | 14.2 | % | 19.3 | % |
Pursuant to provisions under the Inflation Reduction Act, the Company purchased transferable federal tax credits during 2025, 2024 and 2023 from various counterparties. Such federal tax credits were purchased at negotiated discounts, resulting in an income tax benefit recorded during each of the years ended December 31, 2025, 2024 and 2023. Receivables associated with transferable federal tax credits are recorded within prepaid expenses and other current assets, and amounts owed to counterparties for the purchased credits are recorded within accounts payable and other current liabilities within the consolidated balance sheets at December 31, 2025 and 2024.
A summary of income taxes paid by jurisdiction pursuant to the disclosure requirements of ASU 2023-09 for the year ended December 31, 2025 is as follows:
| (In millions) | |||||
| United States - Federal | $ | 939 | |||
| United States - State and local | 216 | ||||
| Foreign | 214 | ||||
| Income taxes paid, net of amounts refunded | $ | 1,369 |
Significant components of deferred tax assets and liabilities consisted of the following:
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Accrued expenses | $ | 132 | $ | 167 | |||||||
| Share-based compensation | 80 | 93 | |||||||||
| Net operating loss and credit carry-forwards | 986 | 586 | |||||||||
| Leasing liabilities | 177 | 258 | |||||||||
| Other | 362 | 215 | |||||||||
| Subtotal | 1,737 | 1,319 | |||||||||
| Valuation allowance | (420) | (404) | |||||||||
| Total deferred tax assets | 1,317 | 915 | |||||||||
| Capitalized software development costs | (158) | (219) | |||||||||
| Intangible assets | (1,517) | (1,728) | |||||||||
| Property and equipment | (166) | (278) | |||||||||
| Capitalized commissions | (101) | (108) | |||||||||
| Investments in joint ventures | (250) | (392) | |||||||||
| Leasing right-of-use assets | (139) | (220) | |||||||||
| Other | (355) | (371) | |||||||||
| Total deferred tax liabilities | (2,686) | (3,316) | |||||||||
| Total | $ | (1,369) | $ | (2,401) |
The Company maintained a valuation allowance of $420 million and $404 million at December 31, 2025 and 2024, respectively, against its deferred tax assets. Substantially all of the valuation allowance relates to certain foreign and state net operating loss carryforwards.
Deferred tax assets and liabilities are reported in the consolidated balance sheets as follows:
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Noncurrent assets | $ | 109 | $ | 76 | |||||||
| Noncurrent liabilities | (1,478) | (2,477) | |||||||||
| Total | $ | (1,369) | $ | (2,401) |
Noncurrent deferred tax assets are included in other long-term assets in the consolidated balance sheets at December 31, 2025 and 2024.
Federal, state and foreign net operating loss carryforwards and tax credit carryforwards consisted of the following:
| December 31, | |||||||||||
| (In millions) | 2025 | 2024 | |||||||||
| Net operating loss carryforwards: (1) | |||||||||||
| Federal | $ | 36 | $ | 28 | |||||||
| State | 2,732 | 2,829 | |||||||||
| Foreign | 1,818 | 1,597 | |||||||||
| Tax credit carryforwards (2) | 396 | 43 |
(1)At December 31, 2025, the Company had federal net operating loss carryforwards of $36 million, most of which do not expire, state net operating loss carryforwards of $2.7 billion, most of which expire in 2026 through 2045, and foreign net operating loss carryforwards of $1.8 billion, of which $1.5 billion expire in 2026 through 2045, and the remainder of which do not expire.
(2)At December 31, 2025, the Company had tax credit carryforwards, including transferable federal tax credits, of $396 million, most of which expire in 2026 through 2045.
The Company asserts that its investment in its foreign subsidiaries is intended to be indefinitely reinvested. Undistributed historical and future earnings of its foreign subsidiaries are not considered to be indefinitely reinvested. Should these earnings be distributed in the future in the form of dividends or otherwise, the Company may be subject to foreign or U.S. taxes. The Company has the ability and intent to limit distributions so as to not make a distribution in excess of its investment in those subsidiaries. The Company will continue to monitor its global cash requirements and the need to recognize a deferred tax liability accordingly.
Unrecognized tax benefits were as follows:
| December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Unrecognized tax benefits - Beginning of year | $ | 85 | $ | 84 | $ | 96 | |||||||||||
| Increases for tax positions taken during the current year | 2 | 2 | 2 | ||||||||||||||
| Increases for tax positions taken in prior years | 19 | 4 | 8 | ||||||||||||||
| Decreases for tax positions taken in prior years | — | — | (10) | ||||||||||||||
| Decreases for settlements | — | — | (3) | ||||||||||||||
| Lapse of the statute of limitations | (9) | (5) | (9) | ||||||||||||||
| Unrecognized tax benefits - End of year | $ | 97 | $ | 85 | $ | 84 |
At December 31, 2025, unrecognized tax benefits of $60 million, net of federal and state benefits, would affect the Company’s effective income tax rate if recognized.
The Company classifies interest expense and penalties related to income taxes as components of its income tax provision. The income tax provision included interest expense (benefits) and penalties on unrecognized tax benefits of $(1) million in 2025, $1 million in 2024 and $2 million in 2023. Accrued interest expense and penalties related to unrecognized tax benefits totaled $14 million and $16 million at December 31, 2025 and 2024, respectively.
The Company’s U.S. federal income tax returns for 2020 through 2025, and tax returns in certain states and foreign jurisdictions for 2017 through 2025, remain subject to examination by taxing authorities.
17. Commitments and Contingencies
Litigation and Investigation Matters
In the normal course of business, the Company or its subsidiaries are named as defendants in lawsuits in which claims are asserted against the Company. The Company maintained an accrual of $25 million and $43 million at December 31, 2025 and 2024, respectively, related to its various legal proceedings. The Company’s estimate of the possible range of exposure for various legal proceedings in excess of amounts accrued is $0 million to approximately $160 million. In the opinion of management, the liabilities, if any, which may ultimately result from such legal proceedings are not expected to have a material adverse effect on the Company’s consolidated financial statements.
On July 24, 2025, a federal securities law complaint was filed against the Company and Frank J. Bisignano (the Company’s former Chairman and Chief Executive Officer), Michael P. Lyons, Robert W. Hau (the Company’s former Chief Financial Officer and current Special Advisor), and Kenneth F. Best in the United States District Court for the Southern District of New York. The complaint is brought on behalf of a putative class of purchasers of Company securities from July 22, 2024 to July 24, 2025 and alleges violations of Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”), and Rule 10b-5 thereunder, and Section 20(a) of the Exchange Act. The complaint alleges, among other things, that certain statements made by the Company about the growth of its Clover business management platform were false and/or misleading and led to a decline in the Company’s stock price over the purported class period. On November 17, 2025, lead plaintiffs were appointed in the action and it was assigned the caption In re Fiserv, Inc. Securities Litigation, No. 1:25-cv-06094.
On November 4, 2025 and November 14, 2025, federal securities law complaints were filed against the Company and Messrs. Lyons and Hau in the United States District Court for the Eastern District of Wisconsin. The complaints are brought on behalf of a putative class of purchasers of Company securities from July 23, 2025 to at latest October 29, 2025, and allege violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and Section 20(a) of the Exchange Act. The complaints allege, among other things, that certain statements made by the Company in connection with its second quarter 2025 earnings were false and/or misleading and led to a decline in the Company’s stock price over the purported class period. On February 5, 2026, the actions were consolidated under the caption In re Fiserv, Inc. Securities Litigation, No. 25-cv-1716.
The lead plaintiffs in the New York action have moved in the Wisconsin action seeking, among other things, to intervene and transfer those actions to the Southern District of New York. The motion remains pending.
Between December 10, 2025 and February 3, 2026, derivative complaints were filed by purported Company shareholders Richard Martin, Nathan Silva, and Gary Peterson in the United States District Court for the Eastern District of Wisconsin. On December 30, 2025, Mr. Martin filed an amended derivative complaint. The actions name Messrs. Bisignano and Lyons, and certain other current and former officers and directors of the Company as individual defendants, and the Company as the nominal defendant, and generally allege that certain individual defendants breached their fiduciary duties and violated the Exchange Act in connection with, among other things, factual allegations made in the In re Fiserv, Inc. Securities Litigation actions. The actions also allege that certain individual defendants are liable for trading in Company stock at artificially inflated prices.
The Company has also received demands on the board of directors from purported Company shareholders that the Company pursue certain litigation against certain of its current and former directors and officers alleging, among other things, supposed breaches of duty based on factual allegations made in the In re Fiserv, Inc. Securities Litigation actions. The Company may receive additional demands and these demands may precede derivative actions which name the Company as a nominal defendant.
The defendants have not yet answered or otherwise responded to any of the complaints in these actions. The Company intends to vigorously defend these cases but cannot predict with any degree of certainty the outcome of the suits or determine the extent of any potential liability or damages.
In November 2025, the Company began responding to requests for information from the Enforcement Division of the U.S. Securities and Exchange Commission and the U.S. Attorney’s Office for the Southern District of New York in connection with investigations related to the Company’s 2025 earnings guidance. The Company is cooperating with these investigations.
Electronic Payments Transactions
In connection with the Company’s processing of electronic payments transactions, which are separate and distinct from the settlement payment transactions described in Note 5, funds received from subscribers are invested from the time the Company collects the funds until payments are made to the applicable recipients. These subscriber funds are invested in short-term, highly liquid investments. Subscriber funds, which are not included in the Company’s consolidated balance sheets, can fluctuate significantly based on consumer bill payment and debit card activity and totaled $1.7 billion and $1.3 billion at December 31, 2025 and 2024, respectively.
Indemnifications and Warranties
The Company may indemnify its clients from certain costs resulting from claims of patent, copyright or trademark infringement associated with its clients’ use of the Company’s products or services. The Company may also warrant to clients that its products and services will operate in accordance with identified specifications. From time to time, in connection with sales of businesses, the Company agrees to indemnify the buyers of such businesses for liabilities associated with the businesses that are sold. Payments, net of recoveries, under such indemnification or warranty provisions were not material to the Company’s consolidated financial statements.
18. Related Party Transactions
Merchant Alliances
A portion of the Company’s business is conducted through merchant alliances between the Company and certain financial institutions (see Note 8). A merchant alliance is an agreement between the Company and a financial institution that combines the processing capabilities and management expertise of the Company with the visibility and distribution channel of the financial institution. A merchant alliance acquires credit and debit card transactions from merchants. The Company provides processing and other services to the alliance and charges fees to the alliance based on contractual pricing.
To the extent the Company maintains a controlling financial interest in an alliance, the alliance’s financial statements are consolidated with those of the Company and the related processing fees are treated as an intercompany transaction and eliminated in consolidation. To the extent the Company has significant influence in, but not control of, an alliance, the Company uses the equity method to account for its investment in the alliance. As a result, the processing and other service fees charged to merchant alliances accounted for under the equity method are recognized in the Company’s consolidated statements of income primarily as processing and services revenue. Such fees totaled $90 million, $140 million and $177 million during the years ended December 31, 2025, 2024 and 2023, respectively. No directors or officers of the Company have ownership interests in any of the merchant alliances. The formation of each of these alliances generally involves the Company and the financial institution contributing contracts with merchants to the alliance and a cash payment from one owner to the other to achieve the desired ownership percentage for each. The Company and the financial institution enter into a long-term processing service agreement, which governs the Company’s provision of transaction processing services to the alliance. The Company had approximately $7 million and $21 million of amounts due from unconsolidated merchant alliances included within trade accounts receivable, net in the Company’s consolidated balance sheets at December 31, 2025 and 2024, respectively.
Share Repurchase
On August 7, 2023, the Company entered into a stock purchase agreement with ValueAct Capital Master Fund, L.P., an affiliate of which employed a member of the Company’s board of directors, to repurchase 4.1 million shares of the Company’s common stock for $121.98 per share in a privately negotiated transaction for an aggregate purchase price of $500 million. The repurchase was effected pursuant to an existing repurchase authorization for up to 75.0 million shares of the Company’s common stock approved by the Company’s board of directors on February 22, 2023. The share repurchase was completed on August 8, 2023, and the fair value of the repurchased shares of Company common stock was recorded to treasury stock during the year ended December 31, 2023.
19. Business Segment Information
The Company’s operations are comprised of two reportable segments, the Merchant segment and the Financial segment. The businesses in the Merchant segment provide commerce-enabling products and services to companies of all sizes around the world. These products and services include merchant acquiring and digital commerce services; mobile payment services; security and fraud protection solutions; stored-value solutions; and pay-by-bank solutions. The business lines (operating segments) aggregated within the Merchant segment consist of the following:
*•*Small Business – provides products and services to small businesses and independent software vendors, including Clover®, the Company's POS and business management platform for small business clients
*•*Enterprise – provides products and services to large businesses, including the Company’s integrated omnichannel operating system for enterprise clients
*•*Processing – provides products and services to financial institutions, joint ventures, and other third party resellers which have direct relationships with merchants
The Company distributes the products and services in the Merchant segment businesses through a variety of channels, including direct sales teams, strategic partnerships with agent sales forces, independent software vendors, financial institutions and other strategic partners in the form of joint venture alliances, revenue sharing alliances and referral agreements.
The businesses in the Financial segment provide products and services to financial institution, corporate and public sector clients across the world, enabling the processing of customer loan and deposit accounts, digital payments and card transactions. The business lines (operating segments) aggregated within the Financial segment consist of the following:
*•*Digital Payments – provides debit card processing services; debit network services; security and fraud protection products; bill payment; person-to-person payments; and account-to-account transfers
*•*Issuing – provides credit card processing services; prepaid card processing services; card production services; print services; government payment processing; and student loan processing
*•*Banking – provides customer loan and deposit account processing; digital banking; financial and risk management; professional services and consulting; and check processing
Corporate and Other supports the reportable segments described above, and consists of amortization of acquisition-related intangible assets, unallocated corporate expenses and other activities that are not considered when management evaluates segment performance, such as gains or losses on sales of businesses, certain assets or investments; costs associated with acquisition and divestiture activity; certain services revenue associated with various dispositions; expenses associated with the Company’s transformation initiative focused on operational excellence; and postage reimbursements.
The Company’s Chief Executive Officer, who is also the Company’s chief operating decision maker (“CODM”), assesses segment performance and makes strategic decisions on the allocation of resources. Additionally, the Company’s Chief Executive Officer provides oversight on business leadership and corporate strategy to the executive leadership team, who manages the day to day operations of the various business lines.
The CODM uses reportable segment operating income to evaluate segment performance and allocate resources, primarily during the annual budget and forecasting processes. The CODM regularly reviews variances between forecasted and actual results in assessing earnings, operational efficiency and growth performance, and allocating resources including personnel and capital allocations, to each reportable segment. There are no intersegment revenues contained within the respective reportable segment revenues.
Operating results for each reportable segment were as follows:
| Reportable Segments | |||||||||||||||||
| (In millions) | Merchant | Financial | Total | ||||||||||||||
| Year Ended December 31, 2025 | |||||||||||||||||
| Revenues: | |||||||||||||||||
| Processing and services revenue | $ | 8,866 | $ | 8,013 | |||||||||||||
| Product revenue | 1,274 | 1,651 | |||||||||||||||
| Reportable segment revenue | $ | 10,140 | $ | 9,664 | $ | 19,804 | |||||||||||
| Corporate and Other revenue (1) | 1,389 | ||||||||||||||||
| Total Company revenue | $ | 21,193 | |||||||||||||||
| Expenses: | |||||||||||||||||
| Personnel expenses (2) | 1,385 | 2,025 | |||||||||||||||
| Direct costs (3) | 3,488 | 810 | |||||||||||||||
| Depreciation and amortization expense | 438 | 510 | |||||||||||||||
| Other operating expense (4) | 682 | 490 | |||||||||||||||
| Allocations from Corporate and Other (5) | 645 | 1,449 | |||||||||||||||
| Reportable segment operating income | $ | 3,502 | $ | 4,380 | $ | 7,882 | |||||||||||
| Corporate and Other operating loss (6) | (2,064) | ||||||||||||||||
| Interest expense, net | (1,493) | ||||||||||||||||
| Other expense, net (7) | (61) | ||||||||||||||||
| Income before income taxes and income from investments in unconsolidated affiliates | $ | 4,264 |
| Reportable Segments | |||||||||||||||||
| (In millions) | Merchant | Financial | Total | ||||||||||||||
| Year Ended December 31, 2024 | |||||||||||||||||
| Revenues: | |||||||||||||||||
| Processing and services revenue | $ | 8,557 | $ | 8,065 | |||||||||||||
| Product revenue | 1,074 | 1,412 | |||||||||||||||
| Reportable segment revenue | $ | 9,631 | $ | 9,477 | $ | 19,108 | |||||||||||
| Corporate and Other revenue (1) | 1,348 | ||||||||||||||||
| Total Company revenue | $ | 20,456 | |||||||||||||||
| Expenses: | |||||||||||||||||
| Personnel expenses (2) | 1,298 | 1,949 | |||||||||||||||
| Direct costs (3) | 3,164 | 748 | |||||||||||||||
| Depreciation and amortization expense | 367 | 465 | |||||||||||||||
| Other operating expense (4) | 592 | 367 | |||||||||||||||
| Allocations from Corporate and Other (5) | 649 | 1,463 | |||||||||||||||
| Reportable segment operating income | $ | 3,561 | $ | 4,485 | $ | 8,046 | |||||||||||
| Corporate and Other operating loss (6) | (2,167) | ||||||||||||||||
| Interest expense, net | (1,195) | ||||||||||||||||
| Other expense, net (7) | (178) | ||||||||||||||||
| Income before income taxes and loss from investments in unconsolidated affiliates | $ | 4,506 |
| Reportable Segments | |||||||||||||||||
| (In millions) | Merchant | Financial | Total | ||||||||||||||
| Year Ended December 31, 2023 | |||||||||||||||||
| Revenues: | |||||||||||||||||
| Processing and services revenue | $ | 7,637 | $ | 7,970 | |||||||||||||
| Product revenue | 1,085 | 1,131 | |||||||||||||||
| Reportable segment revenue | $ | 8,722 | $ | 9,101 | $ | 17,823 | |||||||||||
| Corporate and Other revenue (1) | 1,270 | ||||||||||||||||
| Total Company revenue | $ | 19,093 | |||||||||||||||
| Expenses: | |||||||||||||||||
| Personnel expenses (2) | 1,321 | 2,010 | |||||||||||||||
| Direct costs (3) | 2,906 | 780 | |||||||||||||||
| Depreciation and amortization expense | 328 | 404 | |||||||||||||||
| Other operating expense (4) | 564 | 315 | |||||||||||||||
| Allocations from Corporate and Other (5) | 629 | 1,414 | |||||||||||||||
| Reportable segment operating income | $ | 2,974 | $ | 4,178 | $ | 7,152 | |||||||||||
| Corporate and Other operating loss (6) | (2,138) | ||||||||||||||||
| Interest expense, net | (976) | ||||||||||||||||
| Other expense, net (7) | (140) | ||||||||||||||||
| Income before income taxes and loss from investments in unconsolidated affiliates | $ | 3,898 |
(1)Primarily includes postage reimbursements.
(2)Includes compensation and benefit costs of Company employees, as well as expenses paid to third parties for consulting and temporary help, net of capitalized software costs.
(3)Includes cost of goods sold, payments to distribution partners and other reselling costs.
(4)Includes data processing, facility, and marketing costs that are directly charged to the reportable segments. Includes in the Merchant segment a gain of $89 million related to the distribution of certain merchant contracts for the redemption of a minority partner’s
membership interest during the year ended December 31, 2025 (see Note 13).
(5)Represents centrally-managed costs, including sales, technology and administrative expenses, that are allocated to the reportable segments from Corporate and Other and are considered in the CODM’s evaluation of segment performance.
(6)Includes amortization of acquisition-related intangible assets; costs associated with acquisition and divestiture activity; unallocated corporate expenses; expenses associated with the Company’s transformation initiative focused on operational excellence; and gains or losses on sale of business and other assets.
(7)Includes foreign currency transaction gains and losses, gains or losses from a sale or change in fair value of investments in certain equity securities, amounts related to debt guarantee arrangements of certain equity method investments, and non-cash pension plan settlement charges.
Other significant items include:
| Year Ended December 31, | |||||||||||||||||
| (In millions) | 2025 | 2024 | 2023 | ||||||||||||||
| Depreciation and amortization: | |||||||||||||||||
| Merchant (1) | $ | 501 | $ | 429 | $ | 366 | |||||||||||
| Financial (1) | 679 | 628 | 560 | ||||||||||||||
| Corporate and Other (2) | 2,027 | 2,081 | 2,236 | ||||||||||||||
| Total Company | $ | 3,207 | $ | 3,138 | $ | 3,162 | |||||||||||
| Capital expenditures, including capitalized software and other intangibles: | |||||||||||||||||
| Merchant | $ | 570 | $ | 552 | $ | 498 | |||||||||||
| Financial | 682 | 614 | 525 | ||||||||||||||
| Corporate and Other | 511 | 403 | 365 | ||||||||||||||
| Total Company | $ | 1,763 | $ | 1,569 | $ | 1,388 |
(1)Includes amortization associated with commissions, residual buyouts and deferred conversion/implementation costs included within personnel expenses, direct costs and other operating expenses, respectively, in the segment operating results tables above.
(2)Primarily includes amortization of acquisition-related intangible assets, such as customer relationships, software/technology and trade names.
The Company does not evaluate the performance of or allocate resources to its reportable segments using asset data. Long-lived assets, excluding goodwill and other intangibles, within the Company’s international regions comprised approximately 21% and 19% of total consolidated long-lived assets, excluding goodwill and other intangible assets, at December 31, 2025 and 2024, respectively.
Fiserv, Inc.
Schedule II — Valuation and Qualifying Accounts
(In millions)
| Additions | ||||||||||||||||||||||||||||||||
| Description | Balance at Beginning of Period | Charged to Costs and Expenses | Charged to Other Accounts | Deductions | Balance at End of Period | |||||||||||||||||||||||||||
| Year ended December 31, 2025 | ||||||||||||||||||||||||||||||||
| Deferred tax asset valuation allowance | $ | 404 | 22 | 48 | (54) | $ | 420 | |||||||||||||||||||||||||
| Year ended December 31, 2024 | ||||||||||||||||||||||||||||||||
| Deferred tax asset valuation allowance | $ | 467 | 15 | (20) | (58) | $ | 404 | |||||||||||||||||||||||||
| Year ended December 31, 2023 | ||||||||||||||||||||||||||||||||
| Deferred tax asset valuation allowance | $ | 620 | 2 | (125) | (1) | (30) | $ | 467 | ||||||||||||||||||||||||
(1)The decrease in the deferred tax asset valuation allowance is primarily due to subsidiary restructurings.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of Fiserv, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Fiserv, Inc. and subsidiaries (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes and the schedule listed in the Index at Item 8 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 19, 2026, expressed an unqualified opinion on the Company’s internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Revenue — Refer to Note 1 and Note 3 to the financial statements
Critical Audit Matter Description
The Company generates revenue from the delivery of processing, service and product solutions. Revenue is measured based on consideration specified in a contract with a customer, and the Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer, which may be at a point in time or over time. The Company’s revenue consists of a significant volume of transactions sourced from multiple systems and applications. The processing of such transactions and recording of the majority of revenue is system-driven and based on contractual terms with customers. In addition, contract modifications occur when the Company and its customers agree to modify existing customer contracts to change the scope or price (or both) of the contract. Contract modifications also occur when a customer terminates some, or all, of the existing services provided by the Company, which may result in the customer paying a termination fee to the Company based upon the terms in the initial contract. When a contract modification occurs, it requires the Company to exercise judgment to determine if the modification should be accounted for as: (i) a separate contract, (ii) the termination of the original contract and creation of a new contract, or (iii) a cumulative catch-up adjustment to the original contract. Further, contract modifications require the identification and evaluation of the performance obligations of the modified contract,
including the allocation of consideration to the remaining performance obligations and the period of recognition for each identified performance obligation.
We identified the complexity of revenue processing and revenue recognition, including contract modifications, as a critical audit matter because of the increased extent of effort and involvement of professionals in our firm having expertise in information technology (IT) to identify, test, and evaluate the Company’s systems and automated controls and the management judgments necessary to determine the appropriate accounting. This required an increased extent of effort and a high degree of auditor judgment when performing audit procedures to evaluate whether revenue transactions were recognized appropriately.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to revenue recognition included the following, among others:
-
We evaluated management’s significant accounting policies.
-
We tested internal controls within the relevant revenue business processes, including those in place to reconcile the various reports extracted from the IT systems to the Company’s general ledger and those related to the Company’s accounting for contract modifications.
-
With the assistance of professionals in our firm having expertise in IT, we:
◦Identified the relevant systems used to process revenue transactions and tested the general IT controls over each of these systems, including testing of user access controls, change management controls, and IT operations controls.
◦Tested system interface controls and automated controls within the relevant revenue streams, as well as the controls designed to assess the accuracy and completeness of revenue.
-
We developed expectations of revenue at a disaggregated level based on historical transaction volumes and prices and current year volumes. We compared those estimates to revenue recognized by the Company.
-
For a sample of revenue transactions, we tested selected transactions by agreeing the amounts of revenue recognized to source documents and testing the mathematical accuracy of the recorded revenue.
-
We selected a sample of significant contracts and contract modifications and performed the following procedures:
◦Obtained and read the customer contracts.
◦Evaluated whether the contract represented a new contract or a contract modification and, if applicable, assessed the accounting treatment of any modification in scope or price.
◦Tested management’s identification of new or remaining performance obligations.
◦Recalculated the transaction price and assessed the appropriateness of the allocation of consideration to each performance obligation.
◦Performed independent confirmation of certain contracts and underlying contractual terms with customers.
◦Assessed the pattern of delivery for each distinct performance obligation.
Goodwill — Certain reporting units — Refer to Note 1 and Note 7 to the financial statements
Critical Audit Matter Description
The Company’s evaluation of goodwill for impairment involves the comparison of the estimated fair value of each reporting unit to its carrying value. The Company performed, on a quantitative basis, its annual test for goodwill impairment as of October 1, 2025. Subsequently, the Company identified a triggering event in the fourth quarter of 2025 due to a sustained decline in the Company’s stock price, which required a quantitative test for goodwill impairment as of December 31, 2025. The Company determined the fair value of its reporting units using a discounted cash flow model. The determination of fair value using the discounted cash flow model requires management to make significant estimates and assumptions, which include assumptions related to revenue growth rates, operating margin, and discount rates. For all reporting units, the fair values exceeded the carrying values as of the annual and triggering event testing dates and therefore, no impairment was recognized.
As of December 31, 2025, fair values exceeded carrying values by a range of 3.7% to 14.8% for eight of the Company’s reporting units with an aggregate goodwill balance of $18.5 billion. Revenue growth rates, operating margin, and discount rates for these reporting units are sensitive to deterioration in economic and market conditions.
We identified goodwill for these eight reporting units as a critical audit matter because of the significant estimates and assumptions management makes to estimate the fair value of these reporting units and the sensitivity of operations to changes in
economic and market conditions. This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions related to revenue growth, margin growth, and selection of the discount rates.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to revenue growth, margin growth, and the selection of discount rates for eight of the Company’s reporting units included the following, among others:
-
We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those over the determination of the fair value, specifically controls related to management’s forecasts and selection of the discount rates.
-
We evaluated the reasonableness of management’s forecasts by comparing the forecasts to (1) historical results, (2) industry reports containing analyses of the Company’s and its competitors’ products, and (3) forecasted information included in Company press releases as well as in analyst and industry reports of the Company and companies in its peer group.
-
With the assistance of our fair value specialists, we evaluated the discount rates including testing the underlying source information and the mathematical accuracy of the calculations and developing a range of independent estimates and comparing those to the discount rates selected by management.
-
With the assistance of our fair value specialists, we compared the aggregated fair value estimates of the Company’s reporting units to the Company’s market capitalization and evaluated the implied control premium.
/s/ Deloitte & Touche LLP
Milwaukee, Wisconsin
February 19, 2026
We have served as the Company’s auditor since 1985.
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