None.
EXHIBIT INDEX
The documents listed below are filed (or furnished, as noted) as exhibits to this Annual Report on Form 10-K:
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |
| Exhibit Number | | | | | | Description | | | | | | Form* | | | | | | Filing Date | | | | | | Exhibit | | | | | | Filed Herewith | | |
| 3.1 | | | | | | Amended and Restated Certificate of Incorporation of Robinhood Markets, Inc., dated August 2, 2021 (our “Charter”) | | | | | | 8-K | | | | | | 2021-08-02 | | | | | | 3.1 | | | | | | | | |
| 3.2 | | | | | | Amended and Restated Bylaws of Robinhood Markets, Inc., dated December 14, 2022 (our “Bylaws”) | | | | | | 8-K | | | | | | 2022-12-16 | | | | | | 3.1 | | | | | | | | |
| 4.1 | | | | | | Form of Class A Common Stock Certificate of Robinhood Markets, Inc. | | | | | | S-1/A | | | | | | 2021-07-19 | | | | | | 4.1 | | | | | | | | |
| 4.2 | | | | | | Form of ten-year Warrant to Purchase Stock of Robinhood Markets, Inc., issued to multiple investors on February 12, 2021 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 4.2 | | | | | | | | |
| 4.3 | | | | | | Description of Robinhood Securities Registered Under Section 12 of the Exchange Act | | | | | | 10-K | | | | | | 2022-02-24 | | | | | | 4.3 | | | | | | | | |
| 10.1(a) | | | | | | Form of Indemnification Agreement between Robinhood Markets, Inc. and, separately, each of its directors and executive officers (other than VC Fund Affiliated Directors) | | | | | | S-1/A | | | | | | 2021-07-19 | | | | | | 10.1 | | | | | | | | |
| 10.1(b) | | | | | | Form of Indemnification Agreement (VC Fund-Affiliated Directors) | | | | | | 10-Q | | | | | | 2022-05-06 | | | | | | 10.1 | | | | | | | | |
| 10.2† | | | | | | Underwriting Agreement, dated July 28, 2021, between Robinhood Markets, Inc., as the issuer, and Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.3 | | | | | | | | |
| 10.3+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Jason Warnick, dated November 8, 2018 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.6 | | | | | | | | |
| 10.4†+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Daniel Gallagher, as amended and restated on December 15, 2020 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.7 | | | | | | | | |
| 10.5†+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Paula Loop, dated May 14, 2021 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.8 | | | | | | | | |
| 10.6†+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Jonathan Rubinstein, dated May 14, 2021 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.9 | | | | | | | | |
| 10.7†+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Robert Zoellick, dated May 14, 2021 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.10 | | | | | | | | |
| 10.8 | | | | | | Exchange Agreement, dated July 26, 2021 between Robinhood Markets, Inc., Baiju Bhatt, Vladimir Tenev, and certain of his related entities | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.8 | | | | | | | | |
| 10.9 | | | | | | Form of Equity Exchange Right Agreement, entered into on July 26, 2021 between Robinhood Markets, Inc. and, separately, (a) Baiju Bhatt and (b) Vladimir Tenev | | | | | | S-1/A | | | | | | 2021-07-19 | | | | | | 10.13 | | | | | | | | |
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| 10.10(a) | | | | | | Voting Agreement, dated July 26, 2021, among Robinhood Markets, Inc., Baiju Bhatt, Vladimir Tenev, and certain related entities | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.10 | | | | | | | | |
| 10.10(b) | | | | | | Joinder Agreement, dated December 13, 2021 by Bhatt Family LLC, becoming party to the Voting Agreement, dated July 26, 2021, among Robinhood Markets. Inc., Baiju Bhatt, Vladimir Tenev, and certain related entities | | | | | | 10-Q | | | | | | 2022-05-06 | | | | | | 10.2 | | | | | | | | |
| 10.11(a)†+ | | | | | | Robinhood Markets, Inc. 2020 Equity Incentive Plan, as amended on June 18, 2020 and form grant notices and award agreements thereunder | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.2 | | | | | | | | |
| 10.11(b)+ | | | | | | Second Amendment to the Robinhood Markets, Inc. 2020 Equity Incentive Plan, dated March 10, 2021 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.4 | | | | | | | | |
| 10.11(c)+ | | | | | | Third Amendment to the Robinhood Markets, Inc. 2020 Equity Incentive Plan, dated May 26, 2021 | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.5 | | | | | | | | |
| 10.11(d)+ | | | | | | Form of 2021 Market-Based RSU Award, dated May 26, 2021, between Robinhood Markets, Inc. and, separately (a) Baiju Bhatt and (b) Vladimir Tenev | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.17 | | | | | | | | |
| 10.11(e)+ | | | | | | Form of RSU Agreement for Non-Employee Directors (including the Notice of Grant) under the 2020 Plan | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.18 | | | | | | | | |
| 10.12(a)†+ | | | | | | Robinhood Markets, Inc. Amended and Restated 2013 Stock Plan and form grant notices and award agreements thereunder | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.3 | | | | | | | | |
| 10.12(b)+ | | | | | | Form of Notice of Time-Based Restricted Stock Unit Award and Restricted Stock Unit Agreement under the Robinhood Markets, Inc. Amended and Restated 2013 Stock Plan for Vladimir Tenev and Baiju Bhatt | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.15 | | | | | | | | |
| 10.12(c)+ | | | | | | Form of 2019 Market-Based RSU Award, as amended and restated on May 26, 2021, between Robinhood Markets, Inc. and, separately (a) Baiju Bhatt and (b) Vladimir Tenev | | | | | | S-1 | | | | | | 2021-07-01 | | | | | | 10.16 | | | | | | | | |
| 10.13(a)+ | | | | | | Robinhood Markets, Inc. 2021 Omnibus Incentive Plan (the “2021 Plan”) | | | | | | S-8 | | | | | | 2021-07-29 | | | | | | 99.1 | | | | | | | | |
| 10.13(b)+ | | | | | | Form of Restricted Stock Unit Agreement for Employees and Non-Employee Directors (including the Notices of Grant) under the 2021 Plan | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.16 | | | | | | | | |
| 10.13(c)+ | | | | | | Form of Fully Vested Stock Award Agreement for Non-Employee Directors (including the Notice of Grant) under the 2021 Plan | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.17 | | | | | | | | |
| 10.13(d)+ | | | | | | Form of Option Agreement for Employees and Non-Employee Directors (including the Notices of Grant) under the 2021 Plan | | | | | | 10-K | | | | | | 2022-02-24 | | | | | | 10.15(d) | | | | | | | | |
| 10.14(a)+ | | | | | | Robinhood Markets, Inc. 2021 Employee Share Purchase Plan (the “ESPP”) | | | | | | S-8 | | | | | | 2021-07-29 | | | | | | 99.2 | | | | | | | | |
| 10.14(b)+ | | | | | | Forms of ESPP Subscription Agreement and Notice of Withdrawal | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.19 | | | | | | | | |
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| 10.15(a)+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Gretchen Howard, dated November 16, 2018 | | | | | | 10-Q | | | | | | 2022-05-06 | | | | | | 10.3 | | | | | | | | |
| 10.15(b)+ | | | | | | Letter Agreement, dated March 15, 2023, between Gretchen Howard and Robinhood Markets, Inc. | | | | | | 8-K | | | | | | 2023-03-15 | | | | | | 10.1 | | | | | | | | |
| 10.16+ | | | | | | Form of Stock Option Agreement for Employees and Non-Employee Directors (including Notices of Grant) under the Robinhood Markets, Inc. 2021 Omnibus Incentive Plan | | | | | | 10-Q | | | | | | 2022-05-06 | | | | | | 10.6 | | | | | | | | |
| 10.17 | | | | | | Amended and Restated Credit Agreement, dated as of April 11, 2022, among Robinhood Securities, LLC, as borrower, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent | | | | | | 8-K | | | | | | 2022-04-14 | | | | | | 10.1 | | | | | | | | |
| 10.18+ | | | | | | Form of Restricted Stock Unit Cancellation Agreement, dated February 3, 2023 between Robinhood Markets, Inc. and separately, (a) Vladimir Tenev and (b) Baiju Bhatt | | | | | | 8-K | | | | | | 2023-02-08 | | | | | | 10.1 | | | | | | | | |
| 10.19 | | | | | | Second Amended and Restated Credit Agreement dated as of March 24, 2023, among Robinhood Securities LLC,as borrower, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent | | | | | | 8-K | | | | | | 2023-03-24 | | | | | | 10.1 | | | | | | | | |
| 10.20 | | | | | | Share Purchase Agreement, dated as of August 30, 2023, by Robinhood Markets, Inc, as purchaser, and the United States Marshals Service, for and on behalf of the United States | | | | | | 8-K | | | | | | 2023-09-01 | | | | | | 10.1 | | | | | | | | |
| 10.21 | | | | | | Third Amended and Restated Credit Agreement, dated as of March 22, 2024, among Robinhood Securities LLC, as borrower, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent | | | | | | 8-K | | | | | | 2024-03-22 | | | | | | 10.1 | | | | | | | | |
| 10.22+ | | | | | | Robinhood Markets, Inc. Change in Control and Severance Plan for Key Employees | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.23(a)+ | | | | | | Offer Letter between Robinhood Markets, Inc. and Steve Quirk, dated July 13, 2021 | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.23(b)+ | | | | | | Amended Offer Letter between Robinhood Markets, Inc. and Steve Quirk, dated November 18, 2021 | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.23(c)+ | | | | | | Amended Offer Letter between Robinhood Markets, Inc. and Steve Quirk, dated January 7, 2022 | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.24 | | | | | | Offer Letter between Robinhood Markets, Inc. and Jeff Pinner, dated July 24, 2024 | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 19.1 | | | | | | Robinhood Markets, Inc. Confidential Information and Insider Trading Policy | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 21.1 | | | | | | Subsidiaries of Robinhood Markets, Inc. | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 23.1 | | | | | | Consent of Independent Registered Public Accounting Firm | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 24.1 | | | | | | Power of Attorney (included in signature pages hereto) | | | | | | | | | | | | | | | | | | | | | | | | X | | |
- File number is 001-40691 except that the S-1 (and S-1/A) file number is 333-257602 and the S-8 file number is 333-258250.
+ Indicates a management contract or compensatory plan.
† Certain schedules and exhibits have been omitted pursuant to Rule 601(a)(5) of Regulation S-K under the Securities Act. A copy of any omitted schedule or exhibit will be furnished to the SEC upon request.
‡ The certifications attached as Exhibits 32.1 and 32.2 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Robinhood Markets, Inc. under the Securities Act or the Exchange Act, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in Menlo Park, California, on February 18, 2025.
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| Robinhood Markets, Inc. | | | | | |
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| By: | | | /s/ Vladimir Tenev | | |
| Name: | | | Vladimir Tenev | | |
| Title: | | | Chief Executive Officer and President | | |
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| By: | | | /s/ Jason Warnick | | |
| Name: | | | Jason Warnick | | |
| Title: | | | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | | |
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Vladimir Tenev and Jason Warnick, jointly and severally, his or her attorney-in-fact, with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
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| | | Signature | | | | | | Title | | | | | | Date | | |
| By: | | | /s/ Vladimir Tenev | | | | | | Chief Executive Officer, President, and Director | | | | | | February 18, 2025 | | |
| | | Vladimir Tenev | | | | | | | | | | | | | | |
| By: | | | /s/ Jason Warnick | | | | | | Chief Financial Officer | | | | | | February 18, 2025 | | |
| | | Jason Warnick | | | | | | (Principal Financial Officer and Principal Accounting Officer) | | | | | | | | |
| By: | | | /s/ Baiju Bhatt | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Baiju Bhatt | | | | | | | | | | | | | | |
| By: | | | /s/ Paula Loop | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Paula Loop | | | | | | | | | | | | | | |
| By: | | | /s/ Jonathan Rubinstein | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Jonathan Rubinstein | | | | | | | | | | | | | | |
| By: | | | /s/ Meyer Malka | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Meyer Malka | | | | | | | | | | | | | | |
| By: | | | /s/ Robert Zoellick | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Robert Zoellick | | | | | | | | | | | | | | |
| By: | | | /s/ Dara Treseder | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Dara Treseder | | | | | | | | | | | | | | |
| By: | | | /s/ Susan Segal | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Susan Segal | | | | | | | | | | | | | | |
| By: | | | /s/ Christopher Payne | | | | | | Director | | | | | | February 18, 2025 | | |
| | | Christopher Payne | | | | | | | | | | | | | | |