Robinhood Markets (HOOD) 10-K risk factor changes: FY2025 vs FY2024

You should carefully consider the risks and uncertainties described below, as well as the other information included in this Annual Report, including our consolidated financial statements and the related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Our [removed: business,*][added: business, financial condition, results of operations, and prospects could be materially and adversely affected by any of these risks or uncertainties.]

[removed: - *Factors] [added: Factors] that affect transaction-based revenue [removed: —] [added: -] such as reduced spreads in securities pricing, reduced levels of trading activity generally, changes in our business relationships with or disruption in the services provided [removed: by* *market makers,] [added: by Liquidity Providers,] and any new regulation of, or any bans on, PFOF and similar practices [removed: —] [added: -] might result in reduced profitability, increased compliance costs, and negative [removed: publicity.*][added: publicity.]

- *Unfavorable media coverage and other events that harm our brand and reputation [removed: could] [added: have in the past, and may in the future,] adversely affect our revenue and the size, engagement, and loyalty of our customer base.*

- *We [removed: are incorporating] [added: continue to incorporate] AI technologies into some of our products and processes.

- *If we do not maintain the net capital levels required by regulators, our broker-dealer business may be [removed: restricted] [added: restricted,] and we may be fined or subject to other disciplinary or corrective actions.*

Fluctuations in the price of various cryptocurrencies might cause uncertainty in the market and could negatively impact trading volumes of cryptocurrencies, and we may not effectively identify, prevent or mitigate cryptocurrency market risks, any of which would adversely affect the success of our business, financial condition and results of [removed: operations.*][added: operations.]

- *In the [removed: United States,] [added: U.S.,] any particular cryptocurrency’s status as a “security” is subject to a high degree of uncertainty and if we have not properly characterized one or more cryptocurrencies, we might be subject to regulatory scrutiny, investigations, fines, and other penalties.*

[removed: *•Our support for] [added: Our] Crypto Transfers, [added: crypto staking and lending,] Robinhood Wallet, [removed: Robinhood Connect, the Robinhood Cash Card, Robinhood Credit, Spending Account,] and [removed: other payments and spending services increases the risk that our platforms] [added: Robinhood Connect features] could [removed: be exploited to facilitate illegal payments, potentially resulting] [added: result] in loss of customer assets, customer disputes, and other liabilities, which could harm our reputation and adversely impact trading volumes and transaction-based [removed: revenues.*][added: revenues.]

However, the circumstances that accelerated the growth of our business in the past, including an extended period of general macroeconomic growth in the U.S., as well as growth in the financial services and technology industries, [removed: have slowed in recent years and] may not exist in the future.

[removed: If] [added: Our revenue growth rate has declined in the past and if] our revenue growth rate [removed: continues] [added: were] to [removed: decline,] [added: decline in the future,] investors’ perceptions of our business and the trading price of our Class A common stock could be adversely affected.

[removed: For example, we] have undertaken multiple [removed: restructurings] [added: restructurings, and] in [removed: recent years, including] [added: the past, have implemented] significant workforce [removed: reductions,] [added: reductions] and [added: have] scaled back hiring plans.

While these steps were taken to improve operational efficiency, there can be no assurance [added: that further restructuring or workforce reductions will not be necessary in the future.]

From time to [removed: time] [added: time,] we have reduced our staff in certain departments as we saw increased productivity and opportunities for greater efficiency under a leaner operating model while continuing to deliver great service and innovation for our customers.

Such efforts to control costs have in the past resulted, and might in the future [removed: continue to] result in reduced productivity and deteriorating workforce morale, which can cause our business initiatives to suffer.

However, [removed: if] [added: as] market conditions improve, we also face a risk that renewed business growth could strain our existing resources, or that we are not able to effectively scale up in response, and we could experience ongoing operating difficulties in managing our business across numerous jurisdictions, including difficulties in hiring, training, and managing a dispersed employee base.

Additionally, as our business operations continue to expand, we have had and may continue to have difficulties meeting customer demand and [removed: expectations.][added: expectations or face challenges with respect to new offerings or services we have not previously provided or have previously provided in a different capacity or smaller scale.]

Factors contributing to quarterly fluctuations [added: have included and] could [added: in the future] include, among others:

[removed: - *volatility in the market generally or the occurrence of so-called “meme” trading in equities, options, cryptocurrencies, or futures (which includes options on futures,] [added: *futures and] swaps, [added: including cleared swaps] and event contracts (“Futures”)) which can cause our trading volumes to fluctuate;*

- *the timing and amount of non-cash expenses, such as [removed: share-based compensation (“SBC”)] [added: SBC] and asset impairments;*

- *the success of our expansion into new markets or [removed: acquisitions;*][added: acquisitions;*]

- *the impacts of public health threats (including pandemics such as COVID-19), unemployment, and [removed: inflation; and*][added: inflation;*]

[removed: Factors] [added: - *Factors] that affect transaction-based revenue [removed: —] [added: -] such as reduced spreads in securities pricing, reduced levels of trading activity generally, changes in our business relationships with or disruption in the services provided by [removed: market makers,] [added: Liquidity Providers (as defined below),] and any new regulation of, or any bans on, PFOF and similar practices [removed: —] [added: -] might result in reduced profitability, increased compliance costs, and negative [removed: publicity.][added: publicity.*]

A large portion of our revenue is transaction-based, in that we receive consideration in exchange for routing our users’ equity, option, and cryptocurrency trade orders to market [removed: makers] [added: makers, wholesalers and other liquidity providers (together, the “Liquidity Providers”)] for execution.

With respect to equities and options trading, such fees are known as payment for order flow, or “PFOF.” With respect to cryptocurrency trading, currently we receive “Transaction Rebates.” Our transaction-based revenue is sensitive to and dependent on trading volumes and therefore tends to decline during periods in [added: which we experience decreased levels of trading generally.]

Computer-generated buy/sell programs and other technological advances and regulatory changes in the marketplace might continue to tighten spreads on transactions, which could also lead to a decrease in our PFOF earned from [removed: market makers.][added: Liquidity Providers.]

For example, the [removed: SEC’s recently] [added: SEC] adopted final rules [added: in 2024] (the “September 2024 Final Rules”) to, among other things, adopt an additional minimum pricing increment, or “tick size,” for the quoting of certain [removed: national market system (“NMS”)] [added: NMS] stocks under Rule 612 of Regulation NMS, reduce the access fee caps for protected quotations under Rule 610 of Regulation NMS and enhance the transparency of better priced orders.

The quote transparency rules will make the information about smaller-sized orders publicly available and result in the contraction of spreads across several securities, which we expect [removed: will] [added: could] lead to a decrease in the PFOF earned from such orders once the [removed: rules go into effect in November 2025.][added: securities information processors (“SIPs”) begin dissemination of information incorporating the new round lot and odd-lot definitions (starting on May 1, 2026), followed by an August 1, 2026 compliance date for the Rule 605 execution quality report amendments.]

In addition, the regulatory [added: and legislative] landscape involving cryptocurrencies is subject to change and is experiencing rapid evolution, and future regulatory actions or policies, including for instance, the assertion of jurisdiction by domestic and foreign regulators and governments over cryptocurrency and cryptocurrency markets, could reduce demand for cryptocurrency trading and might materially decrease our revenue derived from Transaction Rebates in absolute terms and as a proportion of our total revenues.

[removed: In addition, to] [added: To] the extent that the SEC or a court asserts or determines that any cryptocurrencies supported by our RHC [removed: platform] [added: or Bitstamp US platforms] are securities, [removed: we might not continue] [added: that assertion or determination could prevent us from continuing] to facilitate trading of those cryptocurrencies [removed: in the U.S.] (including ceasing support for [removed: certain] such cryptocurrencies on our RHC [removed: platform)] or [removed: it might cause us to proactively remove certain cryptocurrencies from our RHC platform because they share similarities with such cryptocurrencies.][added: Bitstamp US platforms) or offering those services.]

*Risks Related to our Business Relationships with [removed: Market Makers*][added: Liquidity Providers*]

Our PFOF and Transaction Rebate arrangements with [removed: market makers] [added: Liquidity Providers] are a matter of practice and business understanding and are often not documented under binding contracts (as is generally the case with [removed: market makers] [added: Liquidity Providers] in equities and options).

If any [removed: market makers] [added: Liquidity Providers] were unwilling to continue to receive orders from us or to pay us for those orders (including, for example, as a result of unusually high volatility), we might have little to no recourse and, if there are no other [removed: market makers] [added: Liquidity Providers] that are willing to receive such orders from us or to pay us for such orders, or if we are unable to find replacement [removed: market makers] [added: Liquidity Providers] in a timely manner, our transaction-based revenue would be negatively impacted.

[removed: This risk is particularly heightened] [added: With respect to cryptocurrencies,] for [removed: cryptocurrencies because] [added: instance,] fewer [removed: market makers] [added: Liquidity Providers] are currently able to execute cryptocurrency trades.

[added: For instance, in May 2023, two prominent Liquidity Providers announced their respective decisions to limit their offerings in cryptocurrency trading within the U.S.] Although we have established relationships with third-party [added: cryptocurrency] exchanges that may provide additional access to [removed: market makers] [added: Liquidity Providers] that are able to execute cryptocurrency trades, without additional [removed: market makers] [added: Liquidity Providers] supporting cryptocurrencies entering the industry in the [removed: United States, the] [added: U.S., there is a] risk that we may be unable to find suitable [removed: market makers] [added: Liquidity Providers] to support [removed: cryptocurrencies is increasingly heightened.][added: cryptocurrencies.]

Additionally, this risk is heightened for brokerage orders executed outside of regular market hours through Robinhood 24 Hour Market, as currently [removed: all] brokerage trades executed overnight [added: primarily] are routed through one [removed: market maker — Virtu Financial, Inc. (“Virtu”).][added: Liquidity Provider - Virtu.]

If Virtu becomes unwilling or unable to do business with us in the future, we may be unable to find additional [removed: market makers] [added: Liquidity Providers] to support Robinhood 24 Hour Market, which could negatively impact our transaction-based revenue.

Furthermore, if any of our [removed: market makers] [added: Liquidity Providers] decide to alter our [added: given] fee [removed: structure,] [added: arrangement,] our transaction-based revenue could significantly decrease.

Additionally, disruptions in the services provided by [removed: market makers, whether] [added: Liquidity Providers, whether, for example,] due to technical malfunctions, operational mishaps, [removed: or] financial instability of the [removed: market makers,] [added: Liquidity Providers,] or external factors such as regulatory changes or market volatility, have in the past, and may in the future impair our ability to execute our [removed: client's] [added: client’s] orders.

Should a [removed: market maker] [added: Liquidity Provider] experience downtime or diminished performance, particularly during peak trading hours, our ability to execute customer orders could be [removed: compromised and could have an adverse impact on our business, financial condition, and results of operations.]

[added: In recent years,] PFOF practices have drawn heightened scrutiny from the U.S. Congress, the SEC, state regulators, and other regulatory and legislative authorities.

- *Rothera, owned and operated as a joint venture with SIG, operates a futures and derivatives exchange and clearinghouse through its subsidiary, Rothera E&C.

We do not wholly own or operationally control Rothera and its subsidiaries, and actions taken by Rothera and its subsidiaries could adversely affect our business, financial condition, results of operations, and reputation.*

- *Our ability to offer event contracts is subject to the outcome of currently ongoing and potential future regulatory enforcement actions and litigation, as well as potential changes in federal or state law, that could immediately or subsequently prevent us from offering, or continuing to offer, event contracts.*

- *If the SEC, a state regulator or a private litigant alleges that staking services we offer in the U.S. involve unregistered offers and sales of securities or unregistered securities broker-dealer activity in violation of the Securities Act, the Exchange Act or applicable state laws or regulations, and the courts agree with such plaintiff, we may be required to cease our staking activities and may be subject to monetary and other penalties.*

- *Our introduction of Robinhood Stock Tokens in the EEA may expose us to significant regulatory, litigation, contractual, operational, and reputational risks.*

For example, we

For instance, as a result of our acquisition of Bitstamp in June 2025, we now provide additional cryptocurrency products and services to institutional customers both in parts of the U.S. and internationally, including products and services such as on-exchange lending, off-exchange settlement, post-trade settlement, and perpetual futures.

These offerings to certain institutional clients expose us to risks we have not historically faced at scale, including credit risk, regulations and laws.

- *volatility in the market, whether generally or as a result of certain or anticipated events (such as developments with respect to tariffs and trade policy shifts), or the occurrence of so-called “meme” trading in equities, options, cryptocurrencies, or futures (which includes options on*

- *changes in domestic or global business or macroeconomic conditions, including as a result of tariffs and trade policy shifts, geopolitical conflicts, banking instability, or responses to these events; and*

On September 30, 2025 and October 31, 2025, the SEC granted temporary exemptive relief from certain compliance dates adopted under the September 2024 Final Rules, including those relating to amended Rule 605 reporting, rules related to the requirement that exchange fees be determinable at the time of execution and the rules related to minimum pricing increments and access fee caps, which extended the effective dates to February, August, and November of 2026 respectively.

compromised and could have an adverse impact on our business, financial condition, and results of operations.

Developments in any proposals related to the regulation

For instance, the SEC previously proposed rules relating to best execution requirements in December 2022 but formally withdrew them in June 2025.

These amendments, which require broker-dealer compliance by June 2026, will increase the operational complexity and burden related to such calculations and funding.

Further, RHEU and Bitstamp Europe S.A., are licensed crypto asset service providers under the EU’s MiCA, the provisions of which went into effect as of December 30, 2024.

Among other requirements,

RHEU and Bitstamp Europe S.A. are subject to mandatory capital requirements that vary based on the services we provide.

Failure to meet these capital requirements or any future increases to these requirements could limit our ability to obtain or maintain authorization, constrain operational flexibility, or result in penalties or sanctions.

For example, in May 2025, the UK’s FCA published three papers which announced new proposals for certain aspects of the prudential requirements for crypto firms.

These proposals are largely modelled on the requirements for investment firms and, if adopted, would, among other requirements, require authorized crypto asset firms to hold a required minimum amount of regulatory capital.

In particular, any increase in capital or liquidity requirements under the proposed FCA regime could reduce available liquidity and constrain flexibility in Bitstamp’s operations.

If adopted, these regulations could also limit our ability to obtain or maintain authorization, constrain operational flexibility, affect our ability to raise capital or result in penalties or sanctions.

Conversely, significant upturns in such markets or

This competition is likely to increase further due to ongoing changes in U.S. immigration policies and enforcement practices, particularly given the foreign national employee population from which we and other companies hire for these positions, and is likely to present increased challenges to attracting, integrating or retaining qualified personnel.

In connection with such acquisitions, we have encountered and may encounter in the future challenges in successfully integrating the acquired personnel, operations, products, and technologies, including in connection with our recent acquisitions of TradePMR and Bitstamp, and have and may have in the future difficulty effectively managing the combined business following such acquisitions.

Rothera, owned and operated as a joint venture with SIG, operates a futures and derivatives exchange and clearinghouse through its subsidiary, Rothera E&C.

We do not wholly own or operationally control Rothera and its subsidiaries, and actions taken by Rothera and its subsidiaries could adversely affect our business, financial condition, results of operations, and reputation.

On November 19, 2025, Robinhood invested in Rothera, a joint venture established to operate an independent and institutional-grade futures and derivatives exchange and clearinghouse.

On January 20, 2026, Rothera acquired 90% of the issued and outstanding equity of Rothera E&C, a CFTC-licensed DCM, DCO, and SEF to accelerate delivery of futures and derivative product offerings, including prediction markets.

Rothera is an independent entity with its own management team and employees responsible for the day-to-day operations of the joint venture.

While Robinhood is entitled to designate a majority of the members of the board of directors of Rothera and one representative to serve on the board of directors of Rothera E&C, and expects to exercise governance control at Rothera’s board level and as otherwise set forth in Rothera’s governance documents, we will not have decision-making authority over all operational, strategic, or commercial decisions made by Rothera or any of its subsidiaries, and certain decisions may be subject to applicable regulatory requirements or require the consent of SIG and other holders of the equity of Rothera and its subsidiaries, any of whom may have economic or other business interests that are inconsistent with ours.

Although we do not own a majority of Rothera’s equity interests and Rothera’s day-to-day operations are conducted by its management team, we designate the majority of the members of its board of directors which exercises governance control over Rothera, and thus consolidate the financial results of

Rothera and its subsidiaries into our consolidated financial statements.

As a result, any failure by Rothera or its subsidiaries to operate effectively, comply with applicable laws or regulations, maintain adequate internal controls, manage liquidity or capital requirements, or successfully execute their business strategy, could adversely affect our business, financial condition, results of operations, and reputation.

We also face

Furthermore, the U.S. Congress continues to consider potential legislation relating to digital assets and cryptocurrencies.

For example, on July 17, 2025, the House of Representatives passed the CLARITY Act, which seeks to provide for a system of regulation of the offer and sale of digital assets by the SEC and CFTC and establish a provisional registration regime.

The CLARITY Act is currently under consideration by the U.S. Senate, where the Senate Committee on Banking, Housing, and Urban Affairs released preliminary discussion drafts on July 22, 2025, September 5, 2025, and January 12, 2026, of its proposed “Digital Asset Market Clarity Act” that builds upon the CLARITY Act.

On January 29, 2026, the Senate

*financial condition, results of operations, and prospects could be materially and adversely affected by any of these risks or uncertainties.

- *In most full year periods since our inception, we have incurred operating losses and might not be profitable in the future.*

- *Our products and services rely on software and systems that are highly technical and have been, and may in the future be, subject to interruption, instability, and other potential flaws due to software errors, design defects, and other processing, operational, and technological failures, whether internal or external.*

- *The prices of most cryptocurrencies are extremely volatile.

- *The offering of consumer credit cards through Robinhood Credit increases our exposure to customer defaults and credit risk and could result in losses.*

that further restructuring or workforce reductions will not be necessary in the future.

which we experience decreased levels of trading generally.

While the SEC granted a partial stay of the effectiveness of the final rules in December 2024 pending the completion of judicial review of the petition for review, it did not stay the effective date of the quote transparency rules.

For instance, in May 2023, two prominent market makers announced their respective decisions to limit their offerings in cryptocurrency trading within the United States.

For instance, in December 2022, the SEC proposed four separate equity market structure rules (the “December 2022 Rule Proposals”) related to (i) best execution; (ii) order competition, including requiring certain retail equity orders to be exposed in auctions before being internalized; (iii) order execution disclosure; and (iv) order tick size and access fee caps.

In September 2024, the SEC also adopted rules related to order tick size and access fee caps (the “Tick Size and Access Fee Cap Rules”).

Although these final and remaining proposed rules related to market structure design do not ban PFOF, the remaining December 2022 Rule Proposals introduce new requirements and will have the indirect effect of making PFOF more difficult or impossible to earn and condensing the revenues we could theoretically earn.

with certain market makers.

For example, the intra-day trading price of our Class A common stock fell as much as 5.3% on December 14, 2022, the day the December 2022 Rule Proposals were announced.

minimum credit card payments, deliver securities sold, or meet margin calls, and therefore lead to increased delinquencies, charge-offs, and allowances for loan and interest receivables, which could have an adverse effect on our net income (loss).

For instance, one of the remaining December 2022 Rule Proposals relates to best execution and proposes to enhance the existing regulatory framework concerning the duty of best execution by, among other things, requiring additional policies and procedures for broker-dealers engaging in certain conflicted transactions with retail customers.

These amendments, which require broker-dealer compliance by December 2025, will make it more difficult for us to comply with our obligations with regard to capital maintenance requirements.

limit clearinghouse deposit requirements.

brand and reputation, such as public complaints and unfavorable media coverage about us, our platforms, and our customers, even if factually incorrect or based on isolated incidents.

For example, we received customer complaints and significant media attention as a result of the Early 2021 Trading Restrictions.

For instance, on November 8, 2022 (the day that FTX Trading Ltd. (“FTX”), a major international cryptocurrency exchange, halted all non-fiat customer withdrawals from its platform), the intra-day trading price of our Class A common stock fell as much as 18%.

Additionally, in December 2022, shortly after FTX filed for bankruptcy on November 11, 2022, and following the bankruptcies of several other major cryptocurrency trading venues and lending platforms earlier in 2022, including Three Arrows Capital, Ltd., Voyager Digital Holdings, Inc., and Celsius Network LLC (“Celsius”) (collectively, the “2022 Crypto Bankruptcies”), we received an investigative subpoena from the SEC regarding, among other topics, RHC’s cryptocurrency listings, custody of cryptocurrencies, and platform operations.

Attrition and workforce reorganizations and reductions have also and might continue to adversely

If we acquire businesses or technologies, we might not be able to integrate the acquired personnel, operations, products, and technologies successfully or face challenges in doing so, or effectively manage the combined business following the acquisition.

We intend to continue expanding our operations outside of the United States.

There are significant risks and costs inherent in establishing and doing business in international markets, including:

There is no guarantee that the data security and

For example, after launching Sherwood Media, our media subsidiary dedicated to providing news and information about the markets, economics, business, technology, and the culture of money), we received inquiries from FINRA regarding Sherwood Media’s relationship to RHF.

For instance, since we began to offer event contracts, the CFTC has been in the process of appealing the U.S. District Court for the District of Columbia’s decision in *KalshiEx LLC v.

Commodity Futures Trading Commission*, and should the CFTC succeed on appeal, we may not be able to continue to offer certain event contracts and potentially could be subject to adverse litigation and regulatory actions for doing so.

We are cooperating with these investigations and examinations.

In July 2023, the SEC proposed new rules (the “July 2023 Rule Proposals”) that would impose new obligations on registered broker-dealers and investment advisers with respect to their use of certain covered technologies when interacting with investors and while the former SEC Chair had indicated that the SEC Staff was considering re-proposing modified versions of these rules, if adopted as originally proposed, the July 2023 Rule Proposals may require us to modify, limit or discontinue our use of certain technologies and product features—and could significantly change the way that we interact with existing and prospective customers—which may adversely impact our business and revenues.

The current SEC may revise or withdraw some of these proposals.

Although our operations are currently concentrated in the United States, we have expanded our operations outside of the United States.

The need to comply with multiple sets of laws, rules, regulations, and other requirements could substantially increase our compliance costs, impair our ability to compete in international markets, and subject us to risk of criminal or civil liability for violations.

software bugs, cybersecurity attacks, computer viruses, malware, distributed denial of service attacks, spam attacks, phishing or other social engineering, ransomware, security breaches, credential stuffing, technological failure, human error, terrorism, improper operation, unauthorized entry, data loss, intentional bad actions, and other similar events and we have experienced such disruptions in the past.

interruptions of service could result in damage to our reputation, loss of customers, loss of revenue, regulatory or governmental investigations, civil litigation, and liability for damages.

This is also via our acquisition of Pluto Capital, an AI powered investment research platform, and we have plans to continue to expand our use of AI in the future.

to expand our business.

We cannot be certain that our insurance coverage will be

With respect to the year ended December 31, [removed: 2024,] [added: 2025,] as compared to the year ended December 31, [removed: 2023:][added: 2024:]

- total net revenues increased [removed: 58%] [added: 52%] to [removed: $2.95] [added: $4.47] billion compared to [removed: $1.87] [added: $2.95] billion;

[removed: ◦a] [added: (1) For the year ended December 31, 2024, significant legal and tax settlements and reserves included a] $55 million benefit due to a reversal of an accrual as part of a regulatory settlement.

- total operating expenses [removed: decreased 21%] [added: increased 25%] to [removed: $1.90] [added: $2.38] billion compared to [removed: $2.40] [added: $1.90] billion;

- Adjusted EBITDA (non-GAAP) increased [removed: 167%] [added: 76%] to [removed: $1.43] [added: $2.52] billion compared to [removed: $0.54] [added: $1.43] billion;

- Funded Customers increased [removed: 8%] [added: by 1.8 million, 7%,] to [removed: 25.2] [added: 27.0] million compared to [removed: 23.4] [added: 25.2] million and Investment Accounts increased by [removed: 10%] [added: 2.2 million , 8%,] to [removed: 26.2] [added: 28.4] million compared to [removed: 23.8] [added: 26.2] million;

- [removed: AUC] [added: Total Platform Assets] increased [removed: 88%] [added: 67%] to [removed: $192.9 billion] [added: $322.1 billion(1)] compared to [removed: $102.6] [added: $192.9] billion, driven by continued Net [removed: Deposits] [added: Deposits, acquired assets,] and higher equity [removed: and cryptocurrency] valuations;

- Net Deposits were [removed: $50.5] [added: $68.1] billion, which translates to a growth rate of [removed: 49%] [added: 35%] relative to [removed: AUC] [added: Total Platform Assets] at the end of the fourth quarter of [removed: 2023,] [added: 2024,] compared to [removed: $17.1] [added: $50.5] billion, which translates to a growth rate of [removed: 27%] [added: 49%] relative to [removed: AUC] [added: Total Platform Assets] at the end of the fourth quarter of [removed: 2022;][added: 2023;]

- ARPU increased [removed: 53%] [added: 40%] to [removed: $122] [added: $171] compared to [removed: $80;] [added: $122;] and

- [added: Robinhood] Gold Subscribers increased [removed: 86%] [added: 58%] to [removed: 2.64] [added: 4.18] million compared to [removed: 1.42] [added: 2.64] million.

Both pending acquisitions are subject to customary closing conditions, including regulatory [removed: approvals, and are expected to close in the first half of 2025.][added: approvals.]

| | | | | | | [added: | | |] Year Ended December 31, | | | | | | | | | [removed: | | | | | |]

| Funded Customers(1) *(in millions)* | | | | | | [removed: 23.0] | | | [removed: | | | 23.4] [added: 25.2] | | | | | | [removed: 25.2] [added: 27.0] | | |

| Net Deposits *(in billions)* | | | | | | [removed: $] | [removed: 18.4] | | [removed: | | |] $ | [removed: 17.1] [added: 50.5] | | | | | $ | [removed: 50.5] [added: 68.1] | |

| Growth Rate with respect to Net Deposits | | | | | | [removed: 19%] | | | [removed: | | | 27%] [added: 49%] | | | | | | [removed: 49%] [added: 35%] | | |

| ARPU *(in dollars)* | | | | | | [removed: $] | [removed: 60] | | [removed: | | |] $ | [removed: 80] [added: 122] | | | | | $ | [removed: 122] [added: 171] | |

| [added: Robinhood] Gold Subscribers *(in millions)* | | | | | | [removed: 1.14] | | | [removed: | | | 1.42] [added: 2.64] | | | | | | [removed: 2.64] [added: 4.18] | | |

| | | | [added: | | |] Year Ended December 31, | | | | | | | | | [removed: | | | | | |]

| *(in millions)* | | | [removed: 2022] | | | [removed: | | | 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| Beginning Funded Customers | | | [removed: 22.7] | | | [removed: | | | 23.0] [added: 23.4] | | | | | | [removed: 23.4] [added: 25.2] | | |

| New Funded Customers | | | [removed: 1.3] | | | [removed: | | | 1.1] [added: 2.2] | | | | | | [removed: 2.2] [added: 2.5] | | |

| Resurrected Customers | | | [removed: 0.2] | | | [removed: | | | 0.2] [added: 0.5] | | | | | | [removed: 0.5] [added: 0.4] | | |

| Churned Customers | | | [removed: (1.2)] | | | [removed: | | |] (0.9) | | | | | | [removed: (0.9)] [added: (1.7)] | | |

| Ending Funded Customers | | | [removed: 23.0] | | | [removed: | | | 23.4] [added: 25.2] | | | | | | [removed: 25.2] [added: 27.0] | | |

(2) The following table sets out the components of [removed: AUC] [added: Total Platform Assets] by type of asset:

| *(in billions)* | | | [removed: 2022] | | | [removed: | | | 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| Equities | | | [removed: $] | [removed: 45.8] | | [removed: | | |] $ | [removed: 69.4] [added: 130.6] | | | | | $ | [removed: 130.6] [added: 212.0] | |

| Cryptocurrencies | | | [removed: 8.4] | | | [removed: | | | 14.7] [added: 35.2] | | | | | | [removed: 35.2] [added: 38.2] | | |

| Options and futures [removed: (2)] | | | [removed: 0.3] | | | [removed: | | | 0.6] [added: 1.8] | | | | | | [removed: 1.8] [added: 2.8] | | |

| Cash held by Customers | | | [removed: 10.8] | | | [removed: | | | 21.3] [added: 33.3] | | | | | | [removed: 33.3] [added: 43.4] | | |

| Receivables from Customers (primarily margin balances) | | | [removed: (3.1)] | | | [removed: | | | (3.4)] [added: (8.0)] | | | | | | [removed: (8.0)] [added: (16.8)] | | |

The following table describes the changes within [removed: AUC:][added: Total Platform Assets:]

| Net Deposits | | | [removed: 18.4] | | | [removed: | | | 17.1] [added: 50.5] | | | | | | [removed: 50.5] [added: 68.1] | | |

| Net market gains [removed: (losses)] | | | [removed: (54.2)] | | | [removed: | | | 23.3] [added: 39.8] | | | | | | [removed: 39.8] [added: 9.3] | | |

In addition to total net revenues, net income (loss), and other results under GAAP, we utilize non-GAAP calculations of [removed: adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”).][added: Adjusted EBITDA.]

[added: Moreover, Adjusted EBITDA is a key measurement used by] our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

The following table presents a reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, net [removed: income (loss):][added: income:]

| *(in millions)* | | | | | | [removed: 2022 | | | | | | 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| Net income [removed: (loss)] | | | | | | $ | [removed: (1,028) | | | | | $ | (541)] [added: 1,411] | | | | | $ | [removed: 1,411] [added: 1,883] | |

| Add: | | | | | | | | | | | | | | | [removed: | | | | | |]

Robinhood was founded on the belief that everyone should be welcome to participate in our financial system.

We are creating modern financial services platforms for everyone, regardless of their wealth, income, or background.

Our mission is to democratize finance for all.

We use technology to provide access to the financial system in a way that is simple and convenient for our customers.

We believe investing should be familiar and welcoming, with a simple design and an intuitive interface, so that customers are empowered to achieve their goals.

We started with a revolutionary, bold brand and design in the Robinhood app which makes investing approachable for millions.

Over the last decade, we have disrupted and changed the industry, becoming the first U.S. retail broker to offer commission-free stock trading with no account minimums, which was subsequently adopted by the rest of the industry.

In recent years, we have continued to build relationships with our customers by introducing new products and diversifying our services that further expand access to the financial system, including focusing on products and tools for more seasoned investors.

Through these efforts, we believe we have made investing culturally relevant and understandable, and that our platforms are enabling our customers to become long-term investors and take greater control of their finances.

Financial Results and Performance

- net income increased 33% to $1.88 billion compared to $1.41 billion;

- diluted EPS increased 31% to $2.05 compared to $1.56;

(1) Subsequent to the release of our preliminary earnings results for the fourth quarter and full year 2025 on February 10, 2026, December 2025 Total Platform Assets were revised to reflect final crypto pricing data.

*Acquisition of MIAXdx*

In November 2025, we established a joint venture, Rothera, in partnership with SIG, that acquired 90% of the issued and outstanding equity of MIAXdx in January 2026.

Following closing, Rothera renamed MIAXdx to Rothera E&C.

On May 12, 2025, we entered into an agreement to acquire all outstanding equity of WonderFi, a Canadian leader in digital asset products and services, for C$0.36 per share, representing a total equity value of approximately $180 million.

The pending acquisition is subject to customary closing conditions, including regulatory approvals.

In December 2025, we entered into agreements to acquire PT Buana Capital Sekuritas, an Indonesian brokerage, and PT Pedagang Aset Kripto, a licensed Indonesian digital financial asset trader.

| | | | | | | | | | 2024 | | | | | | 2025 | | |

| Total Platform Assets (2) *(in billions)* | | | | | | | | | $ | 192.9 | | | | | $ | 322.1 | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Acquired customers | | | | | | — | | | | | | 0.6 | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| RIA assets | | | | | | — | | | | | | 42.5 | | |

| Total Platform Assets | | | | | | $ | 192.9 | | | | | $ | 322.1 | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *(in billions)* | | | | | | 2024 | | | | | | 2025 | | |

| Beginning Total Platform Assets | | | | | | $ | 102.6 | | | | | $ | 192.9 | |

| Acquired assets | | | | | | — | | | | | | 51.8 | | |

| Ending Total Platform Assets | | | | | | $ | 192.9 | | | | | $ | 322.1 | |

Subsequent to the release of our preliminary earnings results for the fourth quarter and full year 2025 on February 10, 2026, December 2025 Total Platform Assets were revised to reflect final crypto pricing data.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| SBC | | | | | | 304 | | | | | | 305 | | |

| Unrealized gains in non-marketable equity securities (2) | | | | | | — | | | | | | (9) | | |

(2) For the year ended December 31, 2025, unrealized gains in non-marketable equity securities primarily related to investments held by Robinhood Ventures Fund I.

Key Performance Metrics

In addition to the measures presented in our consolidated financial statements, we use the following key performance metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions.

- Funded Customers: We define a Funded Customer as a unique person who has at least one account with a Robinhood entity and, within the past 45 calendar days (a) had an account balance that was greater than zero (excluding amounts that are deposited into a Funded Customer account by the Company with no action taken by the unique person) or (b) completed a transaction using any such account.

Individuals who share a funded joint investing account (which launched in July 2024) are each considered to be a Funded Customer.

- Assets Under Custody (“AUC”): We define AUC as the sum of the fair value of all equities, options, cryptocurrency, futures (including options on futures, swaps, and event contracts), and cash held by users in their accounts, net of receivables from users, as of a stated date or period end on a trade date basis.

Net Deposits and net market gains (losses) drive the change in AUC in any given period.

- Net Deposits: We define Net Deposits as all cash deposits and asset transfers from customers, as well as dividends, interest, and cash or assets earned in connection with Company promotions (such as account transfer and retirement match incentives and free stock bonuses) received by customers, net of reversals, customer cash withdrawals, margin interest, Gold subscription fees, and assets transferred off of our platforms for a stated period.

Prior to the second quarter of 2024, Net Deposits did not include inflows from cash or assets earned in connection with Company promotions and prior to January 2024, Net Deposits did not include inflows from dividends and interest or outflows from Robinhood Gold subscription fees and margin interest, although we have not restated amounts in prior periods as the impact to those figures was immaterial.

- Average Revenue Per User (“ARPU”): We define ARPU as total revenue for a given period divided by the average number of Funded Customers on the last day of that period and the last day of the immediately preceding period.

- Gold Subscribers: We define a Gold Subscriber as a unique person who has at least one account with a Robinhood entity and who, as of the end of the relevant period (a) is subscribed to Robinhood Gold and (b) has made at least one Robinhood Gold subscription fee payment.

Glossary Terms

- Automated Customer Account Transfer Service (“ACATS”): A system that automates and standardizes procedures for the transfer of assets in a customer account from one brokerage firm and/or bank to another.

- Cash Sweep: We define Cash Sweep as the period-end total amount of participating users’ uninvested brokerage cash that has been automatically “swept” or moved from their brokerage accounts into deposits for their benefit at a network of program banks.

This is an off-balance-sheet amount.

Robinhood earns a net interest spread on Cash Sweep balances based on the interest rate offered by the banks less the interest rate given to users as stated in our program terms.

- Churned Customers: A Funded Customer is considered “Churned” if it was ever a New Funded Customer whose account balance (measured as the fair value of assets in the account less any amount due from the user and excluding amounts that are deposited into a Funded Customer account by the Company with no action taken by the unique person) drops to or below zero and has not completed a transaction using any account with a Robinhood entity for at least 45 consecutive calendar days.

Negative balances typically result from Fraudulent Deposit Transactions (which occur when users initiate deposits into their accounts, make trades on our platforms using a short-term extension of credit from us, and then repatriate or reverse the deposits, resulting in a loss to us of the credited amount) and unauthorized debit card use, and less often, from margin loans.

- Growth Rate with respect to Net Deposits: Growth rate is calculated as aggregate Net Deposits over a specified 12 month period, divided by AUC for the fiscal quarter that immediately precedes such 12 month period.

- Investment Accounts: We define an Investment Account as a funded individual brokerage account, a funded joint investing account, or a funded individual retirement account (“IRA”).

As of December 31, 2024, a Funded Customer can have up to four Investment Accounts - individual brokerage account, joint investing account (which launched in July 2024), traditional IRA, and Roth IRA.

- Margin Book: We define Margin Book as our period-end aggregate outstanding margin loan balances receivable (i.e., the period-end total amount we are owed by customers on loans made for the purchase of securities, supported by a pledge of assets in their margin-enabled brokerage accounts).

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

- Notional Trading Volume: We define Notional Trading Volume for any specified asset class as the aggregate dollar value (purchase price or sale price as applicable) of trades executed in that asset class over a specified period of time.

- Options Contracts Traded: We define Options Contracts Traded as the total number of options contracts bought or sold over a specified period of time.

Each contract generally entitles the holder to trade 100 shares of the underlying stock.

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

- net income was $1.41 billion, or diluted earnings per share (“EPS”) of $1.56, compared to a net loss of $0.54 billion, or diluted EPS of -$0.61.

Net income included the impact of:

◦a $369 million deferred tax benefit, primarily from the release of the Company's valuation allowance on most of its net deferred tax assets;

◦The year ended December 31, 2023 included an expense of $485 million from the 2021 Founders Award Cancellation (the “2021 Founders Award Cancellation”);

◦SBC expense decreased 65% to $304 million compared to $871 million;

In June 2024, we entered into an agreement to acquire all outstanding equity of Bitstamp, a globally-scaled cryptocurrency exchange with retail and institutional customers, for an aggregate consideration of approximately $200 million, subject to customary purchase price adjustments and payable in cash.

In November 2024, we entered into an agreement to acquire all outstanding equity of TradePMR, a custodial and portfolio management platform for registered investment advisors, for cash consideration of approximately $180 million and post-close equity compensation of approximately $120 million, for aggregate consideration and post-close compensation of approximately $300 million.

The purchase consideration is subject to customary purchase price adjustments.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | 2022 | | | | | | 2023 | | | | | | 2024 | | |

| AUC(2) *(in billions)* | | | | | | $ | 62.2 | | | | | $ | 102.6 | | | | | $ | 192.9 | |

_______________

| AUC | | | $ | 62.2 | | | | | $ | 102.6 | | | | | $ | 192.9 | |

(2) Futures consists of futures, options on futures, and swaps, including event contracts, which we launched during the fourth quarter of 2024.

| *(in millions)* | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |

| 50 basis point | | | | | | $ | [removed: 71] [added: 94] | | | | | $ | [removed: 94] [added: 152] | |

| 100 basis point | | | | | | [removed: 141] [added: 188] | | | | | | [removed: 188] [added: 304] | | |

| 150 basis point | | | | | | [removed: 212] [added: 282] | | | | | | [removed: 282] [added: 457] | | |

The impact related to the change in interest rates is positively correlated, [added: linear, and proportional.]

Based on investment positions as of December 31, [removed: 2024,] [added: 2025,] a hypothetical 100 basis point increase in interest rates across all maturities would not be significant.

Refer to Note [removed: 12] [added: 11] - Financing Activities and Off-Balance Sheet Risk to our consolidated financial statements in this Annual Report for further information.

However, as there were no outstanding borrowings under our uncommitted revolving credit facilities as of December 31, 2024 and [removed: 2023,] [added: 2025,] we had limited financial exposure associated with changes in interest rates as of such dates.

linear, and proportional.

We are creating [removed: a] modern financial services [removed: platform] [added: platforms] for everyone, regardless of their wealth, income, or background.

Through these efforts, we believe we have made investing culturally relevant and understandable, and that our [removed: platform is enabling] [added: platforms enable] our customers to become long-term investors and take greater control of their finances.

[removed: - *One Robinhood.* We’re] [added: Additionally, we consider ourselves to be One Robinhood where we are] all invested in the same mission.

We are [removed: inventors, dreamers,] [added: also innovators] and problem solvers.

[removed: We believe our products can transform the] relationship people have with the financial system and that the products on our roadmap will go a long way toward making that a reality.

[removed: Built] [added: Robinhood Legend, built] specifically for active traders, [removed: Robinhood Legend] is a [removed: new] powerful, sleek browser-based desktop trading platform that is fully customizable and available at no additional cost to [removed: anyone] [added: all U.S. and U.K. customers] with a Robinhood account.

- *Sherwood [removed: Snacks*.][added: Media and Robinhood* *Snacks*.]

[removed: Sherwood] [added: Robinhood] Snacks is an accessible digest of business news stories written for a new generation of investors.

[removed: Building on the success of Robinhood Snacks, we formed] Sherwood [removed: Media, LLC (“Sherwood Media”),] [added: Media is] a subsidiary that is the home for news and information about the markets, economics, business, technology, and the culture of money.

Our exclusive in-app educational module available to all [removed: RHC and] eligible RHEU and Robinhood Wallet customers via Robinhood Learn that educates customers on the basics about cryptocurrency.

Our self-clearing system, order routing system, data platform, and other back-end infrastructure deliver the capabilities that allow our customers to focus on investing, [removed: saving] [added: saving,] and spending, while also enabling us to rapidly develop products that our customers love to use.

- *Core Infrastructure and Data Platform.* Our core infrastructure and data platform are [removed: all] built on Amazon Web Services, and our platform enables application developers to define their microservices in a simple, standardized manner while also providing built-in scalability and resiliency.

- *Machine [removed: Learning Platform and Artificial Intelligence.*] [added: Learning.*] We currently use machine learning and AI to improve our products and processes in certain circumstances.

For example, we use machine learning and AI to increase the efficiency of our in-app chat support, customer support workflows, fraud detection systems, and even to improve the customer experience in our newsfeed by expanding the number of sources we can pull from, parsing and categorizing these articles, and [added: delivering highly relevant and varied news to our customers for companies, stocks, or cryptocurrencies.]

- *Experiments Infrastructure.* To enable our rapid product development cycle, we’ve built a proprietary [removed: experiments] [added: experimentation] infrastructure that enables us to test product changes through the build process and validate research hypotheses.

[removed: - *Artificial] [added: *•Artificial] Intelligence*.

Additionally, we have begun to incorporate [removed: early] applications of generative AI into our product offerings, such as [removed: within our customer service flows.][added: Robinhood Cortex.]

We anticipate that [removed: cryptocurrency] [added: blockchain technology] will increasingly integrate with the traditional financial system, ultimately serving as the new infrastructure for financial services.

We believe our leadership in [removed: crypto] [added: cryptocurrency] trading will position us to lead in this space and expect to continue launching new products and features that drive tokenization in the future.

- expansion of asset classes [added: and capabilities] such as [removed: index options, futures, and] event [removed: contracts;] [added: contracts] and [added: short selling; and]

- improving our tools, [removed: latency] [added: latency,] and charting to be best-in-class, particularly on Robinhood Legend.

- build new products that cover the next generation’s remaining core financial needs, such as [removed: wealth management] [added: Robinhood Banking] and advisory.

- innovate on incentives, particularly through Robinhood Gold, to provide our customers with greater value as their assets grow with [removed: us.][added: us; and]

[removed: We have also] taken our first steps in the business-to-business and institutional markets through our [removed: pending] acquisitions of Bitstamp and TradePMR (Refer to Note 3 - Business Combinations to our consolidated [added: financial statements in this Annual Report for more information).]

- prioritize functionality that creates value for our customers across our platforms globally, and not just focusing on one individual market, such as [removed: multicurrency accounts] [added: multi-currency accounts, staking] and [removed: integration with foreign exchanges like] [added: stock tokens trading in] the [removed: London Stock Exchange;] [added: EU;] and

For example, we seamlessly integrate information into our platform through Robinhood Learn and our newsfeed, which offers free news from trusted sources including [removed: *Barron’s*, *Reuters,*] [added: Barron’s, Reuters,] and [removed: *Dow Jones*.][added: Dow Jones.]

Our business can be subject to seasonal fluctuations due to such factors as retail interest in [removed: investing,] [added: investing and cryptocurrency trading,] overall number of market participants and trading volumes, varying numbers of trading days from quarter-to-quarter, declines in trading activity around holidays, and proxy and investor communications activity during proxy season.

[removed: We work to attract] [added: We’re focused on bringing in] the [removed: best] [added: top] talent [added: in our industry and doing so] from a range of backgrounds and experiences [removed: in order] to meet the current and future demands of our business.

As of December 31, [removed: 2024,] [added: 2025,] we had approximately [removed: 2,300] [added: 2,900] full-time employees.

Robinhood aims to build an inclusive workplace where everyone feels valued and [removed: empowered to do their best work.][added: empowered.]

We [removed: also] value the benefits of working [removed: in person] [added: in-person] and create office environments that foster collaboration and connection.

We also aim to support an inclusive community through [removed: ten Employee Resource Groups (“ERGs”) that, as of December 31, 2024, engage about 60% of our employees:] [added: nine ERGs:] Asianhood, Black Excellence, Christianhood, Divergent, Latinhood, Parenthood, Rainbowhood, [removed: Sisterhood,] Veterans at Robinhood, and Women [removed: in Tech.][added: at Robinhood.]

[added: All employees are eligible for variable incentive pay] (bonus and/or equity) [removed: and all of our compensation programs are] [added: that is] directly linked to individual and/or company performance.

Some notable benefits that our employees value include [added: employer-paid health benefits,] fertility benefits, a flexible lifestyle wallet that can be used for wellness, education or [removed: a number of] other benefits, generous paid family leave, [added: and] retirement savings with employer [removed: match, and employer-paid health benefits.][added: match.]

[removed: We rely on trademarks, patents, copyrights, trade secrets, know-how and expertise,] registered domain names, intellectual property assignment agreements, confidentiality procedures, license agreements, and non-disclosure agreements to establish and protect our intellectual property and proprietary rights, although we do not consider any individual piece of our intellectual property to be material to our business, taken as a whole.

It is our practice to [removed: enter into confidentiality, non-disclosure, and invention assignment agreements with our] [added: require] employees, consultants, contractors and other third [removed: parties, and into confidentiality and non-disclosure agreements with other third parties, in order] [added: parties] to [removed: limit access to, and disclosure and use of, our confidential information, trade secrets, know-how,] [added: enter into confidentiality, non-disclosure,] and [removed: proprietary technology.][added: invention assignment agreements.]

Furthermore, legal standards relating to the validity, enforceability, and scope of protection of intellectual property rights are [added: evolving and] uncertain and any changes in, or unexpected interpretations of, intellectual property laws may compromise our ability to enforce our trade secrets and intellectual property rights.

We are the registered owners of U.S. and international trademarks, trademark applications, and registrations and domain names in the U.S. and foreign countries that include the primary brand “Robinhood,” including variations thereof, as well as brands, tag lines, and other branding elements for other Robinhood products and services, such as our [added: Robinhood] Snacks newsletter and media content.

Litigation or proceedings before the U.S. Patent and Trademark Office or other governmental authorities and [added: administrative bodies in the United States and abroad may be necessary in the future to enforce our trademark rights and to determine the validity and scope of the trademark rights of others.]

Although we do not consider any individual piece of our intellectual property to be material to our business, taken as a whole, see “Risk Factors—Risks [removed: Related to Our Intellectual Property” for a more comprehensive description of risks related to our intellectual property and proprietary rights.]

We believe the financial system should be built to work for everyone.

That’s why we create products that let our customers start investing at their own pace, on their own terms.

Our customers are why we exist.

That is why we put what’s best for our customers at the center of our decision-making in order to bring them the best technology coupled with real value.

That is why at Robinhood, we push for progress without compromising quality.

We also take our responsibility for our customers’ finances seriously.

We know that trust is hard earned and easily lost and that is why we prioritize compliance, approach risk thoughtfully, and never compromise trust for speed.

We invite contrary perspectives, support each other, and debate with energy and kindness.

Once decisions are made, we move in unison with ownership and accountability, powered by the thrill of building something great together.

Our bold bets often make us a first mover, and we do what's right for customers - even if it hasn’t been done before.

We also strive to do more with less.

To that end, constraint drives us to innovate through scalable technology - not excess resources.

Finally, we started a movement, breaking barriers so everyone - not just the wealthy - can access the financial system.

Our job to “democratize finance for all” may never be complete as we seek to level the playing field - which is what makes what Robinhood does so fun.

We believe our products can transform the

Robinhood Legend now supports all major asset classes and we have committed to continue expanding its capabilities.

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|  Brokerage | | |  Investing. Our platforms allow our customers to invest commission-free in U.S.-listed stocks and ETFs, as well as related options and ADRs. Options Trading. We review eligibility for our customers who wish to trade options, including disclosure of investment experience and knowledge, investment objectives and financial information. Subject to approval from Robinhood, customers can access basic options strategies (Level 2), which permits buying calls and puts and selling covered calls and puts, or more advanced options strategies (Level 3), which permits fixed-risk spreads (such as credit spreads and iron condors) and other advanced trading strategies, depending on their individually disclosed preparedness. We conduct regular reviews of our customers’ eligibility and take action to revoke access to trading options as appropriate, to ensure our customers are accessing the level of options strategies that are appropriate for them based on information such as their trading experience, investment objectives and financial situation. In 2025, index option trading became available to all customers, allowing them to trade options on diversified indices like the S&P 500 and VIX, while gaining access to potential tax benefits and one of the lowest contract fees among leading brokerages. Fractional Trading. Fractional trading allows customers to invest in fractions of a share of stock, rather than requiring them to buy and sell whole shares. This service enables customers to build a diversified portfolio regardless of their budget and removes a barrier to investing in higher-priced stocks, thereby providing access to a much greater selection of equities with as little as $1. Recurring Investments. Our recurring investment feature enables our customers to automatically buy shares of equities and certain ETFs on a set schedule, allowing them to build positions over time and establish regular investing habits, even with small contributions. Our customers can also elect to automatically reinvest dividend income back into the underlying respective shares. Access to Investing on Margin. Subject to approval upon meeting eligibility criteria set by Robinhood, customers can invest on margin. This allows eligible customers to borrow a limited amount of funds from Robinhood to use as additional investing capital. Robinhood decides whether to extend margin to each customer who applies for access based on information regarding customer activity, portfolio equity or net worth criteria, investment objectives, and investing experience reported by the customer. We offer an industry-leading tiered margin structure where customers receive a single low interest rate based on their total margin balance. Fully-Paid Securities Lending. Under our Fully-Paid Securities Lending program (“Fully-Paid Securities Lending”), a customer can earn passive income on their stock portfolio once they give Robinhood permission to lend out any fully paid stocks in their portfolio. Robinhood does the work of finding interested borrowers and customers get paid a share of the interest revenue earned when their shares have been loaned to borrowers. | | |

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|  Brokerage (continued) | | | Cash Sweep. Our cash sweep program allows brokerage customers to earn interest on uninvested brokerage cash swept to our partner banks. The interest compounds daily and is then paid out by the partner banks monthly. Cash deposited at these banks is eligible for FDIC insurance. Instant Withdrawals. Our instant withdrawals feature enables eligible customers to withdraw money from their Robinhood accounts and instantly deposit it to their bank accounts or debit cards with a fee. Robinhood Retirement. We are making it easy and accessible to start saving for retirement through a traditional IRA or Roth IRA and are expanding options for the growing population of freelance and gig workers without access to employer-based matching programs. Customers’ eligible contributions to their retirement account can earn a percentage match by Robinhood, subject to a five-year holding period. We offer customer IRA instant deposits up to $1,000, which allows customers to immediately start investing. Customers can also get a custom recommended portfolio, build their own, or do both, all commission-free. 24 Hour Market. We were the first U.S. broker to offer around-the-clock trading of individual stocks, 24 hours a day, 5 days a week. We also offer around-the-clock trading of ETFs. It allows our customers to better manage their risk and take advantage of opportunities, no matter what time of day they arise. Joint Investing Accounts. Our joint investing accounts allow customers to seamlessly manage investments with their partner while keeping their shared assets in one place. The joint account provides shared access for account holders that allows them to combine funds and increase their investment power as they work towards their financial goals. Gold Subscribers can also extend certain Robinhood Gold benefits to a joint account at no additional cost. Prediction Markets. Our customers can trade event contracts on a regulated exchange using our Prediction Markets Hub, for which we charge a commission for each contract traded. An event contract is a type of financial derivative that allows traders to speculate on a specific event. These contracts are generally structured around “Yes” or “No” positions, and fluctuate in price based on the projected occurrence of the event. Event contracts then pay out if the position held matches the correct occurrence of the event; otherwise, they expire with no value. Event contracts are offered through our FCM license regulated by the CFTC. We believe event contracts give people a tool to engage in real-time decision-making, unlocking a new asset class. Our Prediction Markets Hub features sports, politics, economics, culture and more, giving customers the opportunity to react to the event as it happens. Deepening its investment in Prediction Markets, Robinhood established a joint venture, Rothera, in partnership with SIG, that acquired 90% of the issued and outstanding equity of MIAXdx in January 2026 to advance the build out of an independent, CFTC-licensed exchange and clearinghouse. Following closing, Rothera renamed MIAXdx to Rothera E&C. Futures. A futures contract is a legal agreement between two parties to buy or sell a set amount of an asset at an agreed-upon future date with the price set today. Our futures trading allows customers to trade a variety of different asset classes, such as equity indices, energy, currencies, cryptocurrencies, metals, and other commodities at the speed of a tap with our sleek new trading ladder. In addition, our futures trading has no pattern day trading rules and provides access to potential tax benefits. Commissions and other fees apply for each futures contract traded. | | |

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| | | | Short Selling. Short selling is an advanced trading strategy where customers borrow shares of stock, sell them at the current price in anticipation of a decline in the price of those shares, then repurchase and return the borrowed shares at the lower price. Short selling involves potentially unlimited risk. During the fourth quarter of 2025, we launched short selling on our mobile, web, and Robinhood Legend platforms. | | |

|  Brokerage (continued) | | |  Since 2024, we have offered most of our brokerage services to customers in the U.K. through RHUK via a dedicated mobile application available to eligible U.K. users. Brokerage services available to our U.K. customers include commission-free trading on U.S.-listed stocks and ADRs, option trading, futures trading, fractional share trading, recurring investments, investing on margin, Fully-Paid Securities Lending, Cash Sweep, and 24 Hour Market. Further, we have introduced market-specific functionality, including multi-currency wallets that allow customers to hold and manage GBP in their brokerage account, improving the funding and trading experience for U.K. customers. We expect to continue expanding our U.K brokerage offering with the introduction of tax-advantaged investment accounts, such as recently launched stocks and shares ISAs. A stocks and shares ISA is a U.K. specific, tax-efficient investment account that allows customers, within annual contribution limits, to invest without incurring tax on capital gains or investment income. The performance of a stocks and shares ISAs is driven by the returns of its underlying investments and is subject to the inherent risks and volatility of the equity markets. | | |

| | | |  Stock Tokens. A stock token is a derivative contract that tracks the price of a U.S. stock or ETP, giving eligible EU customers exposure to U.S. equities without owning the underlying shares. Customers can access U.S. stock and ETP tokens 24/5, with zero commissions or added spreads (other fees may apply), and receive dividend payouts that mirror the underlying stock or ETP. | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

|  Robinhood Crypto | | |  Cryptocurrency Trading. We offer cryptocurrency trading in the United States through RHC. We offer cryptocurrencies in every U.S. state, the U.S. Virgin Islands, Puerto Rico, and the District of Columbia. Customers trading in the Robinhood app can choose to have orders routed to market makers commission-free or through partner exchanges via smart exchange routing for a fee. Orders placed on Robinhood Legend are all routed to the partner exchanges via smart exchange routing. We currently support trading for 58 cryptocurrencies, where available. (see “Supported Cryptocurrencies”) Recurring Crypto Investments. We offer the ability for customers to automatically buy cryptocurrency on a schedule of their choice. As an agent, we route all cryptocurrency transactions initiated by customers to third-party market makers or exchange liquidity providers. We never act as a counterparty to our users’ buy or sell transactions. We offer Crypto Transfers, allowing customers to transfer cryptocurrency into and out of their RHC accounts without commission, where eligible. Robinhood Connect. Developers can embed this fiat-to-crypto on-ramp tool directly into their decentralized applications, and customers can fund Web3 wallets without the need to leave decentralized applications, or dApps, for a fee. Robinhood Crypto Trading API. Our most seasoned crypto traders can use this API to set up advanced and automated trading strategies that allow them to stay ahead of market trends, react to significant market movements, or simply trade crypto, all without needing to open the Robinhood app. Staking. We offer staking on selected cryptocurrencies. Staking allows customers to earn rewards by locking up cryptocurrencies, subject to the network and cryptocurrency’s requirements and bonding periods. | | |

| | | | | | |

| Robinhood Crypto (Continued) | | |  Cryptocurrency Trading. We offer cryptocurrency trading in select jurisdictions within the EU through RHEU via a dedicated mobile application available to eligible EU users. We charge users a commission each time a user decides to buy or sell certain cryptocurrencies in the EU. RHEU currently supports trading for 74 cryptocurrencies, where available. See the list on our website at https://robinhood.com/eu/en/support/articles/about-robinhood-crypto/. Crypto Transfers is also available in the EU, giving EU customers greater flexibility and control over their digital assets. During 2025, we acquired Bitstamp, a globally-scaled cryptocurrency exchange with retail and institutional customers. This acquisition accelerates our expansion across Europe. Staking. We offer staking for EU customers on selected cryptocurrencies. Perpetual Futures. Perpetual futures are futures contracts without a fixed expiry and can be held indefinitely as long as margin requirements are met. Perpetual futures traders trade contracts that track crypto prices. This new asset class gives advanced traders more ways to trade, allowing them to capitalize on a variety of market conditions by reacting quickly when prices move, with leverage available. | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

|  Robinhood Crypto (Continued) | | | Custody We hold all settled cryptocurrencies in custody on behalf of customers in two types of wallets: (i) hot wallets, which are managed online, and (ii) offline cold wallets, which require physical access controls. Our wallets store and transfer all the settled digital assets listed in the Glossary of Terms above using an architecture combining multi-party computation and hardware security to eliminate a single point of failure. With the exception of Bitstamp (discussed below), we do not utilize third-party custodians for settled cryptocurrencies, but we do integrate proprietary technology from a third-party industry-standard vendor into the systems we use to support the custody, transfer and settlement operations to our wallets. As noted, Bitstamp does use third party custodians. In general, the overwhelming majority of cryptocurrency coins on our platforms are held in cold storage, in facilities located in the United States and in the EU with physical security systems that we believe are state-of-the-art, though some coins are held in hot wallets to support day-to-day operations. We maintain custody of our customers’ cryptocurrencies in omnibus wallets on behalf and for the benefit of our customers. Following the purchase of cryptocurrencies from liquidity providers, cryptocurrencies are delivered to the secure omnibus wallet, or in the case of a net sell, cryptocurrencies are moved from such wallet to the liquidity provider’s account. We have implemented strict operational protocols and permissions for cryptocurrency movement with our internal operational team to restrict access to customer wallets, and tightly control the movement of cryptocurrencies. More than one person is required to initiate and approve each large transfer, and only a small group of higher-level employees have the necessary privileges to add and authorize new addresses or to release proceeds from wallets. Access to cryptocurrency transfer interfaces is strictly controlled and requires hardware two-factor authentication to log in. To help ensure our security system functions as designed, our systems undergo security audits and are regularly subject to penetration testing. We maintain a ledger of customers’ ownership and account balances of cryptocurrencies. Additionally, the Company’s accounting and crypto operations team has established internal control procedures and maintains records to verify the total quantity of each cryptocurrency we custody for our customers that are held in the omnibus wallets. Such controls are periodically tested by the Company’s internal financial compliance team. We currently do not hold significant amounts of cryptocurrency for our own account. We hold small amounts of cryptocurrency assets to solely support our business operations, and we do not commingle cryptocurrencies with those of our users. We do not engage in lending transactions with cryptocurrencies held on behalf of customers. We do not seek to profit from proprietary trading and only facilitate customer transactions. In addition, we have anti-money laundering and insider trading programs intended in part to prevent self-dealing and other potential conflicts of interest, including with respect to our cryptocurrency services. | | |

| | | | | | |

|  Robinhood Wallet | | | Robinhood Wallet. Separately from RHC and RHEU, we offer a self-custody, web3 wallet in over 150 countries through our Cayman Islands subsidiary, Robinhood Non-Custodial Ltd., that allows customers to deposit and withdraw cryptocurrencies to and from their wallets. Customers can store and manage cryptocurrencies on the Ethereum, Bitcoin, Solana, Dogecoin, Arbitrum, Polygon, Optimism and Base networks. Certain network fees or other third-party service fees for certain transactions may apply. The Robinhood Wallet gives customers full control over their cryptocurrencies, which means they hold and maintain the private key to their assets, and does not collect any portion of network or “gas” fees imposed by the applicable network. The Robinhood Wallet is a software application that users must access via a separate application. Neither RHC nor RHEU custody any Robinhood Wallet assets. | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

|  Robinhood Gold | | | Robinhood Gold. Our subscription service grants subscribers access to a number of premium features. After an initial 30-day free trial, subscribers pay a flat recurring rate. Our premium features offered to Gold subscribers include: •Higher Interest on Cash Sweep. Subscribers can earn a higher interest rate on the cash swept to participating banks compared to users who do not subscribe to Gold. •Higher Match on IRA Contributions. Subscribers can earn a higher percentage match of 3% on eligible contributions compared to users who do not subscribe to Gold. •Bigger Instant Deposits. Subscribers can immediately access instant deposit of $5,000 up to three times subscriber’s portfolio value, depending on their brokerage account balance and status. •Access to Investing on Margin. No interest is charged on the first $1,000 in margin borrowed by each Robinhood Gold subscriber. •Lower Fees. Subscribers can trade index options at a lower contract fee, futures with lower commissions charged, as well as have a cap on annual management fees for Robinhood Strategies accounts, compared to customers who do not subscribe to Gold. •Exclusive Mortgage Rates. Exclusive mortgage loan offer and credit towards closing costs with Sage Home Loans Corporation. •Professional Research. Subscribers have unlimited access to in-depth stock research reports provided by Morningstar. •Advanced Market Data. Subscribers have the ability to see greater depth of orders for any given stock or option with Level II Market Data from Nasdaq. The ability to see multiple buy and sell requests helps subscribers understand the availability or desire for a stock at a certain price. | | |

The following values describe the company that we aspire to become:

- *Safety First.* Robinhood is a safety first company.

We create with care, make changes thoughtfully, and obsess over details.

We don’t compromise regulatory requirements to move fast, and when we see something amiss, we move quickly to correct it.

We take risks responsibly with safety as the foundation of innovation.

- *Radical Customer Focus*.

Customers are at the center of our company.

We listen to them, design for their needs, and aim to make our user experience simple and intuitive.

We put what’s best for customers at the center of decision-making.

When there are customer pain points, we fix them quickly.

- *Participation Is Power*.

We empower a new generation of investors.

We seek to enable everyone to participate in the financial system and we deliver products to help them accomplish their long-term financial goals.

We educate and empower our customers and strive to make the financial industry more inclusive.

We were founded on the ideal that the rich shouldn’t get a better deal, so we treat people fairly and strive to deliver exceptional value.

We earn the trust of our colleagues by being honest, inclusive, and transparent.

We invite diverse perspectives, support each other, and engage in lively but kind debate in pursuit of our path forward.

When decisions are made we move in unison with an ownership mentality.

We hold ourselves accountable but never point the finger or evade responsibility, and we treat everyone with respect and grace.

- *High Performance.* Our first instinct is to take action.

We strive for improvement and push for progress; and when something is broken, we fix it.

We are driven by impact and constantly go

after big opportunities.

We are making Robinhood a place people want to be by investing in our employees, leveraging diverse perspectives, and rewarding top performance.

- *First-Principles Thinking*.

We question assumptions and seek creative solutions rather than just following the crowd.

We use data and experiments to inform our decisions, but we also make bold bets, challenge the status quo, and are often a first mover.

And ultimately, we bravely do what’s right even when it’s scary and hasn’t been done before.

- *Lean and Disciplined.* We do more with less.

We pursue operational excellence so that we can deliver exceptional value to customers.

We set ambitious goals, monitor progress, and regularly benchmark our performance to increase efficiency and effectiveness.

We are respectful of each other’s time, so when we change course we do so intentionally after weighing the tradeoffs.

During the fourth quarter of 2024, we introduced Robinhood Legend.

We are in the process of scaling Robinhood Legend to all supported asset classes and capabilities, with the goal of making it the most state-of-the-art desktop platform for trading.

Each capability we have added has been the result of a continuous focus on our customers’ needs and feedback, which has guided our product development decisions throughout our history.

*Brokerage*

*United States*

- *Investing*.

Our platforms allow our customers to invest commission-free in U.S.-listed stocks and exchange traded funds (“ETFs”), as well as related options and American Depository Receipts (“ADR”).

- *Options Trading.* We review eligibility for our customers who wish to trade options, including disclosure of investment experience and knowledge, investment objectives and financial information.

Refer to Note [removed: 16] [added: 15] - Commitments & Contingencies to our consolidated financial statements in this Annual Report.

For the fiscal year ended December 31, [removed: 2024][added: 2025]

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, [removed: 2024,] [added: 2025,] the last business day of the registrant’s most recently completed second fiscal quarter, was approximately [removed: $16.3] [added: $71.3] billion (based on the closing price of the registrant’s Class A common stock on the Nasdaq Global Select Market on that date).

As of February [removed: 12, 2025,] [added: 11, 2026,] the numbers of shares of the issuer’s Class A and Class B common stock outstanding were [removed: 767,947,897] [added: 790,054,654] and [removed: 117,512,743.][added: 110,253,736.]

The information required by Part III of this Report, to the extent not set forth herein, is incorporated herein by reference from the registrant’s definitive proxy statement relating to the Annual Meeting of Stockholders to be held in [removed: 2024,] [added: 2026,] which definitive proxy statement shall be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Report relates.

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This Annual Report on Form 10-K (this “Annual Report”) of Robinhood Markets, [removed: Inc] [added: Inc.] (“RHM” and, together with its subsidiaries, [removed: “we”, “Robinhood”,] [added: “we,” “us,” “Robinhood,”] or the “Company”) contains forward-looking statements (as such phrase is used in the federal securities laws), which involve substantial risks and uncertainties.

- our expectations about our ability to rapidly adopt and introduce new tools relating to [removed: artificial intelligence (“AI”),] [added: AI,] including building complex AI agents and AI-native advisory products;

- our expectations regarding products related to wealth management and advisory, including our plan to focus on multigenerational advisory in our future product [removed: roadmap;][added: roadmap and our expectation that multigenerational advisory will be strengthened by the expanded investment advisory and custodial capabilities gained through our acquisition of TradePMR;]

- our belief that there is a significant opportunity for Robinhood to grow internationally and our intent to continue expanding our operations outside of the United States, including our plan to continue the expansion of our [removed: United Kingdom (“U.K.”)] [added: U.K.] brokerage product [removed: offering, including option trading, in 2025,] [added: offering] and our plan to open an office in Singapore as our APAC headquarters;

- [added: the Repurchase Program and] our current expectations with respect to [removed: the timing of our Repurchase Program (as defined below); and][added: timing;]

- our [removed: expectations about the sufficiency] [added: belief that, based on our current level] of [added: operations,] our primary sources of liquidity [removed: being] [added: will be] adequate to meet our current liquidity needs for the next 12 [removed: months.][added: months; and]

- our reliance on transaction-based revenue, including [removed: payment for order flow (“PFOF”),] [added: PFOF,] the risk of new regulation or bans on PFOF and similar practices, and the addition of our new fee-based model for cryptocurrency;

- the need to maintain capital levels required by regulators and [removed: self-regulatory organizations (“SROs”);][added: SROs;]

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

More information about potential risks and uncertainties that could affect our business and financial results is included in the section of this Annual Report titled “Risk Factors” and our other filings with the [removed: U.S. Securities and Exchange Commission (“SEC”),] [added: SEC, all of] which are available on the SEC’s web site at www.sec.gov.

| | | | [SIGNATURES](#ib76c6d80e2384403b8d0e34ac95c6daa_304) | | | | | | [194](#ib76c6d80e2384403b8d0e34ac95c6daa_304) | | |

Glossary of Terms

The following terms, abbreviations and acronyms are used to identify frequently used terms in this report:

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Abbreviation and Meaning | | | | | | | | | | | |

| 1940 Act | | | Investment Company Act of 1940, as amended | | | Coinbase | | | Coinbase Global, Inc., and Coinbase, Inc. | | |

| 2013 Plan | | | Amended and Restated 2013 Stock Plan, as amended | | | Corp Fin | | | SEC Division of Corporation Finance | | |

| 2020 Plan | | | 2020 Equity Incentive Plan, as amended | | | Crypto Listing Frameworks | | | Our internal policies and procedures with respect to the listing of cryptocurrencies on our platforms | | |

| 2021 Plan | | | 2021 Omnibus Incentive Plan | | | Crypto Transfers | | | Cryptocurrency transfers | | |

| Adjusted EBITDA | | | Adjusted earnings before interest, taxes, depreciation, and amortization | | | DFAL | | | Digital Financial Assets Law | | |

| ADRs | | | American Depository Receipts | | | DOJ | | | U.S. Department of Justice | | |

| Advisers Act | | | Investment Advisers Act of 1940 | | | EBS | | | Electronic Blue Sheets | | |

| AI | | | Artificial Intelligence | | | ECOA | | | Equal Credit Opportunity Act | | |

| AML | | | Anti-money Laundering | | | EEA | | | European Economic Area | | |

| APAC | | | Asia-Pacific | | | EFTA | | | Electronic Funds Transfer Act | | |

| ASC | | | Accounting Standards Codification | | | EPS | | | Earnings (loss) per share | | |

| BaaS | | | Banking as a service | | | Equity Exchange Rights | | | A right (but not an obligation) each of our founders has to require us to exchange, for shares of Class B common stock, any shares of Class A common stock received by them upon the vesting and settlement of pre-IPO RSUs, pursuant to the equity exchange right agreements entered into between us and each of our founders in connection with our IPO | | |

| Barclays | | | Barclays Bank | | | ERGs | | | Employee Resource Groups | | |

| Binance | | | Binance Holdings Ltd., and its affiliated U.S. entity, among others | | | ERM | | | Enterprise Risk Management | | |

| Bitstamp | | | Bitstamp Ltd. | | | ESPP | | | Employee Share Purchase Plan | | |

| BOATS | | | Blue Oceans ATS, LLC | | | ETFs | | | Exchange Traded Funds | | |

| Bribery Act | | | U.K. Bribery Act 2010 | | | ETPs | | | Exchange Traded Products | | |

| BSV | | | Bitcoin SV | | | EU | | | The European Union | | |

| Bylaws | | | Amended and Restated Bylaws | | | Exchange Act | | | Securities Exchange Act of 1934, as amended | | |

| C$ | | | Canadian dollars | | | FASB | | | Financial Accounting Standards Board | | |

| CAGO | | | California Attorney General’s Office | | | FCA | | | Financial Conduct Authority | | |

| CASP | | | Crypto asset service providers | | | FCM | | | Futures Commission Merchant | | |

| CAT | | | Consolidated Audit Trail | | | FCPA | | | Foreign Corrupt Practices Act | | |

| CEA | | | U.S. Commodity Exchange Act | | | FDCPA | | | Fair Debt Collections Practices Act | | |

| Celsius | | | Celsius Network LLC | | | FDIC | | | Federal Deposit Insurance Corporation | | |

| CEO | | | Chief Executive Officer | | | Final Rules | | | Final rules under SEC Release No. 34-99678 and No. 33-11275, “The Enhancement and Standardization of Climate-Related Disclosures for Investors | | |

| CFPB | | | Consumer Financial Protection Bureau | | | FinCEN | | | Financial Crimes Enforcement Network | | |

| CFT | | | Countering the Financing of Terrorism | | | FINRA | | | Financial Industry Regulatory Authority | | |

| CFTC | | | Commodity Futures Trading Commission | | | Fixed-Term Securities Lending Agreements | | | Fixed-term securities lending agreements with two financial institution counterparties, as described below | | |

| Charter | | | Amended and Restated Certificate of Incorporation | | | Founder Affiliates | | | Founders related entities | | |

| CIP | | | Customer identification program | | | Founders’ Voting Agreement | | | Voting Agreement, dated July 26, 2021, among RHM, Baiju Bhatt, Vladimir Tenev, and certain related entities | | |

| Circle | | | Circle Internet Financial, LLC | | | Fourth parties | | | Third parties’ common suppliers or vendors | | |

| CISO | | | Chief Information Security Officer | | | FTX | | | FTX Trading Ltd. | | |

| CLARITY Act | | | Digital Asset Market Clarity Act of 2025 | | | Futures | | | Futures contracts, which includes options on futures and swaps, including event contracts | | |

| | | | [SIGNATURES](#i09343055b4074e46bd2ad8b1fce7276f_298) | | | | | | [182](#i09343055b4074e46bd2ad8b1fce7276f_298) | | |

- our expectations about becoming the number one retail trading platform across all asset classes;

- our expectations of making Robinhood Legend the most state-of-the art desktop platform for trading; our plan to launch a more comprehensive event contract product in response to customer demand;

- our expectations about becoming number one in wallet share for the next generation;

- our belief that as our customers grow their wealth, they will continue to expand their relationship with our platform, providing an increased opportunity to meet their growing financial needs;

- our expectations with respect to our pending acquisitions of Bitstamp (as defined below) and TradePMR (as defined below);

- the volatility of cryptocurrency prices and trading volumes;

- the risk that our platforms and services could be exploited to facilitate illegal payments; and

Our cybersecurity program is managed by the Company’s Security and Corporate Engineering organization, which is led by our [removed: CSO,] [added: CISO,] who reports directly to the [removed: CEO.][added: Chief Technology Officer.]

Our [removed: CSO] [added: CISO] has over twenty years of experience in the security industry and has held a variety of leadership positions in cybersecurity at [removed: Capital One, including as Vice President, Divisional Chief Information Security Officer.][added: Medicity, Aetna, and Google.]

Additionally, several of Robinhood’s subsidiaries, including RHC, RHF, and RHS, have a Chief Information Security Officer, who reports to the [removed: CSO,] [added: Company’s CISO,] and [removed: a Risk Operating Committee (“ROC”)] [added: an ROC] that manages risks, including cybersecurity risks, specific to each entity’s business.

Our cybersecurity program is aligned with industry standards and best practices, such as the NIST [removed: CSF,] [added: CSF] and [added: NIST 800-53 R5 control framework, and] we engage third-party consultants annually to conduct a NIST CSF maturity assessment of our cybersecurity program.

[added: In particular, the ERM team provides] governance over risk management practices and reports on a quarterly basis on top risks to the Safety Committee, along with planned mitigants and monitoring procedures.

If a cybersecurity incident occurs, incident response procedures are in place to facilitate the appropriate reporting to the [removed: CSO,] [added: CISO,] and business continuity plans are mobilized to minimize disruption to business operations.

If a materiality assessment is required, the [removed: CSO] [added: CISO] will report such an incident to our [removed: Materiality Assessment Committee (“MAC”),] [added: MAC,] which consists of the CFO, CLO, and CBO (in addition to the [removed: CSO)] [added: CISO)] and notify the CEO.

[removed: The Safety Committee reviews] management’s exercise of its responsibility to identify, assess, manage, monitor and mitigate material risks not specifically allocated to the board of directors or another of its committees.

For more information about risks related to cybersecurity threats, including previous cybersecurity incidents (including the November 2021 Data Security Incident (defined below)), that have materially affected or are reasonably likely to materially affect our business, financial condition, and results of operations, see “Risk Factors–*Our business could be materially and adversely affected by a cybersecurity breach or other [removed: cybersecurity incident] [added: attack] involving our [removed: information] [added: computer] systems or data or those of our customers or third-party or fourth-party service providers*.”

The Safety Committee reviews

In particular, the ERM team provides

Our corporate headquarters are located in Menlo Park, California, where we currently have lease commitments for multiple facilities with various expiration dates through [removed: 2033.][added: 2036.]

As of February [removed: 12, 2025,] [added: 11, 2026,] there were [removed: 81] [added: 89] stockholders of record of our Class A common stock.

As of February [removed: 12, 2025,] [added: 11, 2026,] there were nine stockholders of record of our Class B common stock and zero stockholders of record of our Class C common stock.

[removed: From] [added: Other than the above, from] January 1, [removed: 2024] [added: 2025] through December 31, [removed: 2024 we] [added: 2025 the Company] did not sell any shares of Class A common stock (or other equity securities of [removed: Robinhood Markets, Inc.)] [added: RHM)] that were not registered under the Securities Act.

The following table presents repurchases of shares of our Class A common stock during the three months ended December 31, [removed: 2024:][added: 2025:]

Refer to Note [removed: 13] [added: 12] - Common Stock and [removed: Stockholders'] [added: Stockholders’] Equity [removed: to] [added: of] our consolidated financial statements in this Annual Report for more information about the Repurchase Program.

[removed: ][added: ]

On February 26, 2025, the Company completed the acquisition of TradePMR.

The acquisition date fair value of the consideration transferred for TradePMR was approximately $175 million following customary purchase price adjustments and was entirely paid in cash.

The post-close compensation consisted of 2,049,711 unvested shares of the Company’s Class A common stock, valued at approximately $100 million as of the closing date of the acquisition, which will vest over a four-year period post-acquisition, subject to the terms of a vesting agreement, in a transaction exempt from registration pursuant to Section 4(a)(2) of the Securities Act.

Refer to Note 3 - Business Combinations to our consolidated financial statements in this Annual Report for more information on this transaction.

| October 1, 2025 - October 31, 2025 | | | 69,694 | | | $ | 140.23 | | 69,694 | | | | | | $ | 680 | |

| November 1, 2025 - November 30, 2025 | | | 671,947 | | | $ | 117.28 | | 671,947 | | | | | | $ | 601 | |

| December 1, 2025 - December 31, 2025 | | | 89,988 | | | $ | 123.37 | | 89,988 | | | | | | $ | 590 | |

| Total | | | 831,629 | | | $ | 119.86 | | 831,629 | | | | | | $ | 590 | |

_______________

On April 30, 2025, we announced that the board of directors has authorized an additional $500 million, bringing the Repurchase Program authorization to a total of $1.5 billion.

| October 1, 2024 - October 31, 2024 | | | 797,990 | | | $ | 25.23 | | 797,990 | | | | | | $ | 882 | |

| November 1, 2024 - November 30, 2024 | | | 2,787,976 | | | $ | 25.35 | | 2,787,976 | | | | | | $ | 812 | |

| December 1, 2024- December 31, 2024 | | | 1,757,949 | | | $ | 38.90 | | 1,757,949 | | | | | | $ | 743 | |

| Total | | | 5,343,915 | | | $ | 29.79 | | 5,343,915 | | | | | | $ | 743 | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i09343055b4074e46bd2ad8b1fce7276f_172)] [added: Firm](#ib76c6d80e2384403b8d0e34ac95c6daa_1354)] (PCAOB ID: 42) | | | | | | | | | [removed: [113](#i09343055b4074e46bd2ad8b1fce7276f_169)] [added: [127](#ib76c6d80e2384403b8d0e34ac95c6daa_1354)] | | |

| [Consolidated Balance [removed: Sheets](#i09343055b4074e46bd2ad8b1fce7276f_175)] [added: Sheets](#ib76c6d80e2384403b8d0e34ac95c6daa_175)] | | | | | | | | | [removed: [117](#i09343055b4074e46bd2ad8b1fce7276f_175)] [added: [129](#ib76c6d80e2384403b8d0e34ac95c6daa_175)] | | |

| [Consolidated Statements of [removed: Operations](#i09343055b4074e46bd2ad8b1fce7276f_178)] [added: Operations](#ib76c6d80e2384403b8d0e34ac95c6daa_178)] | | | | | | | | | [removed: [118](#i09343055b4074e46bd2ad8b1fce7276f_178)] [added: [130](#ib76c6d80e2384403b8d0e34ac95c6daa_178)] | | |

| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i09343055b4074e46bd2ad8b1fce7276f_181)] [added: (Loss)](#ib76c6d80e2384403b8d0e34ac95c6daa_181)] | | | | | | | | | [removed: [119](#i09343055b4074e46bd2ad8b1fce7276f_181)] [added: [131](#ib76c6d80e2384403b8d0e34ac95c6daa_181)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i09343055b4074e46bd2ad8b1fce7276f_184)] [added: Flows](#ib76c6d80e2384403b8d0e34ac95c6daa_184)] | | | | | | | | | [removed: [120](#i09343055b4074e46bd2ad8b1fce7276f_184)] [added: [132](#ib76c6d80e2384403b8d0e34ac95c6daa_184)] | | |

| [Consolidated Statements [removed: of](#i09343055b4074e46bd2ad8b1fce7276f_187) [Stockholders’](#i09343055b4074e46bd2ad8b1fce7276f_187) [Equity](#i09343055b4074e46bd2ad8b1fce7276f_187)] [added: of Stockholders’ Equity](#ib76c6d80e2384403b8d0e34ac95c6daa_187)] | | | | | | | | | [removed: [122](#i09343055b4074e46bd2ad8b1fce7276f_187)] [added: [134](#ib76c6d80e2384403b8d0e34ac95c6daa_187)] | | |

| [Notes to the Consolidated Financial [removed: Statements](#i09343055b4074e46bd2ad8b1fce7276f_190)] [added: Statements](#ib76c6d80e2384403b8d0e34ac95c6daa_190)] | | | | | | | | | | | |

| [Note 1 - Description of Business and Summary of Significant Accounting [removed: Policies](#i09343055b4074e46bd2ad8b1fce7276f_193)] [added: Policies](#ib76c6d80e2384403b8d0e34ac95c6daa_193)] | | | | | | | | | [removed: [125](#i09343055b4074e46bd2ad8b1fce7276f_193)] [added: [137](#ib76c6d80e2384403b8d0e34ac95c6daa_193)] | | |

| [Note 2 - Recent Accounting [removed: Pronouncements](#i09343055b4074e46bd2ad8b1fce7276f_196)] [added: Pronouncements](#ib76c6d80e2384403b8d0e34ac95c6daa_196)] | | | | | | | | | [removed: [139](#i09343055b4074e46bd2ad8b1fce7276f_196)] [added: [151](#ib76c6d80e2384403b8d0e34ac95c6daa_196)] | | |

| [Note 3 - Business [removed: Combinations](#i09343055b4074e46bd2ad8b1fce7276f_199)] [added: Combinations](#ib76c6d80e2384403b8d0e34ac95c6daa_199)] | | | | | | | | | [removed: [141](#i09343055b4074e46bd2ad8b1fce7276f_199)] [added: [152](#ib76c6d80e2384403b8d0e34ac95c6daa_199)] | | |

| [Note 4 - Goodwill and Intangible [removed: Assets](#i09343055b4074e46bd2ad8b1fce7276f_202)] [added: Assets](#ib76c6d80e2384403b8d0e34ac95c6daa_202)] | | | | | | | | | [removed: [142](#i09343055b4074e46bd2ad8b1fce7276f_202)] [added: [155](#ib76c6d80e2384403b8d0e34ac95c6daa_202)] | | |

| [Note 5 - [removed: Revenues](#i09343055b4074e46bd2ad8b1fce7276f_208)] [added: Revenues](#ib76c6d80e2384403b8d0e34ac95c6daa_208)] | | | | | | | | | [removed: [144](#i09343055b4074e46bd2ad8b1fce7276f_208)] [added: [157](#ib76c6d80e2384403b8d0e34ac95c6daa_208)] | | |

[removed: | [Note 7 - Allowance for Credit Losses](#i09343055b4074e46bd2ad8b1fce7276f_214) | | | | | | | | | [146](#i09343055b4074e46bd2ad8b1fce7276f_214) | | |][added: NOTE 6: ALLOWANCE FOR CREDIT LOSSES]

[removed: | [Note 8 - Investments and Fair Value Measurement](#i09343055b4074e46bd2ad8b1fce7276f_217) | | | | | | | | | [148](#i09343055b4074e46bd2ad8b1fce7276f_217) | | |][added: NOTE 7: INVESTMENTS AND FAIR VALUE MEASUREMENT]

[removed: | [Note](#i09343055b4074e46bd2ad8b1fce7276f_223) [9](#i09343055b4074e46bd2ad8b1fce7276f_223) [- Income Taxes](#i09343055b4074e46bd2ad8b1fce7276f_223) | | | | | | | | | [153](#i09343055b4074e46bd2ad8b1fce7276f_223) | | |][added: NOTE 8: INCOME TAXES]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_226)[0](#i09343055b4074e46bd2ad8b1fce7276f_226) [- Property, Software, and Equipment, net](#i09343055b4074e46bd2ad8b1fce7276f_226) | | | | | | | | | [156](#i09343055b4074e46bd2ad8b1fce7276f_226) | | |][added: NOTE 9: PROPERTY, SOFTWARE, AND EQUIPMENT, NET]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_229)[1](#i09343055b4074e46bd2ad8b1fce7276f_229) [- Securities Borrowing and Lending](#i09343055b4074e46bd2ad8b1fce7276f_229) | | | | | | | | | [156](#i09343055b4074e46bd2ad8b1fce7276f_229) | | |][added: NOTE 10: SECURITIES BORROWING AND LENDING]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_232)[2](#i09343055b4074e46bd2ad8b1fce7276f_232) [- Financing Activities and Off-Balance Sheet Risk](#i09343055b4074e46bd2ad8b1fce7276f_232) | | | | | | | | | [157](#i09343055b4074e46bd2ad8b1fce7276f_232) | | |][added: NOTE 11: FINANCING ACTIVITIES AND OFF-BALANCE SHEET RISK]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_235)[3](#i09343055b4074e46bd2ad8b1fce7276f_235) [- Common Stock and Stockholders'](#i09343055b4074e46bd2ad8b1fce7276f_235) [Equity](#i09343055b4074e46bd2ad8b1fce7276f_235) | | | | | | | | | [160](#i09343055b4074e46bd2ad8b1fce7276f_235) | | |][added: NOTE 12: COMMON STOCK AND STOCKHOLDERS’ EQUITY]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_238)[4](#i09343055b4074e46bd2ad8b1fce7276f_238) [- Net Income (Loss) per Share](#i09343055b4074e46bd2ad8b1fce7276f_238) | | | | | | | | | [166](#i09343055b4074e46bd2ad8b1fce7276f_238) | | |][added: NOTE 13: NET INCOME (LOSS) PER SHARE]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_241)[5](#i09343055b4074e46bd2ad8b1fce7276f_241) [- Leases](#i09343055b4074e46bd2ad8b1fce7276f_241) | | | | | | | | | [167](#i09343055b4074e46bd2ad8b1fce7276f_241) | | |][added: NOTE 14: LEASES]

[removed: | [Note 1](#i09343055b4074e46bd2ad8b1fce7276f_244)[6](#i09343055b4074e46bd2ad8b1fce7276f_244) [- Commitments] [added: NOTE 15: COMMITMENTS] & [removed: Contingencies](#i09343055b4074e46bd2ad8b1fce7276f_244) | | | | | | | | | [168](#i09343055b4074e46bd2ad8b1fce7276f_244) | | |][added: CONTINGENCIES]

We have audited the accompanying consolidated balance sheets of Robinhood Markets, Inc. (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income [removed: (loss),] [added: (loss),] stockholders' equity and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.

We also have 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, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 18, [removed: 2025] [added: 2026] expressed an unqualified opinion thereon.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, [added: taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.]

| [removed: *Description of the Matter*] [added: Transaction-based revenues] | | | [removed: Transaction-based revenues] | | | [added: | | | | | | | | | | | |]

| [added: *Description of the Matter* | | | Transaction-based revenues] As discussed in Note 1 and Note 5 to the consolidated financial statements, the Company recognized transaction-based revenues of [removed: $1,647] [added: $2,628] million for the year ended December 31, [removed: 2024,] [added: 2025,] of which [removed: $1,563] [added: $2,326] million is comprised of revenues earned from routing user orders to market makers when the performance obligation is satisfied, which is at the point in time when a routed order is executed by the market maker. The Company’s transaction-based revenues from routing user orders [removed: involves a significant volume of transactions and is] [added: are] earned from various market [removed: makers] [added: makers,] and [removed: is sourced] [added: involve several inputs] from [removed: multiple systems across] the Company’s information technology [removed: environment.] [added: environment to calculate the revenue recognized.] Auditing transaction-based revenues from routing user orders was complex and involved significant audit effort to identify, test, and evaluate the [removed: Company’s relevant systems used] [added: inputs] to [removed: process and] record transaction-based revenues from routing user orders. | | | [removed: | | |]

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the revenue recognition process for transaction-based revenues from routing user orders. With the involvement of our information technology professionals, we identified and tested the relevant [removed: systems] [added: inputs from the information technology environment] used to process and record transaction-based revenues earned from routing user orders and tested the relevant information technology general controls over [removed: those systems.] [added: the Company’s information technology environment.] Our audit procedures included, among others, testing on a sample basis the completeness and accuracy of the underlying data and calculations used to record transaction-based revenues from routing user orders, obtaining external confirmation of revenue recognized and transaction price from market makers, and comparing revenue recognized to cash receipts. | | |

San [removed: Jose,] [added: Francisco,] California

To the [removed: Stockholders] [added: Shareholders] and the Board of Directors of Robinhood Markets, Inc.

We have audited Robinhood Markets, Inc.’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Robinhood Markets, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets [added: of the Company] as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and our report dated February 18, [removed: 2025] [added: 2026] expressed an unqualified opinion thereon.

| *(in millions, except share and per share data)* | | | [added: | | |] 2023 | | | | | | 2024 | | | | | | [added: 2025] | | | [added: | | | | | |]

| Cash and cash equivalents | | | $ | [removed: 4,835] [added: 4,332] | | | | | $ | [removed: 4,332] [added: 4,261] | | | | | | | |

| Cash, cash equivalents, and securities segregated under federal and other regulations | | | [removed: 4,448] [added: 4,724] | | | | | | [removed: 4,724] [added: 5,749] | | | | | | | | |

| Receivables from brokers, dealers, and clearing organizations | | | [removed: 89] [added: 471] | | | | | | [removed: 471] [added: 426] | | | | | | | | |

| Receivables from users, net | | | [removed: 3,495] [added: 8,239] | | | | | | [removed: 8,239] [added: 17,994] | | | | | | | | |

| Securities borrowed | | | [removed: 1,602] [added: 3,236] | | | | | | [removed: 3,236] [added: 2,408] | | | | | | | | |

February 18, 2026

As indicated in the accompanying Management’s Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of TradePMR and Bitstamp, which are included in the 2025 consolidated financial statements of the Company.

TradePMR constituted less than one percent of total assets as of December 31, 2025 and less than one percent of consolidated total net revenues for the year then ended.

Bitstamp constituted four percent of total assets as of December 31, 2025 and one percent of consolidated total net revenues for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of TradePMR and Bitstamp.

San Francisco, California

February 18, 2026

| Other current assets, including current prepaid expenses of $75 as of December 31, 2024 and $127 as of December 31, 2025 | | | 584 | | | | | | 798 | | | | | | | | |

| Non-controlling interest | | | — | | | | | | 11 | | | | | | | | |

| Net income (loss) attributable to non-controlling interest | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| Net income (loss) attributable to Robinhood | | | | | | $ | (541) | | | | | $ | 1,411 | | | | | $ | 1,883 | | | | | | | |

| Total comprehensive income (loss) attributable to non-controlling interest | | | | | | — | | | | | | — | | | | | | — | | | | | | | | |

| Total comprehensive income (loss) attributable to Robinhood | | | | | | $ | (544) | | | | | $ | 1,413 | | | | | $ | 1,892 | | | | | | | |

| Consideration transferred for business acquisitions and asset acquisitions | | | (107) | | | | | | (134) | | | | | | (399) | | |

| Cash, cash equivalents, and segregated cash acquired in business acquisitions and asset acquisitions | | | 14 | | | | | | 125 | | | | | | 1,193 | | |

| Purchases of non-marketable securities | | | (1) | | | | | | (1) | | | | | | (244) | | |

| Contributions from noncontrolling interests | | | — | | | | | | — | | | | | | 11 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *(in millions, except for number of shares)* | | | Shares | | | | | | Amount | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of December 31, 2023 | | | 872,162,664 | | | | | | $ | — | | | | | $ | 12,145 | | | | | $ | (3) | | | | | $ | (5,446) | | | | | $ | 6,696 | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *(in millions, except for number of shares)* | | | | | | | | | | | | | | | | | | Shares | | | | | | Amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of December 31, 2024 | | | | | | | | | | | | | | | | | | 884,492,983 | | | | | | $ | — | | | | | $ | 12,008 | | | | | $ | (1) | | | | | $ | (4,035) | | | | | $ | — | | | | | $ | 7,972 | |

| Net income | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,883 | | | | | | — | | | | | | 1,883 | | |

| Issuance of common stock in connection with stock option exercises | | | | | | | | | | | | | | | | | | 4,206,007 | | | | | | — | | | | | | 16 | | | | | | — | | | | | | — | | | | | | — | | | | | | 16 | | |

| Issuance of common stock in connection with warrants exercises, net of shares withheld | | | | | | | | | | | | | | | | | | 2,816,093 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| Issuance of common stock in connection with business combination | | | | | | | | | | | | | | | | | | 2,049,711 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| Repurchase and retirement of Class A common stock | | | | | | | | | | | | | | | | | | (12,018,462) | | | | | | — | | | | | | (653) | | | | | | — | | | | | | — | | | | | | — | | | | | | (653) | | |

| Capital contributions from a partner | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 11 | | | | | | 11 | | |

| Balance as of December 31, 2025 | | | | | | | | | | | | | | | | | | 901,328,432 | | | | | | $ | — | | | | | $ | 11,284 | | | | | $ | 8 | | | | | $ | (2,152) | | | | | $ | 11 | | | | | $ | 9,151 | |

Robinhood was founded in 2013 and our mission is to democratize finance for all.

Our platforms enable customers to buy, sell, and trade equities, options, event contracts, and futures, as well as buy, sell, and transfer cryptocurrencies.

We are also responsible for the custody of user-held cryptocurrencies.

In addition, we offer credit cards with certain rewards offerings, as well as a cash card and spending account that help our customers in investing, saving, and earning rewards.

We are continuously introducing new products and diversifying our services that further expand access to the financial system.

In February 2025, we acquired TradePMR, a custodial and portfolio management platform for RIAs.

| [Note 6 - Restructuring Activities](#i09343055b4074e46bd2ad8b1fce7276f_211) | | | | | | | | | [145](#i09343055b4074e46bd2ad8b1fce7276f_211) | | |

Adoption of SAB 122

As discussed in Note 2 to the consolidated financial statements, the Company changed its method of accounting for obligations to safeguard crypto-assets held in custody on behalf of its platform users in 2024 due to the adoption of SAB 122.

taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

February 18, 2025

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Non-current held-to-maturity investments | | | 73 | | | | | | — | | | | | | | | |

| Impairment of long-lived assets | | | 45 | | | | | | 5 | | | | | | 2 | | |

| Asset acquisition, net of cash acquired | | | — | | | | | | — | | | | | | (3) | | |

| Purchases of available-for-sale investments | | | (25) | | | | | | — | | | | | | — | | |

| Proceeds from sales and maturities of available-for-sale investments | | | 42 | | | | | | 10 | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance as of December 31, 2021 | | | | | | | | | | | | | | | | | | 863,912,613 | | | | | | $ | — | | | | | $ | 11,169 | | | | | $ | 1 | | | | | $ | (3,877) | | | | | $ | 7,293 | |

| Shares issued in connection with stock option exercises, net of repurchases | | | | | | | | | | | | | | | | | | 2,318,267 | | | | | | — | | | | | | 6 | | | | | | — | | | | | | — | | | | | | 6 | | |

_______________

Robinhood Markets, Inc. (“RHM” and, together with its subsidiaries, “Robinhood,” the “Company,” “we,” or “us”) was incorporated in the State of Delaware on November 22, 2013.

Our most significant, wholly-owned subsidiaries are:

- Robinhood Financial LLC (“RHF”), a registered introducing broker-dealer;

- Robinhood Securities, LLC (“RHS”), a registered clearing broker-dealer;

- Robinhood Crypto, LLC (“RHC”), which provides users the ability to buy, sell, and transfer cryptocurrencies and is responsible for the custody of user cryptocurrencies held by users on our RHC platform;

- Robinhood Credit, Inc. (“Robinhood Credit”), which offers credit cards with certain rewards offerings; and

- Robinhood Derivatives, LLC (“RHD”), a registered non-clearing futures commission merchant and a swap firm for trading cleared swaps.

Our users also have ownership of the cryptocurrencies they transact on our platforms (none of which are allowed to be purchased on margin and which do not serve as collateral for margin loans).

[Table of](#i09343055b4074e46bd2ad8b1fce7276f_7) [Contents](#i09343055b4074e46bd2ad8b1fce7276f_7)

of intangible assets, valuation of reporting units in assessing goodwill for impairment, incremental borrowing rate used to calculate operating lease right-of-use assets and related liabilities, impairment of long-lived assets, uncertain tax positions, realizability of deferred tax assets, accrued and contingent liabilities.

Immediately after the GM reorganization, we began developing processes to enable us to produce sufficiently precise and timely business level financial information that did not exist within the enterprise resource planning system at the time of the announcement.

| Market maker: | | | | | | | | | | | | | | | | | |

on the creditworthiness of the counterparty.

For the year ended December 31, 2022, brokerage and transaction costs included $57 million as a result of the Q4 2022 Processing Error (as defined in Note 16 - Commitments & Contingencies to our consolidated financial statements in this Annual Report).

For the

The Black-Scholes option-pricing model incorporates various assumptions in estimating the fair value of stock-based awards.

In addition to the fair value of our common stock, these variables include:

*Expected volatility*—As we do not have sufficient trading history of our common stock, we estimate the volatility of our common stock on the date of grant using the blended approach which considers the weighted average of historical stock price of our own stock and comparable publicly-traded companies over a period equal to the expected term of the award.

*Expected term*—We determine the expected term based on the average period the stock options are expected to remain outstanding using the simplified method, generally calculated as the midpoint of the stock options’ vesting term and contractual expiration period, as we do not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior.

*Risk-free interest rate*—Based on the U.S. Treasury yield curve that corresponds with the expected term at the time of grant.

*Expected dividend yield*—We utilize a dividend yield of 0% as we have not paid, and do not anticipate paying, dividends on our common stock.

We estimated the expected term based on various vesting scenarios, as these awards were not considered “plain vanilla.” We estimated the expected date of an IPO based on our expectation at the time of measurement of the award’s value.

Upon the occurrence of our IPO in 2021, we recorded a cumulative one-time SBC expense determined using the grant-date fair values.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, [removed: 2024.][added: 2025.]

Based on such evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, [removed: 2024,] [added: 2025,] our disclosure controls and procedures were effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

[added: Internal control] over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the U.S. Our management, under the oversight of our board of directors, evaluated the effectiveness of our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] based on the framework in Internal Control-Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]

There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, [removed: 2024] [added: 2025] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

In accordance with guidance issued by the staffs of the SEC’s Office of the Chief Accountant and the Division of Corporation Finance, companies are permitted to exclude acquisitions from their assessment

of internal control over financial reporting for the first fiscal year in which the acquisition occurred.

Our management’s evaluation of internal control over financial reporting excluded the internal control activities of TradePMR, which we acquired on February 26, 2025, and Bitstamp, which we acquired on June 2, 2025, as discussed in Note 3 - Business Combinations, to our consolidated financial statements in this Annual Report.

We have included the financial results of these acquisitions in the consolidated financial statements from the date of acquisition.

Total net revenues and total assets subject to TradePMR’s internal control over financial reporting represented less than one percent of both our consolidated total net revenues and total assets for the fiscal year ended and as of December 31, 2025.

Total net revenues subject to Bitstamp’s internal control over financial reporting represented one percent of our consolidated total net revenues for the fiscal year ended December 31, 2025.

Total assets subject to Bitstamp’s internal control over financial reporting represented four percent of our consolidated total assets as of December 31, 2025.

We are in the process of evaluating and integrating TradePMR and Bitstamp into our system of internal control over financial reporting.

Internal control

[removed: That previously disclosed] [added: On November 19, 2025, Steven Quirk, our Chief Brokerage Officer, adopted a] “Rule 10b5-1 trading arrangement” [removed: had provided that Mr. Quirk] [added: (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he] may sell (i) up to [removed: 528,408] [added: 76,874] shares of our Class A common stock (less any shares previously sold under predecessor Rule 10b5-1 trading arrangements), (ii) [removed: shares of our Class A common stock resulting from the settlement of] up to [removed: 122,161] [added: 43,403] unvested RSUs (less any shares previously sold under predecessor Rule 10b5-1 trading arrangements and shares withheld for applicable taxes), (iii) up to [removed: 9,378] [added: 18,376] shares of our Class A common stock, and (iv) [removed: shares of our Class A common stock resulting from the settlement of] up to [removed: 369,779] [added: 261,816] unvested RSUs (less any shares withheld for applicable taxes), in each case on or prior to [removed: September] [added: February] 19, [removed: 2025.][added: 2027.]

In addition, certain of our officers may, from time to time, make elections to participate in our ESPP and to have shares withheld [added: or sold] to cover withholding taxes or pay the exercise price of options, which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute “non-Rule 10b5-1 trading arrangements” (as defined in Item 408(c) of Regulation S-K).

On November 13, 2025, Baiju Prafulkumar Bhatt Living Trust, an entity controlled by Baiju Bhatt, a member of our Board of Directors, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 3,000,000 shares of our Class A common stock on or prior to February 10, 2027.

On December 2, 2025, The Jonathan J.

Rubinstein Trust, an entity controlled by Jonathan Rubinstein, a member of our Board of Directors, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell up to 26,475 shares of our Class A common stock on or prior to November 19, 2027.

On December 2, 2025, Paula Loop, a member of our Board of Directors, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which she may sell up to 15,036 RSUs on or prior to February 19, 2027.

RSUs convert into Class A common stock on a one-for-one basis upon vesting and settlement.

On December 9, 2025, Dara Treseder, a member of our Board of Directors, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which she may sell up to 15,000 shares of our Class A common stock on or prior to February 20, 2027.

(b) On October 11, 2024, Morgan Stanley Smith Barney initiated a termination of the “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) adopted on June 12, 2024 by Steven Quirk, our Chief Brokerage Officer.

On November 12, 2024, Mr. Quirk adopted a new Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell (i) up to 370,195 shares of our Class A common stock, and (ii) shares of our Class A common stock resulting from the settlement of up to 441,179 unvested RSUs (less any shares withheld for applicable taxes), in each case on or prior to February 21, 2026.

On November 11, 2024, Jeffrey Pinner, our Chief Technology Officer, adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408(a) of Regulation S-K) intended to satisfy the affirmative defense of

Rule 10b5-1(c) under the Exchange Act pursuant to which he may sell shares of our Class A common stock resulting from the settlement of up to 285,948 unvested RSUs (less any shares withheld for applicable taxes), in each case on or prior to April 30, 2026.

The information required by this item is incorporated by reference to our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference to our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference to our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference to our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024.][added: 2025.]

The information required by this item is incorporated by reference to our Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2024.][added: 2025.]

- Consolidated Balance Sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023][added: 2024]

- Consolidated Statements of Operations for the Years Ended December 31, [removed: 2024, 2023] [added: 2023, 2024] and [removed: 2022][added: 2025]

- Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, [removed: 2024,] 2023, [added: 2024] and [removed: 2022][added: 2025]

- Consolidated Statements of Cash Flows for the Years Ended December 31, [removed: 2024, 2023] [added: 2023, 2024] and [removed: 2022][added: 2025]

- Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, [removed: 2024, 2023] [added: 2023, 2024] and [removed: 2022][added: 2025]

| 10.8 | | | | | | [Exchange Agreement, dated July 26, 2021 between Robinhood Markets, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1783879/000178387921000029/exhibit108-exchangeagreeme.htm)[,](https://www.sec.gov/Archives/edgar/data/1783879/000178387921000029/exhibit108-exchangeagreeme.htm) [Baiju] [added: Inc., Baiju] Bhatt, Vladimir Tenev, and certain of his related entities](https://www.sec.gov/Archives/edgar/data/1783879/000178387921000029/exhibit108-exchangeagreeme.htm) | | | | | | 10-Q | | | | | | 2021-08-18 | | | | | | 10.8 | | | | | | | | |

| 10.22+ | | | | | | [Robinhood Markets, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1022.htm) [Change] [added: Inc. Change] in Control and Severance Plan for Key Employees](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1022.htm) | | | | | | [added: 10-K] | | | | | | [added: 2025-02-18] | | | | | | [added: 10.22] | | | | | | [removed: X] | | |

| 10.23(a)+ | | | | | | [Offer Letter between Robinhood Markets, Inc. and Steve Quirk, dated July 13, 2021](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1023a.htm) | | | | | | [added: 10-K] | | | | | | [added: 2025-02-18] | | | | | | [added: 10.23(a)] | | | | | | [removed: X] | | |

| 10.23(b)+ | | | | | | [Amended Offer Letter between Robinhood Markets, Inc. and Steve Quirk, [removed: dated](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1023b.htm) [November] [added: dated November] 18, 2021](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1023b.htm) | | | | | | [added: 10-K] | | | | | | [added: 2025-02-18] | | | | | | [added: 10.23(b)] | | | | | | [removed: X] | | |

| 10.23(c)+ | | | | | | [Amended Offer Letter between Robinhood Markets, Inc. and Steve Quirk, [removed: dated](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1023c.htm) [](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1023c.htm)[January] [added: dated January] 7, 2022](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1023c.htm) | | | | | | [added: 10-K] | | | | | | [added: 2025-02-18] | | | | | | [added: 10.23(c)] | | | | | | [removed: X] | | |

| 10.24 | | | | | | [Offer Letter between Robinhood Markets, Inc. and Jeff Pinner, dated July 24, 2024](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit1024.htm) | | | | | | [added: 10-K] | | | | | | [added: 2025-02-18] | | | | | | [added: 10.24] | | | | | | [removed: X] | | |

| 19.1 | | | | | | [Robinhood [removed: Market](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit191.htm)[s](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit191.htm)[, Inc.](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit191.htm) [Confidential] [added: Markets, Inc. Confidential] Information and Insider Trading [removed: Poli](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit191.htm)[cy](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit191.htm)] [added: Policy](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex191.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 21.1 | | | | | | [Subsidiaries of Robinhood Markets, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit211-12x31x24.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex211.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 23.1 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit2312024.htm)] [added: Firm](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex231.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 24.1 | | | | | | [Power of Attorney (included in signature pages [removed: hereto)](#i09343055b4074e46bd2ad8b1fce7276f_298)] [added: hereto)](#ib76c6d80e2384403b8d0e34ac95c6daa_304)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 31.1 | | | | | | [CEO Certification pursuant to Section 302 of the Sarbanes-Oxley [removed: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/ex311-section302certificat.htm)] [added: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex311-section302certificat.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 31.2 | | | | | | [CFO Certification pursuant to Section 302 of the Sarbanes-Oxley [removed: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/ex312-section302certificat.htm)] [added: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex312-section302certificat.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 32.1‡ | | | | | | [CEO Certification pursuant to Section 906 of the Sarbanes-Oxley [removed: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/exhibit321-section906certi.htm)] [added: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex321-section906certificat.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 32.2‡ | | | | | | [CFO Certification pursuant to Section 906 of the Sarbanes-Oxley [removed: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000049/ex322-section906certificat.htm)] [added: Act](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/ex322-section906certificat.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

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, [removed: 2025.][added: 2026.]

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Vladimir Tenev and [removed: Jason Warnick,] [added: Shiv Verma,] 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.

| By: | | | /s/ Vladimir Tenev | | | | | | Chief Executive Officer, President, and Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ [removed: Jason Warnick] [added: Shiv Verma] | | | | | | Chief Financial Officer | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| | | | [removed: Jason Warnick] [added: Shiv Verma] | | | | | | (Principal Financial Officer and Principal Accounting Officer) | | | | | | | | |

| By: | | | /s/ Baiju Bhatt | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Paula Loop | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Jonathan Rubinstein | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Meyer Malka | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Robert Zoellick | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Dara Treseder | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Susan Segal | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| By: | | | /s/ Christopher Payne | | | | | | Director | | | | | | February 18, [removed: 2025] [added: 2026] | | |

| 10.25+ | | | | | | [N](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000251/exhibit101.htm)[on-](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000251/exhibit101.htm)[e](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000251/exhibit101.htm)[mployee Director Compensation Program](https://www.sec.gov/Archives/edgar/data/1783879/000178387925000251/exhibit101.htm) | | | | | | 10-Q | | | | | | 2025-07-31 | | | | | | 10.1 | | | | | | | | |

| 10.26 | | | | | | [F](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm)[ou](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm)[r](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm)[th Amended and Restated Credit Agreement, dated as of March 21, 2025, among Robinhood Securities, LLC](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm)[, as borrower, the lenders party thereto, and JPM](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm)[organ Chase Bank, N.A. as administ](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm)[rative agent](https://www.sec.gov/ix?doc=/Archives/edgar/data/0001783879/000178387925000097/hood-20250321.htm) | | | | | | 8-K | | | | | | 2025-03-25 | | | | | | 10.1 | | | | | | | | |

| 10.27+ | | | | | | [Transition Letter b](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm)[e](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm)[t](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm)[ween](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm) [Robinhood Markets, Inc](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm)[. and Jason Warnick, date](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm)[d](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm) [February 2, 2026](https://www.sec.gov/Archives/edgar/data/1783879/000178387926000023/exhibit1027.htm) | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| By: | | | /s/ Shiv Verma | | |

| Name: | | | Shiv Verma | | |

| By: | | | /s/ John Hegeman | | | | | | Director | | | | | | February 18, 2026 | | |

| | | | John Hegeman | | | | | | | | | | | | | | |

| By: | | | /s/ Jason Warnick | | |

| Name: | | | Jason Warnick | | |