Mastercard 10-Q 2026-03-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

Or

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-32877

Mastercard Incorporated

(Exact name of registrant as specified in its charter)

Delaware						13-4172551
(State or other jurisdiction of incorporation or organization)						(IRS Employer Identification Number)
2000 Purchase Street						10577
Purchase,			NY			(Zip Code)
(Address of principal executive offices)

(914) 249-2000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class						Trading Symbol						Name of each exchange of which registered
Class A Common Stock, par value $0.0001 per share						MA						New York Stock Exchange
2.1% Notes due 2027						MA27						New York Stock Exchange
1.0% Notes due 2029						MA29A						New York Stock Exchange
2.5% Notes due 2030						MA30						New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.												Yes			☒			No			☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files)												Yes			☒			No			☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer			☒						Accelerated filer			☐
Non-accelerated filer			☐						Smaller reporting company			☐
									Emerging growth company			☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act.																					☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act)												Yes			☐			No			☒

As of April 27, 2026, there were 877,036,230 shares outstanding of the registrant’s Class A common stock, par value $0.0001 per share; and 6,547,625 shares outstanding of the registrant’s Class B common stock, par value $0.0001 per share.

MASTERCARD INCORPORATED FORM 10-Q

TABLE OF CONTENTS

PART I			5			Item 1.			Consolidated financial statements (unaudited)
28			Item 2.			Management’s discussion and analysis of financial condition and results of operations
38			Item 3.			Quantitative and qualitative disclosures about market risk
39			Item 4.			Controls and procedures
PART II			41			Item 1.			Legal proceedings
41			Item 1A.			Risk factors
41			Item 2.			Unregistered sales of equity securities and use of proceeds
41			Item 5.			Other information
42			Item 6.			Exhibits
44			-			Signatures

2 MASTERCARD MARCH 31, 2026 FORM 10-Q

In this Report on Form 10-Q (“Report”), references to the “Company,” “Mastercard,” “we,” “us” or “our” refer to the business conducted by Mastercard Incorporated and its consolidated subsidiaries, including our operating subsidiary, Mastercard International Incorporated, and to the Mastercard brand.

Forward-Looking Statements

This Report contains forward-looking statements pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts may be forward-looking statements. When used in this Report, the words “believe”, “expect”, “could”, “may”, “would”, “will”, “trend” and similar words are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements that relate to the Company’s future prospects, developments and business strategies.

Many factors and uncertainties relating to our operations and business environment, all of which are difficult to predict and many of which are outside of our control, influence whether any forward-looking statements can or will be achieved. Any one of those factors could cause our actual results to differ materially from those expressed or implied in writing in any forward-looking statements made by Mastercard or on its behalf, including, but not limited to, the following factors:

• regulation related to the payments industry (including regulatory, legislative and litigation activity with respect to interchange rates and surcharging)

• the impact of preferential or protective government actions

• regulation of privacy, data, AI, information security and the digital economy

• regulation that directly or indirectly applies to us based on our participation in the global payments industry (including anti-money laundering, countering the financing of terrorism, economic sanctions and anti-corruption, account-based payments systems, and issuer and acquirer practices regulation)

• the impact of changes in tax laws, as well as regulations and interpretations of such laws or challenges to our tax positions

• potential or incurred liability and limitations on business related to any litigation or litigation settlements

• the impact of competition in the global payments industry (including disintermediation and pricing pressure)

• the challenges relating to rapid technological developments and changes

• the challenges relating to operating a real-time account-based payments system and to working with new customers and end users

• the impact of information security incidents, account data breaches or service disruptions

• issues related to our relationships with our stakeholders (including loss of substantial business from significant customers, competitor relationships with our customers, consolidation amongst our customers, merchants’ continued focus on acceptance costs and unique risks from our work with governments)

• the impact of global economic, political, financial and societal events and conditions, including adverse currency fluctuations and foreign exchange controls

• reputational impact, including impact related to brand perception and lack of visibility of our brands in products and services

• the impact of environmental, social and governance matters and related stakeholder reaction

• the inability to attract and retain a highly qualified workforce, or maintain our corporate culture

• issues related to acquisition integration, strategic investments and entry into new businesses

• exposure to loss or illiquidity due to our role as guarantor as well as other contractual obligations and discretionary actions we may take

• issues related to our Class A common stock and corporate governance structure

Please see a complete discussion of these risk factors in Part I, Item 1A - Risk Factors of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. We caution you that the important factors referenced above may not contain all of the factors that are important to you. Our forward-looking statements speak only as of the date of this Report or as of the date they are made, and we undertake no obligation to update our forward-looking statements.

MASTERCARD MARCH 31, 2026 FORM 10-Q 3

						PART I
						Item 1. Consolidated financial statements (unaudited)
						Item 2. Management’s discussion and analysis of financial condition and results of operations
						Item 3. Quantitative and qualitative disclosures about market risk
						Item 4. Controls and procedures

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Item 1. Consolidated financial statements (unaudited)

Mastercard Incorporated

Index to consolidated financial statements (unaudited)

						Page
Consolidated Statements of Operations — Three Months Ended March 31, 2026 and 2025						6
Consolidated Statements of Comprehensive Income — Three Months Ended March 31, 2026 and 2025						7
Consolidated Balance Sheets — March 31, 2026 and December 31, 2025						8
Consolidated Statements of Changes in Equity — Three Months Ended March 31, 2026 and 2025						9
Consolidated Statements of Cash Flows — Three Months Ended March 31, 2026 and 2025						10
Notes to consolidated financial statements						11

MASTERCARD MARCH 31, 2026 FORM 10-Q 5

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated Statements of Operations (Unaudited)
												Three Months Ended March 31,
																		2026						2025
																		(in millions, except per share data)
Net Revenue																		$	8,398					$	7,250
Operating Expenses:
General and administrative																		3,039						2,523
Advertising and marketing																		153						152
Depreciation and amortization																		299						275
Provision for litigation																		—						151
Total operating expenses																		3,491						3,101
Operating income																		4,907						4,149
Other Income (Expense):
Investment income																		81						88
Gains (losses) on equity investments, net																		(66)						(29)
Interest expense																		(185)						(182)
Other income (expense), net																		75						5
Total other income (expense)																		(95)						(118)
Income before income taxes																		4,812						4,031
Income tax expense																		930						751
Net Income																		$	3,882					$	3,280
Basic Earnings per Share																		$	4.35					$	3.60
Basic weighted-average shares outstanding																		891						912
Diluted Earnings per Share																		$	4.35					$	3.59
Diluted weighted-average shares outstanding																		893						914

The accompanying notes are an integral part of these consolidated financial statements.

6 MASTERCARD MARCH 31, 2026 FORM 10-Q

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated Statements of Comprehensive Income (Unaudited)
												Three Months Ended March 31,
																		2026						2025
																		(in millions)
Net Income																		$	3,882					$	3,280
Other comprehensive income (loss):
Foreign currency translation adjustments																		(28)						275
Income tax effect																		8						(12)
Foreign currency translation adjustments, net of income tax effect																		(20)						263
Translation adjustments on net investment hedges																		47						(53)
Income tax effect																		(10)						12
Translation adjustments on net investment hedges, net of income tax effect																		37						(41)
Cash flow hedges																		118						(48)
Income tax effect																		(5)						5
Reclassification adjustments for cash flow hedges																		(71)						98
Income tax effect																		(5)						1
Cash flow hedges, net of income tax effect																		37						56
Investment securities available-for-sale																		(2)						—
Income tax effect																		1						—
Investment securities available-for-sale, net of income tax effect																		(1)						—
Other comprehensive income (loss), net of income tax effect																		53						278
Comprehensive Income																		$	3,935					$	3,558

The accompanying notes are an integral part of these consolidated financial statements.

MASTERCARD MARCH 31, 2026 FORM 10-Q 7

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated Balance Sheets (Unaudited)
						March 31, 2026						December 31, 2025
						(in millions, except per share data)
Assets
Current assets:
Cash and cash equivalents						$	7,906					$	10,566
Restricted cash and restricted cash equivalents						551						561
Restricted security deposits held for customers						2,307						2,121
Investments						313						332
Accounts receivable						4,720						4,609
Settlement assets						2,062						1,626
Prepaid expenses and other current assets						4,639						3,743
Total current assets						22,498						23,558
Property, equipment and right-of-use assets, net of accumulated depreciation and amortization of $2,818 and $2,756, respectively						2,349						2,303
Deferred income taxes						1,396						1,567
Goodwill						9,525						9,560
Other intangible assets, net of accumulated amortization of $3,242 and $3,096, respectively						5,495						5,554
Other assets						11,186						11,615
Total Assets						$	52,449					$	54,157
Liabilities and Equity
Current liabilities:
Accounts payable						$	1,030					$	999
Settlement obligations						2,544						2,409
Restricted security deposits held for customers						2,307						2,121
Accrued litigation						339						800
Accrued expenses						12,327						13,272
Short-term debt						1,748						749
Other current liabilities						2,639						2,412
Total current liabilities						22,934						22,762
Long-term debt						17,212						18,251
Deferred income taxes						331						307
Other liabilities						5,250						5,091
Total Liabilities						45,727						46,411
Commitments and Contingencies
Stockholders’ Equity
Class A common stock, $0.0001 par value; authorized 3,000 shares, 1,406 shares issued and 880 and 887 shares outstanding, respectively						—						—
Class B common stock, $0.0001 par value; authorized 1,200 shares, 7 shares issued and outstanding						—						—
Additional paid-in-capital						6,843						6,907
Class A treasury stock, at cost, 526 and 518 shares, respectively						(87,342)						(83,224)
Retained earnings						88,146						85,035
Accumulated other comprehensive income (loss)						(928)						(981)
Mastercard Incorporated Stockholders' Equity						6,719						7,737
Non-controlling interests						3						9
Total Equity						6,722						7,746
Total Liabilities and Equity						$	52,449					$	54,157

The accompanying notes are an integral part of these consolidated financial statements.

8 MASTERCARD MARCH 31, 2026 FORM 10-Q

PART I

Consolidated Statements of Changes in Equity (Unaudited)
						Stockholders’ Equity
						Common Stock												Additional Paid-In Capital						Class A Treasury Stock						Retained Earnings						Accumulated Other Comprehensive Income (Loss)						Mastercard Incorporated Stockholders’ Equity						Non- Controlling Interests						Total Equity
						Class A						Class B
						(in millions)
Three Months Ended March 31, 2026
Balance at beginning of period						$	—					$	—					$	6,907					$	(83,224)					$	85,035					$	(981)					$	7,737					$	9					$	7,746
Net income						—						—						—						—						3,882						—						3,882						—						3,882
Activity related to non-controlling interests						—						—						—						—						—						—						—						(6)						(6)
Other comprehensive income (loss)						—						—						—						—						—						53						53						—						53
Dividends						—						—						—						—						(771)						—						(771)						—						(771)
Purchases of treasury stock						—						—						—						(4,125)						—						—						(4,125)						—						(4,125)
Share-based payments						—						—						(64)						7						—						—						(57)						—						(57)
Balance at end of period						$	—					$	—					$	6,843					$	(87,342)					$	88,146					$	(928)					$	6,719					$	3					$	6,722

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The following tables provide a summary of the growth trends in our key drivers:

												Three Months Ended March 31,
																		2026												2025
												Increase/(Decrease)
																														USD						Local						USD						Local
Mastercard-branded GDV growth 1																														12%						7%						6%						9%
United States																														4%						4%						7%						7%
Worldwide less United States																														15%						9%						5%						10%
Cross-border volume growth 1																														21%						13%						12%						15%

												Three Months Ended March 31,
																		2026						2025
												Increase/(Decrease)
Switched transactions growth																		9%						9%

1 Excludes volume generated by Maestro and Cirrus cards.

Key Metrics related to the Payment Network

Assessments represent agreed-upon standard pricing provided to our customers based on various forms of payment-related activity. Assessments are used internally by management to monitor operating performance as it allows for comparability and provides visibility into cardholder trends. Assessments do not represent our net revenue.

The following provides additional information on our key metrics related to the payment network:

• Domestic assessments** are charges based on activity related to cards that carry the Company’s brands where the merchant country and the country of issuance are the same. These assessments are primarily driven by the domestic dollar volume of activity (e.g., domestic purchase volume, domestic cash volume) or the number of cards issued.

• Cross-border assessments** are charges based on activity related to cards that carry the Company’s brands where the merchant country and the country of issuance are different. These assessments are primarily driven by the cross-border dollar volume of activity (e.g., cross-border purchase volume, cross-border cash volume).

• Transaction processing assessments** are charges primarily driven by the number of switched transactions on our payment network. Switching activities include:

◦Authorization, the process by which a transaction is routed to the issuer for approval

◦Clearing, the determination and exchange of financial transaction information between issuers and acquirers after a transaction has been successfully conducted at the point of interaction

◦Settlement, which facilitates the determination and exchange of funds between parties

These assessments can also include connectivity services and network access, which are based on the volume of data transmitted and the number of authorization and settlement messages.

• Other network assessments** are charges for licensing, implementation and other franchise fees.

The following table provides a summary of our key metrics related to the payment network:

																		Three Months Ended March 31,												Increase/(Decrease)
																														2026						2025						As reported						Currency-neutral
																														($ in millions)
Domestic assessments																														$	2,896					$	2,658					9%						6%
Cross-border assessments																														3,190						2,595						23%						18%
Transaction processing assessments																														4,224						3,527						20%						15%
Other network assessments																														277						231						21%						18%

32 MASTERCARD MARCH 31, 2026 FORM 10-Q

PART I

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Foreign Currency

Currency Impact

Our primary functional currencies are the U.S. dollar, euro, British pound and the Brazilian real. Our overall operating results are impacted by currency translation, which represents the effect of translating operating results where the functional currency is different than our U.S. dollar reporting currency.

Our operating results are also impacted by transactional currency. The impact of the transactional currency represents the effect of converting revenue and expense transactions occurring in a currency other than the functional currency. Changes in currency exchange rates directly impact the calculation of GDV, which is used in the calculation of our key metrics related to domestic assessments and cross-border assessments as well as certain volume-related rebates and incentives. GDV is calculated based on local currency spending volume converted to U.S. dollars and euros using average exchange rates for the period. As a result, our key metrics related to domestic assessments and cross-border assessments as well as certain volume-related rebates and incentives are impacted by the strengthening or weakening of the U.S. dollar and euro versus local currencies. For example, our billing in Australia is in the U.S. dollar, however, consumer spend in Australia is in the Australian dollar. The transactional currency impact of converting Australian dollars to our U.S. dollar billing currency will have an impact on the revenue generated. The strengthening or weakening of the U.S. dollar is evident when GDV growth on a U.S. dollar-converted basis is compared to GDV growth on a local currency basis. For the three months ended March 31, 2026, GDV on a U.S. dollar-converted basis increased 12%, while GDV on a local currency basis increased 7%, versus the comparable periods in 2025. Further, the impact from transactional currency occurs in our key metrics related to transaction processing assessments and other network assessments as well as value-added services and solutions revenue and operating expenses when the transacting currency of these items is different than the functional currency of the entity.

To manage the impact of foreign currency variability on anticipated revenues and expenses, we may enter into foreign exchange derivative contracts and designate such derivatives as hedging instruments in a cash flow hedging relationship as discussed further in Note 16 (Derivative and Hedging Instruments) to the consolidated financial statements included in Part I, Item 1.

Foreign Exchange Activity

We incur foreign currency gains and losses from remeasuring monetary assets and liabilities that are denominated in a currency other than the functional currency of the entity. To manage this foreign exchange risk, we may enter into foreign exchange derivative contracts to economically hedge the foreign currency exposure of our nonfunctional currency monetary assets and liabilities. The gains or losses resulting from the changes in fair value of these contracts are intended to reduce the potential effect of the underlying hedged exposure and are recorded net within general and administrative expenses on the consolidated statements of operations. The impact of this foreign exchange activity, including the related hedging activities, has not been eliminated in our currency-neutral results.

Our foreign exchange risk management activities are discussed further in Note 16 (Derivative and Hedging Instruments) to the consolidated financial statements included in Part I, Item 1.

Financial Results

Net Revenue

The components of net revenue were as follows:

																		Three Months Ended March 31,												Increase/(Decrease)
																					2026						2025
																								($ in millions)
Payment network																								$	4,948					$	4,432					12%
Value-added services and solutions																								3,450						2,818						22%
Total net revenue																								$	8,398					$	7,250					16%

For the three months ended March 31, 2026, net revenue increased 16%, or 12% on a currency-neutral basis, versus the comparable period in 2025. The increase in net revenue was attributable to growth in both our payment network and value-added services and solutions.

Net revenue from our payment network increased 12%, or 8% on a currency-neutral basis, versus the comparable period in 2025. The increase was primarily driven by growth in domestic and cross-border dollar volumes and an increase in the number of switched transactions, reflecting growth trends across all of our key drivers. Net revenue from our payment network included $5,639 million of rebates and incentives provided to customers, which increased 23%, or 19% on a currency-neutral basis, versus the comparable period in 2025, primarily due to an increase in our key drivers as well as new and renewed deals.

MASTERCARD MARCH 31, 2026 FORM 10-Q 33

PART I

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Net revenue from our value-added services and solutions increased 22%, or 18% on a currency-neutral basis, versus the comparable period in 2025. The increase was driven primarily by (1) growth in our underlying key drivers, (2) our security solutions, digital and authentication solutions, business and market insights and consumer acquisition and engagement services and (3) pricing.

See Note 3 (Revenue) to the consolidated financial statements included in Part II, Item 8 of our 2025 Form 10-K for a further discussion of our revenue recognition policies.

Drivers of Change

The following table summarizes the drivers of change in net revenue:

						Three Months Ended March 31, 2026
						Increase/(Decrease)
						Operational															Acquisitions and Dispositions 1						Currency impact 2												Total
Payment network						8		%																**						4		%										12		%
Value-added services and solutions						18		%																—		%				5		%										22		%
Net revenue						12		%																—		%				4		%										16		%

Note: Table may not sum due to rounding.

** Not applicable.

1Represents the impact of acquisitions and dispositions completed during 2026 and 2025.

2Includes the translational and transactional impact of currency and the related impact of our foreign exchange derivative contracts designated as cash flow hedging instruments. See “Non-GAAP Financial Information - Currency-neutral Growth Rates” for further information on our currency impact non-GAAP adjustment.

Operating Expenses

For the three months ended March 31, 2026, operating expenses increased 13% versus the comparable period in 2025. Adjusted operating expenses increased 11%, or 9% on a currency-neutral basis, versus the comparable period in 2025.

The components of operating expenses were as follows:

																		Three Months Ended March 31,												Increase/ (Decrease)
																					2026						2025
																								($ in millions)
General and administrative																								$	3,039					$	2,523					20%
Advertising and marketing																								153						152						—%
Depreciation and amortization																								299						275						9%
Provision for litigation																								—						151						(100)%
Total operating expenses																								3,491						3,101						13%
Special Items 1																								(202)						(151)						34%
Adjusted total operating expenses 1																								$	3,289					$	2,950					11%

Note: Table may not sum due to rounding.

1 See “Non-GAAP Financial Information” for further information on our non-GAAP adjustments and the reconciliation to GAAP reported amounts.

34 MASTERCARD MARCH 31, 2026 FORM 10-Q

PART I

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Drivers of Change

The following table summarizes the drivers of change in operating expenses:

						Three Months Ended March 31, 2026
						Increase/(Decrease)
						Operational						Acquisitions and Dispositions 1						Currency impact 2, 3						Special Items 3						Total
General and administrative						10%						—%						3%						8%						20%
Advertising and marketing						(3)%						—%						3%						**						—%
Depreciation and amortization						7%						—%						2%						**						9%
Provision for litigation						**						**						**						(100)%						(100)%
Total operating expenses						9%						—%						3%						1%						13%

Note: Table may not sum due to rounding.

** Not applicable.

1Represents the impact of acquisitions and dispositions completed during 2026 and 2025.

2Represents the translational and transactional impact of currency.

3See “Non-GAAP Financial Information” for further information on our non-GAAP adjustments and the reconciliation to GAAP reported amounts.

General and Administrative

For the three months ended March 31, 2026, general and administrative expenses increased 20%, or 17% on a currency-neutral basis, versus the comparable period in 2025, which included an 8 percentage point increase from a restructuring charge of $202 million. The remaining increase was primarily due to higher personnel and data processing costs to support the continued investment in our strategic initiatives across payment network and value-added services and solutions, as well as balance sheet remeasurement losses primarily due to unfavorable foreign exchange activity.

The components of general and administrative expenses were as follows:

																		Three Months Ended March 31,												Increase/(Decrease)
																					2026						2025
																								($ in millions)
Personnel 1																								$	2,037					$	1,688					21%
Professional fees																								124						113						10%
Data processing and telecommunications																								349						292						20%
Foreign exchange activity 2																								58						1						**
Other																								471						429						9%
Total general and administrative expenses																								$	3,039					$	2,523					20%

** Not meaningful.

1For the three months ended March 31, 2026, total general and administrative expenses includes a restructuring charge of $202 million. See “Non-GAAP Financial Information” for further information.

2Foreign exchange activity includes the impact of remeasurement of assets and liabilities denominated in foreign currencies net of the impact of gains and losses on foreign exchange derivative contracts. See Note 16 (Derivative and Hedging Instruments) to the consolidated financial statements included in Part I, Item 1 for further discussion.

Advertising and Marketing

For the three months ended March 31, 2026, advertising and marketing expenses were flat, versus the comparable period in 2025. On a currency-neutral basis, advertising and marketing expenses decreased 3%, versus the comparable period in 2025.

Depreciation and Amortization

For the three months ended March 31, 2026, depreciation and amortization expenses increased 9%, or 6% on a currency-neutral basis, versus the comparable period in 2025. The increase was primarily due to higher capitalized software amortization, which is in line with the increase in capitalized software driven by the continued growth of our business.

Provision for Litigation

For the three months ended March 31, 2026, there were no litigation charges.

MASTERCARD MARCH 31, 2026 FORM 10-Q 35

PART I

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Other Income (Expense)

The components of total other income (expense) were as follows:

																		Three Months Ended March 31,												Favorable/(Unfavorable)
																					2026						2025
																								(in millions)
Investment income																								$	81					$	88					$	(7)
Gains (losses) on equity investments, net																								(66)						(29)						(37)
Interest expense																								(185)						(182)						(3)
Other income (expense), net 1																								75						5						70
Total other income (expense)																								(95)						(118)						23
(Gains) losses on equity investments, net 2																								66						29						37
Adjusted total other income (expense) 2																								$	(28)					$	(89)					$	61

Note: Table may not sum due to rounding.

1Other income (expense), net increased in the three months ended March 31, 2026 versus the comparable period in 2025, primarily driven by government grants.

2See “Non-GAAP Financial Information” for further information on our non-GAAP adjustments and the reconciliation to GAAP reported amounts.

Income Taxes

The effective income tax rate for the three months ended March 31, 2026 was 19.3% versus 18.6%, for the comparable period in 2025, primarily due to lower net discrete tax benefits in 2026. The adjusted effective income tax rates for the three months ended March 31, 2026 and 2025 were 19.2% and 19.1%, respectively.

Liquidity and Capital Resources

We rely on existing liquidity (our cash, cash equivalents and investments), cash generated from operations and access to capital to fund our global operations, credit and settlement exposure, capital expenditures, investments in our business and current and potential obligations. The following table summarizes the cash, cash equivalents, investments and credit available to us:

			March 31, 2026						December 31, 2025
			(in billions)
Cash, cash equivalents and investments 1			$	8.2					$	10.9
Unused line of credit			8.0						8.0

1 Investments include available-for-sale securities and held-to-maturity securities. This amount excludes restricted cash and restricted cash equivalents and restricted security deposits held for customers at March 31, 2026 and December 31, 2025 of $2.9 billion and $2.7 billion, respectively.

We believe that our existing liquidity, our cash flow generating capabilities and our access to capital resources are sufficient to satisfy our future operating cash needs, capital asset purchases, outstanding commitments and other liquidity requirements associated with our existing operations and potential obligations, which include litigation provisions and credit and settlement exposure.

Our liquidity and access to capital could be negatively impacted by global credit market conditions. We guarantee the settlement of many of the transactions between our customers. Historically, payments under these guarantees have not been significant; however, historical trends may not be indicative of potential future losses. The risk of loss on these guarantees is specific to individual customers, but may also be driven by regional or global economic and market conditions, including, but not limited to the health of the financial institutions in a country or region. See Note 15 (Settlement and Other Risk Management) to the consolidated financial statements in Part I, Item 1 for a description of these guarantees.

Our liquidity and access to capital could also be negatively impacted by the outcome of any of the legal or regulatory proceedings to which we are a party. For additional discussion of these and other risks facing our business, see Part I, Item 1A - Risk Factors of our 2025 Form 10-K and Note 14 (Legal and Regulatory Proceedings) to the consolidated financial statements in Part I, Item 1 of this Report.

36 MASTERCARD MARCH 31, 2026 FORM 10-Q

PART I

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cash Flows

The table below shows a summary of the cash flows from operating, investing and financing activities:

			Three Months Ended March 31,
			2026						2025
			(in millions)
Net cash provided by operating activities			$	2,999					$	2,380
Net cash used in investing activities			(362)						(340)
Net cash used in financing activities			(5,005)						(2,987)

Net cash provided by operating activities increased $619 million for the three months ended March 31, 2026, versus the comparable period in 2025, primarily due to higher net income after adjusting for non-cash items, partially offset by cash paid for litigation settlements.

Net cash used in investing activities increased $22 million for the three months ended March 31, 2026, versus the comparable period in 2025, primarily due to lower proceeds from maturities and sales of investment securities as well as cash paid for other investing activities, partially offset by lower purchases of investment securities.

Net cash used in financing activities increased $2,018 million for the three months ended March 31, 2026, versus the comparable period in 2025, primarily due to higher cash paid for repurchases of our Class A common stock and dividends as well as no net cash received from debt activity in the current period.

Debt and Credit Availability

Our total debt outstanding at both March 31, 2026 and December 31, 2025 was $19.0 billion, with the earliest maturity of $750 million of principal occurring in November 2026.

We have a commercial paper program (the “Commercial Paper Program”), under which we are authorized to issue up to $8 billion in outstanding notes, with maturities up to 397 days from the date of issuance. In conjunction with the Commercial Paper Program, we have a committed unsecured $8 billion revolving credit facility (the “Credit Facility”) that was amended and extended in 2025 and now expires in November 2030.

Borrowings under the Commercial Paper Program and the Credit Facility, which may total up to $8 billion, are to be used to provide liquidity for general corporate purposes, including providing liquidity in the event of one or more settlement failures by our customers. In addition, we may borrow and repay amounts under these facilities for business continuity purposes. At March 31, 2026 and December 31, 2025, we had no borrowings under the Commercial Paper Program or Credit Facility. During April 2026, we issued commercial paper. As of April 27, 2026, we had $2.5 billion of commercial paper outstanding, with a weighted-average interest rate of 3.82%, to be used for general corporate purposes. The Commercial Paper Program is supported by the Credit Facility.

See Note 9 (Debt) to the consolidated financial statements included in Part I, Item 1 for further discussion on our debt and Note 13 (Debt) to the consolidated financial statements included in Part II, Item 8 of our 2025 Form 10-K for further discussion on our debt, the Commercial Paper Program and the Credit Facility.

Dividends and Share Repurchases

We have historically paid quarterly dividends on our outstanding Class A common stock and Class B common stock. Subject to legally available funds, we intend to continue to pay a quarterly cash dividend. The declaration and payment of future dividends is at the sole discretion of our Board of Directors after taking into account various factors, including our financial condition, operating results, available cash and current and anticipated cash needs.

The following table summarizes the dividends declared by our Board of Directors on our outstanding Class A common stock and Class B common stock, payable in 2026:

Date of Declaration						Amount Payable per Share						Record Date						Date Payable						Aggregate Amount (in millions)
December 9, 2025						$	0.87					January 9, 2026						February 9, 2026						$	777
February 10, 2026						$	0.87					April 9, 2026						May 8, 2026						$	771

MASTERCARD MARCH 31, 2026 FORM 10-Q 37

PART I

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Repurchased shares of our common stock are considered treasury stock. In December 2025 and 2024, our Board of Directors approved programs authorizing us to repurchase shares of our Class A common stock up to $14.0 billion and $12.0 billion, respectively. The program approved in 2025 became effective in March 2026, after the completion of the program approved in 2024. The timing and actual number of additional shares repurchased will depend on a variety of factors, including cash requirements to meet the operating needs of the business, legal requirements, as well as the share price and economic and market conditions. The following table summarizes our share repurchase authorizations and repurchase activity of our Class A common stock:

						(in millions, except per share data)
Remaining authorization at December 31, 2025						$	17,461
Dollar-value of shares repurchased for the three months ended March 31, 2026						$	4,035
Remaining authorization at March 31, 2026						$	13,427
Shares repurchased for the three months ended March 31, 2026						7.8
Average price paid per share for the three months ended March 31, 2026						$	519.67
Dollar-value of shares repurchased April 1, 2026 through April 27, 2026						$	1,688

Note: Table may not sum due to rounding.

Recent Accounting Pronouncements

For a description of recent accounting pronouncements, if any, and the potential impact of these pronouncements refer to Note 1 (Summary of Significant Accounting Policies) to the consolidated financial statements in Part I, Item 1.