Cover and table of contents

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 June 30, 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 July 27, 2026, there were 869,464,115 shares outstanding of the registrant’s Class A common stock, par value $0.0001 per share; and 6,545,825 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)
30			Item 2.			Management’s discussion and analysis of financial condition and results of operations
42			Item 3.			Quantitative and qualitative disclosures about market risk
43			Item 4.			Controls and procedures
PART II			45			Item 1.			Legal proceedings
45			Item 1A.			Risk factors
45			Item 2.			Unregistered sales of equity securities and use of proceeds
45			Item 5.			Other information
45			Item 6.			Exhibits
47			-			Signatures

2 MASTERCARD JUNE 30, 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 JUNE 30, 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 and Six Months Ended June 30, 2026 and 2025						6
Consolidated Statements of Comprehensive Income — Three and Six Months Ended June 30, 2026 and 2025						7
Consolidated Balance Sheets — June 30, 2026 and December 31, 2025						8
Consolidated Statements of Changes in Equity — Three and Six Months Ended June 30, 2026 and 2025						9
Consolidated Statements of Cash Flows — Six Months Ended June 30, 2026 and 2025						11
Notes to consolidated financial statements						12

MASTERCARD JUNE 30, 2026 FORM 10-Q 5

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated Statements of Operations (Unaudited)
						Three Months Ended June 30,												Six Months Ended June 30,
						2026						2025						2026						2025
						(in millions, except per share data)
Net Revenue						$	9,277					$	8,133					$	17,675					$	15,383
Operating Expenses:
General and administrative						3,082						2,766						6,121						5,289
Advertising and marketing						217						213						370						365
Depreciation and amortization						309						281						608						556
Provision for litigation						82						96						82						247
Total operating expenses						3,690						3,356						7,181						6,457
Operating income						5,587						4,777						10,494						8,926
Other Income (Expense):
Investment income						88						70						169						158
Gains (losses) on equity investments, net						(2)						4						(68)						(25)
Interest expense						(218)						(195)						(403)						(377)
Other income (expense), net						31						16						106						21
Total other income (expense)						(101)						(105)						(196)						(223)
Income before income taxes						5,486						4,672						10,298						8,703
Income tax expense						1,098						971						2,028						1,722
Net Income						$	4,388					$	3,701					$	8,270					$	6,981
Basic Earnings per Share						$	4.98					$	4.08					$	9.33					$	7.67
Basic weighted-average shares outstanding						882						908						887						910
Diluted Earnings per Share						$	4.97					$	4.07					$	9.32					$	7.66
Diluted weighted-average shares outstanding						883						909						888						911

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

6 MASTERCARD JUNE 30, 2026 FORM 10-Q

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated Statements of Comprehensive Income (Unaudited)
						Three Months Ended June 30,												Six Months Ended June 30,
						2026						2025						2026						2025
						(in millions)
Net Income						$	4,388					$	3,701					$	8,270					$	6,981
Other comprehensive income (loss):
Foreign currency translation adjustments						(40)						412						(68)						687
Income tax effect						(2)						(44)						6						(56)
Foreign currency translation adjustments, net of income tax effect						(42)						368						(62)						631
Translation adjustments on net investment hedges						17						(155)						64						(208)
Income tax effect						(4)						34						(14)						46
Translation adjustments on net investment hedges, net of income tax effect						13						(121)						50						(162)
Cash flow hedges						(12)						(300)						106						(348)
Income tax effect						—						17						(5)						22
Reclassification adjustments for cash flow hedges						(36)						276						(107)						374
Income tax effect						—						(5)						(5)						(4)
Cash flow hedges, net of income tax effect						(48)						(12)						(11)						44
Investment securities available-for-sale						2						1						—						1
Income tax effect						(1)						—						—						—
Investment securities available-for-sale, net of income tax effect						1						1						—						1
Other comprehensive income (loss), net of income tax effect						(76)						236						(23)						514
Comprehensive Income						$	4,312					$	3,937					$	8,247					$	7,495

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

MASTERCARD JUNE 30, 2026 FORM 10-Q 7

PART I

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated Balance Sheets (Unaudited)
						June 30, 2026						December 31, 2025
						(in millions, except per share data)
Assets
Current assets:
Cash and cash equivalents						$	11,291					$	10,566
Restricted cash and restricted cash equivalents						488						561
Restricted security deposits held for customers						2,196						2,121
Investments						318						332
Accounts receivable						5,047						4,609
Settlement assets						2,371						1,626
Prepaid expenses and other current assets						4,811						3,743
Total current assets						26,522						23,558
Property, equipment and right-of-use assets, net of accumulated depreciation and amortization of $2,878 and $2,756, respectively						2,541						2,303
Deferred income taxes						1,441						1,567
Goodwill						9,498						9,560
Other intangible assets, net of accumulated amortization of $3,303 and $3,096, respectively						5,466						5,554
Other assets						12,223						11,615
Total Assets						$	57,691					$	54,157
Liabilities and Equity
Current liabilities:
Accounts payable						$	1,130					$	999
Settlement obligations						3,159						2,409
Restricted security deposits held for customers						2,196						2,121
Accrued litigation						296						800
Accrued expenses						13,027						13,272
Short-term debt						2,459						749
Other current liabilities						2,737						2,412
Total current liabilities						25,004						22,762
Long-term debt						22,184						18,251
Deferred income taxes						315						307
Other liabilities						4,582						5,091
Total Liabilities						52,085						46,411
Commitments and Contingencies
Stockholders’ Equity
Class A common stock, $0.0001 par value; authorized 3,000 shares, 1,406 shares issued and 871 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						7,070						6,907
Class A treasury stock, at cost, 536 and 518 shares, respectively						(92,226)						(83,224)
Retained earnings						91,771						85,035
Accumulated other comprehensive income (loss)						(1,004)						(981)
Mastercard Incorporated Stockholders' Equity						5,611						7,737
Non-controlling interests						(5)						9
Total Equity						5,606						7,746
Total Liabilities and Equity						$	57,691					$	54,157

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

8 MASTERCARD JUNE 30, 2026 FORM 10-Q

PART I