Block (XYZ) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
Item 1A159 rewritten46 added85 removed648 unchanged
All filing items1,107 rewritten581 added632 removed2,407 unchanged
Summary
counted, not written
- Item 1A lists 58 risk factor headings: 3 new, 6 reworded and 49 unchanged since FY2022. 5 headings from FY2022 no longer appear.
- Sentence by sentence, 581 added, 632 removed, 1,107 rewritten and 2,407 unchanged across 14 items that differ.
- New this year: Item 1C. CYBERSECURITY.
New Item 1A headings (3)
- TIDAL subjects us to risks and uncertainties related to the music industry.
- We are subject to risks related to the banking ecosystem, including through Square Financial Services, our bank partnerships, and FDIC and other regulatory obligations.
- Our bitcoin investment is subject to volatile market prices.
Removed Item 1A headings (5)
- TIDAL represents a new line of business for us and subjects us to different risks and uncertainties.
- Square Banking subjects us to risks related to bank partnerships and FDIC and other regulatory obligations.
- Our participation in government relief programs set up in response to the COVID-19 pandemic, such as facilitating loans to businesses under the Paycheck Protection Program may subject us to new risks and uncertainties.
- Our business could be harmed if we are unable to accurately forecast demand for our products and to adequately manage our product inventory.
- Our investments in bitcoin may be subject to volatile market prices, impairment, and other risks of loss.
Reworded Item 1A headings (6)
- Our growth rate has slowed at times and may slow or decline in the future, and our growth rates in each of our reporting segments may vary. Future revenue [added: and gross profit] growth depends on our ability to retain existing sellers and customers, attract new sellers and customers, and increase sales to both new and existing sellers and customers.
[removed: Disruptions][added: Developments] in the cryptocurrency market subject us to additional risks.[removed: Expanding][added: Operating or expanding] our business globally subjects us to new challenges and risks.- Our BNPL platform increases our exposure to consumer
[removed: defaults, bad transactions,][added: defaults] and merchant insolvency. - Our services must integrate with a variety of operating
[removed: systems, and the hardware that enables merchants to accept payment cards must interoperate with third-party mobile devices utilizing those operating]systems. If we are unable to ensure that our services or hardware interoperate with such operating systems and devices, our business may be materially and adversely affected. - Our subsidiary Square Financial Services is a Utah state-chartered industrial
[removed: bank,][added: loan company,] which requires that we serve as a source of financial strength to it and subjects us to potential regulatory sanctions.
A heading is new when no FY2022 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
| Item | Added | Removed | Rewritten | Unchanged |
|---|---|---|---|---|
| Item 1A. RISK FACTORS | 46 | 85 | 159 | 648 |
| Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 126 | 119 | 169 | 242 |
| Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 4 | 6 | 6 | 27 |
| Item 1. BUSINESS | 35 | 46 | 77 | 296 |
| Item 3. LEGAL PROCEEDINGS | 0 | 0 | 0 | 5 |
| Cover and table of contents | 10 | 7 | 27 | 69 |
| Item 1B. UNRESOLVED STAFF COMMENTS | 0 | 0 | 0 | 1 |
| Item 1C. CYBERSECURITYnew | 33 | 0 | 0 | 0 |
| Item 2. PROPERTIES | 0 | 0 | 3 | 3 |
| Item 4. MINE SAFETY DISCLOSURES | 0 | 0 | 0 | 2 |
| Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | 19 | 3 | 6 | 15 |
| Item 6. [RESERVED] | 0 | 0 | 0 | 0 |
| Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | 297 | 354 | 593 | 1,020 |
| Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | 0 | 0 | 0 | 1 |
| Item 9A. CONTROLS AND PROCEDURES | 0 | 0 | 4 | 9 |
| Item 9B. OTHER INFORMATION | 5 | 4 | 0 | 0 |
| Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS | 0 | 0 | 0 | 2 |
| Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | 0 | 0 | 1 | 0 |
| Item 11. EXECUTIVE COMPENSATION | 0 | 0 | 0 | 1 |
| Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 0 | 0 | 0 | 1 |
| Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | 0 | 0 | 0 | 1 |
| Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES | 0 | 0 | 0 | 2 |
| Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES | 4 | 4 | 50 | 37 |
| Item 16. FORM 10-K SUMMARY | 2 | 4 | 12 | 25 |
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
159 rewritten, 46 added, 85 removed, 648 unchanged
[removed: Investing] [added: *Investing] in our securities involves a high degree of risk.
You should carefully consider the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including the section titled [removed: *Management’s] [added: Management’s] Discussion and Analysis of Financial Condition and Results of [removed: Operation*s] [added: Operations] and our consolidated financial statements and related notes, before making any investment decision with respect to our securities.
In that event, the market price of our Class A common stock could decline, and you could lose part or all of your [removed: investment.][added: investment.*]
- risks related to disruptions in [added: or negative perceptions of] the cryptocurrency market;
- [removed: additional] risks related to our majority interest in TIDAL;
- [added: operating or] expanding our business globally;
- [removed: additional] risks [removed: of Square Banking relating] [added: related] to the [removed: structure of] [added: banking ecosystem, including through Square Financial Services, our] bank partnerships, and FDIC and other regulatory obligations; [added: and]
- additional risks of Square Loans related to the availability of capital, seller payments, interest rate, deposit insurance premiums, and general macroeconomic [removed: conditions; and][added: conditions.]
- our ability to service our debt, including our convertible notes and our [removed: senior notes;][added: Senior Notes (as defined below);]
- regulation and scrutiny of our subsidiary Square Financial Services, which is a Utah state-chartered industrial [removed: bank,] [added: loan company,] including the requirement that we serve as a source of financial strength to it;
Future revenue [added: and gross profit] growth depends on our ability to retain existing sellers and customers, attract new sellers and customers, and increase sales to both new and existing sellers and customers.
Our rate of revenue [added: and gross profit] growth has slowed at times and may decline in the future, and it may slow or decline more quickly than we expect for a variety of reasons, including the risks described in this Annual Report on Form 10-K.
Additionally, our rate of revenue [added: and gross profit] growth may vary between our reporting segments.
A number of factors have affected and could [removed: potentially] negatively affect Cash App customer [removed: growth] [added: growth, inflows,] and [removed: engagement,] [added: engagement levels,] including our ability to introduce new products and services that are compelling to our [removed: customers,] [added: customers and that they adopt, changes to our systems, processes or other technical or operational requirements that impact how customers use or access our products and services,] the impact on our network of other customers choosing whether to use Cash App, [added: our decision to expand into or exit certain markets,] technical or other problems that affect customer experience, failure to provide sufficient customer support, fraud and scams targeting Cash App customers, and harm to our reputation and brand.
During the year ended December 31, [removed: 2022,] [added: 2023,] we generated a net [removed: loss] [added: income] of [removed: $540.7] [added: $9.8] million.
As of December 31, [removed: 2022,] [added: 2023,] we had an accumulated deficit of [removed: $568.7] [added: $528.4] million.
We intend to continue to make investments in our business, including with respect to our employee [removed: base;] [added: base,] sales and [removed: marketing;] [added: marketing,] development of new products, services, and features; acquisitions; infrastructure; expansion of international [removed: operations;] [added: operations,] and general administration, including legal, finance, and other compliance expenses related to our business.
We believe that maintaining, promoting, and enhancing the [removed: Square brand, the] [added: Square,] Cash [removed: App brand, the TIDAL brand,] [added: App, TIDAL, Afterpay,] and our other brands, in a cost-effective manner is critical to achieving widespread acceptance of our products and services and expanding our base of customers.
The introduction and promotion of new products and services, as well as the promotion of existing products and services, may be partly dependent on our visibility on third-party advertising platforms, such as Google, Facebook, or [removed: Twitter.][added: X.]
Harm to our brands can arise from many sources, including failure by us or our partners and service providers to satisfy expectations of service and quality; inadequate protection or misuse of sensitive information; fraud committed by third parties using our products or applications; compliance failures and claims; [removed: litigation] [added: litigation, regulatory] and other claims; errors caused by us or our partners; and misconduct by our partners, service providers, or other counterparties.
We have also been from time to time in the past, and may in the future be, the target of incomplete, inaccurate, and misleading or false statements about our company and our business that could damage our [added: reputation and] brands and deter customers from adopting our services or our products.
Partners and influencers [added: or other third parties] with whom we maintain relationships could engage in behavior or use their platforms to communicate directly with our sellers and customers in a manner that [removed: reflect] [added: reflects] poorly on our brands and such behavior or communications may adversely affect us.
Further, negative publicity or commentary regarding the partners and influencers [added: or other third parties] who are, or are perceived to be, affiliated with us may also damage our reputation, even if the negative publicity or commentary is not directly related to us.
Any negative publicity about the industries we operate in or our company, the quality and reliability of our products and services, our risk management processes, changes to our products and services, our ability to effectively manage and resolve customer complaints, our privacy, data protection, and information security practices, litigation, regulatory activity, policy positions, and the experience of our [added: sellers and] customers with us, our products or services could adversely affect our reputation and the confidence in and use of our products and services.
We [removed: have grown the proportion of revenue from newer products and services in each of the Cash App and Square segments and we] intend to continue to broaden the scope of products and services we offer.
However, we may not be successful in maintaining or growing our [removed: current] revenue, or deriving any significant new revenue streams from these products and services.
We cannot assure you that any of our products or services will be widely accepted in any market or that they will [removed: continue to] grow in revenue or contribute to our profitability.
[removed: Moreover,] [added: Further,] our customers could attempt to seek compensation from us for their financial investment losses, and those claims, even if unsuccessful, would likely be time-consuming and costly for us to address.
Rapid and significant technological changes continue to confront the industries in which we operate, including developments in omnichannel commerce, proximity payment devices (including contactless payments via NFC technology), digital banking, mobile financial apps, [removed: as well as developments in cryptocurrencies and in tokenization, which replaces] [added: cryptocurrencies, tokenization (e.g., replacing] sensitive data [removed: (e.g.,] [added: such as] payment card [removed: information)] [added: information] with symbols (tokens) to keep the data [removed: safe.][added: safe), blockchain, and artificial intelligence ("AI"), including machine learning.]
Our success will depend on our ability to develop new [removed: technologies and] [added: technologies,] to adapt to [removed: technological] [added: technology] changes and evolving industry standards, [removed: and] [added: to incorporate new technologies into] our [removed: ability] [added: products and services, and] to provide products and services that are tailored to specific needs and requirements of our customers.
For example, a number of competitors offer BNPL [removed: products similar to Afterpay’s.][added: products.]
[removed: Existing competitors and new entrants] [added: Competitors] in the BNPL space have engaged in, and may continue to engage in, aggressive consumer acquisition campaigns, may develop superior technology offerings, or consolidate with other entities and achieve benefits of scale.
[removed: Disruptions] [added: Developments] in the cryptocurrency market subject us to additional risks.
[removed: The ultimate impact] [added: We may experience adverse impacts to our business as a result] of the [removed: financial distress in the cryptocurrency market will depend on future developments, including, but not limited to, the] downstream effects of the bankruptcies filed by certain cryptocurrency market participants, its severity, and the actions taken by regulators to address its impact.
If the cryptocurrency environment [removed: further] deteriorates, our customers may wish to sell their bitcoin at a price or volume that exceeds the market demand for bitcoin, which could cause disruptions in our operations and have a material and adverse effect on our business and financial condition.
Our investments in bitcoin, our bitcoin ecosystem, and our Cash App feature that permits customers to transact in bitcoin, subject us to additional risks related to any further [removed: disruption] [added: developments] in the cryptocurrency markets and the resulting impact on customer and investor behavior.
[removed: For example, any further deterioration] [added: Deteriorations] in the cryptocurrency markets may [added: also] have an adverse effect on our reputation, and any negative perception by our customers of one or more cryptocurrencies may lead to a loss of customer demand for our products and services, any of which could have an adverse impact on our business and financial condition.
We may also suffer a decline in the market price of our Class A common stock due to any negative perception by our customers, investors, or the general public, of [removed: cryptocurrencies] [added: bitcoin] or the cryptocurrency markets.
We have in the past acquired or invested in, and we continue to seek to acquire or invest in, businesses, technologies, or other assets that we believe could complement or expand our business, including acquisitions of new lines of business that are adjacent to or outside of our existing [removed: ecosystems.][added: ecosystems or geographic territories.]
In addition to transaction and opportunity costs, these transactions involve large challenges and risks, whether or not such transactions are completed, [removed: any of which could harm our business and negatively impact our results of operations,] including risks that:
- the integration of our services and our products with a variety of operating systems; and
For example, from time to time, we have implemented expense cuts and reduced the size of our workforce to, among other things, align our cost structure with our business and longer term strategies, which may increase expenses in the short term and impact our ability to grow or quickly develop and introduce products.
In addition, negative statements about us can cause and have caused a decline in the market price of our Class A common stock, divert our management’s attention and resources, and could cause other adverse impacts to our business.
For example, generative AI has become more publicly available and enterprise adoption of generative AI has grown.
We have incorporated and expect to continue to incorporate AI features into our products and technologies and our success will depend in part on our ability to do so in a way that is compelling to our customers.
Enforcement actions by U.S. regulators against major crypto asset platforms and negative publicity associated with crypto asset activities may, among other things, result in a decline in confidence or interest in crypto assets.
We have experienced certain of these risks in connection with our past acquisitions, and any of the foregoing could harm our business and negatively impact our results of operations.
TIDAL subjects us to risks and uncertainties related to the music industry.
Volatility in the banking and financial services sectors may impact our bank partnerships and could negatively impact our business.
For example, we offer certain FDIC-insured products through our partnerships with banks that are members of the FDIC.
Additionally, in instances where we are a service-provider to or are otherwise in a third-party relationship with our bank partners in connection with these programs, we are subject to certain risk-management standards for third-party relationships in accordance with federal bank regulatory guidance and examinations by the federal banking regulators.
If there are additional bank or financial institution failures, we may be required to pay higher deposit insurance assessments or higher fees associated with FDIC-insured products offered through our bank partnerships, or we may be subject to higher capital requirements imposed by the FDIC, our bank partners, or federal banking regulators with authority over our bank partners, which could reduce our profitability, and negatively impact our business and operations.
The growing use of AI in our products and services presents additional risks.
AI algorithms or automated processing of data may be flawed, and datasets may be insufficient or may use third party AI with unclear intellectual property rights or interests.
Inappropriate or controversial data practices by us or others could subject us to lawsuits, regulatory investigations, legal and financial liability, or reputational harm.
Additionally, our use of AI may create additional, or increase the risk of, cybersecurity breaches and incidents.
In connection with any such defects or errors, we may also face government inquiries or investigations, claims and litigation, and we may incur additional costs or expenses to remediate the issues.
As our ecosystems grow and our business becomes more complex, we will need to continue developing, improving, and making investments into our risk management infrastructure, techniques, and processes.
We are in the process of transitioning one of our acquiring processors, and we frequently review and assess third-party partners that provide services.
Further, our plans to cap our employee base at approximately 12,000, and any other future plans to restructure our employee base to improve operational efficiencies and operating costs, may adversely affect our ability to retain or attract highly skilled employees.
- identifying and mitigating new and developing risks;
Examples of transactions include sending or receiving a peer-to-peer payment, transferring money into or out of Cash App, making a purchase using Cash App Card, earning a dividend on a stock investment, paying back a loan, among others.
Our services must integrate with a variety of operating systems.
In particular, inflation and economic uncertainty have impacted and may continue to impact consumer spending in general and at these businesses specifically.
In addition, from time to time we have reduced expenses and needed to restructure or reorganize certain portions of our operations in order to align our business with market conditions and our strategies, any of which can result in near term expense and harm to our growth prospects.
Our bitcoin investment is subject to volatile market prices.
We have made, and may make additional, investments in bitcoin.
The manner in which we account for our bitcoin under applicable accounting rules has changed.
For example, prior to our adoption of ASU 2023-08, Accounting for and Disclosure of Crypto Assets (“ASU 2023-08”), our bitcoin was accounted for as an indefinite-lived intangible asset and for each reporting period, we were required to evaluate our bitcoin for impairment and record impairment losses if the fair value decreased below the carrying value during the assessed period.
Since impairment losses for our bitcoin investment could not be recovered for any subsequent increases in fair value until the asset was sold, our operating results were adversely affected in any period in which such impairment occurred.
Upon adoption of ASU 2023-08, we remeasured our bitcoin investment to its fair value as of January 1, 2023, resulting in an adjustment to our accumulated deficit.
We will continue to remeasure our bitcoin investment at the end of each reporting period with changes recognized in our consolidated statements of operations.
On July 17, 2023, the OECD published Administrative Guidance regarding certain safe harbor rules that effectively extend certain effective dates to January 1, 2027.
Laws, regulations, and standards are subject to changes and evolving interpretations and application, including by means of legislative changes and/or executive orders, and may not be consistent across jurisdictions or regulatory bodies.
For example, we received inquiries from the SEC and Department of Justice shortly after the publication of a short seller report in March 2023.
We believe the inquiries primarily relate to the allegations raised in the short seller report.
On July 10, 2023, the European Commission issued its “adequacy decision” for the EU-US Data Privacy Framework, concluding that the DPF ensures U.S. protection of personal data transferred between the countries is comparable to that offered in the EU.
Further, variances in these laws and regulations or their interpretations may increase our compliance costs.
These claims, lawsuits, investigations, subpoenas, inquiries, audits and other actions may require significant time and expense even if we are successful in resolving the matter, and the outcomes can be uncertain and unpredictable and may involve material penalties, fines or restrictions on our business.
We have, from time to time, needed to obtain a license to continue existing practices as a result of changes in law or for which we are found to be in violation of a third-party’s rights.
- our participation in government relief programs set up in response to the COVID-19 pandemic.
- our ability to accurately forecast demand for our products and adequately manage our product inventory;
- the integration of our services with a variety of operating systems and the interoperation of our hardware that enables merchants to accept payment cards with third-party mobile devices utilizing such operating systems; and
For example, some of our Cash App products are intended to make investing in certain assets, such as bitcoin, stocks, and exchange-traded funds, more accessible.
However, as a result, our customers who use these Cash App products may experience losses or other financial impacts due to, among other things, market fluctuations in the prices of bitcoin and stocks.
If our customers are adversely affected by such risks, they may cease using Cash App altogether and our business, brand, and reputation may be adversely affected.
Recent financial distress in the cryptocurrency market, such as bankruptcies filed by certain cryptocurrency market participants, has increased uncertainty in the global economy.
There is no certainty that the measures we have taken will be sufficient to address the risks posed by the downstream effects of continued financial distress in the cryptocurrency market, and we may experience material and adverse impacts to our business as a result of the global economic impacts of such financial distress, including the loss of customer trust in cryptocurrencies, including bitcoin, and any recession or economic downturn that has occurred or may occur in the future.
The integration of Afterpay is complex and time consuming and there can be no assurance that the integration will be completed effectively or in a timely manner.
- addressing differences in business backgrounds, corporate cultures, and management philosophies;
- our ability to deliver on our strategy, including integrating our BNPL platform into our Cash App and Square ecosystems and strengthening the connection between these ecosystems; and
TIDAL represents a new line of business for us and subjects us to different risks and uncertainties.
In 2021, we acquired a majority interest in TIDAL which represented a new line of business for us.
Our acquisition of Afterpay expanded our global presence.
We have partnered, on a non-exclusive basis, with Sutton Bank, an Ohio-chartered, Member FDIC bank, to offer FDIC-insured, business checking accounts for our sellers.
The bank is subject to oversight both by the Federal Deposit Insurance Corporation (“FDIC”) and the State of Ohio.
Under the terms of our program agreement with Sutton Bank, checking accounts for our sellers are opened and maintained by Sutton Bank.
We act as the service provider to, among other things, facilitate communication between our sellers and Sutton Bank.
Due to the fact that we are a service-provider to our bank partner, we are subject to audit standards for third-party vendors in accordance with FDIC guidance and examinations by the FDIC.
Square Savings offers our sellers FDIC-insured, interest bearing savings accounts at Square Financial Services.
The deposits held at Square Financial Services are insured by the FDIC up to legal limits.
If there are additional bank or financial institution failures, we may be required to pay higher FDIC premiums.
Any future additional assessments, increases or required prepayments in FDIC insurance premiums could reduce our profitability and negatively impact our business.
For example, we recently made the Square Credit Card available to some of our sellers.
The licenses required in connection with our lending program and other activities related to the Square Banking program subject us to reporting requirements, bonding requirements, and inspection by applicable state regulatory agencies.
Our participation in government relief programs set up in response to the COVID-19 pandemic, such as facilitating loans to businesses under the Paycheck Protection Program may subject us to new risks and uncertainties.
As a participant in the Paycheck Protection Program (“PPP”) administered by the Small Business Administration (“SBA”) and enacted in March 2020 in response to the COVID-19 pandemic, Square Capital provided small businesses two-year or five-year PPP loans.
Square Capital approved and funded the last remaining PPP loan applications in May 2021 upon exhaustion of the funds in the program.
While the vast majority of Square Capital’s PPP loans have been forgiven or guaranteed at this point, Square Capital’s documentation, review, underwriting, and servicing processes could be subject to further scrutiny by the SBA.
We also may become subject to litigation arising as a result of our participation in the PPP, which could result in significant financial liability or could adversely affect our reputation.
There can be no assurance that Square Capital will be successful in mitigating all of the risks associated with the PPP loans or that this lending will not have a negative impact on our business and results of operations.
As the number of customers who transact bitcoin on Cash App has increased and the amount of bitcoin we hold on behalf of such customers has grown, the risks and consequences of such adverse events have increased and could materially and adversely affect our business, operating results, and financial condition.
Likewise, we have negotiated favorable pricing for the processing fees we pay to the payment card networks for peer-to-peer transactions on our Cash App.
As such, an increase in interchange fees or assessments could raise our costs for such transactions, which could materially harm our business and financial results.
In addition, in some cases, we rely only on one manufacturer to fabricate, test, and assemble our products.
For example, a single manufacturer assembles our magstripe reader and our contactless and chip reader, as well as manufactures those products’ plastic parts with custom tools that we own but that the manufacturer maintains on its premises.
The term of the agreement with that manufacturer automatically renews for consecutive one-year periods unless either party provides notice of non-renewal.
In general, our contract manufacturers fabricate or procure components on our behalf, subject to certain approved procedures or supplier lists, and we do not have firm commitments from all of these manufacturers to provide all components, or to provide them in quantities and on timelines that we may require.
For example, pursuant to a development and supply agreement, a component supplier provides design, development, customization, and related services for components of the magnetic stripe-reading element in some of our products.
The term of the agreement renews for consecutive one-year periods unless either party provides notice of non-renewal.
An excerpt. Shown here: 40 of 159 rewritten, 40 of 46 added and 40 of 85 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2023 filing and the FY2022 filing.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
169 rewritten, 126 added, 119 removed, 242 unchanged
The following discussion and analysis should be read in conjunction with the consolidated financial statements and the notes thereto included elsewhere in [removed: this*] [added: this] Annual Report on Form 10-K [removed: *("Form] [added: ("Form] 10-K").*
*This section of this Form 10-K generally discusses fiscal [removed: 2022] [added: 2023] compared to fiscal [removed: 2021.][added: 2022.]
The comparison of the fiscal [removed: 2021] [added: 2022] results with the fiscal [removed: 2020] [added: 2021] results that are not included in this Form 10-K can be found in the "Management's Discussion and Analysis Results of Operations" section in the Company's fiscal [removed: 2021] [added: 2022] Annual Report within Part II, Item 7 of Form 10-K, filed on February [removed: 24, 2022.*][added: 23, 2023.*]
We [removed: started Block with] [added: launched] the Square ecosystem in February 2009 to enable businesses ("sellers") to accept card payments, an important capability that was previously inaccessible to many businesses.
[removed: However, sellers need a variety of solutions to thrive, and we] [added: We] have expanded to provide [removed: them] [added: sellers] additional products and services and to give them access to a cohesive ecosystem of tools to help them manage and grow their businesses.
[removed: We] [added: In addition, we] also [removed: added TIDAL] [added: operate TIDAL, a global platform for musicians] and [removed: TBD as businesses] [added: fans, and TBD, an open developer platform,] to contribute to our purpose of economic empowerment.
In January 2022, we completed the acquisition of [removed: Afterpay Limited ("Afterpay"),] [added: Afterpay,] a buy now, pay later ("BNPL") platform that facilitates commerce between retail merchants and consumers by allowing [removed: its] retail merchant clients to offer their customers the ability to buy goods and services on a BNPL basis.
[removed: As discussed further in Note 21, *Segment and Geographical Information* within Notes to the Consolidated Financial Statements,] [added: We have historically allocated] the financial results from our BNPL platform [removed: have been allocated] equally to the Cash App and Square segments.
Cash App subscription and services-based revenue is primarily comprised of transaction fees from Cash App Instant Deposit, Cash App Card, [added: bitcoin withdrawal fees,] and other Cash App financial services offerings.
Our other SaaS products include subscription fees on our vertical software solutions (including Square for Restaurants, Square Appointments, and Square for Retail), Customer Engagement products (including Square Loyalty, Square Marketing, Square Gift Cards), staff management products (including Square Team Management and Square Payroll), [added: website hosting] and [added: domain name registration services, and] other products.
[removed: As of October 2022, we] [added: We] also offer the ability for consumers to pay for larger transaction sizes over a six- or twelve-month period using a monthly payment option, which includes no late fees and no compounding interest with a cap on total interest owed.
Product development expenses currently represent the largest component of our operating expenses and consist primarily of expenses related to our engineering, data science, and design personnel; fees and supply costs related to maintenance at third-party data center facilities; hardware related development and tooling costs; [added: software] and [added: cloud computing infrastructure fees; and] fees for software licenses, consulting, legal, and other services that are directly related to growing and maintaining our portfolio of products and services.
[removed: *Bitcoin Impairment Losses*][added: | Bitcoin impairment losses | | | $ | — | | | | | $ | 46,571 | | | | | $ | (46,571) | | | | | (100) | | % |]
Interest and other income and expense, net consists primarily of gains or losses arising from remeasurements of our investments in equity securities, [added: bitcoin investment,] interest expense related to our long-term debt, interest income on our investments in marketable debt securities, and foreign currency-related gains and losses.
[removed: Revenue *(in] [added: Revenue (in] thousands, except for [removed: percentages)*][added: percentages)]
| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | $ Change | | | | | | % Change | | |
| Subscription and services-based revenue | | | [removed: 4,552,773] [added: 5,944,842] | | | | | | [removed: 2,709,731] [added: 4,552,773] | | | | | | [removed: 1,843,042] [added: 1,392,069] | | | | | | [removed: 68] [added: 31] | | % |
| Hardware revenue | | | [removed: 164,418] [added: 157,178] | | | | | | [removed: 145,679] [added: 164,418] | | | | | | [removed: 18,739] [added: (7,240)] | | | | | | [removed: 13] [added: NM (i)] | | [removed: %] |
Total net revenue for the year ended December 31, [removed: 2022, decreased] [added: 2023, increased] by [removed: $129.6 million,] [added: $4.4 billion,] or [removed: 1%,] [added: 25%,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
Bitcoin revenue [removed: decreased] [added: increased] by [removed: $2.9] [added: $2.4] billion and represented the primary driver of the [removed: decrease] [added: increase] in [removed: the] total net revenue.
Excluding bitcoin revenue, total net revenue increased by [removed: $2.8] [added: $2.0] billion, or [removed: 36%,] [added: 19%,] in the year ended December 31, [removed: 2022,] [added: 2023,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
Revenue [added: generated] from [removed: our] [added: the] BNPL platform was [removed: $811.4 million from] [added: $1.0 billion for] the [removed: date of acquisition through] [added: year ended] December 31, [removed: 2022, representing 5% of our total net revenue] [added: 2023 compared to $811.4 million] for the year ended December 31, 2022.
Transaction-based revenue for the year ended December 31, [removed: 2022] [added: 2023] increased by [removed: $908.4] [added: $613.8] million, or [removed: 19%,] [added: 11%,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
This increase in revenue was largely in line with the increase in Gross Payment Volume ("GPV") of [removed: 21%] [added: 12%] for the year ended December 31, [removed: 2022,] [added: 2023,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
Subscription and services-based revenue for the year ended December 31, [removed: 2022] [added: 2023] increased by [removed: $1.8] [added: $1.4] billion, or [removed: 68%,] [added: 31%,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
[removed: Hardware revenue] [added: Revenue] for the [added: Square segment for the] year ended December 31, [removed: 2022] [added: 2023] increased by [removed: $18.7 million, or 13%,] [added: $739.2 million] compared to the year ended December 31, [removed: 2021.][added: 2022.]
Bitcoin revenue for the year ended December 31, [removed: 2022 decreased] [added: 2023 increased] by [removed: $2.9] [added: $2.4] billion, or [removed: 29%,] [added: 34%,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
As bitcoin revenue is the total sale amount of bitcoin sold to customers, the amount of bitcoin revenue recognized will fluctuate depending on customer [removed: demand,] [added: demand] as well as changes in the market price of bitcoin.
While bitcoin contributed [removed: 41%] [added: 43%] and [removed: 57%] [added: 41%] of the total revenue in [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively, gross profit generated from bitcoin was only 3% [removed: and 5%] of the total gross profit in [removed: 2022] [added: both 2023] and [removed: 2021, respectively.][added: 2022.]
Cost of [removed: Revenue *(in] [added: Revenue (in] thousands, except for [removed: percentages)*][added: percentages)]
| Subscription and services-based costs | | | [removed: 861,745] [added: 1,075,129] | | | | | | [removed: 483,056] [added: 861,745] | | | | | | [removed: 378,689] [added: 213,384] | | | | | | [removed: 78] [added: 25] | | % |
| Hardware costs | | | [removed: 286,995] [added: 267,650] | | | | | | [removed: 221,185] [added: 286,995] | | | | | | [removed: 65,810] [added: (19,345)] | | | | | | [removed: 30] [added: NM (i)] | | [removed: %] |
| Amortization of acquired technology assets | | | [added: 72,829 | | | | | |] 70,194 | | | | | | 22,645 | | | | | | [removed: 47,549] | | | | | | [removed: 210] | | [removed: %] |
Total cost of revenue for the year ended December 31, [removed: 2022 decreased] [added: 2023 increased] by [removed: $1.7] [added: $2.9] billion, or [removed: 13%,] [added: 25%,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
Bitcoin costs of revenue, which [removed: decreased] [added: increased] by [removed: $2.8] [added: $2.3] billion, was the primary driver of the [removed: decrease] [added: increase] in total cost of [removed: revenue.][added: revenue, with the remaining increase related to an increase in GPV.]
Excluding bitcoin costs of revenue, total cost of revenue increased by approximately [removed: $1.1 billion,] [added: $534.7 million,] or [removed: 32%,] [added: 12%,] in the year ended December 31, [removed: 2022,] [added: 2023,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
Subscription and services-based costs for the year ended December 31, [removed: 2022] [added: 2023] increased by [removed: $378.7] [added: $213.4] million, or [removed: 78%,] [added: 25%,] compared to the year ended December 31, [removed: 2021.][added: 2022.]
- [removed: Costs] [added: the cost] of revenues associated with [removed: our] [added: the] BNPL [removed: platform of] [added: platform, which were $286.6 million for the year ended December 31, 2023 and] $223.2 million from the date of acquisition through December 31, [removed: 2022; and][added: 2022.]
[removed: Hardware] [added: Transaction-based] costs for the year ended December 31, [removed: 2022] [added: 2023] increased by [removed: $65.8] [added: $338.0] million, or [removed: 30%,] [added: 10%,] compared to the year ended December 31, [removed: 2021.][added: 2022, largely in line with the growth of GPV of 12%.]
Bitcoin costs for the year ended December 31, [removed: 2022 decreased] [added: 2023 increased] by [removed: $2.8] [added: $2.3] billion, or [removed: 29%,] [added: 34%,] compared to the year ended December 31, [removed: 2021 due to the decline in bitcoin revenue.][added: 2022.]
We delivered strong growth across our primary ecosystems in 2023.
Gross profit was $7.5 billion, up 25% year over year, driven primarily by our Cash App and Square ecosystems.
Cash App generated gross profit of $4.3 billion in 2023, up 33% year over year.
Performance was driven by growth in transacting actives and adoption by transacting actives of our broader ecosystem, including financial services products.
Square generated gross profit of $3.1 billion in 2023, up 16% year over year as we continued to make progress growing upmarket with larger sellers and optimizing our go-to-market strategies.
In 2023, operating loss was $278.8 million and Adjusted Operating Income was $351.4 million, a decrease of 55% and an increase of 342% year over year, respectively.
For the same period, net income was $9.8 million, an increase of 102%, year over year, and Adjusted EBITDA was $1.8 billion, an increase of 81% year over year.
Refer to the *Key Operating Metrics and Non-GAAP Financial Measures* section below for reconciliations of non-GAAP financial measures to their nearest generally accepted accounting principles ("GAAP") equivalents.
In 2023, we sharpened our focus on our organizational structure and expenditures with a view to identifying areas where we can be more cost efficient as we focus on disciplined growth and pursuing cost efficiencies and we expect to continue these efforts in 2024.
This involves implementing greater expense discipline and reassessing certain contractual vendor arrangements.
In November 2023, we announced we would implement an absolute cap of 12,000 on the number of employees we have at our company.
We plan to operate below this cap through a combination of performance management, centralizing teams and functions to reduce duplication, and prioritization of our scope.
The Company recorded $104.0 million of severance and other related expenses for the year ended December 31, 2023, of which $70.2 million related to severance recognized in the fourth quarter of 2023.
We may continue to incur expenses, including restructuring costs, in the short term to implement these initiatives, but we expect to benefit from these actions in future periods.
We ended 2023 with $7.7 billion in available liquidity, with $6.9 billion in cash, cash equivalents, restricted cash, and investments in marketable debt securities, as well as an undrawn amount of $775.0 million available under our revolving credit facility.
This represents an increase of $205.8 million from the end of 2022, including a $461.8 million cash payment for the settlement of the outstanding 2023 Convertible Notes that matured in May 2023.
On October 26, 2023, the board of directors of the Company authorized the repurchase of up to $1 billion of the Company’s Class A common stock, which commenced in the fourth quarter of 2023.
The goal of the program is to offset a portion of the dilution associated with stock-based compensation issued to employees as part of the Company’s overall compensation program.
The timing and amount of shares repurchased will depend on a variety of factors, including the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors.
In the fourth quarter of 2023, we repurchased $156.8 million under this program.
In the fourth quarter of 2023, we changed our management reporting structure and moved the business activities and management of our BNPL platform fully under the Cash App segment.
We believe that this transition will allow us to better focus on consumer based commerce as well as the development of its financial tools within the Cash App segment.
Accordingly, beginning with this Annual Report on Form 10-K, we have updated our segment reporting to incorporate the financial results of the BNPL platform within the Cash App segment, rather than allocating 50% of revenue and gross profit from our BNPL platform to each of the Square and Cash App segments.
We have also reflected this change for the applicable historical periods presented.
| Transaction-based revenue | | | $ | 6,315,301 | | | | | $ | 5,701,540 | | | | | $ | 613,761 | | | | | 11 | | % |
| Bitcoin revenue | | | 9,498,302 | | | | | | 7,112,856 | | | | | | 2,385,446 | | | | | | 34 | | % |
| Total net revenue | | | $ | 21,915,623 | | | | | $ | 17,531,587 | | | | | $ | 4,384,036 | | | | | 25 | | % |
The increase was primarily due to growth in Cash App's financial service-related products, including Cash App Card usage, Cash App Instant Deposit volumes, as well as revenue from the BNPL platform and interest earned on customer funds.
This increase for the year ended December 31, 2023 was driven primarily by the quantity of bitcoin sold to customers compared to the year ended December 31, 2022.
The prevailing bitcoin prices fluctuated significantly within each year, but the average price for 2023 was only approximately 2% higher than 2022.
| | | | 2023 | | | | | | 2022 | | | | | | $ Change | | | | | | % Change | | |
| Transaction-based costs | | | $ | 3,702,016 | | | | | $ | 3,364,028 | | | | | $ | 337,988 | | | | | 10 | | % |
| Bitcoin costs | | | 9,293,113 | | | | | | 6,956,733 | | | | | | 2,336,380 | | | | | | 34 | | % |
| Amortization of acquired technology assets | | | 72,829 | | | | | | 70,194 | | | | | | 2,635 | | | | | | NM (i) | | |
| Total cost of revenue | | | $ | 14,410,737 | | | | | $ | 11,539,695 | | | | | $ | 2,871,042 | | | | | 25 | | % |
(i) Not meaningful ("NM")
Transaction-based costs grew at a slower pace compared to GPV due to more favorable interchange economics, which offset a higher percentage of card-present and credit card transactions, which are less favorable to our economics on a per transaction basis.
- growth in Cash App's financial service-related products, including Cash App Card and related processing costs and fees, which is partially offset by favorable terms on such processing costs due to a contract renewal executed during the third quarter of fiscal year 2023; and
| | | | 2023 | | | | | | 2022 | | | | | | $ Change | | | | | | % Change | | |
| Product development | | | $ | 2,720,819 | | | | | $ | 2,135,612 | | | | | $ | 585,207 | | | | | 27 | | % |
On December 1, 2021, we changed our name as a corporate entity from Square, Inc. to Block, Inc. (together with its subsidiaries, "Block").
TIDAL is a global platform for musicians and their fans that uses unique content, experiences, and features to bring fans closer to artists and to provide artists with tools to succeed as entrepreneurs.
TBD is an open developer platform focused on making the decentralized financial world accessible for everyone.
Square is a cohesive commerce ecosystem that helps sellers start, run, and grow their businesses, and consists of more than 30 distinct software, hardware, and financial services products that provide cohesive Commerce, Customer Relationship Management, Staff Management, and Banking capabilities.
Our products are designed to be self-serve and intuitive to make initial setup and new employee training fast and easy, although we also offer full-service setup and support.
Our products are integrated to create a seamless experience and enable a holistic view of sales, customers, employees, and finances.
Our open developer platform enables integrations with third-party applications as well.
We monetize these products through a combination of transaction, subscription, and service fees.
We have grown rapidly to serve millions of sellers that represent a diverse set of industries including services, food-related businesses, and retail businesses; and sizes, ranging from sole proprietors, such as a single vendor at a farmers’ market, to multi-location enterprise businesses.
Square sellers also span geographies, including the United States, Canada, Japan, Australia, New Zealand, the United Kingdom, Ireland, France, and Spain.
Cash App provides an ecosystem of financial products and services to help consumers manage their money.
Cash App’s goal is to redefine the world’s relationship with money by making it more relatable, instantly available, and universally accessible.
While Cash App started with the single ability to send and receive money, it now provides an ecosystem of financial services focused on helping consumers make their money go further — whether that's by storing, sending, receiving, spending, or investing their money with Cash App.
We monetize these products through a combination of transaction and service fees.
Cash App has a diverse mix of transacting actives across a range of demographics and regions in the United States, as well as a small presence in Europe.
With the acquisition of Afterpay, we added a BNPL platform to our offerings.
Our BNPL platform is being integrated into the Cash App and Square ecosystems, strengthening the connection between these ecosystems, expanding access to more sellers and customers, increasing Square’s omnichannel platform, and helping drive more commerce between our sellers and customers.
Customers will be able to manage their installments and repayments directly within Cash App, potentially driving increased engagement, while the commerce discovery functionality from the Afterpay app will be integrated with Cash App to help drive lead generation for merchants and customer engagement.
Afterpay results are included in our financial statements from January 31, 2022, the date of acquisition.
Our investment in bitcoin is accounted for as an indefinite-lived intangible asset, and thus, is subject to impairment losses if the fair value of bitcoin decreases below the carrying value during the assessed period.
Impairment losses cannot be reversed for any subsequent increase in fair value until the sale of the asset.
| Transaction-based revenue | | | $ | 5,701,540 | | | | | $ | 4,793,146 | | | | | $ | 908,394 | | | | | 19 | | % |
| Bitcoin revenue | | | 7,112,856 | | | | | | 10,012,647 | | | | | | (2,899,791) | | | | | | (29) | | % |
| Total net revenue | | | $ | 17,531,587 | | | | | $ | 17,661,203 | | | | | $ | (129,616) | | | | | (1) | | % |
The increase was driven by:
- revenue generated from our BNPL platform of $811.4 million;
- an increase in Cash App subscription and services-based revenue primarily due to growth in Cash App Card usage, Cash App Instant Deposit volumes, as well as fees we charge customers who opt to use the faster bitcoin withdrawal options to move their bitcoin out of Cash App; and
- seller banking products growth, including the increased origination volumes of Square Loans, as well as software subscriptions.
The increase was primarily a result of an overall increase in sales of hardware across many of our product offerings including Square Terminal, Square Register, and Square Reader for contactless and chip.
This decrease in the year ended December 31, 2022 was driven by the decline in the market price of bitcoin compared to the year ended December 31, 2021.
| Transaction-based costs | | | $ | 3,364,028 | | | | | $ | 2,719,502 | | | | | $ | 644,526 | | | | | 24 | | % |
| Bitcoin costs | | | 6,956,733 | | | | | | 9,794,992 | | | | | | (2,838,259) | | | | | | (29) | | % |
| Total cost of revenue | | | $ | 11,539,695 | | | | | $ | 13,241,380 | | | | | $ | (1,701,685) | | | | | (13) | | % |
The decrease in total cost of revenue was offset by increased transaction-based costs related to an increase in GPV and increased costs as a result of our BNPL platform, which we acquired in the first quarter of 2022.
Transaction-based costs for the year ended December 31, 2022 increased by $644.5 million, or 24%, compared to the year ended December 31, 2021, exceeding GPV growth of 21%, due to an increase in credit card transactions that have a higher cost per transaction as compared to debit card transactions.
- growth in Cash App Card usage, paper money deposit activity, and related processing costs and fees.
The increase was due to the increased sales of hardware, as well as increased costs due to supply chain disruptions.
Amortization of acquired technology assets for the year ended December 31, 2022 increased by $47.5 million, or 210% compared to the year ended December 31, 2021.
The increase was primarily driven by amortization related to the acquired technology assets from the acquisition of Afterpay of $43.5 million.
| Product development | | | $2,135,612 | | | | | | $1,383,841 | | | | | | $ | 751,771 | | | | | 54 | | % |
An excerpt. Shown here: 40 of 169 rewritten, 40 of 126 added and 40 of 119 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2023 filing and the FY2022 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
6 rewritten, 4 added, 6 removed, 27 unchanged
As of December 31, [removed: 2022,] [added: 2023,] our marketable equity investments were immaterial.
As of December 31, [removed: 2022,] [added: 2023,] the aggregate carrying value of our non-marketable equity investments included in other non-current assets was [removed: $208.9] [added: $205.3] million.
A hypothetical 10% increase or decrease in the [removed: market price] [added: fair value] of [added: our] bitcoin [added: investment] would not have a material effect on our financial results.
Our cash and cash equivalents, and marketable debt securities as of December 31, [removed: 2022] [added: 2023] were held primarily in cash deposits, money market funds, U.S. government and agency securities, commercial paper, and corporate bonds.
Gains and losses from foreign currency transactions, as well as foreign exchange forward contracts, were not significant for [removed: the] any period presented in the consolidated financial statements included in this [added: Annual Report on] Form 10-K.
We did not have any material [added: gains and losses from] foreign currency derivatives outstanding as of December 31, [removed: 2022.][added: 2023.]
Our bitcoin investment is measured using observed prices from active exchanges which could result in volatility in our financial results in future periods.
Adjustments are recorded in net income through “other expense (income), net” on the consolidated statements of operations.
As of December 31, 2023, the fair value of our bitcoin investment included in other non-current assets was $339.9 million.
Our exposure to other foreign currencies would not have a material effect on our financial results.
As of December 31, 2022, we had made cumulative investments in bitcoin of $220.0 million.
Our investment in bitcoin is accounted for as an indefinite-lived intangible asset, and thus, is subject to impairment losses if the fair value of bitcoin decreases below the carrying value during the assessed reporting period.
Impairment losses cannot be recovered for any subsequent increase in fair value until the sale of the asset.
We recorded an impairment charge on our investment in bitcoin of $46.6 million in the year ended December 31, 2022 due to the observed market price of bitcoin decreasing below the carrying value during the period.
As of December 31, 2022, the cumulative impairment charges to date were $117.7 million and the fair value of the investment in bitcoin was $132.7 million based on observable market prices, which is $30.4 million in excess of our carrying value of $102.3 million after impairment charges.
Any decreases to the carrying value of bitcoin investments are recorded in operating expenses on the consolidated statements of operations.
Item 1. BUSINESS
77 rewritten, 35 added, 46 removed, 296 unchanged
At Block, [added: Inc. (together with its subsidiaries, "Block" or "we"),] we are building an ecosystem of ecosystems, [removed: and are] [added: each] focused on [removed: creating ecosystems for] distinct customer audiences.
[removed: An ecosystem] [added: This] helps create [removed: a] resilient [removed: customer relationship as] [added: relationships with] customers [removed: can] [added: as they] use our tools and services to satisfy multiple needs.
On December 1, 2021, we changed our corporate name from Square, Inc. to Block, Inc. [removed: (together with its subsidiaries, "Block" or "we").][added: Block is the name for the company as a corporate entity.]
Since our start in [removed: 2009,] [added: 2009 with the Square business,] we have added Cash App, TIDAL, and TBD as [removed: businesses, and the name change created room for further growth.][added: businesses.]
[removed: Block is an overarching ecosystem of many businesses] [added: Our ecosystems are] united by our [added: shared] purpose of economic empowerment, [removed: and serves many] [added: with each ecosystem serving different] people — sellers, consumers, artists, fans, and developers.
While Cash App started with the single ability to send and receive money, it now provides an ecosystem of financial services focused on helping consumers make their money go further [removed: — whether that's] by [removed: storing, sending, receiving, spending,] [added: enabling customers to store, send, receive, spend, invest, borrow] or [removed: investing] [added: save] their money with Cash App.
We are also making modest investments in two [removed: more] [added: relatively] nascent and emerging ecosystems related to TIDAL and bitcoin, in order to serve new audiences.
TIDAL offers an extensive catalog of more than [removed: 90] [added: 132] million songs and [removed: 450,000] [added: 774,000] high-quality videos.
Our bitcoin ecosystem includes [removed: Spiral, an independent team focused on contributing to bitcoin open source work;] TBD, [added: which is] an open developer platform focused on making the decentralized financial world accessible for [removed: everyone; and] [added: everyone,] our bitcoin hardware projects, which include [added: Bitkey,] a self-custody bitcoin [removed: wallet and] [added: wallet,] a bitcoin mining [removed: system.][added: system, Spiral, an independent team focused on contributing to bitcoin open source work.]
We are also increasingly serving mid-market [removed: and larger] sellers, which we define as sellers that generate more than $500,000 in annualized Square Gross Payment Volume (“Square [removed: GPV”).][added: GPV”), due to our ability to offer more flexible and complex solutions than traditional alternatives, as well as a growing product suite.]
For the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] none of our customers accounted for greater than 5% of Square [removed: GPV or our total net revenue.][added: GPV.]
In the year ended December 31, [removed: 2022,] [added: 2023,] more than 4 million sellers used the Square ecosystem to make 4.0 billion individual sales transactions totaling [removed: $186.5] [added: $209.6] billion of Square GPV.
These sales transactions originated from [removed: 640] [added: 733] million payment cards, across [removed: 264] [added: 271] million buyer profiles.
The charts below show the percentage mix of our Square GPV by seller industry and seller size for the year ended December 31, [removed: 2022:][added: 2023:]
[removed: ][added: ]
[removed: ][added: ]
[removed: As] [added: Cash App has a diverse mix] of [removed: December 2022,] [added: customers, and in the United States,] Cash App had [removed: more than 51 million] monthly transacting actives [removed: across] [added: in each of] the [removed: United States] [added: 50 states] and [removed: Europe.][added: nearly every county as of December 2023.]
[added: As of December 2023, Cash App had 56 million monthly transacting actives across the United States and the U.K.] In [removed: 2022,] [added: 2023,] across the iOS App Store and Google Play, Cash App was the number one finance app and the number ten app [removed: overall, based on downloads] [added: overall] in the United [removed: States.][added: States, based on downloads.]
In [removed: 2022,] [added: 2023,] Cash App transacting actives brought more than [removed: $203] [added: $248] billion in inflows into Cash App.
In [removed: 2022,] [added: 2023,] each Cash App monthly transacting active brought in an average of [removed: $358] [added: $384] of inflows in a given month during the year.
[removed: ][added: ]
[removed: Our] [added: We supplement these first party capabilities with our] open developer platform [added: that] enables integrations with third-party [removed: applications as well.][added: applications.]
[removed: ][added: ]
Most [added: of our Square] software products have a free tier (without a subscription fee), which we monetize only through transaction fees on card payments.
It is also integrated with Square Assistant, an [removed: artificial intelligence-enabled] [added: AI-enabled] automated messaging tool that responds to buyers efficiently and professionally, saving sellers' time and helping prevent missed appointments.
- [removed: Afterpay drives] [added: BNPL helps drive] net new demand to sellers via discovery in the Afterpay app and has historically increased average conversion rates and average transaction sizes for new and existing customers across online and in-store channels.
[removed: Payroll] [added: - Square Payroll] allows sellers to pay wages and associated employee taxes, and offer employee benefits (e.g. 401(k) accounts).
- Square [removed: Loans] [added: Lending provides a platform of lending products to qualified Square sellers. Square Loans] (formerly Square Capital) facilitates loans to qualified Square sellers through our subsidiary Square Financial [removed: Services (“SFS”),] [added: Services, Inc. (“SFS Financial Services”),] which is an industrial loan [removed: corporation] [added: company] (“ILC").
Generally, [removed: for loans to Square sellers,] loan repayment occurs automatically through a fixed percentage of every card transaction a seller takes.
Loans are sized to be less than 20% of a seller's expected annual Square GPV and, by simply running their business, sellers historically have repaid their [removed: loan in less than] [added: loans within] nine months on average.
Since its public launch in May 2014, Square Loans has facilitated more than [removed: 2.1] [added: 2.2] million loans and advances, representing more than [removed: $15.1] [added: $16.2] billion in principal amount loaned or advanced.
Customers can use Cash App to inflow funds in a variety of ways, including by receiving money from another Cash App customer through the app’s core peer-to-peer transfer service, transferring money from a bank account, depositing mobile checks, adding physical cash at participating retailers, [added: receiving a recurring paycheck by direct deposit,] and through other inflow channels.
These funds can then be sent to another customer through the app, spent anywhere that accepts Visa [removed: cards,] [added: cards or Cash App Pay,] withdrawn from an ATM using the Cash App Card, invested in stocks or exchange-traded funds (“ETFs”), used to buy bitcoin, or transferred to a bank account (either instantly for a fee or for free in one to three days).
[removed: ][added: ]
[removed: *Banking*][added: *Banking Services*]
- Cash App [removed: Card] [added: Card] is a debit [removed: card] [added: card, issued by our bank partner, and] linked directly to a customer’s Cash App balance.
[removed: In the fourth quarter of 2022, we launched gift cards, which allow customers to] [added: Customers can also purchase and] send gift cards at specific merchants to other [removed: customers] [added: customers,] and [removed: for] recipients [removed: to] [added: can] spend them with their Cash App Card.
- Cash [removed: Boost] [added: Boost] is a free and instant rewards program that offers customers discounts at specific businesses (e.g., 10% off a purchase on DoorDash) or at certain business types (e.g., grocery stores).
Customers can select the Cash Boost they want to apply to their Cash App [removed: Card through Cash App,] [added: Card,] and the discount is instantly applied to their Cash App balance for eligible transactions.
- Direct [removed: deposit capabilities] [added: deposit capabilities, in alliance with our partner bank and system processor,] allow customers to receive their recurring paycheck, tax refund, or government disbursement into their Cash App account, which they can then use to send, spend, store, or [removed: invest the funds.][added: invest.]
In the fourth quarter of 2023, we changed our management reporting structure and moved the business activities and management of our BNPL platform fully under Cash App.
We believe that this transition will allow us to better focus on consumer based commerce as well as the development of its financial tools within Cash App.
Customers can fund their Cash App accounts with inflows in a variety of ways, including by receiving money from another Cash App customer through the app’s core peer-to-peer transfer service, transferring money from a bank account, depositing mobile checks, adding physical cash at participating retailers, and receiving a recurring paycheck by direct deposit.
Examples of transactions include sending or receiving a peer-to-peer payment, transferring money into or out of Cash App, making a purchase using Cash App Card, earning a dividend on a stock investment, and paying back a loan, among others.

They are also flexible enough to serve the needs of both small, single location and large, complex multi-location sellers.
We believe the breadth and depth of our products and services provide us unique advantages in best serving the needs of our sellers through a holistic view of their businesses.
Strategic Priorities: Our focus for Square is on four priorities: maintaining our secure, and flexible multi-product platform, providing a “local” experience to sellers of all sizes, growing with artificial intelligence (“AI”), and further developing our banking offering.
- Platform: It is critical that we have a strong foundation to build upon to serve external customers through our developer platform and partner ecosystem, and our internal team's first party products.
This includes increasing reliability of our platform and also introducing products and features that are most important to our customers.
- Local: Our go-to-market strategy is focused on verticals with a local approach, specifically restaurants and services-based businesses.
Growing upmarket has shown us that even larger sellers want to feel authentic to their buyers.
We can enable this type of robust offering through our technology and by improving the onboarding process through sales and account management.
- Artificial Intelligence (AI): We are focused on enabling growth by leveraging AI to increase productivity and outcomes for our sales and marketing, customer service, and engineering efforts, in addition to building features that help sellers grow their businesses.
- Banking: Our robust banking offering primarily helps our sellers manage cash flow and grow their business through our lending capabilities.
We will continue to drive trust with our sellers, and build products and features that help with sellers accessing funds securely and timely.
We launched Square Credit Card in 2023 to provide another lending option.
Strategic Priorities
Cash App sits at the intersection of three traditionally-distinct use cases: financial services, community based transactions (peer-to-peer payments) and commerce.
Our approach for Cash App is to combine these three areas together in a unique manner to define a new product category and reinvent banking for our customers.
Our primary focus with Cash App, in alliance with our bank partners, is on earning the primary banking relationship of our existing customer base in the U.S.
The breadth of our financial service offerings allows us to increase our share of wallet as well as expand our customer base to serve a wider variety of demographics.
Bitcoin
*Cash App Pay*
*Business Accounts*
In addition, we participate in a number of industry organizations that facilitate patent pools or non-assertion commitments, such as the Cryptocurrency Open Patent Alliance that we co-founded, LOT Network, and Open Invention Network.
The anti-corruption laws, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, generally prohibit companies from making or offering improper payments to foreign government officials and political figures for the purpose of obtaining or retaining business or to gain an unfair business advantage.
Economic and trade sanctions programs that are administered by the U.S. Department of the Treasury’s Office of Foreign Assets Controls and equivalent applicable foreign authorities prohibit or restrict transactions to or from, or dealings with, specified countries, governments, individuals and entities that are specially designated nationals of those countries, including narcotics traffickers and terrorists or terrorist organizations.
We have implemented an AML program designed to comply with the laws and regulations to which we are subject.
We currently hold a New York State BitLicense and a Virtual Currency Business License in Louisiana.
Certain products within Cash App may also experience stronger fourth quarters and weaker first quarters, such as our BNPL platform, which typically generates additional revenue and gross profit during the holiday season.
In November 2023, we announced we would implement an absolute cap of 12,000 on the number of employees we have at our company.
We plan to operate below this cap through a combination of performance management, centralizing teams and functions to reduce duplication, and prioritization of our scope.
We expect to keep this cap in place until we believe the growth of the business has meaningfully outpaced the growth of our company.
Our principal executive office, which we are required to identify under Securities and Exchange Commission rules, is 1955 Broadway, Suite 600 Oakland, CA 94612.
Our ecosystems are united by our shared purpose of economic empowerment.
Block is the name for the company as a corporate entity.
The Square name has become synonymous with our Seller business, and this move allowed the Seller business to own the Square brand it was built for.
The change to Block acknowledges our multidimensional growth.
Square and Cash App have demonstrated the benefits and scale of our ecosystem model.
We are able to service mid-market sellers due to our ability to offer more flexible and complex solutions than traditional alternatives, as well as a growing product suite.
GPV from mid-market sellers represented 39% of Square GPV in the fourth quarter of 2022, up from 37% in the fourth quarter of 2021 and 30% in the fourth quarter of 2020.
As of December 31, 2022, there were more than 2 million employees working for Square sellers.
Cash App has a diverse mix of customers, and in the United States, Cash App had monthly transacting actives in each of the 50 states and nearly every county as of December 2022.
Customers can fund their Cash App accounts with inflows in a variety of ways: peer-to-peer transfers, transactions on bitcoin or stocks, cash added from a debit card or bank account into a Cash App balance, and through direct deposits including recurring paychecks or one-time deposits.

- Square Payroll makes it easy to pay employees in minutes.
The terms are straightforward for sellers, and once approved, they get their funds quickly, often the next business day.
We are investing in the following development pillars for Cash App to drive the business forward: Community, Financial Services, Crypto, Operating System, Trust, Commerce, and Global.
Crypto
Within Cash App, we have focused on developing two core product applications for bitcoin.
Over the past few years, we have added investing features including auto buys and custom limit orders.
Trust
This includes increasing our share of customers’ inflows for each service as well as expanding our customer base to serve a wider variety of demographics.
Operating System
With Cash App's operating system, we are building the foundation for Cash App to become a scalable app encompassing a broad range of financial products and services.
This includes building out shared frameworks, applications, and systems that can allow us to scale new services within one app and drive broader engagement across our offerings with a cohesive product experience.
We acquired Afterpay to connect our Cash App and Square ecosystems and are integrating the BNPL platform into each ecosystem.
Our BNPL platform will allow us to build out a marketplace in Cash App that acts as a shopping destination for consumers to search for merchants and find offers.
Global
We are expanding Cash App’s ecosystem by reaching more customers globally.
Cash App primarily serves customers in the United States where the full breadth of its products are available, and also provides certain services to customers in Europe, primarily with Cash App in the United Kingdom and Verse in Spain.
In addition, we offer cross-border payments between the United States and the United Kingdom, allowing customers to instantly transfer funds between these countries using real-time exchange rates with no fees.
Connecting our Ecosystems
By creating more connections between our ecosystems, we have an opportunity to increase the resilience of our overall company.

BNPL Platform
We have been integrating our BNPL platform into our Cash App and Square ecosystems, strengthening the connection between these ecosystems, expanding access to more sellers and consumers, and helping drive more commerce between our sellers and consumers.
Our BNPL platform has been integrated into Square’s online and in-person checkout solutions, strengthening Square’s omnichannel platform.
Consumers will be able to manage their installments and repayments directly within Cash App, with the ability to drive increased engagement, while the commerce discovery from the Afterpay App will be integrated with Cash App to help drive lead generation for merchants and customer engagement.
We intend to enable greater search and discovery within Cash App, building new and stronger connections between merchants and consumers.
From time to time, we also incorporate certain intellectual property licensed from third parties, including under certain open source licenses.
Even if any such third-party technology did not continue to be available to us on commercially reasonable terms, we believe that alternative technologies would be available as needed in every case.
We have implemented an AML program designed to prevent our payments network from being used to facilitate money laundering, terrorist financing, and other illicit activity.
Our program is also designed to prevent our network from being used to facilitate business in countries, or with persons or entities, included on designated lists promulgated by the U.S. Department of the Treasury’s Office of Foreign Assets Controls and equivalent applicable foreign authorities.
An excerpt. Shown here: 40 of 77 rewritten, all 35 added and 40 of 46 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2023 filing and the FY2022 filing.
Cover and table of contents
27 rewritten, 10 added, 7 removed, 69 unchanged
For the fiscal year ended December 31, [removed: 2022][added: 2023]
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing price of a share of the registrant’s Class A common stock on June 30, [removed: 2022] [added: 2023] as reported by the New York Stock Exchange on such date was approximately [removed: $35.5] [added: $38.5] billion.
As of February [removed: 17, 2023,] [added: 16, 2024,] the number of shares [added: (in thousands)] of the registrant’s Class A [removed: common stock outstanding was 541,390,152] and [removed: the number of shares of the registrant's] Class B common stock outstanding [removed: was 60,635,933.][added: were 555,180 and 60,513, respectively.]
Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, [removed: 2022.][added: 2023.]
| Item 1. | | | [removed: [Business](#i6ce5ecd617ea4f16843c39db2bfa5659_16)] [added: [Business](#i004f8e45f8484f0b8e8890f3c5d43516_16)] | | | [removed: [4](#i6ce5ecd617ea4f16843c39db2bfa5659_16)] [added: [4](#i004f8e45f8484f0b8e8890f3c5d43516_16)] | | |
| Item 1A. | | | [Risk [removed: Factors](#i6ce5ecd617ea4f16843c39db2bfa5659_19)] [added: Factors](#i004f8e45f8484f0b8e8890f3c5d43516_19)] | | | [removed: [23](#i6ce5ecd617ea4f16843c39db2bfa5659_19)] [added: [22](#i004f8e45f8484f0b8e8890f3c5d43516_19)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#i6ce5ecd617ea4f16843c39db2bfa5659_22)] [added: Comments](#i004f8e45f8484f0b8e8890f3c5d43516_22)] | | | [removed: [61](#i6ce5ecd617ea4f16843c39db2bfa5659_22)] [added: [59](#i004f8e45f8484f0b8e8890f3c5d43516_22)] | | |
| Item 2. | | | [removed: [Properties](#i6ce5ecd617ea4f16843c39db2bfa5659_25)] [added: [Properties](#i004f8e45f8484f0b8e8890f3c5d43516_25)] | | | [removed: [61](#i6ce5ecd617ea4f16843c39db2bfa5659_25)] [added: [60](#i004f8e45f8484f0b8e8890f3c5d43516_25)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#i6ce5ecd617ea4f16843c39db2bfa5659_28)] [added: Proceedings](#i004f8e45f8484f0b8e8890f3c5d43516_28)] | | | [removed: [61](#i6ce5ecd617ea4f16843c39db2bfa5659_28)] [added: [60](#i004f8e45f8484f0b8e8890f3c5d43516_28)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#i6ce5ecd617ea4f16843c39db2bfa5659_31)] [added: Disclosures](#i004f8e45f8484f0b8e8890f3c5d43516_31)] | | | [removed: [61](#i6ce5ecd617ea4f16843c39db2bfa5659_31)] [added: [61](#i004f8e45f8484f0b8e8890f3c5d43516_31)] | | |
| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i6ce5ecd617ea4f16843c39db2bfa5659_37)] [added: Securities](#i004f8e45f8484f0b8e8890f3c5d43516_37)] | | | [removed: [62](#i6ce5ecd617ea4f16843c39db2bfa5659_37)] [added: [62](#i004f8e45f8484f0b8e8890f3c5d43516_37)] | | |
| Item 6. | | | [removed: [\[RESERVED\]](#i6ce5ecd617ea4f16843c39db2bfa5659_40)] [added: [\[RESERVED\]](#i004f8e45f8484f0b8e8890f3c5d43516_40)] | | | [removed: [63](#i6ce5ecd617ea4f16843c39db2bfa5659_40)] [added: [64](#i004f8e45f8484f0b8e8890f3c5d43516_40)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i6ce5ecd617ea4f16843c39db2bfa5659_43)] [added: Operations](#i004f8e45f8484f0b8e8890f3c5d43516_43)] | | | [removed: [64](#i6ce5ecd617ea4f16843c39db2bfa5659_43)] [added: [65](#i004f8e45f8484f0b8e8890f3c5d43516_43)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i6ce5ecd617ea4f16843c39db2bfa5659_64)] [added: Risk](#i004f8e45f8484f0b8e8890f3c5d43516_64)] | | | [removed: [84](#i6ce5ecd617ea4f16843c39db2bfa5659_64)] [added: [85](#i004f8e45f8484f0b8e8890f3c5d43516_64)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i6ce5ecd617ea4f16843c39db2bfa5659_67)] [added: Data](#i004f8e45f8484f0b8e8890f3c5d43516_67)] | | | [removed: [87](#i6ce5ecd617ea4f16843c39db2bfa5659_67)] [added: [87](#i004f8e45f8484f0b8e8890f3c5d43516_67)] | | |
| Item 9. | | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#i6ce5ecd617ea4f16843c39db2bfa5659_157)] [added: Disclosure](#i004f8e45f8484f0b8e8890f3c5d43516_163)] | | | [removed: [158](#i6ce5ecd617ea4f16843c39db2bfa5659_157)] [added: [150](#i004f8e45f8484f0b8e8890f3c5d43516_163)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#i6ce5ecd617ea4f16843c39db2bfa5659_160)] [added: Procedures](#i004f8e45f8484f0b8e8890f3c5d43516_166)] | | | [removed: [158](#i6ce5ecd617ea4f16843c39db2bfa5659_160)] [added: [150](#i004f8e45f8484f0b8e8890f3c5d43516_166)] | | |
| Item 9B. | | | [Other [removed: Information](#i6ce5ecd617ea4f16843c39db2bfa5659_163)] [added: Information](#i004f8e45f8484f0b8e8890f3c5d43516_169)] | | | [removed: [159](#i6ce5ecd617ea4f16843c39db2bfa5659_163)] [added: [151](#i004f8e45f8484f0b8e8890f3c5d43516_169)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i6ce5ecd617ea4f16843c39db2bfa5659_166)] [added: Inspections](#i004f8e45f8484f0b8e8890f3c5d43516_172)] | | | [removed: [159](#i6ce5ecd617ea4f16843c39db2bfa5659_166)] [added: [151](#i004f8e45f8484f0b8e8890f3c5d43516_172)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i6ce5ecd617ea4f16843c39db2bfa5659_172)] [added: Governance](#i004f8e45f8484f0b8e8890f3c5d43516_178)] | | | [removed: [160](#i6ce5ecd617ea4f16843c39db2bfa5659_172)] [added: [152](#i004f8e45f8484f0b8e8890f3c5d43516_178)] | | |
| Item 11. | | | [Executive [removed: Compensation](#i6ce5ecd617ea4f16843c39db2bfa5659_175)] [added: Compensation](#i004f8e45f8484f0b8e8890f3c5d43516_181)] | | | [removed: [160](#i6ce5ecd617ea4f16843c39db2bfa5659_175)] [added: [152](#i004f8e45f8484f0b8e8890f3c5d43516_181)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i6ce5ecd617ea4f16843c39db2bfa5659_178)] [added: Matters](#i004f8e45f8484f0b8e8890f3c5d43516_184)] | | | [removed: [160](#i6ce5ecd617ea4f16843c39db2bfa5659_178)] [added: [152](#i004f8e45f8484f0b8e8890f3c5d43516_184)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i6ce5ecd617ea4f16843c39db2bfa5659_181)] [added: Independence](#i004f8e45f8484f0b8e8890f3c5d43516_187)] | | | [removed: [160](#i6ce5ecd617ea4f16843c39db2bfa5659_181)] [added: [152](#i004f8e45f8484f0b8e8890f3c5d43516_187)] | | |
| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i6ce5ecd617ea4f16843c39db2bfa5659_184)] [added: Services](#i004f8e45f8484f0b8e8890f3c5d43516_190)] | | | [removed: [160](#i6ce5ecd617ea4f16843c39db2bfa5659_184)] [added: [152](#i004f8e45f8484f0b8e8890f3c5d43516_190)] | | |
| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#i6ce5ecd617ea4f16843c39db2bfa5659_190)] [added: Schedules](#i004f8e45f8484f0b8e8890f3c5d43516_196)] | | | [removed: [161](#i6ce5ecd617ea4f16843c39db2bfa5659_190)] [added: [153](#i004f8e45f8484f0b8e8890f3c5d43516_196)] | | |
| Item 16. | | | [Form 10-K [removed: Summary](#i6ce5ecd617ea4f16843c39db2bfa5659_196)] [added: Summary](#i004f8e45f8484f0b8e8890f3c5d43516_202)] | | | [removed: [164](#i6ce5ecd617ea4f16843c39db2bfa5659_196)] [added: [156](#i004f8e45f8484f0b8e8890f3c5d43516_202)] | | |
Forward-looking statements contained in this Annual Report on Form 10-K include, but are not limited to, statements about our future financial and operating performance, our expectations regarding transaction and loan losses, the adequacy of our allowance for loan losses on loans held for investment, or increased delinquencies, and the impact of inaccurate estimates or inadequate reserves, our [removed: potential exposure as a participant in the Paycheck Protection Program ("PPP"), our] anticipated growth and growth strategies and our ability to effectively manage that growth, our ability to invest in and develop our products and services to operate with changing technology, the expected benefits of our products to our customers and the impact of our products on our business, our expectations regarding product launches, the expected impact of the integration of Afterpay Limited ("Afterpay"), trends in our markets and the continuation of such trends, our [added: expectations related to our] plans [added: to cap our employee base, our plans] with respect to patents and other intellectual property, our expectations regarding litigation and regulatory matters and the adequacy of reserves for such matters, our expectations regarding share-based compensation, our expectations regarding the impacts of accounting guidance and the timing of our compliance therewith, our expectations regarding restricted cash, and the sufficiency of our cash and cash equivalents and cash generated from operations to meet our working capital and capital expenditure requirements.
1955 Broadway, Suite 600
Oakland, CA 946121
1 We have adopted a distributed work model and, therefore, have no formal headquarters.
This address represents our "principal executive office," which we are required to identify under Securities and Exchange Commission rules.
| | | | [PART I](#i004f8e45f8484f0b8e8890f3c5d43516_13) | | | | | |
| Item 1C. | | | [C](#i004f8e45f8484f0b8e8890f3c5d43516_1900)[ybersecurity](#i004f8e45f8484f0b8e8890f3c5d43516_1900) | | | [59](#i004f8e45f8484f0b8e8890f3c5d43516_1900) | | |
| | | | [PART II](#i004f8e45f8484f0b8e8890f3c5d43516_34) | | | | | |
| | | | [PART III](#i004f8e45f8484f0b8e8890f3c5d43516_175) | | | | | |
| | | | [PART IV](#i004f8e45f8484f0b8e8890f3c5d43516_193) | | | | | |
| | | | [Signatures](#i004f8e45f8484f0b8e8890f3c5d43516_205) | | | [157](#i004f8e45f8484f0b8e8890f3c5d43516_205) | | |
Address Not Applicable1
1 As of 2021, we do not designate a headquarters location as we have adopted a distributed work model.
| | | | [PART I](#i6ce5ecd617ea4f16843c39db2bfa5659_13) | | | | | |
| | | | [PART II](#i6ce5ecd617ea4f16843c39db2bfa5659_34) | | | | | |
| | | | [PART III](#i6ce5ecd617ea4f16843c39db2bfa5659_169) | | | | | |
| | | | [PART IV](#i6ce5ecd617ea4f16843c39db2bfa5659_187) | | | | | |
| | | | [Signatures](#i6ce5ecd617ea4f16843c39db2bfa5659_199) | | | [165](#i6ce5ecd617ea4f16843c39db2bfa5659_199) | | |
Item 1C. CYBERSECURITY
0 rewritten, 33 added, 0 removed, 0 unchanged
New section this year
Risk Management and Strategy
We have a cybersecurity risk management program consisting of policies and procedures for assessing, identifying, and managing material risk from cybersecurity threats, and we have integrated these policies and procedures into our overall risk management systems and processes.
Our cybersecurity policies and procedures are based on recognized frameworks established by the National Institute of Standards and Technology, the International Organization for Standardization and other applicable industry standards.
We routinely assess material risks from cybersecurity threats and regularly assess and update our cybersecurity risk management program in response to emerging trends and changes in our operations.
Our risk management program includes, among other elements:
Identification: We aim to proactively identify sources of risk, areas of impact, and relevant events that could give rise to cybersecurity risks, such as changes to our infrastructure, service providers, or personnel.
Assessment: We conduct periodic risk assessments to identify cybersecurity threats.
We also conduct likelihood and impact assessments with the goal of identifying reasonably foreseeable internal and external risks, the likelihood and potential damage that could result from such risks, and the sufficiency of existing policies, procedures, systems, and safeguards in place to manage such risks.
Management: Following our risk assessments, we design and implement reasonable safeguards to address any identified gaps in our existing processes and procedures.
Our employees participate in cybersecurity training and awareness upon hire and at least annually thereafter.
We engage third parties, including consultants and auditors, to evaluate the effectiveness of our risk management program, control environment, and cybersecurity practices through security audits, penetration testing, and other engagements.
We have processes in place to identify, review and evaluate cybersecurity risks associated with our use of third-party service providers.
These reviews are conducted at onboarding and periodically throughout the tenure of the service provider based on risk tier rating of each service provider.
We believe these processes enable us to evaluate a third-party service provider’s security posture, identify risks that may arise out of our use of the third party’s service, and make decisions regarding acceptable levels of risk and risk mitigation.
For additional information regarding whether any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial condition, please refer to Item 1A, “Risk Factors,” in this annual report on Form 10-K.
Board and Management’s Role in Data Privacy and Cybersecurity Oversight
Our board of directors recognizes the oversight of risk management as one of its primary responsibilities and central to maintaining an effective, risk-aware and accountable organization.
While the board of directors maintains ultimate responsibility for the oversight of our data privacy and cybersecurity program and risks, it has delegated certain oversight responsibilities to our audit and risk committee.
Our board of directors and audit and risk committee’s principal role is one of oversight, recognizing that management is responsible for the design, implementation, and maintenance of an effective program for protecting against and mitigating data privacy and cybersecurity risks.
The audit and risk committee assists the board of directors in enhancing its understanding of data privacy and cybersecurity issues by overseeing our data privacy and information security programs, strategy, policies, standards, architecture, processes, and significant risks, as well as overseeing responses to security and data incidents, as appropriate.
The full board of directors undergoes annual information security and privacy training by our Chief Information Security Officer (“CISO”) and our Chief Privacy Officer (“CPO”), which covers, among other matters, our privacy and cybersecurity programs and risks.
Our audit and risk committee receives updates, at least quarterly, from our CISO and CPO on significant data privacy and security risks, including any significant incidents, relevant industry developments, threat vectors and significant risks identified in periodic penetration tests or vulnerability scans.
The updates also include significant legal and legislative developments concerning data privacy and security, our approach to complying with applicable law, and significant engagement with regulators concerning data privacy and cybersecurity.
Our audit committee provides regular updates to the board of directors on such reports.
Our CISO oversees our cybersecurity policies and processes, including those described in “Risk Management and Strategy” above.
Our foundational engineering, data security governance, infrastructure security, product security and security operations teams report directly to our CISO and provide regular updates on significant or potentially significant threats and incidents.
Additionally, we have an incident response team and an incident response plan that outlines the roles and responsibilities of key personnel, including representatives from information security, compliance, and counsel, that are involved in responding to, remediating and escalating such incidents to the CISO, as appropriate.
Our CISO reports directly to our Chief Financial Officer and Chief Operating Officer and indirectly to our audit and risk committee.
Our CISO provides updates on significant or potentially significant threats and incidents to our Block Head and leadership team, in addition to the audit and risk committee and our board of directors as appropriate and in accordance with the processes detailed in the prior paragraph.
Our CISO and Deputy CISO are primarily responsible for assessing and managing our material risks from cybersecurity threats.
Our CISO has served in various roles building and securing enterprise platforms across retail, corporate and investment banking financial services as well as consumer experiences and data at multiple Fortune 500 companies for over 25 years.
Our Deputy CISO has over 20 years of experience in information security, including serving as head of cybersecurity and privacy response at a global public company and information security leadership positions with the United States government.
Our Deputy CISO holds undergraduate and graduate degrees in computer information systems and computer science with an information security focus and possesses various certifications, including the Information Systems Security Professional (NSTISSI No. 4011) and Information Systems Security Officer (CNSSI No. 4014) certifications.
Item 2. PROPERTIES
3 rewritten, 0 added, 0 removed, 3 unchanged
[removed: As of 2021, we] [added: We] do not designate a headquarters location as we have adopted a distributed work model.
We lease space in San Francisco, California, for product development, sales, marketing, and business operations [removed: under a lease that expires in] [added: and vacated most of the space at the end of] 2023.
We also lease space in New York, New York for a product development, sales, and business operations office under a lease that expires in 2025 and office space in Oakland, California [added: for general corporate purposes] under a lease that expires in 2031.
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
6 rewritten, 19 added, 3 removed, 15 unchanged
As of February [removed: 17, 2023,] [added: 16, 2024,] there were [removed: 612] [added: 637] holders of record of our Class A common stock and [removed: 29] [added: 26] holders of record of our Class B common stock.
As of February [removed: 17, 2023,] [added: 16, 2024,] we estimate that we have approximately [removed: 47,802] [added: 41,547] holders of record of our CDIs.
We [removed: currently intend to retain all available funds and any future earnings for use in the operation of our business and] do not expect to pay any dividends on our capital stock in the foreseeable future.
An investment of $100 (with reinvestment of all dividends) is assumed to have been made in our Class A common stock and in each index on [added: the last trading day for the fiscal year ended] December 31, [removed: 2017] [added: 2018] and its relative performance is tracked through December 31, [removed: 2022.][added: 2023.]
[removed: ][added: ]
| Company/Index | | | | | | [removed: 12/31/2017] [added: 12/31/2018] | | | | | | [removed: 12/31/2018] [added: 12/31/2019] | | | | | | [removed: 12/31/2019] [added: 12/31/2020] | | | | | | [removed: 12/31/2020] [added: 12/31/2021] | | | | | | [removed: 12/31/2021] [added: 12/31/2022] | | | | | | [removed: 12/31/2022] [added: 12/31/2023] | | |
Issuer Purchases of Equity Securities
In October 2023, the Company's Board of Directors authorized the repurchase of up to $1 billion of the Company’s Class A common stock.
Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors.
The repurchase program does not obligate the Company to acquire any particular amount of its Class A common stock and may be suspended at any time at the Company’s discretion.
The timing and number of shares repurchased will depend on a variety of factors, including the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors.
The following table summarizes the share repurchase activity for the three months ended December 31, 2023 (in thousands, except per share amounts):
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Period | | | | | | Total Number of Shares Purchased | | | | | | Average price paid per share(i) | | | | | | Total number of shares purchased as part of publicly announced plans or program | | | | | | Approximate dollar value of shares that may yet be purchased under the plans or programs | | |
| October 1, 2023 - October 31, 2023 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,000,000 | | |
| November 1, 2023 - November 30, 2023 | | | | | | 1,345 | | | | | | 56.21 | | | | | | 1,345 | | | | | | 924,423 | | |
| December 1, 2023 - December 31, 2023 | | | | | | 1,121 | | | | | | 72.44 | | | | | | 1,121 | | | | | | 843,238 | | |
| Total | | | | | | 2,466 | | | | | | | | | | | | 2,466 | | | | | | | | |
(i) Average price paid per share for open market purchases includes broker commissions.
Unregistered Sales of Equity Securities
During the three months ended December 31, 2023, we issued a total of 171,691 shares of our Class A common stock in connection with the acquisition of an artist-centric financial technology company, pursuant to exemptions from registration provided by Section 4(a)(2).
| Block, Inc. | | | | | | $ | 100.00 | | | | | $ | 111.54 | | | | | $ | 388.02 | | | | | $ | 287.95 | | | | | $ | 112.03 | | | | | $ | 137.90 | |
| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 131.49 | | | | | $ | 155.68 | | | | | $ | 200.37 | | | | | $ | 164.08 | | | | | $ | 207.21 | |
| S&P North American Technology | | | | | | $ | 100.00 | | | | | $ | 142.68 | | | | | $ | 207.11 | | | | | $ | 261.79 | | | | | $ | 169.22 | | | | | $ | 272.66 | |
| Block, Inc. | | | | | | $ | 100.00 | | | | | $ | 161.78 | | | | | $ | 180.44 | | | | | $ | 627.75 | | | | | $ | 465.85 | | | | | $ | 181.25 | |
| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 95.62 | | | | | $ | 125.72 | | | | | $ | 148.85 | | | | | $ | 191.58 | | | | | $ | 156.89 | |
| S&P North American Technology | | | | | | $ | 100.00 | | | | | $ | 102.88 | | | | | $ | 146.79 | | | | | $ | 213.07 | | | | | $ | 269.33 | | | | | $ | 174.09 | |
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
593 rewritten, 297 added, 354 removed, 1,020 unchanged
| [Reports of Independent Registered Public Accounting [removed: Firm](#i6ce5ecd617ea4f16843c39db2bfa5659_70)] [added: Firm](#i004f8e45f8484f0b8e8890f3c5d43516_70)] (PCAOB ID: 42) | | | [removed: [88](#i6ce5ecd617ea4f16843c39db2bfa5659_70)] [added: [88](#i004f8e45f8484f0b8e8890f3c5d43516_70)] | | |
| [Consolidated Balance [removed: Sheets](#i6ce5ecd617ea4f16843c39db2bfa5659_73)] [added: Sheets](#i004f8e45f8484f0b8e8890f3c5d43516_73)] | | | [removed: [93](#i6ce5ecd617ea4f16843c39db2bfa5659_73)] [added: [91](#i004f8e45f8484f0b8e8890f3c5d43516_73)] | | |
| [Consolidated Statements of [removed: Operations](#i6ce5ecd617ea4f16843c39db2bfa5659_76)] [added: Operations](#i004f8e45f8484f0b8e8890f3c5d43516_76)] | | | [removed: [94](#i6ce5ecd617ea4f16843c39db2bfa5659_76)] [added: [92](#i004f8e45f8484f0b8e8890f3c5d43516_76)] | | |
| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i6ce5ecd617ea4f16843c39db2bfa5659_79)] [added: (Loss)](#i004f8e45f8484f0b8e8890f3c5d43516_79)] | | | [removed: [95](#i6ce5ecd617ea4f16843c39db2bfa5659_79)] [added: [93](#i004f8e45f8484f0b8e8890f3c5d43516_79)] | | |
| [Consolidated Statements of Stockholders' [removed: Equity](#i6ce5ecd617ea4f16843c39db2bfa5659_82)] [added: Equity](#i004f8e45f8484f0b8e8890f3c5d43516_82)] | | | [removed: [96](#i6ce5ecd617ea4f16843c39db2bfa5659_82)] [added: [94](#i004f8e45f8484f0b8e8890f3c5d43516_82)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i6ce5ecd617ea4f16843c39db2bfa5659_85)] [added: Flows](#i004f8e45f8484f0b8e8890f3c5d43516_85)] | | | [removed: [98](#i6ce5ecd617ea4f16843c39db2bfa5659_85)] [added: [95](#i004f8e45f8484f0b8e8890f3c5d43516_85)] | | |
| [Notes to the Consolidated Financial [removed: Statements](#i6ce5ecd617ea4f16843c39db2bfa5659_88)] [added: Statements](#i004f8e45f8484f0b8e8890f3c5d43516_88)] | | | [removed: [100](#i6ce5ecd617ea4f16843c39db2bfa5659_88)] [added: [97](#i004f8e45f8484f0b8e8890f3c5d43516_88)] | | |
We have audited the accompanying consolidated balance sheets of Block, Inc. (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related consolidated statements of operations, comprehensive income (loss), stockholders’ [removed: equity,] [added: equity] and cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] 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 [removed: as of] [added: at] December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] based on criteria established in Internal [removed: Control-Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 [removed: framework)] [added: framework),] and our report dated February [removed: 23, 2023] [added: 22, 2024] expressed an unqualified opinion thereon.
We are a public accounting firm registered with the [removed: Public Company Accounting Oversight Board (United States) (PCAOB)] [added: PCAOB] and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
Our audits also included evaluating the accounting principles used and significant estimates made by management as well as evaluating the overall [added: presentation of the] financial [removed: statement presentation.][added: statements.]
[removed: *Critical] [added: Critical] Audit [removed: Matters*][added: Matter]
The [removed: following] critical audit [removed: matters are matters] [added: matter communicated below is a matter] arising from the current period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and [removed: that] [added: that:] (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, [removed: subjective,] [added: subjective] or complex judgments.
The communication of [added: the] critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the [added: consolidated] financial statements, taken as a whole, and we are not, by communicating the [removed: following] critical audit [removed: matters,] [added: matter below,] providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
| [added: Accrued transaction losses (i)] | | | [added: 54,042] | | | [removed: Accrued Transaction Losses] | | | [added: 64,539 | | |]
| *Description of the Matter* | | | | | | The Company’s consumer receivables and the associated allowance for credit losses were [removed: $2.0] [added: $2.6] billion and [removed: $151.3] [added: $185.3] million as of December 31, [removed: 2022,] [added: 2023,] respectively. The provision for credit losses was [removed: $203.7] [added: $261.3] million for the year ended December 31, [removed: 2022.] [added: 2023.] As discussed in Notes 1 and 6 to the consolidated financial statements, the Company has exposure to expected credit losses from consumer receivables, for which an allowance for credit losses is recorded under ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The Company estimates the allowance for credit losses related to consumer receivables using both quantitative methods, [removed: which consider] [added: based on] historical [added: payment patterns including] losses and recoveries, recent and historical trends in delinquencies, past-due receivables and charge-offs, and qualitative methods, which consider consumer behavior, current and historical macroeconomic trends, along with other factors. | | |
| *How We Addressed the Matter in Our Audit* | | | | | | [added: We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over the process for determining the allowance for credit losses related to consumer receivables. This includes testing controls over management’s review of the methodology to determine estimated losses, the completeness and accuracy of historical losses and recoveries, past-due receivables and charge-offs, and management’s qualitative assumptions on future losses.] To test the Company’s allowance for credit losses related to consumer receivables, we involved EY specialists in testing management’s methodology and key assumptions. Our audit procedures included, among others, evaluating the Company’s methodology as well as performing procedures over historical losses incurred by the Company by aging category and testing recoveries. In addition, we evaluated and tested management’s conclusion for the need for a qualitative adjustment in the Company’s expected credit loss methodology including the examination of current macroeconomic conditions such as changes in unemployment and GDP. We also reviewed subsequent events, which included actual collections on current and aged receivables as of December 31, [removed: 2022,] [added: 2023,] to consider whether they corroborated the Company’s conclusion related to the overall allowance for credit losses related to consumer receivables. | | |
We have audited Block, [removed: Inc.'s] [added: Inc.’s] internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] 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, Block, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] 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 of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of operations, comprehensive income (loss), stockholders’ [removed: equity,] [added: equity] and cash flows for each of the three years ended December 31, [removed: 2022,] [added: 2023,] and the related notes and our report dated February [removed: 23, 2023] [added: 22, 2024] expressed an unqualified opinion thereon.
*(In thousands, except [removed: share and] per share data)*
| | | | [added: 2023 | | | | | |] 2022 | | | | | | 2021 | | |
| [removed: Current assets:] [added: Current assets:] | | | | | | | | | | | |
| Cash and cash equivalents | | | $ | [added: 4,996,465 | | | | | $ |] 4,544,202 | | | | | $ | 4,443,669 | |
| Investments in short-term debt securities | | | [removed: 1,081,851] [added: 851,901] | | | | | | [removed: 869,283] [added: 1,081,851] | | |
| Settlements receivable | | | [removed: 2,416,324] [added: 3,226,294] | | | | | | [removed: 1,171,612] [added: 2,416,324] | | |
| Customer funds | | | [removed: 3,180,324] [added: 3,170,430] | | | | | | [removed: 2,830,995] [added: 3,180,324] | | |
| Consumer receivables, net | | | [removed: 1,871,160] [added: 2,444,695] | | | | | | [removed: —] [added: 1,871,160] | | |
| Loans held for sale | | | [removed: 474,036] [added: 775,424] | | | | | | [removed: 517,940] [added: 474,036] | | |
| Safeguarding asset related to bitcoin held for other parties | | | [removed: 428,243] [added: 1,038,585] | | | | | | [removed: 1,100,596] [added: 428,243] | | |
| Other current assets | | | [removed: 1,627,265] [added: 2,353,488] | | | | | | [removed: 687,429] [added: 1,627,265] | | |
| Total current assets | | | [removed: 15,623,405] [added: 18,857,282] | | | | | | [removed: 11,621,524] [added: 15,623,405] | | |
| Property and equipment, net | | | [removed: 329,302] [added: 296,056] | | | | | | [removed: 282,140] [added: 329,302] | | |
| Goodwill | | | [removed: 11,966,761] [added: 11,919,720] | | | | | | [removed: 519,276] [added: 11,966,761] | | |
| Acquired intangible assets, [removed: net] [added: net, beginning of the period] | | | [added: $ |] 2,014,034 | | | | | [added: $] | 257,049 | | | [added: | | $ | 137,612 | |]
| Investments in long-term debt securities | | | [removed: 573,429] [added: 251,127] | | | | | | [removed: 1,526,430] [added: 573,429] | | |
| Operating lease right-of-use assets | | | [removed: 373,172] [added: 244,701] | | | | | | [removed: 449,406] [added: 373,172] | | |
| Other non-current assets | | | [removed: 484,237] [added: 739,486] | | | | | | [removed: 370,535] [added: 484,237] | | |
| Total assets | | | $ | [removed: 31,364,340] [added: 34,069,893] | | | | | $ | [removed: 15,026,360] [added: 31,364,340] | |
February 22, 2024
February 22, 2024
| | | | 2023 | | | | | | 2022 | | |
| Cumulative adjustment due to adoption of ASU 2023-08 | | | | | | | | | | | | | | | | | | — | | | | | | | | | | | | — | | | | | | — | | | | | | 30,511 | | | | | | — | | | | | | 30,511 | | |
| | | | Net income (loss) | | | | | | | | | | | | | | | — | | | | | | | | | | | | — | | | | | | — | | | | | | 9,772 | | | | | | (30,896) | | | | | | (21,124) | | |
| Repurchases of common stock | | | | | | | | | | | | | | | | | | (2,466) | | | | | | | | | | | | (156,812) | | | | | | — | | | | | | — | | | | | | — | | | | | | (156,812) | | |
| Balance at December 31, 2023 | | | | | | | | | | | | | | | | | | 615,821 | | | | | | | | | | | | $ | 19,601,992 | | | | | $ | (378,307) | | | | | $ | (528,429) | | | | | $ | (2,420) | | | | | $ | 18,692,836 | |
| Net income (loss) | | | $ | (21,124) | | | | | $ | (553,005) | | | | | $ | 158,826 | |
| Bitcoin remeasurement | | | (207,084) | | | | | | — | | | | | | — | | |
| Transaction, loan, and consumer receivable losses | | | 660,663 | | | | | | 550,683 | | | | | | 187,991 | | |
| Bitcoin impairment losses | | | — | | | | | | 46,571 | | | | | | 71,126 | | |
| Goodwill impairment | | | 132,313 | | | | | | — | | | | | | — | | |
| Repurchases of common stock | | | (156,812) | | | | | | — | | | | | | — | | |
As of December 31, 2023, the Company had two third-party payment processors that represented approximately 46% and 35% of settlements receivable.
To mitigate the risk of concentration associated with cash and cash equivalents, as well as restricted cash, funds are held with creditworthy institutions and, at certain times, temporarily swept into insured programs overnight to reduce single firm concentration risk.
*Principles of Consolidation*
The accompanying consolidated financial statements reflect our accounts and operations and those of our subsidiaries in which we have a controlling financial interest.
In accordance with the provisions of Accounting Standards Codification ("ASC") 810, *Consolidation* (“ASC 810”), there are two models for determining whether a subsidiary is to be consolidated.
Under the voting interest model, we consolidate entities where we are deemed to have a controlling financial interest.
We also consolidate any variable interest entity (“VIE”) where we are deemed to be the primary beneficiary.
The primary beneficiary is the party that has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.
As described in Note 15, *Indebtedness*, we have formed wholly owned "Warehouse Special Purpose Entities ("SPEs"), which qualify as VIEs under ASC 810.
We have determined that we are the primary beneficiary of all Warehouse SPEs, which we therefore consolidate.
We evaluate our relationships with all the VIEs on an ongoing basis to determine if we continue to be the primary beneficiary.
As of December 31, 2023 and 2022, the Company had $314.7 million and $276.7 million, respectively, in restricted cash related to VIE's.
All intercompany transactions and balances have been eliminated upon consolidation.
Interest earned on customer funds was $153.5 million for the year ended December 31, 2023 and was immaterial for the years ended December 31, 2022, and 2021, respectively.
Bitcoin withdrawal is a functionality within the Cash App that enables customers to withdraw bitcoin stored on Cash App to a third party wallet.
The Company charges customers a fee for the option of faster withdrawal speeds.
Amortization of Acquired Technology Assets
Amortization of acquired technology assets is primarily comprised of amortization related to the acquired technology assets from the acquisition of Afterpay.
*Severance and Other Restructuring Expenses*
The Company records severance-related expenses once they are both probable and estimable in accordance with the provisions of the applicable accounting guidance for severance provided under an ongoing benefit arrangement.
One-time involuntary benefit arrangements and other costs are generally recognized in the period in which the liability is incurred.
The Company recorded $104.0 million of severance and other related expenses for the year ended December 31, 2023 as part of product development, sales and marketing, and general and administrative within the Company's operating expenses, of which $70.2 million related to severance was recognized in the fourth quarter of 2023 when all the criteria for recognition were met.
The Company also assesses its assets for impairment in connection with restructuring and other exit activities when the carrying amount of the related assets may not be fully recoverable, in accordance with the appropriate accounting guidance.
Interest expense consists primarily of the Company's long-term debt and was immaterial for the years ended December 31, 2023, 2022, and 2021.
As discussed under section titled *Subscription and Services-based Revenue* accounting policy above, under the terms of service associated with these funds, the Company is restricted from using the funds in the Company's operations, but may invest these funds in short-term marketable debt securities to earn interest.
The Company's loan products consist primarily of flex loans, term loans and Cash Borrow which are described in detail under the section titled *Subscription and Services-based Revenue* above.
The Company designates all its loans as held for sale upon origination, of which the majority are sold.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Business Combinations - Valuation | | |
| *Description of the Matter* | | | | | | As discussed in Notes 1 and 9 to the consolidated financial statements, the Company completed an acquisition of Afterpay Limited during 2022 for consideration of $13.8 billion. The Company accounted for this acquisition as a business combination. | | |
| | | | | | | Auditing the Company’s accounting for the acquisition was complex due to the estimation uncertainty in the Company’s determination of the fair value of acquired identifiable intangible assets, which principally consisted of customer assets, trade names, and technology assets, of $1.4 billion, $386.0 million, and $239.0 million, respectively. The estimation uncertainty for the acquired intangible assets was primarily due to the underlying assumptions about the future performance of the acquired business, which were utilized in determining the fair value of the acquired intangible assets. The significant assumptions used by management included discount rates and certain assumptions that form the basis of the forecasted results, including revenue growth rates. These significant assumptions were forward-looking and could be affected by future economic and market conditions. | | |
| *How We Addressed the Matter in Our Audit* | | | | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over its accounting for the acquisition. This included testing controls over the estimation process supporting the recognition and measurement of the intangible assets, and management’s review and evaluation of underlying assumptions and estimates with regards to the determination of the fair value of the intangible assets. | | |
| | | | | | | To test the Company’s estimated fair value of the acquired intangible assets, our audit procedures included, among others, reading the underlying agreements, and involving a valuation specialist to assist us in evaluating the Company’s selected valuation methodologies and testing the significant assumptions, including discount rates and revenue growth rates, used in those methodologies. We compared revenue growth rates against historical trends and to those of guideline public companies and other industry participants. We also tested the completeness and accuracy of the underlying data supporting the assumptions and estimates. | | |
| *Description of the Matter* | | | | | | As discussed in Notes 1 and 12 to the consolidated financial statements, the Company is exposed to transaction losses from chargebacks, which represent fraudulent transactions, potential losses due to disputes between a seller and its customer or disputes between peer-to-peer users. The Company established a reserve for these estimated potential losses of $64.5 million at December 31, 2022. The Company’s reserve is estimated based on available data as of the reporting date, including expectations of future chargebacks and historical trends related to loss rates. | | |
| | | | | | | Auditing management’s estimate of the reserve for transaction losses was challenging because management’s estimate required a high degree of judgment in evaluating historical trends related to loss rates and expectations of future chargebacks and the need for a qualitative adjustment. | | |
| *How We Addressed the Matter in Our Audit* | | | | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over the process for determining the reserve for transaction losses. For example, we tested controls over management’s review of the methodology to determine estimated losses, the completeness and accuracy of underlying loss rate data used in the estimation of potential losses from chargebacks, and the assumptions made about future chargebacks. | | |
| | | | | | | To test the Company’s reserve for transaction losses, our audit procedures included, among others, evaluating the Company’s methodology and testing the underlying data and assumptions used by management to estimate potential losses. We compared the Company’s historical estimated potential losses with actual results to assess the Company’s methodology to estimate potential losses. We evaluated the completeness and accuracy of the loss rate data used in the calculation of the Company’s reserve for transaction losses by comparing such data to third-party data. In addition, we evaluated adjustments made by management to the Company’s methodology to estimate potential losses, to reflect expectations of future chargebacks including the basis for concluding whether such adjustments were warranted. We also reviewed subsequent events, which included actual chargebacks, and considered whether they corroborated the Company’s conclusion. | | |
February 23, 2023
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at December 31, 2019 | | | | | | | | | | | | | | | | | | 432,796,720 | | | | | | $ | — | | | | | $ | 2,223,749 | | | | | $ | 1,629 | | | | | $ | (510,328) | | | | | $ | — | | | | | $ | 1,715,050 | |
| | | | Net income | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 213,105 | | | | | | — | | | | | | 213,105 | | |
| Conversion feature of convertible notes, net of allocated costs | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | 347,059 | | | | | | — | | | | | | — | | | | | | — | | | | | | 347,059 | | |
| Sale of warrants in conjunction with issuance of convertible notes | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | 232,095 | | | | | | — | | | | | | — | | | | | | — | | | | | | 232,095 | | |
| Exercise of bond hedges in conjunction with the conversion of convertible notes | | | | | | | | | | | | | | | | | | (7,446,920) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
| Issuance of common stock in conjunction with the conversion of convertible notes | | | | | | | | | | | | | | | | | | 20,055 | | | | | | — | | | | | | 454 | | | | | | — | | | | | | — | | | | | | — | | | | | | 454 | | |
| Exercise of bond hedges in conjunction with the conversion of convertible notes | | | | | | | | | | | | | | | | | | (1,188,734) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
| Loss on extinguishment of long-term debt | | | — | | | | | | — | | | | | | 6,651 | | |
| Purchases of senior note hedges | | | — | | | | | | — | | | | | | (338,145) | | |
| Proceeds from issuance of warrants | | | — | | | | | | — | | | | | | 232,095 | | |
| Proceeds from issuance of senior notes, net | | | — | | | | | | 1,971,828 | | | | | | — | | |
| Repayments of PPP Liquidity Facility advances | | | (480,694) | | | | | | (648,100) | | | | | | — | | |
| Payments for tax withholding related to vesting of restricted stock units | | | (4,735) | | | | | | (323,011) | | | | | | (314,019) | | |
Reclassification to Statement of Operations
Beginning in the second quarter of 2022, the Company reclassified its consolidated statements of operations to present the amortization of acquired technology assets and amortization of customer and other acquired intangible assets as separate line items.
Previously, these expenses were classified within transaction-based costs and subscription and services-based costs in cost of revenue; and product development and general and administrative operating expenses, respectively.
Prior period amounts have been revised to reflect these reclassifications to the presentation.
There were no changes to gross profit, total operating expenses, operating income (loss), income (loss) before income tax, or net income (loss) as a result of these reclassifications.
As of December 31, 2021, these two parties represented approximately 52% and 30% of settlements receivable.
The associated risk of concentration for cash and cash equivalents and restricted cash is mitigated by banking with creditworthy institutions.
Under the terms of service associated with these funds, the Company is restricted from using the funds in the Company's operations.
Interest income from customer funds is recorded as a component of subscription and services-based revenue on the consolidated statements of operations, and was immaterial for the year ended December 31, 2022.
Upon origination, the Company's loans are designated as available for sale.
The majority of loans are subsequently sold.
An excerpt. Shown here: 40 of 593 rewritten, 40 of 297 added and 40 of 354 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2023 filing and the FY2022 filing.
Item 9A. CONTROLS AND PROCEDURES
4 rewritten, 0 added, 0 removed, 9 unchanged
Based on such evaluation, our Principal Executive Officer and Principal Financial Officer have concluded that, as of December 31, [removed: 2022,] [added: 2023,] our disclosure controls and procedures were effective at the reasonable assurance level.
There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended December 31, [removed: 2022] [added: 2023] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Based on that assessment, our management has concluded that our internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] has been audited by Ernst & Young, LLP, an independent registered public accounting firm, as stated in their report which appears herein.
Item 9B. OTHER INFORMATION
0 rewritten, 5 added, 4 removed, 0 unchanged
During the quarterly period ended December 31, 2023, the following officer, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” as defined in Regulation S-K Item 408, as follows:
On November 29, 2023, Brian Grassadonia, our Chief Executive Officer, Cash App, adopted a Rule 10b5-1 trading arrangement providing for the sale from time to time of an aggregate of up to 652,282 shares of our Class A common stock, which includes the exercise of up to 412,122 options and the corresponding sale of enough of the resulting 412,122 shares of Class A common stock required to cover the exercise price, withholding taxes, commissions and fees related to exercising the aforementioned options.
The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c).
The duration of the trading arrangement is until March 30, 2025, or earlier if all transactions under the trading arrangement are completed.
No other officers or directors, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the last fiscal quarter.
On February 22, 2023, Amrita Ahuja, the Chief Financial Officer was appointed as Chief Operating Officer of the Company.
Ms. Ahuja will continue to serve as the Company’s Chief Financial Officer.
Ms. Ahuja’s biographical information is included in the Company’s proxy statement filed April 28, 2022.
In connection with her appointment, Ms. Ahuja is expected to receive an incremental stock grant (in addition to her compensation as the Company’s Chief Financial Officer) of approximately $5 million in a mix of RSUs and stock options vesting over four years consistent with Ms. Ahuja’s existing stock grants, subject to the approval of the compensation committee of the board of directors of the Company.
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item will be included in our Proxy Statement for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2022] [added: 2023] ("Proxy Statement") and is incorporated herein by reference.
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
50 rewritten, 4 added, 4 removed, 37 unchanged
| [removed: [2](https://www.sec.gov/Archives/edgar/data/1512673/000119312521232215/d186862dex21.htm)[.1](https://www.sec.gov/Archives/edgar/data/1512673/000119312521232215/d186862dex21.htm)] [added: [2.1](http://www.sec.gov/Archives/edgar/data/1512673/000119312521232215/d186862dex21.htm)] | | | | | | [Scheme Implementation Deed, dated as of August 2, 2021, by and among Square, Inc., Lanai (AU) 2 Pty Ltd, and Afterpay [removed: Limited.](https://www.sec.gov/Archives/edgar/data/1512673/000119312521232215/d186862dex21.htm)] [added: Limited.](http://www.sec.gov/Archives/edgar/data/1512673/000119312521232215/d186862dex21.htm)] | | | 8-K | | | 001-37622 | | | 2.1 | | | August 2, 2021 | | |
| [removed: [2.2](https://www.sec.gov/Archives/edgar/data/1512673/000119312521349510/d231782dex21.htm)] [added: [2.2](http://www.sec.gov/Archives/edgar/data/1512673/000119312521349510/d231782dex21.htm)] | | | | | | [Amending Deed, dated as of December 7, 2021, by and among Block, Inc., Lanai (AU) 2 Pty Ltd and Afterpay [removed: Limited.](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521349510/d231782dex21.htm)] [added: Limited.](http://www.sec.gov/Archives/edgar/data/0001512673/000119312521349510/d231782dex21.htm)] | | | 8-K | | | 001-37622 | | | 2.1 | | | December 7, 2021 | | |
| [removed: [3.1](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit31blockinc2021.htm)] [added: [3.1](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit31blockinc2021.htm)] | | | | | | [Amended and Restated Certificate of Incorporation of the Registrant, as [removed: amended](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit31blockinc2021.htm).] [added: amended](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit31blockinc2021.htm).] | | | 10-K | | | 001-37622 | | | 3.1 | | | February 24, 2022 | | |
| [removed: [3.2](https://www.sec.gov/Archives/edgar/data/1512673/000119312522266723/d369895dex31.htm)] [added: [3.2](http://www.sec.gov/Archives/edgar/data/1512673/000119312522266723/d369895dex31.htm)] | | | | | | [Amended and Restated Bylaws of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/1512673/000119312522266723/d369895dex31.htm)] [added: Registrant.](http://www.sec.gov/Archives/edgar/data/1512673/000119312522266723/d369895dex31.htm)] | | | 8-K | | | 001-37622 | | | 3.1 | | | October 21, 2022 | | |
| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/1512673/000119312515369092/d937622dex41.htm)] [added: [4.1](http://www.sec.gov/Archives/edgar/data/1512673/000119312515369092/d937622dex41.htm)] | | | | | | [Form of Class A common stock certificate of the Registrant.](http://www.sec.gov/Archives/edgar/data/1512673/000119312515369092/d937622dex41.htm) | | | S-1/A | | | 333-207411 | | | 4.1 | | | November 6, 2015 | | |
| [removed: [4.2](https://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex41.htm)] [added: [4.4](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)] | | | | | | [Indenture, dated [removed: May 25, 2018, by and] [added: March 5, 2020,] between the Registrant and The Bank of New York Mellon Trust Company, [removed: N.A.](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex41.htm)] [added: N.A.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)] | | | 8-K | | | 001-37622 | | | 4.1 | | | [removed: May 25, 2018] [added: March 5, 2020] | | |
| [removed: [4.3](https://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex41.htm#ex41590226_1)] [added: [4.7](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] | | | | | | [Form of [removed: 0.50%] [added: 0%] Convertible Senior Note due [removed: 2023] [added: 2026] (included in Exhibit [removed: 4.](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex41.htm#ex41590226_1)[3](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex41.htm#ex41590226_1)[).](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex41.htm#ex41590226_1)] [added: 4.6).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] | | | 8-K | | | 001-37622 | | | 4.2 | | | [removed: May 25, 2018] [added: November 13, 2020] | | |
| [removed: [4.4](https://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)] [added: [4.6](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] | | | | | | [Indenture, dated [removed: March 5,] [added: November 13,] 2020, between the Registrant and The Bank of New York Mellon Trust Company, [removed: N.A.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)] [added: N.A. (2026 Convertible Notes).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] | | | 8-K | | | 001-37622 | | | 4.1 | | | [removed: March 5,] [added: November 13,] 2020 | | |
| [removed: [4.5](https://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)] [added: [4.5](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)] | | | | | | [Form of 0.125% Convertible Senior Note due 2025 (included in Exhibit [removed: 4.](https://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)[5](https://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm)[)](https://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm).] [added: 4.4)](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex41.htm).] | | | 8-K | | | 001-37622 | | | 4.2 | | | March 5, 2020 | | |
| [removed: [4.6](https://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] [added: [4.8](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] | | | | | | [Indenture, dated November 13, 2020, between the Registrant and The Bank of New York Mellon Trust Company, N.A. [removed: (2026] [added: (2027] Convertible [removed: Notes).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] [added: Notes).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] | | | 8-K | | | 001-37622 | | | [removed: 4.1] [added: 4.3] | | | November 13, 2020 | | |
| [removed: [4.7](https://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] [added: [4.9](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] | | | | | | [Form of [removed: 0%] [added: 0.25%] Convertible Senior Note due [removed: 2026] [added: 2027] (included in Exhibit [removed: 4.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)[7](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)[).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex41.htm)] [added: 4.8).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] | | | 8-K | | | 001-37622 | | | [removed: 4.2] [added: 4.4] | | | November 13, 2020 | | |
| [removed: [4.8](https://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] [added: [4.12](https://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex43.htm)] | | | | | | [Indenture, dated [removed: November 13, 2020,] [added: as of May 20, 2021 by and] between [removed: the Registrant] [added: Square, Inc.] and [removed: The] Bank of New York Mellon Trust Company, [removed: N.A. (2027 Convertible Notes).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] [added: N.A., as Trustee (3.50% Senior Notes due 2031).](http://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex43.htm)] | | | 8-K | | | 001-37622 | | | 4.3 | | | [removed: November 13, 2020] [added: May 20, 2021] | | |
| [removed: [4.9](https://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] [added: [4.13](http://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex43.htm)] | | | | | | [Form of [removed: 0.25% Convertible] [added: 3.50%] Senior Note due [removed: 2027] [added: 2031] (included in Exhibit [removed: 4.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)[9](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)[).](http://www.sec.gov/Archives/edgar/data/1512673/000119312520293001/d27530dex43.htm)] [added: 4.12).](http://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex43.htm)] | | | 8-K | | | 001-37622 | | | 4.4 | | | [removed: November 13, 2020] [added: May 20, 2021] | | |
| [removed: [4.10](https://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex41.htm)] [added: [4.10](http://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex41.htm)] | | | | | | [Indenture, dated as of May 20, 2021, by and between Square, Inc. and Bank of New York Mellon Trust Company, N.A., as Trustee (2.75% Senior Notes due [removed: 2026).](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex41.htm)] [added: 2026).](http://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex41.htm)] | | | 8-K | | | 001-37622 | | | 4.1 | | | May 20, 2021 | | |
| [removed: [4.11](https://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex41.htm)] [added: [4.11](http://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex41.htm)] | | | | | | [Form of 2.75% Senior Note due 2026 (included in Exhibit [removed: 4.1](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex41.htm)[1](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex41.htm)[).](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex41.htm)] [added: 4.10).](http://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex41.htm)] | | | 8-K | | | 001-37622 | | | 4.2 | | | May 20, 2021 | | |
| [removed: [4.15](https://www.sec.gov/Archives/edgar/data/1512673/000162828020002303/exhibit47squareinc2019.htm)] [added: [4.14](http://www.sec.gov/Archives/edgar/data/1512673/000162828020002303/exhibit47squareinc2019.htm)] | | | | | | [Description of Class A Common Stock](http://www.sec.gov/Archives/edgar/data/1512673/000162828020002303/exhibit47squareinc2019.htm). | | | 10-K | | | 001-37622 | | | 4.7 | | | February 26, 2020 | | |
| [removed: [10.2.1+](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021a.htm)] [added: [10.2.1+](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021a.htm)] | | | | | | [Block, Inc. 2015 Equity Incentive Plan, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021a.htm)] [added: restated](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021a.htm)] | | | 10-K | | | 001-37622 | | | 10.2.1 | | | February 24, 2022 | | |
| [removed: [10.2.2+](https://www.sec.gov/Archives/edgar/data/1512673/000162828023004840/exhibit1022blockinc2022.htm)*] [added: [10.2.2+](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1022blockinc2023.htm)*] | | | | | | [Form of Restricted Stock Unit Award and Restricted Stock Unit [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/1512673/000162828023004840/exhibit1022blockinc2022.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1022blockinc2023.htm)] | | | | | | | | | | | | | | |
| [removed: [10.2.3+](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1023blockinc2021.htm)] [added: [10.2.3+](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1023blockinc2021.htm)] | | | | | | [Form of Restricted Stock Award and Restricted Stock [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1023blockinc2021.htm)] [added: Agreement.](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1023blockinc2021.htm)] | | | 10-K | | | 001-37622 | | | 10.2.3 | | | February 24, 2022 | | |
| [removed: [10.2.4+](https://www.sec.gov/Archives/edgar/data/1512673/000162828023004840/exhibit1024blockinc2022.htm)*] [added: [10.2.4+](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1024blockinc2023.htm)*] | | | | | | [Form of Stock Option Grant and Stock Option [removed: Agreement.](https://www.sec.gov/Archives/edgar/data/1512673/000162828023004840/exhibit1024blockinc2022.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1024blockinc2023.htm)] | | | | | | | | | | | | | | |
| [removed: [10.3+](https://www.sec.gov/Archives/edgar/data/1512673/000162828022028213/exhibit101blockincq322.htm)] [added: [10.3+](http://www.sec.gov/Archives/edgar/data/1512673/000162828022028213/exhibit101blockincq322.htm)] | | | | | | [Block, Inc. 2015 Employee Stock Purchase Plan, as amended and [removed: restated.](https://www.sec.gov/Archives/edgar/data/1512673/000162828022028213/exhibit101blockincq322.htm)] [added: restated.](http://www.sec.gov/Archives/edgar/data/1512673/000162828022028213/exhibit101blockincq322.htm)] | | | 10-Q | | | 001-37622 | | | 10.1 | | | November 3, 2022 | | |
| [removed: [10.6+](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit106blockinc2021.htm)] [added: [10.6](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit106blockinc2023.htm)[*](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit106blockinc2023.htm)] | | | | | | [Block, Inc. Outside Director Compensation Policy, as amended and [removed: restated.](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit106blockinc2021.htm)] [added: restated.](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit106blockinc2023.htm)] | | | [removed: 10-K] | | | [removed: 001-37622] | | | [removed: 10.6] | | | [removed: February 24, 2022] | | |
| [removed: [10.7+](https://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex107.htm)] [added: [10.7+](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex107.htm)] | | | | | | [Form of Change of Control and Severance Agreement between the Registrant and certain of its executive [removed: officers.](https://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex107.htm)] [added: officers.](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex107.htm)] | | | S-1 | | | 333-207411 | | | 10.7 | | | October 14, 2015 | | |
| [removed: [10.8+](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit108blockinc2021.htm)] [added: [10.8+](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit108blockinc2023.htm)*] | | | | | | [Form of Change of Control and Severance Agreement between the Registrant and certain of its executive officers entered into on and after January 27, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit108blockinc2021.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit108blockinc2023.htm)] | | | [removed: 10-K] | | | [removed: 001-37622] | | | [removed: 10.8] | | | [removed: February 24, 2022] | | |
| [removed: [10.12](https://www.sec.gov/Archives/edgar/data/1512673/000119312520134891/d792587dex101.htm)] [added: [10.13](http://www.sec.gov/Archives/edgar/data/1512673/000119312520134891/d792587dex101.htm)] | | | | | | [Revolving Credit Agreement dated as of May 1, 2020 among the Registrant, the Lenders Party Thereto, and Goldman Sachs Bank USA, as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520134891/d792587dex101.htm) | | | 8-K | | | 001-37622 | | | 10.1 | | | May 6, 2020 | | |
| [removed: [10.13](https://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex101.htm)] [added: [10.14](http://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex101.htm)] | | | | | | [First Amendment to Credit Agreement, dated as of May 28, 2020, among the Registrant, the Lenders Party Thereto, and Goldman Sachs Bank USA, as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex101.htm) | | | 8-K | | | 001-37622 | | | 10.1 | | | June 3, 2020 | | |
| [removed: [10.14](https://www.sec.gov/Archives/edgar/data/1512673/000119312520289591/d878497dex106.htm)] [added: [10.15](http://www.sec.gov/Archives/edgar/data/1512673/000119312520289591/d878497dex106.htm)] | | | | | | [Second Amendment to Credit Agreement, dated as of November 9, 2020, among the Registrant, the Lenders Party Thereto, and Goldman Sachs Bank USA, as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520289591/d878497dex106.htm) | | | 8-K | | | 001-37622 | | | 10.6 | | | November 10, 2020 | | |
| [removed: [10.15](https://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex101.htm)] [added: [10.16](http://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex101.htm)] | | | | | | [Third Amendment to Credit Agreement, dated as of January 28, 2021, by and among the Registrant, the Lenders party thereto, and Goldman Sachs Bank USA, as administrative agent.](http://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex101.htm) | | | 8-K | | | 001-37622 | | | 10.1 | | | February 3, 2021 | | |
| [removed: [10.16](https://www.sec.gov/Archives/edgar/data/1512673/000119312521173583/d158715dex101.htm)] [added: [10.17](http://www.sec.gov/Archives/edgar/data/1512673/000119312521173583/d158715dex101.htm)] | | | | | | [Fourth Amendment to Credit Agreement, dated as of May 25, 2021, by and among Square, Inc., the lenders party thereto, and Goldman Sachs Bank USA, as administrative [removed: agent.](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521173583/d158715dex101.htm)] [added: agent.](http://www.sec.gov/Archives/edgar/data/0001512673/000119312521173583/d158715dex101.htm)] | | | 8-K | | | 001-37622 | | | 10.1 | | | May 26, 2021 | | |
| [removed: [10.17](https://www.sec.gov/Archives/edgar/data/1512673/000119312522023529/d261416dex101.htm)] [added: [10.18](http://www.sec.gov/Archives/edgar/data/1512673/000119312522023529/d261416dex101.htm)] | | | | | | [Fifth Amendment to Credit Agreement, dated as of January 28, 2022, by and among Block, Inc., the lenders party thereto, and Goldman Sachs Bank USA, as administrative [removed: agent](https://www.sec.gov/Archives/edgar/data/0001512673/000119312522023529/d261416dex101.htm).] [added: agent](http://www.sec.gov/Archives/edgar/data/0001512673/000119312522023529/d261416dex101.htm).] | | | 8-K | | | 001-37622 | | | 10.1 | | | January 31, 2022 | | |
| [removed: [10.18](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021.htm)] [added: [10.19](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021.htm)] | | | | | | [Sixth Amendment to Credit Agreement, dated as of February 23, 2022, by and among Block, Inc., the lenders party thereto, and Goldman Sachs Bank USA, as administrative [removed: agent.](https://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021.htm)] [added: agent.](http://www.sec.gov/Archives/edgar/data/1512673/000162828022003825/exhibit1021blockinc2021.htm)] | | | 10-K | | | 001-37622 | | | 10.21 | | | February 24, 2022 | | |
| [removed: [10.](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1015.htm)[19](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1015.htm)[#](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1015.htm)] [added: [10.](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit102q223.htm)[2](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit102q223.htm)[1](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit102q223.htm)#] | | | | | | [Master Development and Supply Agreement by and between the Registrant and TDK Corporation, dated as of October 1, [removed: 2013.](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1015.htm)] [added: 2013.](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit102q223.htm)] | | | [removed: S-1] [added: 10-Q] | | | [removed: 333-207411] [added: 001-37622] | | | [removed: 10.15] [added: 10.2] | | | [removed: October 14, 2015] [added: August 3, 2023] | | |
| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1016.htm)[0](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1016.htm)[#](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1016.htm)] [added: [10.2](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit103q223.htm)[2](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit103q223.htm)#] | | | | | | [Master Manufacturing Agreement by and between the Registrant and Cheng Uei Precision Industry Co., Ltd., dated as of June 27, [removed: 2012.](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1016.htm)] [added: 2012.](http://www.sec.gov/Archives/edgar/data/1512673/000162828023027248/exhibit103q223.htm)] | | | [removed: S-1] [added: 10-Q] | | | [removed: 333-207411] [added: 001-37622] | | | [removed: 10.16] [added: 10.3] | | | [removed: October 14, 2015] [added: August 3, 2023] | | |
| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1017.htm)[1](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1017.htm)[#](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1017.htm)] [added: [10.2](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1023blockinc2023.htm)[3](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1023blockinc2023.htm)[#](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1023blockinc2023.htm)*] | | | | | | [ASIC Development and Supply Agreement by and between the Registrant, Semiconductor Components Industries, LLC (d/b/a ON Semiconductor) and ON Semiconductor Trading, Ltd., dated as of March 25, [removed: 2013.](http://www.sec.gov/Archives/edgar/data/1512673/000119312515343733/d937622dex1017.htm)] [added: 2013.](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit1023blockinc2023.htm)] | | | [removed: S-1] | | | [removed: 333-207411] | | | [removed: 10.17] | | | [removed: October 14, 2015] | | |
| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/1512673/000151267319000003/exhibit1023squareinc2018.htm)[2](http://www.sec.gov/Archives/edgar/data/1512673/000151267319000003/exhibit1023squareinc2018.htm)] [added: [10.24](http://www.sec.gov/Archives/edgar/data/1512673/000151267319000003/exhibit1023squareinc2018.htm)] | | | | | | [Amendment 1 to ASIC Development and Supply Agreement, dated as of January 15, 2019.](http://www.sec.gov/Archives/edgar/data/1512673/000151267319000003/exhibit1023squareinc2018.htm) | | | 10-K | | | 001-37622 | | | 10.23 | | | February 27, 2019 | | |
| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex102.htm)[3](http://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex102.htm)] [added: [10.25](http://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex102.htm)] | | | | | | [Paycheck Protection Program Liquidity Facility Letter Agreement, dated as of June 2, 2020.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520159525/d938069dex102.htm) | | | 8-K | | | 001-37622 | | | 10.2 | | | June 3, 2020 | | |
| [removed: [10.2](https://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex102.htm)[4](https://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex102.htm)] [added: [10.26](http://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex102.htm)] | | | | | | [Paycheck Protection Program Liquidity Facility Letter of Agreement, dated as of January 29, 2021.](http://www.sec.gov/Archives/edgar/data/1512673/000119312521027306/d102993dex102.htm) | | | 8-K | | | 001-37622 | | | 10.2 | | | February 3, 2021 | | |
| [removed: [10.25](https://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex102.htm)] [added: [10.27](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex102.htm)] | | | | | | [Form of Convertible Note Hedge Confirmation.](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex102.htm) | | | 8-K | | | 001-37622 | | | 10.2 | | | May 25, 2018 | | |
| [removed: [10.26](https://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex103.htm)] [added: [10.28](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex103.htm)] | | | | | | [Form of Warrant Confirmation.](http://www.sec.gov/Archives/edgar/data/1512673/000119312518175476/d590226dex103.htm) | | | 8-K | | | 001-37622 | | | 10.3 | | | May 25, 2018 | | |
| [removed: [10.27](https://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex102.htm)] [added: [10.29](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex102.htm)] | | | | | | [Form of Convertible Note Hedge Confirmation.](http://www.sec.gov/Archives/edgar/data/1512673/000119312520063100/d898138dex102.htm) | | | 8-K | | | 001-37622 | | | 10.2 | | | March 5, 2020 | | |
| [10.12](http://www.sec.gov/Archives/edgar/data/1512673/000162828023015762/exhibit101q123.htm)[+](http://www.sec.gov/Archives/edgar/data/1512673/000119312519001870/d685104dex101.htm) | | | | | | [Separation Agreement between the Registrant and Sivan Whiteley, dated as of April 26, 2023](http://www.sec.gov/Archives/edgar/data/1512673/000162828023015762/exhibit101q123.htm)[.](http://www.sec.gov/Archives/edgar/data/1512673/000162828023015762/exhibit101q123.htm) | | | 10-Q | | | 001-37622 | | | 10.1 | | | May 4, 2023 | | |
| [10.20](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm) | | | | | | [Seventh Amendment to](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm) [Credit Agreement, dated as of June 9, 2023, among Block, Inc., the lenders party thereto and Goldman Sachs Bank USA, as](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm) [a](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm)[dministrative](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm) [a](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm)[gent](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm)[.](http://www.sec.gov/Archives/edgar/data/1512673/000119312523164479/d496857dex101.htm) | | | 8-K | | | 001-37622 | | | 10.1 | | | June 9, 2023 | | |
| [97.1](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit971blockinc2023.htm)* | | | | | | [Financial Restatement Clawback Policy](https://www.sec.gov/Archives/edgar/data/1512673/000162828024006354/exhibit971blockinc2023.htm) | | | | | | | | | | | | | | |
# Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request.
| [4.12](https://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex43.htm) | | | | | | [Indenture, dated as of May 20, 2021 by and between Square, Inc. and Bank of New York Mellon Trust Company, N.A., as Trustee (3.50% Senior Notes due 2031).](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex43.htm) | | | 8-K | | | 001-37622 | | | 4.3 | | | May 20, 2021 | | |
| [4.13](https://www.sec.gov/Archives/edgar/data/1512673/000119312521167754/d136319dex43.htm) | | | | | | [Form of 3.50% Senior Note due 2031 (included in Exhibit 4.1](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex43.htm)[3](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex43.htm)[).](https://www.sec.gov/Archives/edgar/data/0001512673/000119312521167754/d136319dex43.htm) | | | 8-K | | | 001-37622 | | | 4.4 | | | May 20, 2021 | | |
| [4.14](https://www.sec.gov/Archives/edgar/data/1512673/000119312522023529/d261416dex41.htm) | | | | | | [Trust Deed, dated as of March 12, 2021, by and between Afterpay and the Hongkong and Shanghai Banking Corporation Limited as trustee.](https://www.sec.gov/Archives/edgar/data/0001512673/000119312522023529/d261416dex41.htm) | | | 8-K | | | 001-37622 | | | 4.1 | | | January 31, 2022 | | |
# The Registrant has omitted portions of the relevant exhibit and filed such exhibit separately with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended.
An excerpt. Shown here: 40 of 50 rewritten, all 4 added and all 4 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES in the FY2023 filing and the FY2022 filing.
Item 16. FORM 10-K SUMMARY
12 rewritten, 2 added, 4 removed, 25 unchanged
Date: February [removed: 23, 2023][added: 22, 2024]
| /s/ Jack Dorsey | | | Block Head and Chairperson (Principal Executive Officer) | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Amrita Ahuja | | | Chief Financial Officer [added: & Chief Operating Officer] (Principal Financial Officer) | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Ajmere Dale | | | Chief Accounting Officer (Principal Accounting Officer) | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Roelof Botha | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Amy Brooks | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Shawn Carter | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Paul Deighton | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Randy Garutti | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Jim McKelvey | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Mary Meeker | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Sharon Rothstein | | | Director | | | February [removed: 23, 2023] [added: 22, 2024] | | |
| /s/ Neha Narula | | | Director | | | February 22, 2024 | | |
| Neha Narula | | | | | | | | |
| /s/ Lawrence Summers | | | Director | | | February 23, 2023 | | |
| Lawrence Summers | | | | | | | | |
| /s/ Darren Walker | | | Director | | | February 23, 2023 | | |
| Darren Walker | | | | | | | | |