Robinhood Markets Inc-A 2025年季度报告

FORM10-Q (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period endedMarch 31, 2025 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from________ to ________ Commission File Number:001-40691______________________ Robinhood Markets, Inc. (Exact name of registrant as specified in its charter) 46-4364776(IRS EmployerIdentification No.) Delaware(State or other jurisdiction ofincorporation or organization) 85 Willow RdMenlo Park,CA94025(Address of principal executive offices, including zip code) (844)428-5411(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)hasbeen subject to such filing requirements for the past 90 days.Yes☒Noo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).YesýNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerýAccelerated fileroNon-accelerated filero Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YesoNo☒ As of April24, 2025, the numbers of shares of the issuer’s Class A and Class B common stock outstanding were767,047,021and115,421,940. TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD‐LOOKINGSTATEMENTS This Quarterly Report on Form 10-Q (this “Quarterly Report”) of Robinhood Markets, Inc. (“RHM” and, together with itssubsidiaries, “we,” “us,” “Robinhood,” or the “Company”) contains forward-looking statements (as such phrase is used in thefederal securities laws), which involve substantial risks and uncertainties. Forward-looking statements generally relate tofuture events or our future financial or operating performance. In some cases, you can identify forward-looking statementsbecause they contain words such as “believe,” “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,”“project,” “contemplate,” “estimate,” “predict,” “potential,” or “continue,” or the negative of these words or other similar terms orexpressions that concern our expectations, strategy, plans or intentions. This Quarterly Report includes, among others,forward-looking statements regarding: •our expectations regarding legal and regulatory proceedings and investigations;•our intent to continue expanding our operations outside of the United States;•that we are continuously introducing new products and diversifying our services;•our expectations with respect to our pending acquisition of Bitstamp Ltd. (“Bitstamp”);•the Repurchase Program (as defined below) and our current expectations with respect to timing; and•our belief that, based on our current level of operations, our primary sources of liquidity will be adequate to meet ourcurrent liquidity needs for the next 12 months. Our forward-looking statements are subject to a number of known and unknown risks, uncertainties, assumptions, andother factors that may cause our actual future results, performance, or achievements to differ materially from any future resultsexpressed or implied in this Quarterly Report. Reported results should not be considered an indication of future performance.Factors that contribute to the uncertain nature of our forward-looking statements include, among others: •our rapid and continuing expansion, including continuing to introduce new products and services on our platforms aswell as geographic expansion;•the difficulty of managing our business effectively, including the size of our workforce, and the risk of declining ornegative growth;•the fluctuations in our financial results and key metrics from quarter to quarter;•our reliance on transaction-based revenue, including payment for order flow (“PFOF”), the risk of new regulation orbans on PFOF and similar practices, and the addition of our new fee-base