Robinhood Markets Inc-A 2025年度报告

FORM 10-K/A______________________ (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedDecember 31, 2025OR 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, CA 94025(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: Securities registered pursuant to section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒No Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject tosuch filing requirements for the past 90 days.Yes☒No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller 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 filerAccelerated filerNon-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YesNo☒ The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, 2025, the lastbusiness day of the registrant’s most recently completed second fiscal quarter, was approximately $71.3 billion (based on the closing price of theregistrant’s Class A common stock on the Nasdaq Global Select Market on that date). Shares of common stock owned by executive officers anddirectors have been excluded in that such persons may be deemed to be affiliates. This calculation does not reflect a determination that certainpersons are affiliates of the registrant for any other purpose. As of February11, 2026, the numbers of shares of the issuer’s Class A and Class B common stock outstanding were 790,054,654 and110,253,736. DOCUMENTS INCORPORATED BY REFERENCE The information required by Part III of this Report, to the extent not set forth herein, is incorporated herein by reference from the registrant’sdefinitive proxy statement relating to the Annual Meeting of Stockholders to be held in 2026, which definitive proxy statement shall be filed withthe Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Report relates. Explanatory Note This Amendment No. 1 on Form 10-K/A (the “Form 10-K/A”) amends the Annual Report on Form 10-K for the year ended December 31,2025, of Robinhood Markets, Inc. filed with the Securities and Exchange Commission on February 18, 2026 (the “Original Form 10-K”). ThisForm 10-K/A is being filed solely to address technical issues with formatting portions of the Original Form 10-K that occurred during theelectronic transmissio