FORM 10-Q (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March31, 2026 OR For the transition period from_____ to _____ Commission file number001-42846——————— STUBHUB HOLDINGS, INC. (Exact name of registrant as specified in its charter)——————— (I.R.S. Employer Identification No.) 175 Greenwich Street, 59th FloorNew York, New York 10007(Address and zip code of principal executive offices)(888) 977-5364(Registrant's telephone number, including area code)——————— Securities registered pursuant to Section 12(b) of the Act: 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 was 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” As of May 8, 2026, the registrant had outstanding 350,687,301shares of Class A common stock and 24,750,000 shares of Class B commonstock, each with a par value of $0.001. STUBHUB HOLDINGS, INC.Form 10-Q TABLE OF CONTENTS Special Note Regarding Forward-Looking Statements PART IFINANCIAL INFORMATION Item 1.Financial Statements (unaudited)Condensed Consolidated Balance SheetsCondensed Consolidated Statements of OperationsCondensed Consolidated Statements of Comprehensive Income (Loss)Condensed Consolidated Statements of Redeemable Preferred Stock, Redeemable Common Stock and Item 2.Management's Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of Proceeds Special Note Regarding Forward-Looking Statements This Quarterly Report on Form 10-Q (this "Quarterly Report") contains forward-looking statements about StubHub Holdings, Inc.(the "Company," "we," "our" or "us") and our industry that involve substantial risks and uncertainties. These forward-looking statementsreflect our current views with respect to, among other things, future events and our future business, financial condition and results ofoperations. These statements are often, but not always, made through the use of words or phrases such as “aim,” “anticipate,” “believe,”“continue,” “could,” “estimate,” “expect,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “will”and “would” or the negative version of those words or phrases or other comparable words or phrases of a future or forward-looking nature.These forward-looking statements are not statements of historical fact, and are based on current expectations, estimates and projectionsabout our industry as well as certain assumptions made by management, many of which, by their nature, are inherently uncertain and •the demand for tickets on our platform or for live events in general; •our ability to maintain relationships with buyers and sellers, including individual sellers, professional sellers and content rightsholders;•changes in or any limitation or discontinuation of support by internet search engines and related technologies that impact howconsumers find information online;•our ability to compete in the ticketing industry against current or future competitors;•our ability to continue to improve our platform and maintain and enhance our brands;•our ability to expand into adjacent market opportunities across live entertainment and into additional live event and experiencecategories;•our ability to expand the adoption of our platform for open distribution, formerly known as direct issuance, and disrupt the legacyprimary ticketing model;•the effects of seasonal trends on our results of operations; Table of Contents You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statementscontained in this Quarterly Report primarily on our current expectations and projections about future events and trends that we believe mayaffect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-lookingstatements is subject to risks, uncertainties and other factors described under the heading “Risk Factors” in Part I, Item 1A in our AnnualReport on Form 10-K for the year ended December 31, 2025 and in other filings we make with the Securities and Exchange Commission(“SEC”) from time to time. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties In addition, statements that “we believe” and similar statements reflect our b