What Robinhood Markets, Inc. told the SEC could break it.

Robinhood's transaction-based revenue depends on customer trading activity and market conditions — options/equities rebate rates, crypto rebate rates from crypto market makers, notional volume per trader and user counts — so reduced customer usage or lower volatility would cause revenue to decline (revenue grew 52% to $4.47B in 2025 on higher volumes).

“If we fail to retain existing customers or attract new customers, or if our customers decrease their use of our products and services, our revenue will decline.”

Robinhood operates in a dynamic regulatory environment for brokerage/crypto; its international expansion (UK brokerage, Singapore APAC HQ, pending WonderFi/Canada and PT Buana/PT Pedagang/Indonesia acquisitions) depends on obtaining regulatory approvals, authorizations, licenses and consents and on protecting IP abroad.

“Our plans to pursue international expansion are dependent on a variety of external factors, including, among other things, our obtaining required regulatory approvals, authorizations, licenses and consents, our obtaining and protecting intellectual property rights abroad”

Robinhood relies on third-party banks to facilitate cash settlements with customers' brokerage accounts and on Liquidity Providers and crypto exchanges (and Bitstamp) to complete cryptocurrency settlements and obtain crypto for customer accounts; crypto revenue also depends on rebate rates paid by crypto market makers.

“we rely on third-party banks to facilitate cash settlements with customers' brokerage accounts, and we rely on the ability of Liquidity Providers and Bitstamp, where applicable, to complete cryptocurrency settlements with us to obtain cryptocurrency for customer accounts.”

Robinhood's founders and their related entities held ~12% of outstanding common stock but over 50% of voting power at year-end 2025 and have entered a Founders' Voting Agreement, letting them significantly influence or control stockholder actions including board elections, charter/bylaw amendments and major transactions.

“As of December 31, 2025, our founders and their related entities hold approximately 12% of our outstanding common stock (and, as described below, over 50% of the voting power of our outstanding capital stock).”