10-K: Marqeta Reports 23% Revenue Growth, $13.9M Loss in 2025
Annual Report
Marqeta, a modern card issuing platform, reported a 23% increase in net revenue to $624.9 million and a net loss of $13.9 million for the fiscal year ended December 31, 2025, driven by strong TPV growth and strategic acquisitions.
Summary
- Net revenue increased 23% to $624.9 million in 2025, up from $507.0 million in 2024.
- Total Processing Volume (TPV) grew 31% year-over-year to $382.5 billion in 2025.
- The company reported a net loss of $13.9 million in 2025, compared to a net income of $27.3 million in 2024.
- Gross profit increased 24% to $437.3 million, with gross margin improving to 70% in 2025 from 69% in 2024.
- Acquired Transact Payments Limited (TransactPay) in July 2025 for approximately $59.9 million, enhancing European program management and digital payment capabilities.
- Reached an in-principle settlement of $13.0 million for securities class action lawsuits, with a $5.0 million self-insured retention.
- Patti Kangwankij was appointed as the new Chief Financial Officer, effective February 9, 2026.
- Completed $391.4 million in share repurchases during 2025, with $91.5 million remaining under the December 2025 program.
Sentiment
Score: 4
Explanation: StockSavvy.ai views this as a mixed filing. While strong TPV and revenue growth, along with strategic acquisitions, show positive momentum, the return to a net loss and significant cash burn from share repurchases raise concerns about profitability and capital allocation.
Positives
- Strong TPV growth of 31% to $382.5 billion in 2025, indicating increased platform adoption and customer business growth.
- Net revenue increased 23% to $624.9 million in 2025, demonstrating overall business expansion.
- Gross profit increased 24% to $437.3 million, and gross margin improved to 70% in 2025.
- Successful acquisition of TransactPay in July 2025, strengthening European market presence with EMI licenses and expanded program management capabilities.
- TPV from non-top five customers increased significantly by 69% in 2025, indicating diversification beyond major clients.
- Introduction of new products and technologies like Portfolio Migration, UX Toolkit, and Marqeta Hub to enhance offerings and customer experience.
- Maintained a strong cash position with $771.9 million in cash, cash equivalents, and short-term investments as of December 31, 2025.
Negatives
- Reported a net loss of $13.9 million in 2025, a decline from the $27.3 million net income reported in 2024.
- Accumulated deficit increased to $811.8 million as of December 31, 2025.
- Significant customer concentration, with Block accounting for 45% of net revenue in 2025.
- Cash, cash equivalents, and short-term investments decreased by $330.5 million in 2025, primarily due to share repurchases and acquisitions.
- Experienced high attrition and turnover rates across the company, including executive officers and key personnel.
- Increased operating expenses by 29% to $483.7 million in 2025, driven by higher technology costs, depreciation, marketing, and legal expenses.
- Other income, net, decreased by 37% due to lower interest income from reduced cash balances.
Risks
- Uncertainties related to U.S. and global economies and their effect on business, results of operations, and financial condition.
- Fluctuations in future financial performance, including net revenue, costs of revenue, gross profit, and operating expenses, and ability to achieve future profitability.
- Ability to introduce and scale new products and services, such as the credit card platform.
- Ability to effectively manage or sustain growth and expand operations.
- Ability to further attract, retain, diversify, and expand the customer base.
- Ability to maintain relationships with Issuing Banks, Card Networks, and other third parties.
- Past and future acquisitions, investments, and other strategic investments may not achieve objectives or may disrupt operations.
- Ability to compete in existing and new markets and offerings.
- Impact of political, social, and/or economic instability or military conflict.
- Ability to develop and protect the brand.
- Changes or developments in laws and regulations and ability to comply.
- Ability to successfully defend litigation brought against the company.
- Ability to attract and retain qualified employees and key personnel.
- Ability to repurchase shares under authorized programs and receive expected financial benefits.
- Ability to maintain effective disclosure controls and internal controls over financial reporting.
- Volatility of Class A common stock trading price.
- Dual class structure of common stock concentrates voting control with Class B holders.
- Issuance of additional capital stock may dilute ownership.
- No intention to pay dividends in the foreseeable future.
- Provisions in charter documents and Delaware law could make an acquisition more difficult.
- Risks associated with the handling of client funds, including financial loss, operational disruptions, and reputational harm.
- Potential losses relating to the settlement of payment transactions on the platform.
- Potential losses relating to illegal and fraudulent activity on the platform.
- Failure to anticipate, adapt to, or keep pace with new technologies and develop new services.
- Risks related to the use of AI technologies, including generative and agentic AI, and an uncertain legal and regulatory environment.
- Risks associated with international expansion, including regulatory hurdles, competitive conditions, and currency exchange risk.
- Reliance on third parties for certain products and services, and their failure to perform.
- Indemnity provisions in various agreements potentially expose the company to substantial liability.
- If estimates or judgments relating to accounting policies prove incorrect, results of operations could be adversely affected.
- Changes in Interchange Fees or Interchange Fee regulations could adversely affect business.
- Changes to rules or practices set by Card Networks or failure to comply.
- Subject to anti-money laundering, anti-bribery and corruption, sanctions, and similar laws.
- Subject to governmental export controls and economic sanctions regulations.
- Exposure to greater-than-anticipated tax liabilities.
- Ability to use net operating losses and other tax attributes may be limited.
- Failure to adequately protect intellectual property rights.
- Use of open source software could adversely affect ability to sell products.
- Accusations of infringing intellectual property rights of third parties.
- Business subject to risks of earthquakes, fire, floods, pandemics, and other natural catastrophic events, and man-made issues.
Future Outlook
The company expects operating expenses to continue to increase in the foreseeable future due to additional personnel, compensation adjustments, expansion of operations and infrastructure, and continued enhancement of its platform, products, and services. It anticipates potential impacts to foreign national employees' ability to travel and obtain new or renewed visas abroad. The company intends to continue investing in research and development capabilities to extend its platform offerings and expects new products and technologies, including AI solutions, to become more important to its operations and future growth, while also acknowledging the unique and unpredictable security risks associated with AI.
Management Comments
- "Marqeta's mission is modernizing financial services by making the entire payment experience native and delightful."
- "Marqeta's modern platform empowers our customers to create customized and innovative payment card programs, giving them configurability and flexibility."
- "We believe Marqeta Hub (previously named Marqeta Flex) transforms how buy now, pay later (BNPL) payment options can be delivered inside payment apps and wallets by surfacing them when needed within the payment flow."
- "We see embedded finance as a significant contributor to our next wave of growth."
- "We believe our CISO is qualified to assess and manage our material risks from cybersecurity threats based on over 15 years of cybersecurity and risk management expertise..."
- "We believe our existing cash and cash equivalents and our short-term investments will be sufficient to meet our working capital and capital expenditure needs for more than the next 12 months."
Industry Context
StockSavvy.ai notes that Marqeta operates in a highly competitive and rapidly evolving fintech market, characterized by increasing demand for embedded finance solutions and modern API-based payment infrastructure. The company's focus on debit, prepaid, and credit programs, alongside strategic acquisitions like TransactPay for European expansion, positions it to capitalize on global digital payment trends. However, the industry faces growing regulatory scrutiny, particularly concerning financial technology programs and data privacy, which could impact operational costs and growth strategies. The increasing adoption of AI also presents both opportunities for innovation and new cybersecurity risks across the sector.
Comparison to Industry Standards
- Marqeta competes with legacy technology platforms such as Fidelity National Information Services (FIS) and Fiserv, modern API-based providers including Galileo, i2c, and Visa DPS, and emerging providers like Adyen and Stripe.
- The company claims to compare favorably with competitors based on platform depth and breadth, offering multiple program types (debit, prepaid, credit), multinational reach, complete solutions at scale, flexibility, reliability, compliance solutions, program management, brand recognition, reputation, and industry expertise and customer service.
- Marqeta's TPV growth of 31% in 2025 indicates strong performance in a competitive market, though specific industry benchmarks for this growth rate are not provided in the filing.
- The acquisition of TransactPay strengthens its position in the European market by providing e-money institution (EMI) licenses and direct regulation sponsorship, which is a key differentiator for localized program management and compliance in Europe compared to competitors without such capabilities.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | Michael (Mike) Milotich | Patti Kangwankij | February 9, 2026 | Michael Milotich transitioned to solely Chief Executive Officer; Patti Kangwankij appointed as new CFO. |
| Executive Chairman | Former Executive Chairman (unnamed) | N/A (transitioned to non-employee director) | Q2 2024 | Stepped down from executive officer role, transitioning to a non-employee director, resulting in the forfeiture of a long-term performance award. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Executive Compensation Policy | Forfeiture of the Executive Chairman Long-Term Performance Award due to transition to a non-employee director role, resulting in a one-time credit of $167.3 million. | Q2 2024 | Reduced share-based compensation expense and impacted net income for 2024. |
| Share Repurchase Program Authorization | Board authorized a new share repurchase program of up to $100 million of Class A common stock (December 2025 Share Repurchase Program). | December 4, 2025 | Provides flexibility for capital return to shareholders, but reduces working capital. |
| Rule 10b5-1 Trading Arrangement | Director Elaine Paul adopted a Rule 10b5-1 trading arrangement providing for the sale of up to 37,330 shares of Class A common stock. | November 20, 2025 | Facilitates orderly stock sales by an insider, potentially signaling diversification or liquidity needs. |
Legal Proceedings
- Consolidated securities class action lawsuits (In re Marqeta, Inc. Securities Litigation) alleging false or misleading statements regarding performance or revenue and gross profit expectations during periods between February 28, 2024, and November 4, 2024.
- Reached an in-principle settlement of $13.0 million on November 3, 2025, for the Securities Actions, subject to documentation and judicial approvals. The company's Directors and Officers insurance policy includes a $5.0 million self-insured retention.
- Consolidated shareholder derivative lawsuits (In re Marqeta, Inc. Derivative Litigation) asserting claims for breach of fiduciary duties and violations of federal securities laws, currently stayed pending developments in the consolidated Securities Actions.
Stakeholder Impact
- Shareholders: Potential dilution from future equity awards, impact from share repurchases, volatility of Class A common stock, concentrated voting control by Class B holders, and no anticipated dividends.
- Employees: High attrition and turnover rates, potential impacts to foreign national employees' ability to travel and work, changes in executive management, and share-based compensation as a key incentive.
- Customers: Enhanced platform capabilities (credit, BNPL, international expansion), potential impact from regulatory scrutiny on Issuing Banks, and reliance on Marqeta's relationships with Issuing Banks and Card Networks.
- Issuing Banks/Card Networks: Continued reliance on these relationships, potential for disagreements, impact of regulatory changes (e.g., Durbin Amendment, Interchange Fees), and indemnification obligations.
- Creditors: Impact of net losses on financial health and potential need for future debt financing.
Next Steps
- Continue to invest in research and development capabilities to extend platform offerings.
- Expand and deepen relationships with Issuing Banks and Card Networks.
- Manage and integrate acquired businesses and technology, specifically TransactPay.
- Address and remediate errors, deficiencies, and recommendations identified in audits and independent testing.
- Amend agreements with Clients to comply with the Ninth Amendment to the Sutton Bank agreement.
- Monitor and assess the evolving regulatory landscape, especially concerning AI and data governance.
- Continue share repurchases under the December 2025 Share Repurchase Program, with $91.5 million remaining.
- Patti Kangwankij to commence her role as Chief Financial Officer on February 9, 2026.
- File the Proxy Statement for the 2026 Annual Meeting of Stockholders within 120 days of December 31, 2025.
Key Dates
| Date | Description |
|---|---|
| April 1, 2016 | Entered into a prepaid card program manager agreement with Sutton Bank. |
| April 19, 2016 | Entered into a master services agreement with Block, Inc. (formerly Square, Inc.). |
| 2017 | Entered into a strategic alliance framework agreement with Visa. |
| 2020 | Entered into a strategic relationship agreement with Mastercard. |
| June 9, 2021 | Class A common stock began trading on the Nasdaq Global Select Market. |
| September 14, 2022 | Board of Directors authorized a $100 million share repurchase program (2022 Share Repurchase Program). |
| February 3, 2023 | Acquired all outstanding stock of Power Finance Inc. |
| March 31, 2023 | 2022 Share Repurchase Program completed. |
| Q2 2023 | Company approved a restructuring plan to reduce operating expenses and workforce. |
| May 8, 2023 | Board of Directors authorized a $200 million share repurchase program (2023 Share Repurchase Program). |
| August 4, 2023 | Executed contract amendment to the Block Agreement (August 2023 Block Amendment). |
| November 3, 2023 | Executed contract amendment to the Block Agreement (November 2023 Block Amendment). |
| December 31, 2023 | Restructuring Plan completed. |
| March 31, 2024 | 2023 Share Repurchase Program completed. |
| Q2 2024 | Executive Chairman stepped down from executive officer role, transitioning to a non-employee director role, resulting in forfeiture of long-term performance award. |
| May 6, 2024 | Board of Directors authorized a $200 million share repurchase program (2024 Share Repurchase Program). |
| May 2024 | Achieved certification with Visa Flexible Credential. |
| August 2, 2024 | EU Artificial Intelligence Act (EU AI Act) went into effect. |
| December 9, 2024 | First putative securities class action lawsuit (Wai v. Marqeta, Inc., et al.) filed. |
| December 10, 2024 | Second putative securities class action lawsuit (Ford v. Marqeta, Inc., et al.) filed. |
| February 4, 2025 | Putative shareholder derivative lawsuit (Smith v. Khalaf, et al.) filed. |
| February 21, 2025 | Putative shareholder derivative lawsuit (Ojserkis v. Khalaf, et al.) filed. |
| February 25, 2025 | Board of Directors authorized a $300 million share repurchase program (February 2025 Share Repurchase Program). |
| February 27, 2025 | Putative shareholder derivative lawsuit (Preciado v. Khalaf, et al.) filed. |
| March 31, 2025 | 2024 Share Repurchase Program completed. |
| April 10, 2025 | Lead plaintiff filed a consolidated amended complaint for the securities actions. |
| April 10, 2025 | Fourth Amendment to Oakland Lease signed, extending the term for certain retained floors by 24 months. |
| May 15, 2025 | Motion to dismiss the consolidated amended complaint filed by the company and other defendants. |
| July 4, 2025 | H.R. 1, the One Big Beautiful Bill Act, was enacted into law. |
| July 31, 2025 | Completed the acquisition of Transact Payments Limited (TransactPay). |
| October 2025 | Visa implemented a new interchange program, Commercial Enhanced Data Program (CEDP). |
| November 3, 2025 | A settlement was reached, in principle, to resolve the Securities Actions for payments totaling $13.0 million. |
| November 20, 2025 | Director Elaine Paul adopted a Rule 10b5-1 trading arrangement. |
| December 4, 2025 | Board of Directors authorized an additional $100 million share repurchase program (December 2025 Share Repurchase Program). |
| December 31, 2025 | Fiscal year ended. |
| January 5, 2026 | OECD announced a side-by-side elective safe harbor for Pillar Two. |
| January 6, 2026 | Offer letter extended to Patti Kangwankij for Chief Financial Officer position. |
| January 15, 2026 | Tenth Amendment to the Amended and Restated Prepaid Card Program Manager Agreement with Sutton Bank became effective. |
| January 15, 2026 | Ninth Amendment to the Amended and Restated Prepaid Card Program Manager Agreement with Sutton Bank became effective. |
| January 22, 2026 | Amendment No. 27 to the Master Services Agreement with Block, Inc. became effective. |
| February 9, 2026 | Patti Kangwankij's intended Start Date as Chief Financial Officer. |
| February 20, 2026 | Reported 394,378,510 shares of Class A common stock and 32,833,382 shares of Class B common stock outstanding. |
| February 24, 2026 | Date of filing of the Annual Report on Form 10-K. |
| March 1, 2026 | Letter of credit for Oakland office lease will be reduced to $0.9 million. |
| April 2026 | Visa CEDP program will sunset Level 2 interchange programs. |
| July 1, 2026 | Illinois Interchange Fee Prohibition Act (IFPA) expected to be effective, pending ongoing litigation. |
| June 30, 2028 | Term of the Cash App and Square Debit Card programs with Block expires. |
| 2028 | Mastercard strategic relationship agreement expires. |
| 2029 | Current term of the agreement with Sutton Bank expires. |
| 2031 | Direct processor agreement with PULSE Network LLC expires. |
Recommendation
holdMarqeta demonstrates strong TPV and revenue growth, indicating solid business momentum and market adoption. Strategic acquisitions like TransactPay expand its global footprint and product offerings. However, the return to a net loss in 2025, coupled with significant cash usage for share repurchases and ongoing operating expense increases, raises concerns about near-term profitability and capital efficiency. The high customer concentration with Block and ongoing legal proceedings also present notable risks. A "hold" recommendation is appropriate as the company navigates growth initiatives against profitability challenges and market volatility.
Keywords
Fintech, Payment Processing, Card Issuing, API Platform, Embedded Finance, Debit Cards, Prepaid Cards, Credit Cards, BNPL, Buy Now Pay Later, Digital Payments, Financial Services, SEC Filing, 10-K, Marqeta, MQ, Total Processing Volume, TPV, Gross Margin, Net Revenue, Share Repurchase, Acquisition, TransactPay, Power Finance, Corporate Governance, Risk Management, Regulatory Compliance, Cybersecurity, Shareholder Litigation
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