XYZ · Block
138 filings
XYZ 8-K Current Reports
Block - 138 current reports
XYZ filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 137 current reports (8-K) between 2016 and 2026.
- 8-K · Jan 12, 2016
- 8-K · Jan 29, 2016
- 8-K · Mar 9, 2016
- 10-K · Mar 10, 2016
- 8-K · May 5, 2016
- 10-Q · May 6, 2016
- 8-K · May 13, 2016
- 8-K · Jun 27, 2016
- 8-K · Aug 3, 2016
- 10-Q · Aug 4, 2016
- 8-K · Aug 11, 2016
- 8-K · Aug 29, 2016
- 8-K · Oct 5, 2016
- 8-K · Nov 1, 2016
- 10-Q · Nov 2, 2016
- 8-K · Feb 2, 2017
- 8-K · Feb 22, 2017
- 10-K · Feb 27, 2017
- 8-K · Feb 27, 2017
- 8-K · Feb 27, 2017
- 8-K · Mar 6, 2017
- 8-K · Apr 21, 2017
- 8-K · May 3, 2017
- 10-Q · May 4, 2017
- 8-K · Jun 16, 2017
- 8-K · Jul 20, 2017
- 8-K · Aug 2, 2017
- 10-Q · Aug 2, 2017
- 8-K · Sep 21, 2017
- 8-K · Nov 2, 2017
- 8-K · Nov 3, 2017
- 10-Q · Nov 8, 2017
- 8-K · Nov 8, 2017
- 8-K · Feb 27, 2018
- 10-K · Feb 27, 2018
- 8-K · Mar 2, 2018
- 8-K · Apr 26, 2018
- 10-Q · May 2, 2018
- 8-K · May 2, 2018
- 8-K · May 21, 2018
- 8-K · May 25, 2018
- 8-K · May 31, 2018
- 8-K · Jun 21, 2018
- 10-Q · Aug 1, 2018
- 8-K · Aug 1, 2018
- 8-K · Oct 10, 2018
- 8-K · Nov 7, 2018
- 10-Q · Nov 7, 2018
- 8-K · Nov 15, 2018
- 8-K · Jan 4, 2019
- 10-K · Feb 27, 2019
- 8-K · Feb 27, 2019
- 10-Q · May 1, 2019
- 8-K · May 1, 2019
- 8-K · Jun 17, 2019
- 8-K · Jun 20, 2019
- 10-Q · Aug 1, 2019
- 8-K · Aug 1, 2019
- 8-K · Aug 1, 2019
- 8-K · Oct 23, 2019
- 8-K · Nov 1, 2019
- 8-K · Nov 6, 2019
- 10-Q · Nov 6, 2019
- 8-K · Nov 6, 2019
- 8-K · Jan 31, 2020
- 8-K · Feb 7, 2020
- 10-K · Feb 26, 2020
- 8-K · Feb 26, 2020
- 8-K · Feb 26, 2020
- 8-K · Mar 2, 2020
- 8-K · Mar 5, 2020
- 8-K · Mar 24, 2020
- 8-K · Apr 10, 2020
- 8-K · May 6, 2020
- 10-Q · May 6, 2020
- 8-K · May 6, 2020
- 8-K · Jun 3, 2020
- 8-K · Jun 16, 2020
- 8-K · Jun 18, 2020
- 8-K/A · Jul 28, 2020
- 8-K · Aug 5, 2020
- 10-Q · Aug 5, 2020
- 8-K · Oct 2, 2020
- 8-K · Nov 5, 2020
- 10-Q · Nov 5, 2020
- 8-K · Nov 10, 2020
- 8-K · Nov 13, 2020
- 8-K · Feb 3, 2021
- 8-K · Feb 23, 2021
- 10-K · Feb 23, 2021
- 8-K · May 6, 2021
- 10-Q · May 6, 2021
- 8-K · May 7, 2021
- 8-K · May 20, 2021
- 8-K · May 26, 2021
- 8-K · Jun 17, 2021
- 8-K · Aug 2, 2021
- 8-K · Aug 2, 2021
- 10-Q · Aug 2, 2021
- 8-K · Oct 27, 2021
- 8-K · Nov 3, 2021
- 10-Q · Nov 4, 2021
- 8-K · Nov 4, 2021
- 8-K · Dec 1, 2021
- 8-K · Dec 7, 2021
- 8-K · Dec 10, 2021
- 8-K · Dec 14, 2021
- 8-K · Dec 17, 2021
- 8-K · Jan 11, 2022
- 8-K · Jan 31, 2022
- 8-K · Feb 24, 2022
- 10-K · Feb 24, 2022
- 8-K · Mar 8, 2022
- 8-K · Apr 4, 2022
- 8-K/A · Apr 11, 2022
- 8-K · Apr 15, 2022
- 8-K · Apr 22, 2022
- 8-K/A · Apr 22, 2022
- 8-K · May 5, 2022
- 10-Q · May 5, 2022
- 8-K · Jun 17, 2022
- 10-Q · Aug 4, 2022
- 8-K · Aug 4, 2022
- 8-K · Oct 21, 2022
- 10-Q · Nov 3, 2022
- 8-K · Nov 3, 2022
- 8-K · Jan 12, 2023
- 8-K · Feb 23, 2023
- 10-K · Feb 23, 2023
- 10-Q · May 4, 2023
- 8-K · May 4, 2023
- 8-K · Jun 9, 2023
- 8-K · Jun 15, 2023
- 8-K · Jul 11, 2023
- 8-K · Jul 27, 2023
- 10-Q · Aug 3, 2023
- 8-K · Aug 3, 2023
- 8-K · Sep 18, 2023
- 8-K/A · Oct 27, 2023
- 10-Q · Nov 2, 2023
- 8-K · Nov 2, 2023
- 8-K · Feb 9, 2024
- 8-K · Feb 22, 2024
- 10-K · Feb 22, 2024
- 8-K · Apr 1, 2024
- 8-K · Apr 15, 2024
- 10-Q · May 2, 2024
- 8-K · May 2, 2024
- 8-K · May 9, 2024
- 8-K · Jun 21, 2024
- 8-K · Aug 1, 2024
- 10-Q · Aug 1, 2024
- 10-Q · Nov 7, 2024
- 8-K · Nov 7, 2024
- 8-K · Feb 6, 2025
- 8-K · Feb 20, 2025
- 10-K · Feb 24, 2025
- 8-K · May 1, 2025
- 10-Q · May 1, 2025
- 8-K · Jun 20, 2025
- 8-K · Aug 7, 2025
- 10-Q · Aug 7, 2025
- 8-K · Aug 18, 2025
- 8-K · Aug 21, 2025
- 10-Q · Nov 6, 2025
- 8-K · Nov 6, 2025
- 8-K · Nov 19, 2025
- 8-K · Jan 14, 2026
- 8-K · Jan 23, 2026
- 10-K · Feb 26, 2026
- 8-K · Feb 26, 2026
- 8-K · May 4, 2026
- 8-K · May 7, 2026
- 10-Q · May 7, 2026
- 8-K · Jun 5, 2026
- 8-K · Jun 18, 2026
- 8-K · Aug 5, 2026
- 10-Q · Aug 5, 2026
- 8-K · Nov 2, 2026
- 8-K · Nov 3, 2026
- 10-Q · Nov 3, 2026
Block 8-K Report, Financial Results (Nov 3, 2026)
Block 8-K Report, Bylaw Amendment (Nov 2, 2026)
Block, Inc. filed a Current Report on Form 8-K dated November 2, 2026, disclosing an amendment to its Amended and Restated Bylaws. The Board of Directors approved the amendment and restatement on October 28, 2026, effective immediately upon approval. The amendment makes certain clarifying changes to the exclusive forum provisions in the Bylaws. The filing notes that the company has adopted a distributed work model and therefore has no formal headquarters; the address listed is its principal executive office, which SEC rules require it to identify. The full text of the amended Bylaws is filed as Exhibit 3.1 and incorporated by reference into the Item 5.03 disclosure. The filing contains no financial results, guidance, or other operating information. Its investor relevance is limited to governance: the forum selection provisions govern where shareholder disputes may be brought, and the Bylaws should be reviewed for the precise changes.
Block 8-K Report, Financial Results (Aug 5, 2026)
Block, Inc. (NYSE: XYZ) filed an 8-K on August 5, 2026 furnishing its Shareholder Letter for the second quarter ended June 30, 2026 (Exhibit 99.1). The company reported gross profit of $3.17 billion, up 25% year over year, with Cash App gross profit of $1.97 billion (up 31%) and Square gross profit of $1.16 billion (up 13%). GAAP operating income was $447 million (14% of gross profit), while Adjusted Operating Income reached a record $864 million (27% margin). GAAP diluted EPS was $0.15 and Adjusted Diluted EPS was $1.02, up 65% year over year. Net income attributable to common stockholders was $89 million on a GAAP basis; the statements of operations show $88.5 million. GAAP results were weighed down by $365 million of contingencies, restructuring and other charges in the quarter, and general and administrative expenses rose 84% year over year on a GAAP basis, primarily from increased accrued legal contingencies. Transaction, loan, and consumer receivable losses increased 99% year over year on a GAAP basis, driven by loan volume growth. Bitcoin Ecosystem gross profit declined 31% year over year, reflecting a strategic decision to reduce fees on certain bitcoin transactions on Cash App. Management raised full-year 2026 guidance to $12.51 billion in gross profit (up 21%), Adjusted Operating Income of $3.47 billion (28% margin), and Adjusted Diluted EPS of $4.02 (up 70%). For the third quarter, guidance calls for $3.13 billion in gross profit and $875 million in Adjusted Operating Income. The company also reported $8.8 billion of total liquidity and $4.6 billion of remaining share repurchase authorization.
Block 8-K Report, Shareholder Vote Results (Jun 18, 2026)
Block, Inc. filed this Current Report on Form 8-K under Item 5.07 to report the results of its 2026 annual meeting of stockholders, held on June 16, 2026. Stockholders representing 454,508,867 Class A votes (including CDI votes) and 597,846,410 Class B votes, together 92.67% of the voting power entitled to vote, were present in person or by proxy, which constituted a quorum. Class B shares carry ten votes each and Class A shares carry one, and the two classes voted as a single class. The record date was April 20, 2026, and the proposals are described in the definitive proxy statement filed April 24, 2026. All three management proposals passed. Roelof Botha, Amy Brooks, Shawn Carter and James McKelvey were elected as Class II directors to serve until the 2029 annual meeting. Stockholders approved, on an advisory basis, the compensation of the named executive officers, with 974,750,909 votes for and 21,495,833 against. They also ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 1,050,711,108 votes for and 1,205,435 against. A stockholder proposal to establish a board-level technology committee was not approved. It received 39,387,499 votes for, 954,273,725 against and 2,828,680 abstentions. The filing reports 55,865,373 broker non-votes on the director, say-on-pay and proposal items. The filing contains no financial results or guidance.
Block 8-K Report, Executive Changes (Jun 5, 2026)
Block, Inc. (NYSE: XYZ) filed a Form 8-K dated June 5, 2026 under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers). The filing states that Arnaud Weber, the Company's Engineering Lead, departed the Company on June 5, 2026. Following Mr. Weber's departure, the engineering organization will report directly to Jack Dorsey, identified in the filing as Block Head. The filing does not disclose the reasons for the departure, any separation terms, or any financial impact. The filing also notes that Block has a distributed work model and no formal headquarters, and that the Oakland, California address is the principal executive office address required by SEC rules. For investors, the principal takeaway is a leadership change within the engineering function, with reporting lines consolidated under Mr. Dorsey.
Block 8-K Report, Financial Results (May 7, 2026)
Block, Inc. (XYZ) filed this Form 8-K on May 7, 2026 to furnish its Shareholder Letter for the first quarter ended March 31, 2026 (Exhibit 99.1). Gross profit rose 27% year over year to $2.91 billion, with Cash App gross profit up 38% to $1.91 billion and Square gross profit up 9% to $982 million. GAAP results were weaker: operating loss was $172 million and diluted net loss per share was $0.52, driven by $852 million in restructuring and other charges tied to a February organizational change and accrued legal contingencies, plus a $173 million bitcoin remeasurement loss. Adjusted Operating Income reached a record $728 million (25% margin of gross profit) and Adjusted Diluted EPS grew 52% to $0.85. Management raised full-year 2026 guidance to $12.33 billion in gross profit (19% growth), $3.34 billion in Adjusted Operating Income (27% margin), and $3.85 in Adjusted Diluted EPS (62% growth). For the second quarter, it expects gross profit of $3.04 billion (20% growth) and Adjusted Operating Income of $740 million, while noting it will increase go-to-market spending meaningfully. Consumer Lending origination volume grew 82% year over year to $17.6 billion, with Cash App Borrow originations up 175%, and management expects loss growth rates to decline through the rest of 2026. The letter emphasizes AI-driven productivity and proactive products such as Moneybot and Managerbot. The letter also reports the company repurchased $636 million of Class A common stock in the quarter, with $4.7 billion of remaining authorization as of March 31, 2026, and total liquidity of $9.1 billion. Transaction, loan, and consumer receivable losses rose to $500 million from $170 million a year earlier, a figure investors will want to monitor alongside the lending growth.
Block 8-K Report, Executive Changes (May 4, 2026)
Block, Inc. (XYZ) filed this Current Report on Form 8-K on May 4, 2026, to disclose a senior finance leadership appointment under Item 5.02. On April 30, 2026, the Board of Directors appointed Andrea Acosta as Chief Accounting Officer (principal accounting officer), effective May 26, 2026. She will succeed Amrita Ahuja, who has been serving as interim principal accounting officer; Ms. Ahuja will continue as Chief Financial Officer and Chief Operating Officer and Ms. Acosta will report to her. Acosta, age 47, most recently served as Chief Accounting Officer of Pinterest, Inc. since February 2022. Her prior experience includes roles as Global Controller and Chief Accounting Officer at BioMarin Pharmaceutical Inc. (July 2020 to February 2022), and about a decade at Levi Strauss & Co. (August 2007 to June 2017, ending as Vice President, Global Controller and Principal Accounting Officer), preceded by audit work at KPMG LLP from 2003 to 2007. Compensation under her offer letter includes an annual base salary of $550,000, a one-time sign-on cash bonus of $250,000 subject to repayment if she voluntarily leaves within two years, and a restricted stock unit award with an aggregate grant date value of $8.0 million under the 2025 Equity Incentive Plan, vesting over four years subject generally to continued employment. The filing states there are no family relationships or undisclosable related-person transactions involving her.
Block 8-K Report, Financial Results (Feb 26, 2026)
Block, Inc. (XYZ) reported fourth-quarter and fiscal 2025 results in a Shareholder Letter furnished as Exhibit 99.1, and announced a workforce reduction restructuring plan that it expects will reduce its workforce by more than 40%. Block states that for fiscal 2025 it generated gross profit of $10.36 billion (up 17% year over year), operating income of $1.71 billion, Adjusted Operating Income of $2.08 billion (20% margin), diluted EPS of $2.10 and Adjusted Diluted EPS of $2.37. In Q4 2025, gross profit was $2.87 billion (up 24%), Cash App gross profit was $1.83 billion (up 33%), Square gross profit was $993 million (up 7%), and diluted EPS was $0.19, which the letter notes was reduced by a $234 million bitcoin remeasurement loss. The workforce plan, announced in the 8-K under Item 2.05, is estimated to bring charges of approximately $450 million to $500 million, mostly cash expenditures for notice period and severance payments, employee benefits and related costs, plus non-cash share-based award vesting expenses. The majority of charges are expected in the first quarter of fiscal 2026, with execution substantially complete by the end of the second quarter of fiscal 2026. The shareholder letter states that the company is shifting to a smaller, AI-native structure, and that the changes are expected to begin affecting Adjusted Operating Income in the second quarter, with the full impact improving profitability in the second half of 2026. For 2026, the company raised its guidance to gross profit of $12.20 billion (18% year-over-year growth), Adjusted Operating Income of $3.20 billion (26% margin) and Adjusted Diluted EPS of $3.66. For the first quarter of 2026, it guides to gross profit of $2.80 billion (22% growth), Adjusted Operating Income of $600 million and Adjusted Diluted EPS of $0.67. Investors should note that these are non-GAAP guidance metrics for which GAAP reconciliations were not provided, and that restructuring charges could materially affect future GAAP results.
Block 8-K Report, Executive Changes (Jan 23, 2026)
Block, Inc. (XYZ) filed a Current Report on Form 8-K on January 23, 2026, disclosing a leadership change in its finance organization. The company announced that Ajmere Dale, its Chief Accounting Officer (Principal Accounting Officer), submitted his resignation effective February 26, 2026, to pursue another opportunity. The filing notes that Mr. Dale worked at Block for nearly ten years and made significant contributions during that time. To fill the gap, Amrita Ahuja, the Company's Chief Financial Officer & Chief Operating Officer, will serve as Interim Principal Accounting Officer effective upon Mr. Dale's resignation, while the company searches for a permanent replacement. The filing incorporates by reference the information required under Item 5.02(c)(2) regarding Ms. Ahuja from the Company's Proxy Statement filed with the SEC on April 25, 2025. For investors, the filing is limited to an executive transition in the accounting leadership role. It does not disclose any financial results, compensation terms for the departing officer, or details of the permanent search. The filing also states that Block operates under a distributed work model with no formal headquarters, and the listed principal executive office address is provided solely to satisfy SEC requirements.
Block 8-K Report, Material Agreement (Jan 14, 2026)
Block, Inc. (XYZ) entered into an Amended and Restated Revolving Credit Agreement on January 14, 2026, with lenders party to the agreement and Goldman Sachs Bank USA as administrative agent. The agreement amends and restates the Revolving Credit Agreement dated May 1, 2020, and increases the unsecured revolving loan facility from up to $775.0 million to up to $900.0 million. The facility matures on January 14, 2031, subject to an earlier maturity date tied to the maturity of Block's existing convertible notes or senior notes if liquidity would be less than $250 million on a pro forma basis at that time. As of January 14, 2026, no borrowings or letters of credit were outstanding under the facility. Loans bear interest at either a Term SOFR-based rate plus a margin of 1.25% to 1.75%, or a base rate plus a margin of 0.25% to 0.75%, with both margins depending on Block's total net leverage ratio. Proceeds may be used for working capital and general corporate purposes. The agreement requires Block to maintain a maximum total net leverage ratio, measured quarterly, and includes customary affirmative and negative covenants, including restrictions on debt, liens, sale and leaseback transactions, investments, and restricted payments by Block and its subsidiaries, as defined in the agreement. The filing also notes customary events of default, including a change of control, and states that certain lenders and their affiliates have engaged in and may continue to engage in investment banking and other commercial dealings with Block in the ordinary course. The filing states that the full agreement is filed as Exhibit 10.1. Separately, the filing states that Block has adopted a distributed work model and has no formal headquarters, so the stated address is its principal executive office for SEC purposes.
Block 8-K Report, Corporate Update (Nov 19, 2025)
Block, Inc. (XYZ) filed a Form 8-K on November 19, 2025 under Item 8.01 (Other Events) to disclose that its board of directors approved an increase of $5.0 billion to the company's previously announced share repurchase program for its Class A common stock. The filing states that as of September 30, 2025, approximately $1.1 billion remained under the company's prior $4 billion share repurchase authorization. The filing describes the mechanics of the program. Repurchases may be made through open market purchases, including under Rule 10b-18, or through privately negotiated transactions, and the company may enter into Rule 10b5-1 plans to facilitate them. The program does not obligate Block to acquire any particular amount of stock and may be suspended at any time at management's discretion. Timing and volume will depend on factors including stock price, business and market conditions, regulatory requirements, and alternative investment or acquisition opportunities. According to the filing, the stated goal of the program is to return capital to stockholders as part of the company's overall capital allocation strategy. The 8-K also notes that Block has adopted a distributed work model and therefore has no formal headquarters, with the listed address serving as its principal executive office for SEC purposes.
Block 8-K Report, Financial Results (Nov 6, 2025)
Block, Inc. (NYSE: XYZ) furnished a Shareholder Letter under Item 2.02 reporting third-quarter 2025 results for the period ended September 30, 2025. Gross profit was $2.66 billion, up 18% year over year, with Cash App gross profit of $1.62 billion (up 24%) and Square gross profit of $1.02 billion (up 9%). GAAP operating income was $409 million (15% of gross profit), Adjusted Operating Income was $480 million (18% margin), net income attributable to common stockholders was $462 million, and Adjusted EBITDA was $833 million. Diluted EPS was $0.74 and Adjusted Diluted EPS was $0.54. Square GPV grew 12% year over year to $67.2 billion, and Cash App monthly transacting actives reached 58 million in September. Management raised its 2025 outlook, now expecting gross profit of $10.243 billion (growth of over 15%) and Adjusted Operating Income of $2.056 billion (20% margin, growing nearly 28%). For the fourth quarter, the company expects gross profit of $2.755 billion (19% year-over-year growth) and Adjusted Operating Income of $560 million. The letter highlights growth in Cash App Borrow, with originations up 134% year over year, post-purchase BNPL on Cash App Card surpassing $3 billion in annualized originations in early October, and 8.3 million primary banking actives, up 18%. Block also repurchased 5.3 million Class A shares for $403 million in the quarter and issued $2.2 billion of senior notes. Investors should note that operating expenses rose to $2.25 billion, with transaction, loan, and consumer receivable losses up 89% year over year on a GAAP basis, reflecting growth in lending volumes. Management attributes the Q3 gross profit beat and raised guidance to Square's accelerating GPV growth and Cash App's gross profit per transacting active growth of 25%. The company will report fourth-quarter 2025 results on February 26, 2026.
Block 8-K Report, Executive Changes (Aug 21, 2025)
Block, Inc. (XYZ) filed a Current Report on Form 8-K on August 21, 2025, disclosing a leadership change in its engineering organization. The filing states that Dhanji R. Prasanna, currently the Company's Engineering + Technology Lead, is shifting into a new role as Technology Lead, focused on the Company's technology strategy and frontier technologies. He will remain a member of the leadership team but will no longer be an executive officer of the Company. Arnaud Weber, who currently leads the Cash Engineering team, will succeed Mr. Prasanna as Engineering Lead, leading the engineering organization and operations. His appointment is subject to receipt of the required regulatory approvals. The filing also notes that Block has adopted a distributed work model and therefore has no formal headquarters, with the listed address serving as its principal executive office for SEC purposes. For investors, the key takeaway is a change in the executive officer roster within engineering: Mr. Prasanna's departure from executive officer status and Mr. Weber's planned elevation to lead engineering and operations. The filing does not report financial results or quantify any financial impact.
Block 8-K Report, Material Agreement (Aug 18, 2025)
Block, Inc. (NYSE: XYZ) filed this Form 8-K to report the completion of a senior notes offering. On August 13, 2025, the company entered into a purchase agreement with Goldman Sachs & Co. LLC, as representative of the initial purchasers, for the sale of $1.2 billion of 5.625% Senior Notes due 2030 and $1.0 billion of 6.000% Senior Notes due 2033, in private placements under Rule 144A and Regulation S. The aggregate principal amount was increased from the previously announced offering size of $1.5 billion. On August 18, 2025, the company entered into indentures for both series with The Bank of New York Mellon Trust Company, N.A., as trustee. The notes pay interest semi-annually on February 15 and August 15, beginning February 15, 2026. Block may redeem the 2030 Notes before August 15, 2027, and the 2033 Notes before August 15, 2028, at par plus a make-whole premium, and may redeem either series at specified prices thereafter. Upon a change of control triggering event, the company must offer to repurchase the notes at 101% of principal plus accrued interest. The indentures restrict the company and its domestic restricted subsidiaries from creating certain liens, entering sale and lease-back transactions, incurring or guaranteeing certain indebtedness, and consolidating, merging, or conveying substantially all assets, subject to stated exceptions. The company states that it intends to use the net proceeds for general corporate purposes, which may include repaying or repurchasing existing debt, potential acquisitions and strategic transactions, capital expenditures, investments, and working capital. The filing also furnishes two press releases dated August 13, 2025: one announcing the $1.5 billion offering and one announcing the upsize and pricing to $2.2 billion.
Block 8-K Report, Financial Results (Aug 7, 2025)
Block, Inc. (NYSE: XYZ) reported second-quarter 2025 results in a Shareholder Letter furnished as Exhibit 99.1 to this Form 8-K. Gross profit was $2.54 billion, up 14% year over year, with Cash App gross profit of $1.50 billion (up 16%) and Square gross profit of $1.03 billion (up 11%). Operating income was $484 million (19% of gross profit), and Adjusted Operating Income was $550 million (22% margin). Net income attributable to common stockholders was $538 million, and diluted EPS was $0.87, compared with $0.31 a year earlier. Adjusted EBITDA was $891 million. Management raised its full-year 2025 guidance, now expecting gross profit of $10.17 billion (growth of over 14% year over year) and full-year Adjusted Operating Income of $2.03 billion, a 20% margin. For the third quarter, it expects gross profit of $2.60 billion (16% growth) and Adjusted Operating Income of $460 million, an 18% margin. Management also said it expects gross profit growth to accelerate further, exiting 2025 at 19% year-over-year growth, with Borrow as the most meaningful contributor in the second half. During the quarter, Block repurchased 12.5 million Class A shares for $692 million and had $1.5 billion remaining under its repurchase authorization as of June 30, 2025. Total liquidity was $8.5 billion. The company also noted that Borrow loans originated through its industrial bank are now classified as held for investment, shifting related cash flows from operating to investing activities. Management plans to discuss its cash generation capabilities at Investor Day.
Block 8-K Report, Executive Changes (Jun 20, 2025)
On June 17, 2025, Block, Inc. (XYZ) held its 2025 annual meeting of stockholders, where holders of Class A and Class B common stock voted on five proposals. Stockholders representing 402,392,097 Class A votes (including CDI votes) and 597,846,410 Class B votes were present in person or by proxy, together representing 86.52% of the voting power entitled to vote, which constituted a quorum. Class B shares carry ten votes per share, and the record date was April 21, 2025. Stockholders elected three Class I directors, Jack Dorsey, Paul Deighton, and Neha Narula, to serve until the 2028 annual meeting. They also approved, on an advisory basis, the compensation of the named executive officers, ratified Ernst & Young LLP as the independent registered public accounting firm for fiscal 2025, approved the Block, Inc. 2025 Equity Incentive Plan, and approved the Block, Inc. Amended and Restated 2015 Employee Stock Purchase Plan. The board had approved the equity incentive plan and the amended ESPP subject to stockholder approval. Summaries of both plans appear in the company's definitive proxy statement filed April 25, 2025. The filing also states that Block has adopted a distributed work model and therefore has no formal headquarters. The address listed on the cover is its principal executive office, which SEC rules require it to identify.
Block 8-K Report, Financial Results (May 1, 2025)
Block, Inc. (NYSE: XYZ) reported first-quarter 2025 results in a Shareholder Letter furnished as Exhibit 99.1 to this Form 8-K. Gross profit was $2.29 billion, up 9% year over year. Cash App gross profit was $1.38 billion, up 10%, and Square gross profit was $898 million, up 9%. Management said Cash App gross profit growth came in below its expectations, driven by softer inflows and Cash App Card spend than forecasted, and that changes in consumer spending as the quarter progressed drove most of the miss. Operating income was $329 million, a 14% margin on gross profit, and Adjusted Operating Income was $466 million, a 20% margin. Net income attributable to common stockholders was $190 million, and diluted EPS was $0.30. Adjusted EBITDA was $813 million. The company lowered its 2025 outlook to $9.96 billion of gross profit, 12% growth, and $1.90 billion of Adjusted Operating Income, a 19% margin. For the second quarter, it expects gross profit of $2.45 billion, 9.5% growth, and Adjusted Operating Income of $450 million. Management expects growth to accelerate in the second half, with low-double-digit gross profit growth in the third quarter and mid-teens growth in the fourth quarter. The acceleration depends on expanding Cash App Borrow, including its nationwide availability after FDIC approval for Square Financial Services to issue consumer loans, and on Cash App Afterpay and marketing investment. Management also said the company remains focused on the Rule of 40 framework. Capital position was solid. In the quarter, Block repurchased 6.8 million Class A shares for $445 million, leaving $2.2 billion of a $4 billion authorization available. The company ended the quarter with $9.2 billion of total liquidity, including $8.5 billion in cash, cash equivalents, restricted cash, and marketable debt securities. Trailing twelve-month net cash provided by operating activities was $1.4 billion, and Adjusted Free Cash Flow was $1.5 billion.
Block 8-K Report, Financial Results (Feb 20, 2025)
Block, Inc. (XYZ) filed this Form 8-K on February 20, 2025 to furnish its Shareholder Letter (Exhibit 99.1) reporting fourth-quarter and fiscal 2024 results. For fiscal 2024, gross profit was $8.89 billion, up 18% year over year, with Cash App gross profit of $5.24 billion (up 21%) and Square gross profit of $3.60 billion (up 15%). GAAP operating income was $892 million, a 10% margin on gross profit, while Adjusted Operating Income was $1.61 billion, an 18% margin. Net income attributable to common stockholders was $2.90 billion, which includes $1.9 billion of one-time income tax benefits. Fourth-quarter gross profit was $2.31 billion, up 14%, and operating income fell to $13 million, reflecting contingencies, restructuring and other charges tied to litigation and regulatory matters. Management's 2025 outlook calls for gross profit of $10.22 billion (at least 15% growth) and Adjusted Operating Income of $2.10 billion, or about a 21% margin, implying a Rule of 35.5. The company expects gross profit growth to accelerate through the year, with a more pronounced acceleration at Cash App driven by the February 2025 rollout of Afterpay on Cash App Card and expanded Cash App Borrow eligibility. Management plans to raise go-to-market investment by more than 20% and expects to exit 2025 at a Rule of 40 run rate, with Rule of 40 still targeted for 2026. The letter also gives a Q1 2025 outlook of $2.32 billion gross profit (11% growth) and $430 million Adjusted Operating Income. The letter notes that results are preliminary until the company files its Form 10-K, and that the company is continuing negotiations with the New York Department of Financial Services over its compliance program, one of its remaining state money transmitter regulators. Share repurchases totaled $1.17 billion for fiscal 2024, and $2.7 billion remained under the $4 billion authorization as of December 31, 2024.
Block 8-K Report, Executive Changes (Feb 6, 2025)
Block, Inc. (NYSE: XYZ) filed this Current Report on Form 8-K dated February 6, 2025 to report that its Board of Directors increased the size of the Board from nine to ten directors and elected Anthony Eisen as a Class III director, effective February 6, 2025. The filing states that Mr. Eisen is not expected to serve on any Board committees at this time. He is co-founder of Afterpay and, since January 2025, CEO of Reshop, a privately held financial technology company where he also serves as Chairman. He previously served as co-lead of Afterpay from January 2022, when Block acquired Afterpay Limited, until November 2024, and as co-CEO of Afterpay before the acquisition. The Board selected Mr. Eisen for his financial services and fintech expertise, specifically in Buy Now, Pay Later services, and for his experience as a co-founder of Afterpay. He will receive the standard compensation for non-employee directors under the Company's Outside Director Compensation Policy and has executed the Company's standard form of indemnification agreement. The filing states there is no arrangement or understanding under which he was selected, no family relationships with any director or executive officer, and no direct or indirect material interest in any related-person transaction requiring disclosure under Item 404(a) of Regulation S-K. The accompanying press release (Exhibit 99.1) announces the appointment and quotes Mr. Eisen and Chairman Jack Dorsey, describing Afterpay as having reached over 400,000 merchants and more than 24 million customers. For investors, the filing is a board-composition change rather than a financial disclosure; it contains no financial results or guidance.
Block 8-K Report, Financial Results (Nov 7, 2024)
Block, Inc. (NYSE: XYZ) furnished a Shareholder Letter under Item 2.02 reporting third-quarter 2024 results for the period ended September 30, 2024. Total net revenue was $5.98 billion, up 6% year over year, and $3.55 billion excluding bitcoin revenue, up 11%. Gross profit grew 19% year over year to $2.25 billion, with Cash App gross profit up 21% to $1.31 billion and Square gross profit up 16% to $932 million. Operating income was $323 million versus a loss of $10 million a year earlier, net income attributable to common stockholders was $284 million, or $0.45 diluted EPS, and Adjusted EBITDA was $807 million, up 69% year over year. Adjusted EPS was $0.88 on a diluted basis. The letter devotes much of its focus to the company's lending products: Square Loans, Afterpay buy now, pay later, and Cash App Borrow. It states that Block has underwritten more than $22 billion in Square Loans globally with aggregate loss rates below 3%, that Afterpay consumers have spent over $72 billion on the platform since acquisition, and that historical loss rates are approximately 1% on BNPL, under 3% on Cash App Borrow, and 4% or less on Square Loans. The company also states that its strategy aims to minimize Block capital committed to these products. On guidance, Block raised its full-year 2024 Adjusted Operating Income outlook to at least $1.56 billion (from $1.44 billion) and Adjusted EBITDA to $3.00 billion (from $2.90 billion), while keeping gross profit at at least $8.89 billion. For Q4 2024 it guided gross profit to $2.31 billion. The company reiterated its goal of achieving Rule of 40 in 2026 and gave preliminary 2025 outlook for gross profit growth of at least 15%. It is scaling back investment in TIDAL and winding down TBD, while investing in bitcoin mining and Bitkey.
Block 8-K Report, Financial Results (Aug 1, 2024)
Block, Inc. reported second-quarter 2024 results with gross profit of $2.23 billion, up 20% year over year, and total net revenue of $6.16 billion, up 11%. Cash App generated gross profit of $1.30 billion, up 23%, and Square generated $923 million, up 15%. Operating income was $307 million compared with a loss of $132 million in the second quarter of 2023. Net income attributable to common stockholders was $195 million, or $0.31 per diluted share, and Adjusted EBITDA was $759 million, compared with $384 million a year earlier. The company also reported a $70 million remeasurement loss on its bitcoin investment in the quarter. The company raised its full-year 2024 outlook, now expecting gross profit of at least $8.89 billion, or 18% growth, up from a prior $8.78 billion, and Adjusted Operating Income of at least $1.44 billion, up from a prior $1.30 billion. The shareholder letter attributes the raise to second-quarter outperformance and improved expectations for the rest of the year. For the third quarter, the company expects gross profit of $2.22 billion, or 17% growth. In Item 8.01, the board approved an increase to the company's previously announced $1.0 billion share repurchase program, which has been completed, by authorizing up to an additional $3.0 billion of Class A common stock. The filing states that repurchases are not obligated and may be suspended at any time. The shareholder letter also announces that Nick Molnar, CEO and co-founder of Afterpay, will lead a centralized sales function across Block, including Square, reporting to Jack Dorsey.
Block 8-K Report, Shareholder Vote Results (Jun 21, 2024)
Block, Inc. filed this Current Report on Form 8-K to report the voting results from its 2024 annual meeting of stockholders, held on June 18, 2024. Stockholders elected two Class III directors, Randall Garutti and Mary Meeker, to serve until the 2027 annual meeting. They also approved, on an advisory basis, the compensation of the company's named executive officers and ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024. At the start of the meeting, 434,568,984 votes of Class A common stock (including votes of CDIs) and 601,036,410 votes of Class B common stock were present in person or by proxy. The filing states these together represented 89.06% of the voting power entitled to vote, which constituted a quorum. Class A holders had one vote per share and Class B holders had ten votes per share on each proposal, and the two classes voted as a single class. The say-on-pay proposal received 939,399,385 votes for, 20,783,583 against and 454,576 abstentions, with 74,972,831 broker non-votes. The auditor ratification received 1,033,493,000 votes for, 1,594,743 against and 522,632 abstentions. The filing also notes that the company has adopted a distributed work model and therefore has no formal headquarters, and that the address listed is its principal executive office as required by SEC rules.
Block 8-K Report, Material Agreement (May 9, 2024)
On May 6, 2024, Block, Inc. (NYSE: SQ) priced and agreed to sell $2.0 billion aggregate principal amount of its 6.50% Senior Notes due 2032 in private placements to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. The offering was upsized from the previously announced $1.5 billion. The Indenture, dated May 9, 2024, was entered into with The Bank of New York Mellon Trust Company, N.A., as trustee, and the sale was expected to settle on May 9, 2024. The Notes mature on May 15, 2032, pay interest semi-annually on May 15 and November 15 beginning November 15, 2024, and may be redeemed at any time before May 15, 2027 at 100% of principal plus a make-whole premium, with specified redemption prices thereafter. Upon a change of control triggering event, Block must offer to repurchase the Notes at 101% of principal plus accrued interest. The Indenture includes covenants restricting liens, sale and lease-back transactions, certain indebtedness, and certain consolidations, mergers, or asset transfers, subject to exceptions. Block stated it intends to use the net proceeds for general corporate purposes, which may include repaying debt under its existing notes, potential acquisitions and strategic transactions, capital expenditures, investments, and working capital.
Block 8-K Report, Financial Results (May 2, 2024)
Block, Inc. reported first-quarter 2024 results in a Shareholder Letter furnished as Exhibit 99.1 to this Form 8-K. Gross profit grew 22% year over year to $2.09 billion, with Cash App gross profit up 25% to $1.26 billion and Square gross profit up 19% to $820 million. Operating income was $250 million, Adjusted Operating Income was $364 million, and net income attributable to common stockholders was $472 million. Adjusted EBITDA rose 91% year over year to $705 million. The company states that net income included a $233 million remeasurement gain on its bitcoin investment, and that total net revenue of $5.96 billion rose 19%, or 14% excluding bitcoin revenue of $2.73 billion. Management raised its full-year 2024 outlook to gross profit of at least $8.78 billion (17% growth), Adjusted EBITDA of $2.76 billion, and Adjusted Operating Income of $1.30 billion (15% margin). The prior gross profit outlook was $8.65 billion. For the second quarter, the company expects gross profit of $2.165 billion to $2.185 billion, growth of 16% to 17%, and Adjusted Operating Income of $305 million to $325 million. The company reiterated a Rule of 40 target for 2026 and reported a Rule of 32 for its updated full-year outlook, up from at least Rule of 29 previously. The letter also covers the company's bitcoin strategy. Block states that it holds approximately 8,038 bitcoins with a fair value of $573 million, compared with a $220 million investment, and that it will invest 10% of monthly gross profit from bitcoin products into bitcoin purchases. Q1 capital return included $252 million of Class A share repurchases, leaving $591 million authorized. Liquidity was $8.0 billion at quarter end.
Block 8-K Report, Executive Changes (Apr 15, 2024)
Block, Inc. (XYZ) filed this Current Report on Form 8-K on April 15, 2024, disclosing a board change and noting that the company has adopted a distributed work model and therefore has no formal headquarters. The address given in the filing is its principal executive office, which SEC rules require it to identify. Under Item 5.02, Sharon Rothstein informed the company on April 10, 2024 that she will not stand for re-election as a Class III director at the 2024 annual meeting of stockholders, expected to take place on June 18, 2024. She will continue to serve until her current term ends on the date of that meeting. The filing states her decision was driven by a desire to devote more time to other professional and personal activities, and not by any disagreement with the company on its operations, policies or practices. The company anticipates that the Board will shrink from ten to nine directors, effective at the Annual Meeting. For investors, the filing reports a routine governance change with no stated disagreement or financial impact.
Block 8-K Report, Material Agreement (Apr 1, 2024)
On March 29, 2024, Block, Inc. (formerly known as Square, Inc.) entered into the Eighth Amendment to its Revolving Credit Agreement with its lenders and Goldman Sachs Bank USA, as administrative agent. The amendment modifies the Amended Credit Agreement, which originally dated from May 1, 2020 and had been amended seven times before, most recently by the Seventh Amendment dated June 9, 2023. The purpose of the Revolver Amendment is to give Block and its subsidiaries additional flexibility with respect to warehouse facilities, securitization facilities, and receivables financings involving accounts receivable or other rights to payment. The filing describes the change only in these terms and does not state the amended borrowing terms, amounts, or pricing. The Revolver Amendment is filed as Exhibit 10.1 and is incorporated by reference, and the filing also includes the cover page interactive data file (Exhibit 104). Item 2.03 incorporates the Item 1.01 disclosure by reference, so the amendment is also treated as the creation of a direct financial obligation for reporting purposes.
Block 8-K Report, Financial Results (Feb 22, 2024)
Block, Inc. filed this Form 8-K on February 22, 2024 to furnish its Shareholder Letter (Exhibit 99.1) announcing fourth-quarter and full-year 2023 results. For the full year 2023, total net revenue was $21.92 billion, up 25% year over year, and gross profit was $7.50 billion, up 25% year over year. Operating loss was $279 million (compared to $625 million in 2022), Adjusted Operating Income was $351 million, net income attributable to common stockholders was $10 million, and Adjusted EBITDA was $1.79 billion, up 81% year over year. In the fourth quarter, gross profit was $2.03 billion, up 22% year over year, and net income attributable to common stockholders was $178 million, which included a $207 million bitcoin remeasurement gain. Operating expenses included a $132 million goodwill impairment related to TIDAL, $70 million of severance and related expenses, and $34 million of lease impairment restructuring expenses. The letter sets out a Cash App strategy centered on banking its existing base: converting the 56 million monthly transacting actives into primary banking users, serving families, and building a social bank, with an emphasis on U.S. growth and inflows per active rather than new markets. Management said it operates under an absolute cap of 12,000 employees and is focused on reaching Rule of 40 in 2026. The 2024 initial guidance calls for gross profit of at least $8.65 billion (up at least 15%), Adjusted Operating Income of at least $1.15 billion, and Adjusted EBITDA of at least $2.63 billion. The company also noted a $350 million processor deposit that reduced full-year 2023 Adjusted Free Cash Flow, which was $515 million. For investors, the key takeaways are the swing toward operating profitability on an adjusted basis, the strong growth in Cash App Borrow and BNPL activity, and a 2024 plan that prioritizes profitable growth over actives growth, with management stating its objective of improving on the Rule of 29 achieved in 2023.
Block 8-K Report, Executive Changes (Feb 9, 2024)
Block, Inc. filed this Form 8-K on February 9, 2024 to report the resignation of director Larry Summers. Mr. Summers informed the company that he is resigning from the Board of Directors, effective immediately, to devote more time to his other professional and personal commitments. The filing states that his resignation is not the result of any disagreement with the company on matters relating to its operations, policies or practices. The filing also notes that the company has adopted a distributed work model and therefore has no formal headquarters; the address listed is the principal executive office required under SEC rules. The Board thanked Mr. Summers for more than a decade of service and valuable contributions to the company. This is a governance-related disclosure with no financial results, guidance, or transaction terms included in the filing itself, so for investors the key takeaway is the board departure and the stated absence of any disagreement.
Block 8-K Report, Financial Results (Nov 2, 2023)
On November 2, 2023, Block, Inc. furnished a Shareholder Letter (Exhibit 99.1) reporting third-quarter 2023 results, along with a board authorization to repurchase up to $1.0 billion of Class A common stock. In the quarter, total net revenue was $5.62 billion, up 24% year over year, and excluding bitcoin revenue was $3.19 billion, up 16%. Gross profit was $1.90 billion, up 21%, with Cash App gross profit of $984 million (up 27%) and Square gross profit of $899 million (up 15%). Operating loss was $10 million, net loss attributable to common stockholders was $29 million ($0.05 per share), Adjusted Operating Income was $90 million, and Adjusted EBITDA was $477 million, compared with $327 million a year earlier. Adjusted EPS was $0.55 on a diluted basis. Management stated it is pursuing an investment framework requiring a believable path to Gross Profit Retention above 100% and Rule of 40 on Adjusted Operating Income for Block and each ecosystem, and expects to reach Rule of 40 in 2026. The company raised its 2023 outlook, now projecting gross profit of $7,439 million to $7,459 million, Adjusted EBITDA of $1,660 million to $1,680 million, and Adjusted Operating Income of $205 million to $225 million, up from prior Adjusted EBITDA guidance of $1,500 million and Adjusted Operating Income guidance of $25 million. For 2024 it projects Adjusted EBITDA of $2,400 million and Adjusted Operating Income of $875 million. The letter also announces an absolute cap of 12,000 employees and a change in segment reporting that moves the BNPL platform fully under Cash App beginning in the fourth quarter of 2023. The repurchase authorization is intended to offset a portion of dilution from stock-based compensation, and the company states that repurchases may be suspended at any time. Investors should note that the letter reports share-based compensation of $345.7 million in the quarter, which is a large component of the gap between GAAP and non-GAAP profitability.
Block 8-K/A Report, Executive Changes (Oct 27, 2023)
Block, Inc. (XYZ) filed this Current Report on Form 8-K to amend its prior 8-K filed on July 27, 2023. That earlier report disclosed that the Company's Board of Directors had elected Neha Narula as a new director, but at that time her Board committee assignments had not been determined. This amendment reports that on October 26, 2023, the Board appointed Ms. Narula to the Nominating and Corporate Governance Committee, effective immediately. The filing is administrative in nature and reports a governance update rather than financial results or operational developments. It contains no financial figures. The cover page also notes that the Company has adopted a distributed work model and therefore has no formal headquarters, with the listed address serving as its principal executive office for SEC purposes. For investors, the principal takeaway is that the newly seated director now has a defined committee role, with the Nominating and Corporate Governance Committee responsible for board composition and governance matters. The filing does not describe any change in compensation, strategy, or other officer or director arrangements.
Block 8-K Report, Executive Changes (Sep 18, 2023)
Block, Inc. disclosed in this Current Report that Alyssa Henry, its Square Chief Executive Officer, will depart the Company effective October 2, 2023. The filing states that Ms. Henry has worked at Block for over nine years and made significant contributions during that time. No replacement for the Square CEO role is named in the filing. Following her departure, Jack Dorsey, the Company's Block Head and Chairperson, will also serve as the Square Head. This consolidates leadership of the Square business under Mr. Dorsey, who already holds the Block Head and Chairperson positions. The filing also notes that Block has adopted a distributed work model and therefore has no formal headquarters, with the listed address serving as its principal executive office for SEC purposes. The 8-K does not include any financial results, guidance, or compensation terms for the executive transition.
Block 8-K Report, Financial Results (Aug 3, 2023)
Block, Inc. reported second-quarter 2023 results in a Shareholder Letter furnished as Exhibit 99.1 to this Form 8-K. Gross profit was $1.87 billion, up 27% year over year, with Square generating $888 million (up 18%) and Cash App generating $968 million (up 37%). Total net revenue was $5.53 billion, up 26%, and revenue excluding bitcoin was $3.14 billion, up 20%. The company reported a GAAP operating loss of $132 million, Adjusted Operating Income of $25 million (an Adjusted Operating Income margin of 1%), and a net loss attributable to common stockholders of $123 million, or $0.20 per share. Adjusted EBITDA was $384 million, compared with $187 million in the prior-year quarter. Management raised its 2023 outlook. Adjusted EBITDA guidance was increased to $1,500 million from $1,360 million, and Adjusted Operating Income guidance was raised to $25 million from a previous ($115 million) loss. The company guided to third-quarter 2023 non-GAAP operating expenses of $1,550 million and stated that preliminary July 2023 gross profit grew 21% year over year. Liquidity ended the quarter at $7.5 billion, after a $462 million cash payment to settle the 2023 Convertible Notes that matured in May 2023. Operating metrics showed continued engagement. Cash App had 54 million monthly transacting actives in June, up 15% year over year, and peer-to-peer volume was $53 billion, up 18%. Square GPV was $54.15 billion, up 12%, and Square Banking gross profit was $167 million, up 24%. GAAP operating expenses rose 19% year over year to $2.00 billion, driven in part by product development and general and administrative headcount costs.
Block 8-K Report, Executive Changes (Jul 27, 2023)
Block, Inc. (NYSE: XYZ, formerly trading as SQ per the filing's press release) filed this Current Report on Form 8-K on July 27, 2023 to disclose the election of Neha Narula to its Board of Directors. The Board increased its size from eleven to twelve directors and elected Ms. Narula as a Class I director, effective July 27, 2023. The filing states she is not expected to serve on any Board committees at this time. Ms. Narula has served as Director of the Digital Currency Initiative at the MIT Media Lab since January 2017 and previously was a senior software engineer at Google. She currently serves on the Federal Reserve Bank of New York's Innovation Advisory Council. The Company states she was selected for her experience building fast, scalable distributed systems and databases, focused on Bitcoin and open source technology. She will receive standard non-employee director compensation under the Outside Director Compensation Policy and has executed the Company's standard indemnification agreement. The filing also states there is no arrangement or understanding under which she was selected, no family relationships with any director or executive officer, and no material interest in any related-party transaction required to be disclosed under Item 404(a) of Regulation S-K. The filing includes a press release dated July 27, 2023 announcing the appointment, which quotes Jack Dorsey, identified as Block Head and Chairman.
Block 8-K Report, Executive Changes (Jul 11, 2023)
Block, Inc. filed this Current Report on Form 8-K, dated July 11, 2023, to report a board departure. Under Item 5.02, the filing states that on July 5, 2023, Darren Walker informed the company that he is resigning as a member of its board of directors, effective August 1, 2023, in order to devote more time to his other professional and personal commitments. The filing states that the resignation is not the result of any disagreement with the company on matters relating to its operations, policies or practices, and that the board thanked Mr. Walker for his service and contributions. The filing also notes that the company has adopted a distributed work model and therefore has no formal headquarters; the address shown is its principal executive office, which it is required to identify under SEC rules. The filing contains no financial results, guidance, or other financial metrics. For investors, the event is a routine governance change: a single independent director's departure with no stated dispute or accounting concern, and no replacement director or committee changes are disclosed in this filing.
Block 8-K Report, Shareholder Vote Results (Jun 15, 2023)
Block, Inc. filed this Form 8-K to report the results of its 2023 annual meeting of stockholders, held June 13, 2023. Stockholders elected four Class II directors (Roelof Botha, Amy Brooks, Shawn Carter, and James McKelvey) to serve until the 2026 annual meeting. Votes for Botha were 826,026,937, with 115,032,731 withheld; Brooks received 823,821,202 votes for and 117,238,466 withheld; Carter received 908,855,598 for and 32,204,070 withheld; and McKelvey received 914,255,417 for and 26,804,251 withheld. Each nominee was duly elected. Stockholders also approved, on an advisory basis, the compensation of the named executive officers, with 921,380,090 votes for, 18,879,690 against, and 799,888 abstentions. They ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023, with 1,018,602,316 votes for, 720,206 against, and 978,815 abstentions. A stockholder proposal regarding diversity and inclusion disclosure was rejected, receiving 139,610,531 votes for, 798,419,776 against, and 3,029,361 abstentions. At the start of the meeting, holders of 88.74% of the voting power entitled to vote were present in person or by proxy, constituting a quorum. Class B common stock carried ten votes per share, and Class A and Class B voted as a single class on all matters.
Block 8-K Report, Material Agreement (Jun 9, 2023)
Block, Inc. (formerly known as Square, Inc.) filed this Current Report on June 9, 2023 to disclose that it entered into the Seventh Amendment to its Revolving Credit Agreement with lenders party thereto and Goldman Sachs Bank USA, as administrative agent. The amendment extends the maturity date of the revolving loans to June 9, 2028 and adds unsecured revolving loan commitments of up to $175 million, increasing total revolving commitments under the agreement to up to $775 million. Under the amended facility, revolving loans bear interest at either Term SOFR plus a margin of 1.25% to 1.75%, or a base rate plus a margin of 0.25% to 0.75%, with the margin in each case depending on Block's total net leverage ratio. Block must also pay a commitment fee of 0.10% to 0.20% per annum on the undrawn portion, again depending on its total net leverage ratio. The filing states that the full $775 million of revolving commitments currently remains undrawn. For investors, the filing mainly signals extended and expanded committed liquidity, with no borrowings outstanding at the time of filing. The full terms are in Exhibit 10.1, the Seventh Amendment to Revolving Credit Agreement.
Block 8-K Report, Financial Results (May 4, 2023)
Block, Inc. reported first-quarter 2023 results in a Shareholder Letter furnished as Exhibit 99.1 to this Item 2.02 report. Total net revenue was $4.99 billion, up 26% year over year, and excluding bitcoin revenue, revenue was $2.83 billion, up 27%. Gross profit was $1.71 billion, up 32%, and on a combined company basis grew 27%. Cash App gross profit was $931 million, up 49%, and Square gross profit was $770 million, up 16%. Operating loss was $6 million, Adjusted Operating Income was $51 million, and net loss attributable to common stockholders was $17 million, or $0.03 per share. Adjusted EBITDA was $368 million, compared with $195 million in the prior-year quarter, and diluted Adjusted EPS was $0.40. The company raised its 2023 outlook. Adjusted EBITDA guidance is now $1,360 million, up from a previous $1,300 million, and Adjusted Operating Income (Loss) guidance is ($115) million, improved from a previous ($150) million. For the second quarter, Block non-GAAP operating expenses are expected to be $1,565 million, an increase of $200 million quarter over quarter. Preliminary April 2023 gross profit growth was 24% year over year, the same as the combined company figure. The company reported $7.6 billion in available liquidity at March 31, 2023. Operating metrics showed continued user and volume growth. Cash App had 53 million monthly transacting actives in March, and inflows per transacting active were $1,136, up 8% year over year and quarter over quarter. Cash App Card had 20 million monthly actives, up 34%. Square GPV was $46.22 billion, up 17%. Transaction, loan, and consumer receivables losses were $128 million, up 40%, driven mainly by Square Loans volume growth and Cash App Card transactions.
Block 8-K Report, Financial Results (Feb 23, 2023)
Block, Inc. (XYZ) furnished a Shareholder Letter as Exhibit 99.1 to this Form 8-K, announcing financial results for the fourth quarter and fiscal year ended December 31, 2022. For the full year 2022, total net revenue was $17.53 billion, down 1% year over year, while excluding bitcoin revenue it was $10.42 billion, up 36% year over year. Gross profit was $5.99 billion for the full year, up 36% year over year, and $1.66 billion in the fourth quarter, up 40% year over year. The company reported a full-year 2022 operating loss of $625 million and a net loss attributable to common stockholders of $541 million, or $0.93 per share, while full-year Adjusted EBITDA was $991 million and Adjusted EPS was $1.00. The letter highlights growth across both ecosystems. Square gross profit was $801 million in the fourth quarter, up 22% year over year, and Cash App gross profit was $848 million, up 64% year over year. The BNPL platform acquired through Afterpay on January 31, 2022 contributed $588 million of gross profit for the full year 2022. Cash App had 51 million monthly transacting actives in December 2022, and the company reported $7.5 billion in available liquidity at year-end. For 2023, the company guided to Adjusted EBITDA of $1,300 million and Adjusted Operating Income of ($150) million, and expects Adjusted EBITDA margin and Adjusted Operating Income margin to each expand by at least one percentage point year over year and year over year, respectively. The letter also provided preliminary January and February 2023 gross profit growth of 33% for Block, and stated that Q1 2023 non-GAAP operating expenses are expected to be $1,430 million.
Block 8-K Report, Executive Changes (Jan 12, 2023)
Block, Inc. (XYZ) filed this Current Report on Form 8-K under Item 5.02, disclosing a leadership change in its legal function. On January 9, 2023, Sivan Whiteley, the Chief Legal Officer and Corporate Secretary, informed the company of her intention to resign, with the resignation effective February 16, 2023. The filing notes she has worked at Block for nearly ten years and made significant contributions during that time. Block named its current General Counsel, Chrysty Esperanza, as Interim Chief Legal Officer and Corporate Secretary, effective upon Ms. Whiteley's resignation. The filing states that Ms. Whiteley will continue to provide transition support and advisory services through April 7, 2023, with no changes to her compensation. For investors, this is a routine executive transition with no financial figures disclosed. The filing indicates continuity in legal leadership through an interim appointment from within the existing legal team and a transition period for the departing officer. The cover page also states that the company does not designate a headquarters location because it has adopted a distributed work model.
Block 8-K Report, Financial Results (Nov 3, 2022)
Block, Inc. (NYSE: SQ) furnished a Shareholder Letter on November 3, 2022 announcing results for the third quarter ended September 30, 2022. Total net revenue was $4.52 billion, up 17% year over year, and gross profit was $1.57 billion, up 38% year over year. Excluding bitcoin revenue, total net revenue was $2.75 billion, up 36%. The company reported a GAAP net loss attributable to common stockholders of $15 million, or $0.02 per share, which it says was affected by $56 million of amortization of acquired intangible assets and a $2 million bitcoin impairment loss. Adjusted EPS was $0.42 on a diluted basis, a $0.18 increase year over year, and Adjusted EBITDA was $327 million compared with $233 million a year earlier. Growth was led by the Cash App and Square ecosystems. Cash App gross profit was $774 million, up 51% year over year, and Square gross profit was $783 million, up 29%. Both figures include contributions from the BNPL platform acquired with Afterpay. Excluding the BNPL platform, gross profit was $1.42 billion, up 25% year over year. Cash App Card had nearly 18 million monthly actives in September, and transacting actives reached more than 49 million. The company ended the quarter with $7.1 billion in available liquidity and said it expects Q4 2022 non-GAAP operating expenses of $1,465 million. Preliminary October gross profit growth was 37% year over year. The letter also contains forward-looking statements, including guidance on fourth-quarter operating expenses and the expected quarterly amortization of intangible assets of approximately $57 million. The company will report fourth-quarter 2022 results on February 23, 2023. The information in Item 2.02 is furnished and not deemed filed under the Exchange Act.
Block 8-K Report, Bylaw Amendment (Oct 21, 2022)
Block, Inc. filed this Form 8-K on October 21, 2022 to report amendments to its bylaws. On October 20, 2022, the Board of Directors approved Amended and Restated Bylaws, effective that same day. The filing states the amendments align the bylaws with changes to the Delaware General Corporation Law, covering stockholder meeting notice delivery, the definition of "public announcement," board action by written consent, and captive insurance provisions. The bylaws were also amended to change provisions on stockholder director nominees to address the SEC's universal proxy rules, to clarify the appointment, election and removal of officers, and to make other clarifying, conforming and ministerial changes. The complete Amended Bylaws are filed as Exhibit 3.1 to this report. The filing contains no financial results or financial statement information. The cover page also states that Block does not designate a headquarters location because it has adopted a distributed work model.
Block 8-K Report, Financial Results (Aug 4, 2022)
Block, Inc. (NYSE: SQ) filed this Form 8-K on August 4, 2022 to furnish its Shareholder Letter (Exhibit 99.1) announcing results for the second quarter ended June 30, 2022. Total net revenue was $4.40 billion, down 6% year over year, driven by a decline in bitcoin revenue. Excluding bitcoin revenue, total net revenue was $2.62 billion, up 34% year over year, and excluding bitcoin and the BNPL platform acquired through Afterpay, it was $2.41 billion, up 23%. Gross profit was $1.47 billion, up 29% year over year, with Square and Cash App each generating $755 million and $705 million respectively. The company reported a GAAP net loss attributable to common stockholders of $208 million, or $0.36 per share, compared with net income of $204 million in the prior-year quarter. Adjusted EBITDA was $187 million versus $360 million a year earlier, and Adjusted EPS was $0.18 on a diluted basis, a $0.31 decrease year over year. Operating expenses rose 66% year over year to $1.68 billion, including $39 million of amortization of acquired intangibles, primarily related to Afterpay. Transaction, loan, and consumer receivable losses were $157 million, up 225%, driven mainly by BNPL consumer receivables and growth in Square GPV. Management stated that it expects third-quarter non-GAAP operating expenses to rise by approximately $75 million compared with the second quarter, or about $65 million excluding the BNPL platform. For July, management expects Square GPV to be up 18% year over year. The letter also highlights the Afterpay integration, with in-person BNPL launched for sellers in the U.S. and Australia, and Cash App Borrow reaching more than 1 million monthly actives in June. Liquidity totaled $6.8 billion at quarter end, including $6.2 billion in cash, cash equivalents, restricted cash, and marketable debt securities. The company will report third-quarter 2022 results on November 3, 2022.
Block 8-K Report, Shareholder Vote Results (Jun 17, 2022)
Block, Inc. (XYZ) filed this Form 8-K to report the voting results from its 2022 annual meeting of stockholders, held on June 14, 2022. Holders of 399,824,002 shares of Class A common stock and 61,103,641 shares of Class B common stock were present in person or by proxy, representing 89% of the combined voting power and constituting a quorum. Stockholders voted on five proposals, each described in the company's definitive proxy statement filed April 28, 2022. Stockholders re-elected Jack Dorsey and Paul Deighton as Class I directors to serve until the 2025 annual meeting. They approved, on an advisory basis, the compensation of the named executive officers, with 917,287,237 votes for, 13,795,648 against, and 752,817 abstaining. On the frequency of future say-on-pay votes, one year received 928,590,330 votes, and the board determined that such advisory votes will be held every year. The next required frequency vote will take place no later than the 2028 annual meeting. Stockholders also ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2022, with 1,009,847,565 votes for. A stockholder proposal regarding a change in stockholder voting was rejected, receiving 260,042,860 votes for and 670,888,261 against. The filing notes the company does not designate a headquarters location because it has adopted a distributed work model.
Block 8-K Report, Financial Results (May 5, 2022)
Block, Inc. (NYSE: SQ) furnished a Shareholder Letter with its results for the first quarter ended March 31, 2022, as Exhibit 99.1 to this Item 2.02 report. Total net revenue was $3.96 billion, down 22% year over year, driven by a decrease in bitcoin revenue; excluding bitcoin, total net revenue was $2.23 billion, up 44% year over year. Gross profit was $1.29 billion, up 34% year over year. Excluding bitcoin and Afterpay, revenue was $2.10 billion, up 36% year over year. Afterpay, acquired January 31, 2022, contributed $130 million of revenue and $92 million of gross profit in the quarter, split evenly between the Square and Cash App ecosystems. The company reported a GAAP net loss attributable to common stockholders of $204 million, or $0.38 per share, compared with net income of $39 million in the prior-year quarter. The letter cites several Afterpay-related items: $42 million of one-time deal and integration expenses, $31 million of amortization of acquired intangibles, and $66 million of one-time accelerated stock-based compensation, partly offset by a $50 million unrealized gain on equity investments. Excluding these items, the net loss was $114 million. Adjusted EBITDA was $195 million versus $236 million a year earlier, and Adjusted EPS was $0.18 diluted versus $0.41 in the prior-year period. Looking ahead, the company said that for Q2 2022 it expects non-GAAP operating expenses to rise by approximately $245 million versus Q1, or about $180 million excluding Afterpay. For April, it expects Square GPV to be up 29% year over year. The company ended the quarter with $6.9 billion in available liquidity.
Block 8-K Report, Bylaw Amendment (Apr 22, 2022)
Block, Inc. filed this Current Report on Form 8-K to disclose changes to its governance structure and to the title of its founder, Jack Dorsey. Effective April 20, 2022, the Company adopted amendments to its second amended and restated bylaws. The amendments remove the requirement to have an officer with the title of Chief Executive Officer and President, and provide that the principal executive officer can also exercise any authority granted to the Chief Executive Officer and President. The amended and restated bylaws are filed as Exhibit 3.1. The bylaw change relates to a title change for Mr. Dorsey. On April 20, 2022, at his request, his title changed from "Chief Executive Officer, President and Chairperson" to "Block Head and Chairperson," effective immediately. The filing states there will be no changes to his roles and responsibilities, and he will continue to serve as principal executive officer of the Company. The filing reports no financial results, operational metrics, or new financial commitments. For investors, the primary takeaway is a change in executive titles and bylaws, with the Company stating that Mr. Dorsey's duties remain unchanged. The filing also states that the Company does not designate a headquarters location because it has adopted a distributed work model.
Block 8-K/A Report, Executive Changes (Apr 22, 2022)
Block, Inc. (XYZ) filed this Form 8-K amendment to correct the record on a prior disclosure. The filing amends its Current Report on Form 8-K filed on January 31, 2022, which had reported that the Board of Directors elected Sharon Rothstein as a new director. At the time of that election, her Board committee appointments had not yet been determined. The key update in this filing is that on April 20, 2022, the Board appointed Ms. Rothstein to the Compensation Committee, effective immediately. This is a governance change affecting the composition of a Board committee, and the filing does not report any financial results, guidance, or other operational information. The filing is brief and its primary significance for investors is limited to board governance. The filing also states that the Company does not designate a headquarters location because it has adopted a distributed work model.
Block 8-K Report, Executive Changes (Apr 15, 2022)
Block, Inc. disclosed under Item 5.02 that directors David Viniar and Anna Patterson informed the company on April 11, 2022, that they will not stand for re-election as Class I members of the Board of Directors at the 2022 annual meeting of stockholders, expected to take place on June 14, 2022. Both will continue to serve through the end of their current term, which ends on the date of the Annual Meeting. The filing states that their decision was made to devote more time to other professional and personal activities and was not the result of any disagreement with the company on its operations, policies or practices. Mr. Viniar also noted that his decision was motivated in part by an increasing potential for competitive overlap with other boards. The company anticipates that the Board will decrease in size from thirteen to eleven directors, effective at the Annual Meeting. The Board thanked both directors for their service and contributions. The filing describes no other changes to officers or compensatory arrangements.
Block 8-K/A Report, Exhibit Filing (Apr 11, 2022)
Block, Inc. (XYZ) filed this Amendment No. 1 on Form 8-K/A to its Original Form 8-K filed January 31, 2022, which reported the completion of its acquisition of Afterpay Limited. This amendment supplies only the financial statements and pro forma financial information required under Item 9.01, and reports no other updates to the Original Form 8-K. The pro forma information is presented for informational purposes only and does not represent actual results had the companies combined during the periods shown. The filing includes Afterpay's unaudited consolidated financial statements as of December 31, 2021 and for the six months ended December 31, 2021 and 2020 (Exhibit 99.2), showing total income of A$644.9 million for the six months ended December 31, 2021 (versus A$417.2 million a year earlier), a loss after tax of A$345.5 million, and total assets of A$3.72 billion. Afterpay's audited financial statements for the years ended June 30, 2021, 2020 and 2019 are incorporated by reference from Annex B to Block's October 5, 2021 proxy statement. The filing also provides Block's unaudited pro forma condensed combined financial statements as of and for the year ended December 31, 2021 (Exhibit 99.3), which show pro forma total net revenue of $18.49 billion, a pro forma net loss attributable to common stockholders of $368.1 million, and pro forma basic and diluted loss per share of $(0.64). The pro forma balance sheet reflects preliminary purchase consideration of $13.84 billion, goodwill of $11.65 billion and acquired intangible assets of $2.03 billion, all subject to change as Block has not finalized its valuation analysis. For investors, the key takeaway is the scale of the transaction relative to Block's historical balance sheet and the preliminary, provisional nature of the purchase price allocation.
Block 8-K Report, Corporate Update (Apr 4, 2022)
Block, Inc. disclosed in an April 4, 2022 Form 8-K that it recently determined a former employee downloaded certain reports of its subsidiary Cash App Investing LLC on December 10, 2021 that contained some U.S. customer information. The employee had regular access to these reports through past job responsibilities, but the reports were accessed without permission after their employment ended. The information included full name and brokerage account number, and for some customers also brokerage portfolio value, portfolio holdings and/or stock trading activity for one trading day. The reports did not include usernames or passwords, Social Security numbers, dates of birth, payment card information, addresses, bank account information, or any security code, access code, or password used to access Cash App accounts. Other Cash App products and features (other than stock activity) and customers outside the United States were not impacted. Cash App Investing is contacting approximately 8.2 million current and former customers about the incident. The Company and its outside counsel launched an investigation with a leading forensics firm, and the Company is notifying applicable regulatory authorities and has notified law enforcement. The investigation is not yet complete. Based on its preliminary assessment, the Company does not currently believe the incident will have a material impact on its business, operations, or financial results, though it states that future costs associated with the incident are difficult to predict. For investors, the key takeaways are the scope of affected customer data (stock account information rather than credentials or government identifiers), the approximately 8.2 million customers being notified, and management's preliminary view that the incident is not expected to be material. Investors should monitor the ongoing investigation, regulatory follow-up, and any updated disclosures on costs, as the filing notes that the investigation is ongoing and that the forward-looking statements carry risks tied to it.
Block 8-K Report, Agreement Terminated (Mar 8, 2022)
Block, Inc. (XYZ) filed this Current Report on Form 8-K to disclose under Item 1.02 (Termination of a Material Definitive Agreement) that its wholly owned subsidiary, Afterpay Limited ("Afterpay"), redeemed 100% of the principal amount of its A$1.5 billion Zero Coupon Convertible Notes due 2026 (the "SGX Notes"). The redemption occurred on March 4, 2022 (Hong Kong Time) / March 3, 2022 (Pacific Standard Time). The redemption was triggered by the election of the SGX Notes holders, who required Afterpay to redeem the notes under the terms of the trust deed dated March 12, 2021, between Afterpay and The Hongkong and Shanghai Banking Corporation Limited as trustee. Following the redemption, Afterpay satisfied and discharged its obligations under the Trust Deed, subject to certain terms that survive termination. For investors, the filing reports the retirement of a A$1.5 billion convertible debt obligation of Afterpay through holder-elected redemption. The filing itself does not describe the financing source for the redemption or its effect on the company's financial results.