Listed

Rocket Companies, Inc.: Form 10-Q for the period ended Sep 30, 2026

Filed with the SEC on Oct 30, 2026 and accepted by EDGAR at Oct 30, 2026, 07:31 ET.

Share

Management's discussion and analysis

As filed, 64,205 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The following management’s discussion and analysis of our financial condition and results of operations should be read in conjunction with, and is qualified in its entirety by reference to, our unaudited Condensed Consolidated Financial Statements and the related notes and other information included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC. This discussion and analysis contains forward-looking statements that involve risks and uncertainties which could cause our actual results to differ materially from those anticipated in these forward-looking statements, including, but not limited to, risks and uncertainties discussed under the heading “Special Note Regarding Forward-Looking Statements,” and in Part I. Item 1A. “Risk Factors” in our Form 10-K and elsewhere in this Form 10-Q.

Special Note Regarding Forward-Looking Statements

This Form 10-Q contains forward-looking statements, which involve risks and uncertainties. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this Form 10-Q, our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management and expected market growth are forward-looking statements. As you read this Form 10-Q, you should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions, including those described under the heading “Risk Factors” in this Form 10-Q. Although we believe that these forward-looking statements are based upon reasonable assumptions, you should be aware that many factors, including those described under the heading “Risk Factors” in this Form 10-Q, could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements.

Our forward-looking statements made herein are made only as of the date of this Form 10-Q. We expressly disclaim any intent, obligation or undertaking to update or revise any forward-looking statements made herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this Form 10-Q.

Objective

The following discussion provides an analysis of the Company’s financial condition, cash flows and results of operations from management’s perspective and should be read in conjunction with the consolidated financial statements and notes thereto included in Part I, Item 1 of this Quarterly Report on Form 10-Q. Our objective is to provide a discussion of events and uncertainties known to management that are reasonably likely to cause the reported financial information not to be indicative of future operating results or of future financial condition and to also offer information that provides an understanding of our financial condition, cash flows and results of operations.

Executive Summary

We are a Detroit-based homeownership platform including mortgage, real estate and personal finance businesses. We are committed to delivering industry-best client experiences through our AI-powered, vertically integrated homeownership platform. Our full suite of products empowers our clients across financial wellness, personal loans, home search, mortgage finance, title and closing. We believe our widely recognized “Rocket” brand is synonymous with simple, fast, affordable and trusted digital experiences.

Recent Developments

Business Trends

Home affordability remained challenged in the third quarter of 2026 as the 30-year fixed mortgage rate rose over 80 basis points, from 6.43% in early July to 7.28% at the end of September, the highest rate since late 2023. Several developments drove the increase. Inflation was above the Federal Reserve’s 2% target, due in part to higher energy prices associated with the ongoing conflict in the Middle East, while spending on AI infrastructure added to inflationary pressures. On September 16, the Federal Reserve raised the federal funds target range by 25 basis points to a range of 3.75% to 4.00%, its first increase since July 2023. The rate increase, along with greater government and corporate borrowing that increased debt supply relative to demand, contributed to a sharp 80 basis point increase in the 10-year Treasury yield to 5.3%, the highest level since 2002.

Higher interest rates impacted both purchase and refinance activity. Existing home sales fell below a 4-million-unit annualized pace, and mortgage applications softened over the course of the quarter. These factors contributed to a smaller mortgage market in the third quarter compared to the second quarter.

Acquisitions and Up-C Collapse

On June 30, 2025, we completed the Up-C Collapse to simplify our organizational and capital structure. On July 1, 2025, we completed our all-stock acquisition of Redfin. On October 1, 2025, we completed our all-stock acquisition of Mr. Cooper. Integration continues to proceed as expected. Refer to Note 1, Business, Basis of Presentation and Significant Accounting Policies and Note 2, Acquisitions to our Condensed Consolidated Financial Statements included in this Form 10-Q.

Three months ended September 30, 2026 summary

We generated $43.6 billion in total closed mortgage loan origination volume, an increase of $11.2 billion, or 35%, compared to $32.4 billion in 2025. Our Net income for the period was $709 million, an increase of $833 million, compared to Net loss of $124 million in 2025. We generated Adjusted EBITDA of $748 million, an increase of $399 million, compared to $349 million in 2025. For more information on Adjusted EBITDA, please see “Non-GAAP Financial Measures” below.

Nine months ended September 30, 2026 summary

We generated $137.4 billion in total closed mortgage loan origination volume, an increase of $54.3 billion, or 65%, compared to $83.1 billion in 2025. Our Net income for the period was $1.2 billion, an increase of $1.5 billion, compared to a Net loss of $302 million in 2025. We generated Adjusted EBITDA of $2.3 billion, an increase of $1.6 billion, compared to $690 million in 2025. For more information on Adjusted EBITDA, please see “Non-GAAP Financial Measures” below.

Non-GAAP Financial Measures ($ In Millions, Except Share and Per Share Amounts)

To provide investors with information in addition to our results as determined by GAAP, we disclose Adjusted revenue, Adjusted net income, Adjusted diluted earnings per share and Adjusted EBITDA as non-GAAP measures which management believes provide useful information to investors. We believe the presentation of our non-GAAP financial measures provides useful information to investors regarding our results of operations because each measure assists both investors and management in analyzing and benchmarking the performance and value of our business. Accordingly, management believes that these measurements are useful for comparing general operating performance from period to period, and management relies on these measures for planning and forecasting of future periods. Additionally, these measures allow management to compare our results with those of other companies that have different financing and capital structures. Our non-GAAP financial measures are not calculated in accordance with GAAP and should not be considered as a substitute for Total revenue, net, Net income (loss), or any other operating performance measure calculated in accordance with GAAP. Other companies may define non-GAAP financial measures differently, and as a result, our non-GAAP financial measures may not be directly comparable to those of other companies. Our non-GAAP financial measures provide indicators of performance that are not affected by fluctuations in certain costs or other items.

We define “Adjusted revenue” as Total revenue, net of the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges). We define “Adjusted net income” as Tax-effected Net income (loss) before Share-based compensation expense, the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), Acquisition-related expenses, Amortization of acquired intangible assets, Litigation accrual, Tax impact of adjustments, and Other adjustments as applicable. We define “Adjusted diluted earnings per share” as Adjusted net income divided by the Adjusted diluted weighted average shares outstanding which includes Diluted weighted average Participating Common Stock outstanding and the Assumed pro forma conversion of Class D shares for the applicable period presented. We define “Adjusted EBITDA” as Net income (loss) before Bond interest expense, Provision for (benefit from) income taxes, Depreciation and amortization, Share-based compensation expense, Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), Acquisition-related expenses, Amortization of acquired intangible assets, Litigation accrual and Other adjustments.

We exclude from each of our non-GAAP financial measures the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), as this represents a non-cash non-realized adjustment to our Total revenue, net, reflecting changes in market interest rates and assumptions, including OAS and prepayment speeds, which are not indicative of our performance or results of operations. We also exclude gains or losses on sales of MSRs during the period and effects of contractual prepayment protection associated with sales of MSRs. Further, we exclude the Amortization of acquired intangible assets from Adjusted net income and Adjusted EBITDA. The intangible assets related to the Acquisitions were recorded as part of purchase accounting and the related amortization recorded over their useful lives represents a fixed non-cash expense that is not indicative of our ongoing performance or results of operations. Adjusted EBITDA includes interest expense on secured financing which is recorded as a component of Interest expense, as these expenses are a direct cost driven by loan origination volume. By contrast, Bond interest expense is a function of our capital structure and is therefore excluded from Adjusted EBITDA.

In determining our non-GAAP provision for income taxes, which can differ significantly from our GAAP provision for income taxes, we apply a long-term projected non-GAAP tax rate that excludes certain significant, non-recurring and period-specific income tax effects, such as changes in judgment or estimates of tax matters related to prior years, changes in the valuation allowance related to deferred tax assets, changes in tax laws, and changes to our business structure including impacts from business combinations. The application of a long-term non-GAAP tax rate helps us assess the core profitability of our business operations and compare to our historical operating results. In arriving at the long-term non-GAAP tax rate used in fiscal year 2026, we evaluated our structure after the Up-C Collapse in 2025 and projections and currently available information for fiscal year 2026 through 2028. In projecting this long-term non-GAAP tax rate, we utilized a three-year financial projection that excludes the direct and indirect income tax effects of the other non-GAAP adjustments reflected above including tax impacts related to nondeductible executive equity compensation. Additionally, we considered our current operating structure and other factors such as our existing and potential tax positions in various jurisdictions and key legislation in major jurisdictions where we operate. The projected long-term non-GAAP tax rate could be subject to change for several reasons, including significant changes in our geographic earnings mix or in application of tax laws in major jurisdictions in which we operate. As such, we periodically re-evaluate the appropriateness of the long-term non-GAAP tax rate and may adjust for significant changes.

Our definitions of each of our non-GAAP financial measures allow us to add back certain cash and non-cash expenses, and deduct certain gains that are included in calculating Total revenue, net, Net income (loss) attributable to Rocket Companies or Net income (loss). However, these expenses and gains vary greatly, and are difficult to predict. From time to time in the future, we may include or exclude other items if we believe that doing so is consistent with the goal of providing useful information to investors.

Although we use our non-GAAP financial measures to assess the performance of our business, such use is limited because they do not include certain material costs necessary to operate our business. Our non-GAAP financial measures can represent the effect of long-term strategies as opposed to short-term results. Our presentation of our non-GAAP financial measures should not be construed as an indication that our future results will be unaffected by unusual or nonrecurring items. Our non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Because of these limitations, our non-GAAP financial measures should not be considered as measures of discretionary cash available to us to invest in the growth of our business or as measures of cash that will be available to us to meet our obligations.

Limitations to our non-GAAP financial measures include, but are not limited to:

(a) they do not reflect every cash expenditure, future requirements for capital expenditures or contractual commitments;

(b) Adjusted EBITDA does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt;

(c) although Depreciation and amortization are non-cash expenses, the assets being depreciated and amortized will often have to be replaced or require improvements in the future, and Adjusted revenue, Adjusted net income and Adjusted EBITDA do not reflect any cash requirement for such replacements or improvements; and

(d) they are not adjusted for all non-cash income or expense items that are reflected in our Condensed Consolidated Statements of Cash Flows.

We compensate for these limitations by using our non-GAAP financial measures along with other comparative tools, together with U.S. GAAP measurements, to assist in the evaluation of operating performance. See below for reconciliation of our non-GAAP financial measures to their most comparable U.S. GAAP measures. Additionally, our U.S. GAAP-based measures can be found in the Condensed Consolidated Financial Statements and related notes included elsewhere in this Form 10-Q.

Reconciliation of Adjusted revenue to Total revenue, net

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Total revenue, net $3,284 $1,695 $9,009 $4,248
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (1) (710) 178 (852) 417
Adjusted revenue $2,574 $1,873 $8,157 $4,665

(1) Reflects changes in market interest rates and assumptions, including OAS and prepayment speeds, cost to service per loan, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs.

Reconciliation of Adjusted net income to Net income (loss) attributable to Rocket Companies

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Net income (loss) attributable to Rocket Companies $709 $(124) $1,236 $(136)
Net loss impact from pro forma conversion of Class D common shares to Class A common shares (1) — — — (166)
Adjustment to income taxes (2) 5 (14) (15) 14
Tax-effected Net income (loss) $714 $(138) $1,221 $(288)
Share-based compensation expense (3) 84 69 262 160
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (4) (710) 178 (852) 417
Acquisition-related expenses (5) 113 96 291 158
Amortization of acquired intangible assets (6) 113 49 338 49
Litigation accrual (7) — — 28 —
Tax impact of adjustments (8) 102 (97) (20) (196)
Other adjustments (9) 3 1 14 13
Adjusted net income $419 $158 $1,282 $313

(1) Reflects net loss to Class A common shares from pro forma exchange and conversion of corresponding shares of our Class D common shares held by non-controlling interest holders during the nine months ended September 30, 2025. Class D common shares were surrendered and retired on June 30, 2025, the date the Up-C Collapse was effectuated.

(2) Refer to Adjustment for Income taxes paragraph above for discussion on the adjustment to income taxes.

Rocket Companies is subject to U.S. Federal income taxes, in addition to state, local and foreign taxes with respect to its allocable share of any net taxable income or loss of Holdings LP. The Adjustment to income taxes reflects the difference between (a) the income tax computed using the effective tax rates below applied to the Income (loss) before income taxes based upon Rocket Companies, Inc. owning 100% of the non-voting common interest units of Holdings LP for the periods presented and (b) the Provision for (benefit from) income taxes for the periods presented.

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Net income (loss) attributable to Rocket Companies $709 $(124) $1,236 $(136)
Net loss impact from pro forma conversion of Class D common shares to Class A common shares — — — (166)
Net loss attributable to non-controlling interest — — (1) —
Provision for (benefit from) income taxes 249 (61) 404 (81)
Income (loss) before income taxes $958 $(185) $1,639 $(383)
Effective income tax rate for Adjusted income (loss) before income taxes 25.60% 24.80% 25.60% 24.74%
Adjusted (Provision for) benefit from income taxes $(244) $47 $(419) $95
Provision for (benefit from) income taxes 249 (61) 404 (81)
Adjustment to income taxes $5 $(14) $(15) $14
Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Statutory U.S. Federal Income Tax Rate 21.00% 21.00% 21.00% 21.00%
Foreign taxes 0.01 0.01 0.01 0.01
State and local income taxes (net of federal benefit) 4.59 3.79 4.59 3.73
Effective income tax rate for Adjusted net income 25.60% 24.80% 25.60% 24.74%

(3) The three and nine months ended September 30, 2025 exclude share-based compensation expense related to the Redfin Acquisition, which is included in Acquisition-related expenses.

(4) Reflects changes in market interest rates and assumptions, including OAS and prepayment speeds, cost to service per loan, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs.

(5) Primarily consists of transaction costs associated with the Acquisitions and Up-C Collapse, such as integration costs (including professional service fees), debt financing fees related to the Bridge Facility and severance expense (including accelerated share-based compensation).

(6) Reflects amortization of intangible assets related to the Acquisitions.

(7) Reflects litigation accrual related to a specific legal matter recorded in 2026.

(8) Tax impact of adjustments gives effect to the income tax related to Share-based compensation expense, Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), Acquisition-related expenses, Amortization of acquired intangible assets, Litigation accrual and certain Other adjustments, at the effective tax rates for each period.

(9) Represents tax benefits due to the amortization of intangible assets and other tax attributes resulting from the historical purchases of Holdings Units, net of payment obligations under the TRA, change in equity investments and change in Tax receivable agreement liability.

Reconciliation of Adjusted diluted weighted average shares outstanding to Diluted weighted average Participating Common Stock outstanding

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Diluted weighted average Participating Common Stock outstanding 2,845,400,003 2,106,227,188 2,844,794,900 815,634,892
Assumed pro forma conversion of Class D shares (1) — — — 1,219,041,417
Adjusted diluted weighted average shares outstanding 2,845,400,003 2,106,227,188 2,844,794,900 2,034,676,309
Adjusted net income $419 $158 $1,282 $313
Adjusted diluted earnings per share $0.15 $0.07 $0.45 $0.15

(1) Reflects the pro forma exchange and conversion of anti-dilutive Class D common shares to Class A common shares. For the nine months ended September 30, 2025, Class D common shares were anti-dilutive and are excluded from the Diluted weighted average Participating Common Stock outstanding in the table above. Class D common shares were surrendered and retired on June 30, 2025, the date the Up-C Collapse was effectuated.

Reconciliation of Adjusted EBITDA to Net income (loss)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Net income (loss) $709 $(124) $1,235 $(302)
Bond interest expense (1) 154 111 435 195
Provision for (benefit from) income taxes 249 (61) 404 (81)
Depreciation and amortization (2) 34 30 100 84
Share-based compensation expense (3) 84 69 262 160
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (4) (710) 178 (852) 417
Acquisition-related expenses (5) 113 96 291 158
Amortization of acquired intangible assets (6) 113 49 338 49
Litigation accrual (7) — — 28 —
Other adjustments (8) 2 1 11 10
Adjusted EBITDA $748 $349 $2,252 $690

(1) Bond interest expense reflects interest incurred on the Company’s Senior Notes, recognized within Interest expense on the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

(2) Excludes the impact of amortization of intangible assets related to the Acquisitions, which is included as a separate adjustment line.

(3) The three and nine months ended September 30, 2025 exclude share-based compensation expense related to the Redfin Acquisition, which is included in Acquisition-related expenses.

(4) Reflects changes in market interest rates and assumptions, including OAS and prepayment speeds, cost to service per loan, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs.

(5) Primarily consists of transaction costs associated with the Acquisitions and Up-C Collapse, such as integration costs (including professional service fees), debt financing fees related to the Bridge Facility and severance expense (including accelerated share-based compensation).

(6) Reflects amortization of intangible assets related to the Acquisitions.

(7) Reflects litigation accrual related to a specific legal matter recorded in 2026.

(8) Reflects change in equity investments and change in Tax receivable agreement liability.

Key Performance Indicators

We monitor key performance indicators and operating metrics across our business to evaluate performance and trends.

Mortgage origination metrics, including net rate lock volume and gain on sale margin, provide insight into the performance of our Direct to Consumer, Rocket Pro, and Correspondent channels.

Direct to Consumer: Rocket originates mortgage loans directly with homebuyers and homeowners, including new clients, existing servicing clients, and clients referred through enterprise partnerships, while managing the end-to-end experience across new mortgage financing.

Rocket Pro (Wholesale): Independent mortgage brokers, community banks, and credit unions originate loans for their clients using Rocket’s origination platform, fulfillment capabilities, and products while maintaining their own customer relationships and branding.

Correspondent: Rocket purchases closed mortgage loans from approved third-party originators and financial institutions that have been underwritten in accordance with investor guidelines.

Operating metrics for our mortgage servicing portfolio include UPB, total number of loans serviced, and metrics that might impact MSR valuation.

We operate other businesses that include Rocket Close (title and closing), Rocket Money (personal financial management), Redfin (real estate brokerage), and Rocket Loans (personal loans). Each of these businesses operates a distinct business model and has unique operating metrics.

The following summarizes key performance indicators of the business:

($ in millions)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
DTC net rate lock volume $22,127 $24,601 $78,011 $59,044
Rocket Pro net rate lock volume 8,246 11,227 30,842 31,330
Net rate lock volume excluding Correspondent $30,373 $35,828 $108,853 $90,374
Correspondent net rate lock volume 9,981 — 27,926 —
Net rate lock volume (1) $40,354 $35,828 $136,779 $90,374
DTC gain on sale margin 4.31% 3.62% 4.13% 3.86%
Rocket Pro gain on sale margin 0.70% 0.99% 0.89% 0.88%
Gain on sale margin excluding Correspondent 3.33% 2.80% 3.21% 2.83%
Correspondent gain on sale margin 0.15% —% 0.16% —%
Gain on sale margin (2) 2.54% 2.80% 2.59% 2.83%

($ in millions, Units in thousands)

Servicing Portfolio Data September 30, 2026 2025
Total serviced UPB (includes subserviced) $2,007,176 $613,146
MSRs UPB of loans serviced $1,201,476 $537,972
UPB of loans subserviced and temporarily serviced $805,700 $75,174
Total loans serviced (includes subserviced) 9,086 2,865
Number of MSRs loans serviced 6,321 2,664
Number of loans subserviced and temporarily serviced 2,765 201
MSR fair value multiple (3) 5.81 4.82
Total servicing portfolio delinquency rate (60+) 1.52% 1.41%
Net client retention rate (trailing twelve months) (4) 98% 98%
Actual prepayment speed (5) 10.05% 9.50%

(Units in thousands)

Select Other Rocket Companies Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Rocket Close closings (units) 91 79 281 199
Rocket Money paying subscribers (6) 5,061 4,498 5,061 4,498
Rocket Loans closed (units) 30 23 87 59
Redfin real estate transactions 17 N/A 50 N/A

(1) Net rate lock volume represents the UPB of IRLCs and LPCs for the period, net of the pull-through factor, as described in the 2025 Form 10-K.

(2) Gain on sale margin is calculated by dividing Gain on sale of loans, net by the net rate lock volume for the period. A detailed description of the components of Gain on sale of loans, net can be found in the 2025 Form 10-K. For purposes of calculating this metric, gain on sale revenue includes all those components, but excludes revenues from Rocket Loans, changes in the investor reserve, and fair value adjustments on repurchased loans held on our balance sheet, such as early buyouts.

(3) MSR fair value multiple represents the relative value of the MSR asset in relation to the annualized retained servicing fee, which is the cash that the holder of the MSR asset would receive from the portfolio as of such date. It is calculated as the quotient of (a) the MSR fair market value as of a specified date divided by (b) the weighted average annualized retained servicing fee for our MSR portfolio as of such date. The weighted average annualized servicing fee for our MSR portfolio was 0.29% and 0.28% as of September 30, 2026 and 2025, respectively.

(4) This metric measures our retention across a greater percentage of our client base versus our recapture rate. We define “net client retention rate” as the number of clients that were active at the beginning of a period and which remain active at the end of the period, divided by the number of clients that were active at the beginning of the period. This metric excludes clients whose loans were sold during the period as well as clients to whom we did not actively market to due to contractual prohibitions or other business reasons. We define “active” as those clients who do not pay off their mortgage with us and originate a new mortgage with another lender during the period.

(5) Actual prepayment speed represents the percentage of the unpaid principal balance of loans in the mortgage servicing portfolio that were voluntarily or involuntarily paid ahead of their scheduled amortization during the nine months ended September 30, 2026 and 2025.

(6) Units presented as of period end.

Description of Certain Components of Financial Data

Refer to the 2025 Form 10-K for the year ended December 31, 2025 for the complete Description of Certain Components of Financial Data. Additionally, refer to Revenue Recognition in Note 1, Business, Basis of Presentation and Significant Accounting Policies for details about the components of revenue and the reclassification of certain interest-type activities.

Components of revenue

Our sources of revenue include Gain on sale of loans, net, Loan servicing income (loss), net, Interest income and Other income.

Components of operating expenses

Our operating expenses as presented in the Summary of Operations include Salaries, commissions and team member benefits, General and administrative expenses, Marketing and advertising expenses, Interest expense, Depreciation and amortization, and Other expenses.

Results of Operations

Summary of Operations

($ in millions)

Revenue Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Gain on sale of loans, net $1,028 $1,027 $3,609 $2,615
Servicing fee income 1,032 413 3,181 1,215
Change in fair value of MSRs, net 156 (480) (945) (1,128)
Interest income 550 290 1,640 728
Other income 518 445 1,524 818
Total revenue, net 3,284 1,695 9,009 4,248
Expenses
Salaries, commissions and team member benefits 935 875 3,064 2,108
General and administrative expenses 559 355 1,662 903
Marketing and advertising expenses 253 274 889 826
Interest expense 359 235 1,082 499
Depreciation and amortization 147 79 438 133
Other expenses 73 62 235 162
Total expenses 2,326 1,880 7,370 4,631
Income (loss) before income taxes 958 (185) 1,639 (383)
(Provision for) benefit from income taxes (249) 61 (404) 81
Net income (loss) 709 (124) 1,235 (302)
Net loss attributable to non-controlling interest — — 1 166
Net income (loss) attributable to Rocket Companies $709 $(124) $1,236 $(136)

Gain on sale of loans, net

The components of Gain on sale of loans, net for the periods presented were as follows:

($ in millions)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Net gain on sale of loans (1) $307 $740 $1,271 $1,452
Fair value of originated MSRs 726 386 2,173 994
Provision for investor reserves (1) (3) (5) (6)
Unrealized change in fair value of the Pipeline (659) 4 (725) 429
Realized and unrealized change in fair value of Pipeline hedges 655 (100) 895 (254)
Gain on sale of loans, net $1,028 $1,027 $3,609 $2,615

(1) Net gain on sale of loans represents the premium we receive in excess of the loan principal amount and certain fees charged by investors upon sale of loans into the secondary market, plus net origination fees.

The table below provides details of the characteristics of our mortgage loan production:

($ in millions)

Mortgage Loan Origination Data: Closed loan volume by type: Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Conventional Conforming $22,824 $18,416 $76,323 $47,235
FHA/VA 12,757 8,314 37,441 21,231
Non-Agency 8,041 5,683 23,636 14,587
Total closed loan volume $43,622 $32,413 $137,400 $83,053
Closed loan volume by channel:
DTC closed loan volume $24,566 $21,813 $79,402 $53,346
Rocket Pro closed loan volume 8,960 10,600 31,068 29,707
Correspondent closed loan volume 10,096 — 26,930 —
Total closed loan volume $43,622 $32,413 $137,400 $83,053
Closed loan metrics:
Average loan amount (1) $286 $274 $301 $272
Weighted average loan-to-value ratio 73.96% 72.15% 73.38% 71.65%
Weighted average credit score 745 741 742 740
Weighted average loan rate 6.55% 6.62% 6.30% 6.72%
Percentage of loans sold:
To GSEs and government 81.20% 80.38% 82.08% 80.47%
To other counterparties 18.80% 19.62% 17.92% 19.53%
Servicing-retained 94.57% 90.90% 94.75% 91.40%
Servicing-released 5.43% 9.10% 5.25% 8.60%

(1) Average loan amount is presented in thousands.

Overview of the Gain on sale of loans, net table

At the time an IRLC is issued, an estimate of the Gain on sale of loans, net is recognized in the Unrealized change in fair value of the Pipeline component in the table above. Subsequent changes in the fair value of IRLCs and MLHFS are recognized in this same component as the loan progresses through closing, which is when the IRLC moves to a MLHFS (where it remains until sold into the secondary market). The goal of our Pipeline hedge strategy is to mitigate the impact of interest rate changes from the point of the IRLC through the sale of the loan. The Unrealized change in fair value of IRLCs and MLHFS each period is dependent on several factors, including mortgage origination volume, duration of the Pipeline, and movement of interest rates during that period as compared to the immediately preceding period. Loans originated during an increasing rate environment generally decrease in value and loans originated during a decreasing rate environment generally increase in value. When the mortgage loan is sold into the secondary market, any difference between the proceeds received and the current fair value of the loan is recognized as a realized gain on sale and moves from the Unrealized change in fair value of the Pipeline component, to the Net (loss) gain on sale of loans component in the table above. The component Realized and unrealized change in fair value related to the Pipeline hedges is intended to economically hedge (or offset) the various fair value adjustments that impact the Unrealized change in fair value of the Pipeline and the Net (loss) gain on sale of loans components. As a result, these three components should be evaluated in combination when evaluating Gain on sale of loans, net, as the sum of these components are primarily driven by net rate lock volume. Furthermore, at the point of sale of the loan, the Fair value of originated MSRs and the Provision for investor reserves are recognized each in their respective components shown above.

Three months ended September 30, 2026 summary

Gain on sale of loans, net was $1.0 billion, relatively flat compared to 2025.

Net gain on sale of loans, Unrealized change in fair value of the Pipeline, and Realized and unrealized change in fair value of Pipeline hedges was $303 million, a decrease of $341 million, or 53%, compared to $644 million in 2025. This decrease was primarily driven by a mix shift to Correspondent.

The Fair value of originated MSRs was $726 million, an increase of $340 million, compared to $386 million in 2025. The change was primarily driven by the increase in sold loan volume and MSR fair value multiple in the current period.

The Investor reserves liability balance was relatively flat in the current and prior period. The Provision for investor reserves was $1 million, comparable to $3 million in 2025.

Nine months ended September 30, 2026 summary

Gain on sale of loans, net was $3.6 billion, an increase of $1.0 billion, or 38%, compared to $2.6 billion in 2025, primarily driven by an increase in mortgage production.

Net gain on sale of loans, Unrealized change in fair value of the Pipeline, and Realized and unrealized change in fair value of Pipeline hedges was $1.4 billion, a decrease of $186 million, or 11%, compared to $1.6 billion in 2025. This decrease was primarily driven by a mix shift to Correspondent, partially offset by an increase in net rate lock volume in the current period.

The Fair value of originated MSRs was $2.2 billion, an increase of $1.2 billion, compared to $994 million in 2025. The change was driven by the increase in sold loan volume and MSR fair value multiple in the current period.

The Investor reserves liability balance was relatively flat in the current and prior period. The Provision for investor reserves was $5 million, comparable to $6 million, in 2025.

Loan servicing income (loss), net

For the periods presented, Loan servicing income (loss), net consisted of the following:

($ in millions)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Contractually specified servicing fees $889 $392 $2,711 $1,155
Subservicing income 99 4 313 11
Other ancillary income 44 17 157 49
Servicing fee income 1,032 413 3,181 1,215
Change in valuation model inputs or assumptions for MSRs and related liabilities 1,423 (185) 1,771 (471)
Change in fair value of MSR hedge (713) 7 (919) 54
Collection/realization of cash flows (554) (302) (1,797) (711)
Change in fair value of MSRs, net 156 (480) (945) (1,128)
Loan servicing income (loss), net $1,188 $(67) $2,236 $87

59

Three months ended September 30, 2026 summary

Loan servicing income, net was $1.2 billion, an increase of $1.3 billion, compared to Loan servicing loss, net of $67 million in 2025, due to the $619 million increase in Servicing fee income resulting from the larger average portfolio size during 2026, as well as the $636 million increase in Change in fair value of MSRs, net.

The $636 million increase in Change in fair value of MSRs, net was primarily driven by the increase in Change in valuation model inputs or assumptions for MSRs and related liabilities, partially offset by the Change in fair value of MSR hedge and the Collection/realization of cash flows. The increase in the Change in valuation model inputs or assumptions for MSRs and related liabilities and the decrease in Change in fair value of MSR hedge were primarily due to the increase in interest rates during the third quarter of 2026, compared to a decrease in the same period in 2025. The change in Collection/realization of cash flows was driven by the larger average portfolio size during 2026.

Nine months ended September 30, 2026 summary

Loan servicing income, net was $2.2 billion, an increase of $2.1 billion, compared to $87 million in 2025, primarily due to the $2.0 billion increase in Servicing fee income resulting from the larger average portfolio size during 2026, as well as the $183 million increase in Change in fair value of MSRs, net.

The $183 million increase in Change in fair value of MSRs, net was primarily driven by the increase in Change in valuation model inputs or assumptions for MSRs and related liabilities, partially offset by the Change in fair value of MSR hedge and Collection/realization of cash flows. The increase in Change in valuation model inputs or assumptions for MSRs and related liabilities, and decrease in Change in fair value of MSR hedge were primarily due to the increase in interest rates during the 2026 period, compared to a decrease in the same period in 2025. The change in Collection/realization of cash flows was driven by the larger average portfolio size during 2026.

MSRs and Subservicing Portfolio

The following table summarizes changes to MSRs and subservicing and other portfolio UPB:

($ in millions)

Three Months Ended September 30, 2026 MSRs Subservicing and Other Total
Balance at beginning of period $1,213,607 $803,104 $2,016,711
Additions:
Originations 42,013 1,880 43,893
Acquisitions/Increase in subservicing (1) 8,144 37,560 45,704
Deductions:
Dispositions/Decrease in subservicing (2) (22,651) (18,999) (41,650)
Principal reductions and other (13,677) (5,205) (18,882)
Voluntary reductions (3) (25,287) (12,139) (37,426)
Involuntary reductions (4) (651) (501) (1,152)
Net changes in loans serviced by others (22) — (22)
Balance at end of period $1,201,476 $805,700 $2,007,176

(1) Amount for Subservicing and Other UPB includes transfers from MSRs for MSRs sold with subservicing rights retained.

(2) Amount for MSRs UPB includes transfers to Subservicing and Other for MSRs sold with subservicing rights retained.

(3) Voluntary reductions are related to loan payoffs by customers.

(4) Involuntary reductions refer to loan defaults, loan liquidations and loan charge offs.

The following table provides a rollforward of MSRs and subservicing and other portfolio UPB:

($ in millions)

Nine Months Ended September 30, 2026 MSRs Subservicing and Other Total
Balance at beginning of period $1,290,325 $831,558 $2,121,883
Additions:
Originations 125,437 1,909 127,346
Acquisitions/Increase in subservicing (1) 28,595 165,471 194,066
Deductions:
Dispositions/Decrease in subservicing (2) (115,389) (124,691) (240,080)
Principal reductions and other (35,709) (21,438) (57,147)
Voluntary reductions (3) (90,130) (45,748) (135,878)
Involuntary reductions (4) (1,601) (1,349) (2,950)
Net changes in loans serviced by others (52) (12) (64)
Balance at end of period $1,201,476 $805,700 $2,007,176

(1) Amount for Subservicing and Other UPB includes transfers from MSRs for MSRs sold with subservicing rights retained.

(2) Amount for MSRs UPB includes transfers to Subservicing and Other for MSRs sold with subservicing rights retained.

(3) Voluntary reductions are related to loan payoffs by customers.

(4) Involuntary reductions refer to loan defaults, loan liquidations and loan charge offs.

Loan Servicing Data

MSRs metrics: September 30, 2026 2025
Weighted average loan interest rate 4.64% 4.52%
Weighted average annual service fee 0.29% 0.28%

Interest income

($ in millions)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Interest income $550 $290 $1,640 $728

Three months ended September 30, 2026 summary

Interest income was $550 million, an increase of $260 million, compared to $290 million in 2025. The increase was primarily driven by custodial deposit income associated with our larger average servicing portfolio in 2026, as well as higher mortgage loan origination volume.

Nine months ended September 30, 2026 summary

Interest income was $1.6 billion, an increase of $912 million, compared to $728 million in 2025. The increase was primarily driven by custodial deposit income associated with our larger average servicing portfolio in 2026, as well as higher mortgage loan origination volume.

Other income

The components of Other income for the periods presented were as follows:

($ in millions)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Real estate services revenue (1) $245 $237 $698 $262
Rocket Close revenue (2) 117 106 372 253
Rocket Money revenue 122 96 357 289
Other (3) 34 6 97 14
Total other income $518 $445 $1,524 $818

(1) Includes real estate brokerage services revenue, real estate referral services revenue, and Zillow partnership revenue.

(2) Includes all title and settlement services.

(3) Other consists of additional subsidiary and miscellaneous revenue.

Three months ended September 30, 2026 summary

Other income was $518 million, an increase of $73 million, compared to $445 million in 2025, primarily due to a $26 million increase in Rocket Money revenue associated with growth in paying subscribers and an $11 million increase in Rocket Close revenue, driven by higher mortgage loan origination volume.

Nine months ended September 30, 2026 summary

Other income was $1.5 billion, an increase of $706 million, compared to $818 million in 2025, driven by a $436 million increase in Real estate services revenue from incremental real estate transactions from Redfin. Additionally, there was a $119 million increase in Rocket Close revenue, driven by higher mortgage loan origination volume, and a $68 million increase in Rocket Money revenue associated with growth in paying subscribers.

Expenses

Expenses for the periods presented were as follows:

($ in millions)

Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Salaries, commissions and team member benefits $935 $875 $3,064 $2,108
General and administrative expenses 559 355 1,662 903
Marketing and advertising expenses 253 274 889 826
Interest expense 359 235 1,082 499
Depreciation and amortization 147 79 438 133
Other expenses 73 62 235 162
Total expenses $2,326 $1,880 $7,370 $4,631

62

Three months ended September 30, 2026 summary

Total expenses during the period were $2.3 billion, an increase of $446 million, or 24%, compared to 2025. General and administrative expenses were $559 million, an increase of $204 million, compared to $355 million in 2025, primarily driven by an increase in Acquisition-related expenses, as well as increased expenses associated with our larger servicing business driven by the Mr. Cooper Acquisition. Interest expense was $359 million, an increase of $124 million, compared to $235 million in 2025, primarily due to the interest associated with the secured facilities assumed in the Mr. Cooper Acquisition in the fourth quarter of 2025. Depreciation and amortization expenses were $147 million, an increase of $68 million, compared to $79 million in 2025, due to an increase in amortization of intangible assets associated with the Mr. Cooper Acquisition.

Nine months ended September 30, 2026 summary

Total expenses during the period were $7.4 billion, an increase of $2.7 billion, or 59%, compared to 2025. Salaries, commissions and team member benefits were $3.1 billion, an increase of $956 million, or 45%, compared to $2.1 billion, largely due to an increase in variable compensation driven by higher origination volume, as well as expenses associated with additional team members from the Acquisitions. General and administrative expenses were $1.7 billion, an increase of $759 million, compared to $903 million in 2025, primarily driven by variable costs associated with an increase in origination volume, increased expenses associated with our larger servicing business driven by the Mr. Cooper Acquisition, and an increase in Acquisition-related expenses during 2026. Interest expense was $1.1 billion, an increase of $583 million, compared to $499 million in 2025, driven by interest and amortization associated with the senior notes issued in June 2025 and the secured facilities assumed in the Mr. Cooper Acquisition, as well as increased utilization of mortgage loan funding facilities associated with higher origination volume. Depreciation and amortization expenses were $438 million, an increase of $305 million, compared to $133 million in 2025, due to an increase in amortization of intangible assets associated with the Acquisitions.

Summary results by segment

The discussion of results below reflects Mortgage, the Company’s one reportable segment, which was introduced in the second quarter of 2026. Prior-period information has been recast for comparability. For additional discussion, refer to Note 13, Segments of the notes to the Condensed Consolidated Financial Statements of this Form 10-Q.

The Mortgage segment includes our mortgage origination, servicing, title, closing and appraisal businesses, supporting clients throughout their homeownership journey. Our origination and servicing businesses are connected by our recapture engine, which extends client relationships beyond origination and creates opportunities to recapture clients’ future refinance and purchase transactions. The segment generates revenue from the origination, sale, and servicing of mortgage loans and from subservicing and servicing acquisition activities, as well as title and settlement services and appraisal management.

The CODM uses Contribution margin as the measure of profit or loss to assess performance and allocate resources to each segment. Contribution margin represents Total revenue, net, adjusted for the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) less Directly attributable expenses. Directly attributable expenses include Salaries, commissions and team member benefits, General and administrative expenses, Marketing and advertising expenses, Interest expense and Other expenses, such as mortgage servicing related expenses and expenses generated from Rocket Close (title and settlement services). See below for our overview and discussion of segment results for the three and nine months ended September 30, 2026 and 2025.

Mortgage Results

($ in millions)

Revenue Three Months Ended September 30, 2026 2025 Nine Months Ended September 30, 2026 2025
Gain on sale of loans, net $1,002 $1,002 $3,525 $2,552
Servicing fee income 1,026 410 3,167 1,210
Change in fair value of MSRs, net 160 (480) (938) (1,128)
Interest income 515 216 1,524 590
Other income 99 83 320 213
Total revenue, net 2,802 1,231 7,598 3,437
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (710) 178 (852) 417
Adjusted revenue $2,092 $1,409 $6,746 $3,854
Expenses
Salaries, commissions and team member benefits 392 405 1,293 1,066
General and administrative expenses 151 103 529 288
Marketing and advertising expenses 152 190 522 636
Interest expense 198 90 626 245
Other expenses 61 57 204 140
Directly attributable expenses 954 845 3,174 2,375
Contribution margin $1,138 $564 $3,572 $1,479

Three months ended September 30, 2026 summary

Adjusted revenue was $2.1 billion, an increase of $683 million, or 48%, compared to $1.4 billion in 2025, primarily driven by higher Servicing fee income and Interest income.

Servicing fee income increased $616 million, due to the larger average portfolio size in 2026. Interest income increased $299 million, primarily driven by custodial deposit income, as well as higher mortgage loan origination volume. These increases were partially offset by Change in fair value of MSRs, net, specifically the Collection/realization of cash flows, which were impacted by the larger average servicing portfolio in 2026.

Directly attributable expenses were $954 million, an increase of $109 million, or 13%, compared to $845 million in 2025, primarily due to increased Interest expense and General and administrative expenses.

Interest expense increased due to the secured facilities assumed in the Mr. Cooper Acquisition in the fourth quarter of 2025. Higher General and administrative expenses were driven by Acquisition-related expenses, as well as expenses associated with the larger average servicing portfolio during 2026.

Contribution margin was $1.1 billion, an increase of $574 million, compared to $564 million in 2025. The increase in Contribution margin was primarily driven by an increase in Adjusted revenue, partially offset by higher Directly attributable expenses, as described above.

Nine months ended September 30, 2026 summary

Adjusted revenue was $6.7 billion, an increase of $2.9 billion, or 75%, compared to $3.9 billion in 2025, primarily driven by higher Servicing fee income, Gain on sale of loans, net, and Interest income.

Servicing fee income increased $2.0 billion, due to the larger average portfolio size in 2026. Gain on sale of loans, net increased $973 million, driven by an increase in mortgage production and MSR fair value multiple in the current period. Interest income increased $934 million, primarily driven by custodial deposit income, as well as higher mortgage loan origination volume. These increases were partially offset by Change in fair value of MSRs, net, specifically the Collection/realization of cash flows, which were impacted by the larger average servicing portfolio in 2026.

Directly attributable expenses were $3.2 billion, an increase of $799 million, or 34%, compared to $2.4 billion in 2025, primarily due to increased Interest expense, Salaries, commissions and team member benefits, and General and administrative expenses.

Interest expense increased due to the senior notes issued in June 2025 and the secured facilities assumed in the Mr. Cooper Acquisition in the fourth quarter of 2025, as well as increased utilization of mortgage loan funding facilities associated with higher origination volume. The increase in Salaries, commissions and team member benefits was largely due to an increase in variable compensation driven by higher origination volume, as well as expenses associated with additional team members from the Acquisitions. Higher General and administrative expenses were driven by variable costs associated with an increase in origination volume, expenses associated with the larger average servicing portfolio, and an increase in Acquisition-related expenses during 2026.

Mortgage Contribution margin was $3.6 billion, an increase of $2.1 billion, compared to $1.5 billion in 2025. The increase in Contribution margin was primarily driven by an increase in Adjusted revenue, partially offset by higher Directly attributable expenses, as described above.

Liquidity and Capital Resources

Historically, our primary sources of liquidity have included:

  • cash flow from our operations, including:
  • sale of whole loans into the secondary market;
  • sale of MSRs and excess servicing cash flows into the secondary market;
  • loan origination fees;
  • servicing and subservicing fee income;
  • interest income on loans held for sale; and
  • other income.
  • borrowings, including secured and unsecured financing; and
  • cash and marketable securities on hand.

Historically, our primary uses of funds have included:

  • origination of loans;
  • interest expense;
  • repayment of debt;
  • operating expenses; and
  • acquisition of MSRs.

In order to originate and aggregate loans for sale into the secondary market, we use our own working capital and borrow or obtain money on a short-term basis primarily through secured financing facilities, generally established with large global banks.

When we sell a pool of loans in the secondary market, the proceeds received from the sale of the loans are used to pay back the amounts we owe on the secured financing facilities. We rely on the cash generated from the sale of loans to fund future loans and repay borrowings under our secured financing facilities. Delays or failures to sell loans in the secondary market could have an adverse effect on our liquidity position.

We remain in a strong liquidity position, with total liquidity of $11.4 billion as of September 30, 2026, which includes $2.7 billion of Cash and cash equivalents, $2.5 billion of undrawn lines of credit, and $6.2 billion of undrawn available MSR and advance lines of credit. Margin cash held on behalf of counterparties is recorded in Cash and cash equivalents, and the related liability is classified in Accounts payable and other liabilities in the Condensed Consolidated Balance Sheets. Margin cash pledged to counterparties is excluded from Cash and cash equivalents and instead recorded in Other assets, as a receivable, in the Condensed Consolidated Balance Sheets. We are also subject to contingencies which may have a significant impact on the use of our cash. We believe that our available cash, as well as the sources of liquidity described above, provide adequate resources to fund our anticipated ongoing operational and capital needs.

September 30, 2026 compared to September 30, 2025

Cash Flows

Our Cash and cash equivalents and restricted cash were $2.9 billion as of September 30, 2026, a decrease of $2.9 billion, compared to $5.9 billion as of September 30, 2025. As of September 30, 2025, cash included proceeds from the Company’s $4.0 billion senior notes offering completed in June 2025. Subsequently, a substantial portion of those proceeds was used in connection with the Acquisitions, primarily to repay or refinance indebtedness of the acquired companies. These uses were partially offset by cash and restricted cash acquired in the Acquisitions.

Equity

Equity was $24.3 billion as of September 30, 2026, an increase of $15.5 billion, compared to $8.9 billion as of September 30, 2025. The increase primarily reflects $1.3 billion of Net income and $13.9 billion from the Mr. Cooper Acquisition. Refer to Note 2, Acquisitions of the Condensed Consolidated Financial Statements, for further detail.

Distributions

During the nine months ended September 30, 2025, Holdings LLC paid tax distributions totaling $114 million to holders of Holdings LLC Units other than Rocket Companies. Dividend distributions are at the discretion of our board of directors.

In connection with the Up-C Collapse transaction defined in Note 1, Business, Basis of Presentation and Significant Accounting Policies in this Form 10-Q, our board of directors authorized and declared a cash dividend (the “2025 Special Dividend”) on March 10, 2025 of $0.80 per share to the holders of our Class A common stock. The 2025 Special Dividend was paid on April 3, 2025 to holders of the Class A common stock of record as of the close of business on March 20, 2025.

Contractual Obligations, Commercial Commitments and Other Contingencies

There were no material changes outside the ordinary course of business to our outstanding contractual obligations as of September 30, 2026 from information and amounts previously disclosed as of December 31, 2025 in our Annual Report on Form 10-K under the caption “Contractual Obligations, Commercial Commitments and Other Contingencies.” Refer to Note 11, Commitments and Contingencies, of the notes to the Condensed Consolidated Financial Statements for further discussion of contractual obligations, commercial commitments and other contingencies, including legal contingencies.

New Accounting Pronouncements Not Yet Effective

Refer to Note 1, Business, Basis of Presentation and Significant Accounting Policies of the notes to the Condensed Consolidated Financial Statements for details of recently issued accounting pronouncements and their expected impact on our Condensed Consolidated Financial Statements.

Critical Accounting Policies and Estimates

The preparation of Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of the fair value of assets and contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We have identified certain accounting policies as being critical because they require us to make difficult, subjective or complex judgments about matters that are uncertain. We believe that the judgment, estimates and assumptions used in the preparation of our Condensed Consolidated Financial Statements are appropriate given the factual circumstances at the time. However, actual results could differ and the use of other assumptions or estimates could result in material differences in our results of operations or financial condition. Refer to “Part II - Item 7A. Quantitative and Qualitative Disclosures about Market Risk” of our 2025 Form 10-K for the detailed discussion of our critical accounting policies and estimates.

There have been no changes to our critical accounting policies, as described in our 2025 Form 10-K.

Market risk

As filed, 165 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

There have been no material changes to the Company’s exposure to market risks since what was disclosed in the Company’s December 31, 2025 Annual Report on Form 10-K.

Controls and procedures

As filed, 2,053 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our CEO and CFO, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Form 10-Q. Based on such evaluation, our CEO and CFO have concluded that as of September 30, 2026, our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in our management’s evaluation pursuant to Rules 13a-15(d) and 15d-15(d) of the Exchange Act during the period covered by this Form 10-Q that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Because of inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Risk factors

As filed, 686 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

There have been no material changes or additions to the risk factors previously disclosed under “Risk Factors” included in our Annual Report on Form 10-K filed for the year ended December 31, 2025. The risk factors described in our 2025 Form 10-K are not the only risks we face. Any of the risks described in our 2025 Form 10-K could materially affect our business, financial condition or future results and the actual outcome of matters as to which forward-looking statements are made. Additional risks and uncertainties not currently known to us, or that we currently deem to be immaterial, also may materially adversely affect our business, financial condition and/or future results.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2026-09-30. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Revenue3 months2026-07-01 to 2026-09-30$3.28bnus-gaap:RevenuesNetOfInterestExpense
Revenue9 months2026-01-01 to 2026-09-30$9.01bnus-gaap:RevenuesNetOfInterestExpense
Interest expense3 months2026-07-01 to 2026-09-30$359.0mus-gaap:InterestExpense
Interest expense9 months2026-01-01 to 2026-09-30$1.08bnus-gaap:InterestExpense
Income tax3 months2026-07-01 to 2026-09-30$249.0mus-gaap:IncomeTaxExpenseBenefit
Income tax9 months2026-01-01 to 2026-09-30$404.0mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2026-07-01 to 2026-09-30$709.0mus-gaap:NetIncomeLoss
Net income9 months2026-01-01 to 2026-09-30$1.24bnus-gaap:NetIncomeLoss
Diluted EPS3 months2026-07-01 to 2026-09-30$0.25us-gaap:EarningsPerShareDiluted
Diluted EPS9 months2026-01-01 to 2026-09-30$0.43us-gaap:EarningsPerShareDiluted
Basic EPS3 months2026-07-01 to 2026-09-30$0.25us-gaap:EarningsPerShareBasic
Basic EPS9 months2026-01-01 to 2026-09-30$0.44us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2026-07-01 to 2026-09-302,845,400,003 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Diluted shares (weighted)9 months2026-01-01 to 2026-09-302,844,794,900 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow9 months2026-01-01 to 2026-09-30$2.55bnus-gaap:NetCashProvidedByUsedInOperatingActivities
Capital expenditure9 months2026-01-01 to 2026-09-30$120.0mus-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Cash and equivalentsAt period end2026-09-30$2.70bnus-gaap:CashAndCashEquivalentsAtCarryingValue
Total assetsAt period end2026-09-30$60.15bnus-gaap:Assets
Total liabilitiesAt period end2026-09-30$35.84bnus-gaap:Liabilities
Long-term debtAt period end2026-09-30$10.72bnus-gaap:LongTermDebt
Shareholders' equityAt period end2026-09-30$24.31bnus-gaap:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest

Source: SEC EDGAR, the filing index for accession 0001628280-26-068434. Last ingested by Listed: Oct 31, 2026, 02:57 ET. Listed shows no prices and gives no investment advice.