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Coupang, Inc.: Form 10-Q for the period ended Mar 31, 2026

Filed with the SEC on May 5, 2026 and accepted by EDGAR at May 5, 2026, 16:25 ET.

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Management's discussion and analysis

As filed, 36,511 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes appearing elsewhere in this Form 10-Q, as well as our audited consolidated financial statements included in our 2025 Form 10-K. This discussion, particularly information with respect to our future results of operations or financial condition, business strategy and plans, and objectives of management for future operations, includes forward-looking statements that involve risks and uncertainties as described under the heading “Special Note Regarding Forward-Looking Statements” in this Form 10-Q. As a result of many factors, including, without limitation, those factors set forth in the “Risk Factors” section of our 2025 Form 10-K and the “Risk Factors” section of subsequent Form 10-Qs, our actual results or timing of certain events could differ materially from the results or timing described in, or implied by, these forward-looking statements. In the following discussion and analysis, amounts may not foot due to rounding.

Page
Overview 20
Key Business Metrics 22
Results of Operations 23
Non-GAAP Financial Measures 27
Liquidity and Capital Resources 29
Critical Accounting Policies and Estimates 30

Overview

Coupang is a technology and Fortune 150 company listed on the New York Stock Exchange (NYSE: CPNG) that provides retail, restaurant delivery, video streaming, and fintech services to customers around the world under brands that include Coupang, Eats, Play, Rocket Now, and Farfetch. Headquartered in the United States, Coupang has operations and support services in geographies including Korea, Taiwan, Singapore, China, India, Japan, and Europe. Coupang’s mission is to revolutionize the everyday lives of its customers and create a world where people wonder, “How did I ever live without Coupang?”

We believe that we are a preeminent retail destination because of our broad selection, low prices, and exceptional delivery and customer experience across our owned inventory selection as well as products offered by third-party merchants. Our unique end-to-end integrated fulfillment, logistics, and technology network enables Rocket Delivery, which provides free, next-day delivery for orders placed anytime of the day, even seconds before midnight—for millions of products across Korea and Taiwan. Our structural advantages from complete end-to-end integration, investments in technology, and scale economies generate higher efficiencies that allow us to pass savings to customers in the form of lower prices. The capabilities we have built provide us with opportunities to expand into other offerings and geographies.

Data Incident and Customer Compensation Program

In November 2025, Coupang became aware of the Incident. For additional information, see Part I, Item 1A. “Risk Factors,” Part I, Item 1C. “Cybersecurity,” and Note 14 — "Commitments and Contingencies" to the consolidated financial statements included in Part II, Item 8 of our 2025 Form 10-K.

In December 2025, Coupang Corp. announced a customer compensation program to issue approximately $1.2 billion worth of vouchers, beginning in January 2026, to customers who were notified of the Incident at the end of November 2025 that may be applied towards future Coupang purchases. These vouchers are reflected as reductions to the selling price and revenue recognized on each corresponding transaction as they are redeemed. Voucher redemption occurred primarily in the first quarter of 2026 and concluded in mid-April 2026.

We believe that the Incident has increased and may further increase the Korean government’s focus on our business and could result in additional expenses, including from remediation, inquiries, enforcement actions, and litigation.

Segment Information

Our segments reflect the way we evaluate our business performance and manage operations. See Note 3 — "Segment Reporting" to the condensed consolidated financial statements included in Part I, Item 1 of this Form 10-Q.

Product Commerce primarily includes our core Korean retail (owned inventory) and marketplace offerings (third-party merchants) and Rocket Fresh, as well as advertising products associated with these offerings. Revenues from Product Commerce are derived primarily from online product sales of owned inventory to customers in Korea, commissions and logistics and fulfillment fees from merchants that sell products through our mobile application and website, and from our Korean WOW membership program.

Developing Offerings includes more nascent offerings and services, including Eats, Rocket Now, Play, fintech, our retail operations in Taiwan, as well as advertising products associated with these offerings, and also includes Farfetch. Revenues from Developing Offerings are primarily generated from Farfetch, Eats, and retail operations in Taiwan.

Key Financial and Operating Highlights:

(in millions)

2026 Three Months Ended March 31, 2025 % Change
Total net revenues $8,504 $7,908 8%
Total net revenues, constant currency(1) $8,536 8%
Gross profit(2) $2,297 $2,316 (1)%
Net (loss) income $(266) $114 NM(3)
Net (loss) income margin (3.1)% 1.4%
Adjusted EBITDA(1) $29 $382 (92)%
Adjusted EBITDA margin(1) 0.3% 4.8%
Net cash provided by operating activities $184 $354 (48)%
Free cash flow(1) $(110) $116 NM(3)
Segment adjusted EBITDA:
Product Commerce $358 $550 (35)%
Developing Offerings $(329) $(168) 96%

(in millions)

Trailing Twelve Months Ended March 31, 2026 2025 % Change
Net cash provided by operating activities $1,603 $2,028 (21)%
Free cash flow(1) $301 $1,025 (71)%

(1) Total net revenues, constant currency; total net revenues growth, constant currency; adjusted EBITDA; adjusted EBITDA margin; and free cash flow are non-GAAP measures. See “Non-GAAP Financial Measures” below for the reconciliation of the non-GAAP measures with their comparable amounts prepared in accordance with U.S. GAAP.

(2) Gross profit is calculated as total net revenues minus cost of sales.

(3) Non-meaningful.

Key Business Metrics

Net revenues per Product Commerce Active Customer Three Months Ended March 31,
2026 $300
2026 - constant currency $303
2025 $294
Percentage change 2%
Percentage change - constant currency 3%

(in millions)

Product Commerce Active Customers Three Months Ended March 31,
2026 23.9
2025 23.4
Percentage change 2%

We experienced a lower growth rate in Product Commerce Active Customers in the first quarter of 2026 primarily due to the impact of the Incident.

Net Revenues per Product Commerce Active Customer and Constant Currency Net Revenues per Product Commerce Active Customer

Net revenues per Product Commerce Active Customer is the total Product Commerce net revenues generated in a period divided by the total number of Product Commerce Active Customers in that period. A key driver of growth is increasing the frequency and the level of spend of customers who are shopping on our Product Commerce apps or websites. We therefore view net revenues per Product Commerce Active Customer as a key indicator of engagement and retention of our customers and our ability to drive future revenue growth, though there may be a short-term dilutive impact when a large number of new Product Commerce Active Customers are added in a recent period.

Constant currency net revenues per Product Commerce Active Customer is the total Product Commerce net revenues generated in a period translated using the prior period exchange rate to exclude the effect of foreign exchange rate movements divided by the total number of Product Commerce Active Customers in that period. Constant currency net revenues per Product Commerce Active Customer is a key indicator to evaluate net revenues per Product Commerce Active Customer between periods as it excludes the effects of foreign currency volatility that are not indicative of customer engagement and retention.

Product Commerce Active Customers

A customer is anyone who has created an account on our apps or websites, identified by a unique email address. As of the last date of each quarterly reported period, we determine our number of Product Commerce Active Customers by counting the total number of individual customers who have ordered at least once directly from our Product Commerce apps or websites during the relevant quarterly period. The change in Product Commerce Active Customers in a reported period captures both the inflow of new customers who have made a purchase in the period as well as the outflow of existing customers who have not made a purchase in the period. We view the number of Product Commerce Active Customers as an indicator of future growth in our net revenue, the reach of our network, the awareness of our brand, and the engagement of our customers.

Results of Operations

(in millions)

Three Months Ended March 31, 2026 2025 % Change
Net retail sales $6,476 $6,088 6%
Net other revenue 2,028 1,820 11%
Total net revenues 8,504 7,908 8%
Cost of sales 6,207 5,592 11%
Operating, general and administrative 2,539 2,162 17%
Total operating cost and expenses 8,746 7,754 13%
Operating (loss) income (242) 154 NM(1)
Interest income 44 49 (10)%
Interest expense (13) (23) (43)%
Other (expense) income, net (44) 36 NM(1)
(Loss) income before income taxes (255) 216 NM(1)
Income tax expense 11 102 (89)%
Net (loss) income $(266) $114 NM(1)

(1) Non-meaningful.

Total Net Revenues

We categorize our total net revenues as (1) net retail sales and (2) net other revenue. Total net revenues incorporate reductions for estimated returns, promotional discounts, and earned loyalty rewards and exclude amounts collected on behalf of third parties, such as value added taxes. We periodically provide customers with promotional discounts to retail prices, such as percentage discounts and other similar offers, to incentivize increased customer spending and loyalty. These promotional discounts are discretionary and are reflected as reductions to the selling price and revenue recognized on each corresponding transaction. Loyalty rewards are offered as part of revenue transactions to all retail customers, whereby rewards are earned as a percentage of each purchase, for the customer to apply towards the purchase price of a future transaction. We defer a portion of revenue from each originating transaction, based on the estimated standalone selling price of the loyalty reward earned, and then recognize the revenue as the loyalty reward is redeemed in a future transaction, or when the reward expires. The amount of the deferred revenue related to these loyalty rewards is not material.

(in millions)

Three Months Ended March 31, 2026 2025 % Change As Reported Constant Currency
Net retail sales $6,476 $6,088 6% 7%
Net other revenue 2,028 1,820 11% 12%
Total net revenues $8,504 $7,908 8% 8%

Coupang, Inc. Q1 2026 Form 10-Q 23

Net retail sales represent the majority of our total net revenues which we earn from online product sales of our owned inventory to customers. Net other revenue includes revenue from commissions from merchants that sell their products through our apps or websites. We are not the merchant of record in these transactions, nor do we take possession of the related inventory. Net other revenue also includes consideration from online restaurant ordering and delivery services performed by us, as well as advertising services provided on our apps or websites. We also earn subscription revenue from memberships to our WOW membership programs, which is also included in net other revenue.

The following table presents our total net revenues by segment.

(in millions)

Three Months Ended March 31, 2026 2025 % Change As Reported Constant Currency
Product Commerce $7,176 $6,870 4% 5%
Developing Offerings 1,328 1,038 28% 25%
Total net revenues $8,504 $7,908 8% 8%

The increase in Product Commerce net revenues for the three months ended March 31, 2026 is primarily due to a 3% growth in total net revenues per Product Commerce Active Customer, excluding effects of foreign exchange rates, driven by increased customer engagement within and across more product categories and a 2% increase in our Product Commerce Active Customers. The growth rate for the three months ended March 31, 2026 was negatively affected by the Incident’s impact on the growth rate in Product Commerce Active Customers, as well as 1% from the negative effect of foreign exchange rates.

The increase in Developing Offerings net revenues for the three months ended March 31, 2026 is primarily due to an increase in total net revenues from our growth initiatives, as we are seeing greater levels of customer engagement in these early-stage offerings.

Cost of Sales

(in millions)

Three Months Ended March 31, 2026 2025 Change
Cost of sales $6,207 $5,592 $615
As a percentage of revenues 73.0% 70.7% 2.3%

Cost of sales primarily consists of the purchase price of products sold directly to customers where we record revenue gross, and includes logistics costs. Inbound shipping and handling costs to receive products from suppliers are included in inventory and recognized in cost of sales as products are sold. Additionally, cost of sales includes outbound shipping and logistics related expenses, delivery costs from our restaurant delivery business, and depreciation and amortization expense.

Cost of sales increased mainly due to higher volume from increased sales and customer demand. Cost of sales as a percentage of revenue increased primarily due to an increase for Product Commerce from 68.7% for the three months ended March 31, 2025 to 69.7% for the three months ended March 31, 2026, primarily from the impact of the Incident, including the customer compensation program and increased costs in supply chain management. Also contributing to the increase in cost of sales as a percentage of revenue is the increase for Developing Offerings from 84.1% for the three months ended March 31, 2025 to 90.7% for the three months ended March 31, 2026, which is primarily driven by an increase in costs of sales relative to the growth in revenue as well as growth in certain Developing Offerings initiatives that currently operate with lower margins.

Operating, General and Administrative Expenses

(in millions)

Three Months Ended March 31, 2026 2025 Change
Operating, general and administrative expenses $2,539 $2,162 $377
As a percentage of revenues 29.9% 27.3% 2.6%

Operating, general and administrative expenses include all our operating costs excluding cost of sales, as described above. More specifically, these expenses include costs incurred in operating and staffing our fulfillment centers (including costs attributed to receiving, inspecting, picking, packaging, and preparing customer orders), customer service related costs, payment processing fees, costs related to the design, execution, and maintenance of our technology infrastructure and online offerings, advertising costs, general corporate function costs, and depreciation and amortization expense.

The increase in operating, general and administrative expenses for the three months ended March 31, 2026 primarily reflects increases in fulfillment, technology, and marketing costs to support our continued growth and these cost increases resulted in higher operating, general and administrative expenses as a percentage of revenue due to the lower rate of revenue growth as a result of the Incident.

Interest Expense

Interest expense primarily consists of interest on our short-term borrowings and long-term debt.

Interest expense decreased $10 million compared to the three months ended March 31, 2025, due to higher interest rates in the prior year period associated with the syndicated term loans assumed as part of the Farfetch acquisition.

Interest Income

Interest income primarily consists of interest earned on our deposits held with financial institutions.

Interest income for the three months ended March 31, 2026 remained relatively flat when compared with the prior year period.

Income Taxes

(in millions)

Three Months Ended March 31, 2026 2025 Change
Income tax expense $11 $102 $(91)
Effective tax rate (4.3)% 47.2% (51.5)%

Our tax provision for income taxes for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. No income tax benefit was accrued for certain jurisdictions where we anticipate incurring a loss during the full fiscal year as the related deferred tax assets were fully offset by a valuation allowance. Our resulting effective tax rate differs from the applicable statutory rate, primarily due to tax credits, U.S. taxes on foreign earnings such as the inclusion of the GILTI provisions, the valuation allowance against deferred tax assets in loss making jurisdictions, and other permanent differences.

Our tax provision for income taxes for the three months ended March 31, 2026 was unfavorably impacted by losses before income taxes in certain jurisdictions for which we receive no tax benefit, resulting in a negative effective tax rate.

The realization of our deferred tax assets primarily depends on the generation of future taxable income. Based on our current assessment, it is possible that our future results of operations in the U.S. could result in the need to record an additional valuation allowance against our U.S. deferred tax assets within the next 12 months. We continue to monitor the realizability of our deferred tax assets on a quarterly basis and will adjust the valuation allowance in the period where evidence indicates that it is more likely than not that these assets will not be realized.

Segment Gross Profit and Adjusted EBITDA

Segment gross profit is defined as net revenues less cost of sales attributable to each reportable segment.

Segment Adjusted EBITDA is defined as income (loss) before income taxes for a period before depreciation and amortization, equity-based compensation expense, interest expense, interest income, and other income (expense), net. Segment adjusted EBITDA also excludes impairments and other items that we do not believe are reflective of our ongoing operations.

(in millions)

Gross profit Three Months Ended March 31, 2026 2025 % Change
Product Commerce $2,174 $2,151 1%
Developing Offerings 123 165 (25)%
Gross profit $2,297 $2,316 (1)%
Adjusted EBITDA
Product Commerce $358 $550 (35)%
Developing Offerings (329) (168) 96%
Adjusted EBITDA(1) $29 $382 (92)%

(1) See “Non-GAAP Financial Measures” below for the reconciliation of the non-GAAP measures with their comparable amounts prepared in accordance with U.S. GAAP.

Product Commerce

The increase in gross profit for the three months ended March 31, 2026 is primarily due to an increase in revenue of $306 million, compared to the prior year period. Gross profit grew at a slower rate than net revenues due to the impact of the Incident, including the customer compensation program and increased costs in supply chain management.

The decrease in Product Commerce adjusted EBITDA for the three months ended March 31, 2026 is primarily due to a slower gross profit growth rate due to the impacts of the Incident described above and increases in fulfillment, technology, and marketing costs to support our continued growth.

Developing Offerings

The decrease in gross profit for the three months ended March 31, 2026 resulted from an increase in costs of sales relative to the growth in revenue as well as growth in certain Developing Offerings initiatives that currently operate with lower margins.

The increased loss for the three months ended March 31, 2026 in Developing Offerings adjusted EBITDA is primarily the result of the decrease in gross profit described above as well as increased investments in our Developing Offerings initiatives, including Taiwan, Play, and Rocket Now.

Non-GAAP Financial Measures

We report our financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures provide investors with additional useful information in evaluating our performance. These non-GAAP financial measures may be different than similarly titled measures used by other companies.

Our non-GAAP financial measures should not be considered in isolation from, or as substitutes for, financial information prepared in accordance with U.S. GAAP. Non-GAAP measures have limitations in that they do not reflect all the amounts associated with our results of operations as determined in accordance with U.S. GAAP. These measures should only be used to evaluate our results of operations in conjunction with the corresponding U.S. GAAP measures.

Non-GAAP Measure Definition How We Use The Measure
Free Cash Flow • Net cash provided by (used in) operating activities Less: purchases of property and equipment, Plus: proceeds from sale of property and equipment. • Provides information to management and investors about the amount of cash generated from our ongoing operations that, after purchases and sales of property and equipment, can be used for strategic initiatives, including investing in our business and strengthening our balance sheet, including paying down debt, repurchasing shares of our Class A common stock, and paying dividends to stockholders.
Adjusted EBITDA • Net income (loss), excluding the effects of: - depreciation and amortization, - interest expense, - interest income, - other income (expense), net, - income tax expense (benefit), - equity-based compensation, - acquisition and restructuring related costs, - impairments, and - other items not reflective of our ongoing operations. • Provides information to management to evaluate and assess our performance and allocate internal resources. • We believe Adjusted EBITDA and Adjusted EBITDA Margin are frequently used by investors and other interested parties in evaluating companies in the retail industry for period-to-period comparisons as they remove the impact of certain items that are not representative of our ongoing business, such as material non-cash items, acquisition-related transaction and restructuring costs, significant costs related to certain non-ordinary course legal and regulatory matters, and certain variable charges.
Adjusted EBITDA Margin • Adjusted EBITDA as a percentage of total net revenues.
Total Net Revenues, Constant Currency • Constant currency information compares results between periods as if exchange rates had remained constant. • We define total net revenues, constant currency as total revenue excluding the effect of foreign exchange rate movements and use it to determine the total net revenues growth, constant currency on a comparative basis. • Total net revenues, constant currency is calculated by translating current period total net revenues using the prior period exchange rate. • The effect of currency exchange rates on our business is an important factor in understanding period-to-period comparisons. Our financial reporting currency is the USD and changes in foreign exchange rates can significantly affect our reported results and consolidated trends. For example, our business generates sales predominantly in KRW, which are favorably affected as the USD weakens relative to the KRW, and unfavorably affected as the USD strengthens relative to the KRW. • We use total net revenues, constant currency and total net revenues growth, constant currency for financial and operational decision-making and as a means to evaluate comparisons between periods. We believe the presentation of our results on a constant currency basis in addition to U.S. GAAP results helps improve the ability to understand our performance because they exclude the effects of foreign currency volatility that are not indicative of our actual results of operations.
Total Net Revenues Growth, Constant Currency • Total net revenues growth, constant currency (as a percentage) is calculated by determining the increase in current period revenue over prior period revenue, where current period foreign currency revenue is translated using prior period exchange rates.

Coupang, Inc. Q1 2026 Form 10-Q 27

Reconciliation of GAAP to Non-GAAP Measures

Free Cash Flow

(in millions)

Three Months Ended March 31, 2026 2025 Trailing Twelve Months Ended March 31, 2026 2025
Net cash provided by operating activities $184 $354 $1,603 $2,028
Adjustments:
Purchases of land and buildings (63) (49) (250) (284)
Purchases of equipment (233) (190) (1,058) (727)
Total purchases of property and equipment (296) (239) (1,308) (1,011)
Proceeds from sale of property and equipment 2 1 6 8
Total adjustments $(294) $(238) $(1,302) $(1,003)
Free cash flow $(110) $116 $301 $1,025
Net cash used in investing activities $(302) $(213) $(1,343) $(915)
Net cash provided by (used in) financing activities $348 $16 $85 $(105)

Adjusted EBITDA and Adjusted EBITDA Margin

(in millions)

Three Months Ended March 31, 2026 2025
Total net revenues $8,504 $7,908
Net (loss) income (266) 114
Net (loss) income margin (3.1)% 1.4%
Adjustments:
Depreciation and amortization 143 122
Interest expense 13 23
Interest income (44) (49)
Income tax expense 11 102
Other expense (income), net 44 (36)
Acquisition and restructuring related gains, net — (15)
Equity-based compensation 128 121
Adjusted EBITDA $29 $382
Adjusted EBITDA margin 0.3% 4.8%

Total Net Revenues, Constant Currency and Total Net Revenues Growth, Constant Currency

(in millions)

Consolidated Three Months Ended March 31, 2026 As Reported Exchange Rate Effect Constant Currency Basis 2025 As Reported Year over Year Growth As Reported Constant Currency Basis
Net retail sales $6,476 $24 $6,500 $6,088 6% 7%
Net other revenue 2,028 8 2,036 1,820 11% 12%
Total net revenues $8,504 $32 $8,536 $7,908 8% 8%
Net Revenues by Segment
Product Commerce $7,176 $61 $7,237 $6,870 4% 5%
Developing Offerings 1,328 (28) 1,300 1,038 28% 25%
Total net revenues $8,504 $32 $8,536 $7,908 8% 8%

Coupang, Inc. Q1 2026 Form 10-Q 28

Liquidity and Capital Resources

Liquidity

Liquidity is a measure of our ability to access sufficient cash flows to meet the short-term and long-term cash requirements of our business operations. Our primary sources of liquidity are cash on hand, supplemented through various debt financing arrangements and sales of our equity securities. We had total cash, cash equivalents, and restricted cash of $6.4 billion as of March 31, 2026, the majority of which was held by foreign subsidiaries and may not be freely transferable to the United States due to local laws or other restrictions. Additionally, as of March 31, 2026, we had $750 million available under our Revolving Credit Facility.

The ability of certain subsidiaries to transfer funds or pay dividends to Coupang, Inc. is also restricted due to terms in our credit agreements which require the subsidiaries to meet certain financial covenants, including requirements to maintain a positive net equity balance or having current period income.

As of March 31, 2026 and December 31, 2025, we had stockholders’ equity of $3.9 billion and $4.6 billion, respectively. We may incur losses in the future. We expect that our investment into our growth strategy will continue to be significant, particularly with respect to our Developing Offerings segment, which will continue to focus on our newer offerings and entrance into new geographies, as well as overall expansion of our fulfillment, logistics, and technology capabilities. As part of this expansion to fulfill anticipated future customer demand and planned expansion of services, we plan to acquire and build new fulfillment centers. We have entered into various new construction contracts for capital projects which are expected to be completed over the next two years. These contracts have remaining capital expenditures commitments of $236 million as of March 31, 2026. We expect that our future expenditures for both infrastructure and workforce-related costs will exceed several billion dollars over the next several years.

Changes in our cash flows were as follows:

(in millions)

Three Months Ended March 31, 2026 2025 Change
Net cash provided by operating activities $184 $354 $(170)
Net cash used in investing activities (302) (213) (89)
Net cash provided by financing activities 348 16 332

Operating Activities

(in millions)

Three Months Ended March 31, 2026 2025 Change
Net (loss) income $(266) $114 $(380)
Adjustments to reconcile net (loss) income to net cash provided by operating activities 545 427 118
Change in operating assets and liabilities (95) (187) 92
Net cash provided by operating activities $184 $354 $(170)

The year-over-year change in operating cash flow was driven by a $380 million decrease in net income. Cash provided by operating activities was also impacted by certain working capital fluctuations in operating assets and liabilities, including a decrease in inventory of $146 million and a decrease in other assets of $70 million due to decreases in deposits and contract assets, partially offset by a decrease from accounts payable of $58 million due to the timing of inventory purchases and vendor payments.

Investing Activities

The increase in cash outflow was mainly driven by a $57 million increase in purchases of property and equipment, primarily related to investments made in our fulfillment and logistics infrastructure.

Financing Activities

The year-over-year change in financing cash flow was primarily driven by a net increase of $710 million from proceeds from debt and short-term borrowings, net of repayments. During the three months ended March 31, 2026, we borrowed $750 million under the Revolving Credit Facility for general operating purposes. This was partially offset by our repurchase of 20.4 million shares of Class A common stock for an aggregate amount of $391 million during the three months ended March 31, 2026.

As of March 31, 2026, we had $366 million remaining under the stock repurchase program. In May 2026, our Board of Directors authorized an additional increase of up to $1 billion under the stock repurchase program.

We believe that our sources of liquidity will be sufficient to meet our anticipated cash requirements for at least the next 12 months. However, we may need additional cash resources in the future if we find and pursue other opportunities for investment, acquisition, strategic cooperation, or other similar actions, which may include investing in technology, our logistics and fulfillment infrastructure, or related talent. If we determine that our cash requirements exceed our amounts of cash on hand or if we decide to change our capital structure, we may seek to issue additional debt or equity securities or obtain credit facilities or other sources of financing. This financing may not be available on favorable terms, or at all.

Capital Resources

We have entered into material unconditional purchase obligations. These contractual commitments primarily relate to technology related service contracts, fulfillment center construction contracts, and software licenses. For contracts with variable terms, we do not estimate the total obligation beyond any minimum pricing as of the reporting date.

We generally enter into term loan facility agreements to finance the construction or purchase of our fulfillment centers. These agreements may require that we provide collateral equal to or greater than the amount borrowed under the arrangement. As we continue to build or purchase additional fulfillment centers, we expect our borrowings under debt financing arrangements to continue to increase.

Refer to Note 14 — "Commitments and Contingencies", Note 5 — "Defined Severance Benefits", and Note 11 — "Leases" of our consolidated financial statements in Part II, Item 8 of our 2025 Form 10-K for disclosure of our future commitments.

Our short-term and long-term borrowings generally include lines of credit with financial institutions available to be drawn upon for general operating purposes.

Revolving Credit Facility

Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to the applicable benchmark rate, including but not limited to Term SOFR, plus an applicable margin ranging from 0.75% to 1.25%. The Revolving Credit Facility contains customary affirmative and negative covenants, including certain financial covenants. During the three months ended March 31, 2026, we borrowed $750 million under the Revolving Credit Facility for general operating purposes and $750 million was outstanding as of March 31, 2026 and is included in “Short-term borrowings”.

Other Credit Facilities

During 2026, we entered into various unsecured borrowings under other revolving credit facilities, the majority of which are due in 2026. These credit facilities contain customary affirmative and negative covenants, including certain financial covenants. As of March 31, 2026, aggregate outstanding borrowings under all other credit facilities totaled $928 million with a weighted average interest rate of 3.01%.

Refer to Note 13 — "Short-Term Borrowings and Long-Term Debt" of our consolidated financial statements in Part II, Item 8 of our 2025 Form 10-K for disclosure of our debt obligations and collateral.

Critical Accounting Estimates

We prepare our financial statements in accordance with U.S. GAAP. Preparing these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses, and related disclosures. We evaluate our estimates and assumptions on an ongoing basis. Our estimates are based on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Our actual results could differ from these estimates. For a discussion of our critical accounting policies and estimates, refer to the section entitled “Critical Accounting Estimates” in our 2025 Form 10-K.

Other significant accounting policies are also discussed in Note 1 — “Description of Business and Summary of Significant Accounting Policies” to the consolidated financial statements in Part II, Item 8 of our 2025 Form 10-K.

Market risk

As filed, 4,640 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

In addition to the risks inherent in our operations, we are exposed to market risks in the ordinary course of our business. Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily the result of fluctuations in interest rates, foreign currency, and credit.

Interest Rate Risk

As of March 31, 2026, we had cash, cash equivalents, and restricted cash of $6.4 billion. Interest-earning instruments carry a degree of interest rate risk. We do not enter into investments for trading or speculative purposes and do not use any derivative financial instruments to manage our interest rate risk exposure. Our interest rate risk arises primarily from some of our variable rate debt as well as our undrawn revolving credit agreements. Borrowings issued at variable rates expose us to variability in cash flows. Our policy, in the management of interest rate risk, is to structure a reasonable balance between fixed and floating rate financial instruments as well as our cash and cash equivalents and any short-term investments we may hold. The balance struck by our management is dependent on prevailing interest rate markets at any point in time.

Our borrowings generally include lines of credit with financial institutions, some of which carry variable interest rates. As of March 31, 2026, there was a balance of $982 million outstanding under the Revolving Credit Facility and other credit facilities with variable interest rates. An assumed hypothetical 10% change in prevailing interest rates would not have a material impact on our results of operations. Any future borrowings incurred under the Revolving Credit Facility or other revolving credit facilities with variable interest rates would accrue interest at rates subject to current market conditions.

Foreign Currency Risk

We have accounts on our foreign subsidiaries’ ledgers, which are maintained in the respective subsidiary’s local currency and translated into USD for reporting of our consolidated financial statements. As a result, we are exposed to fluctuations in the exchange rates of various currencies against the USD and other currencies, predominantly the KRW.

Transactional

We generate the majority of our revenue from customers within Korea. Typically, we aim to align costs with revenue denominated in the same currency, but we are not always able to do so. As a result of the geographic spread of our operations and due to our reliance on certain products and services priced in currencies other than KRW, our business, results of operations, and financial condition have been and will continue to be impacted by the volatility of the KRW against foreign currencies.

Translational

Coupang, Inc.’s functional currency and reporting currency is the USD. The local and functional currency for our Korean subsidiary, Coupang Corp., which is our primary operating subsidiary, is the KRW. Our other subsidiaries predominantly utilize their local currencies as their functional currencies. Increases or decreases in the value of the USD affect the value of these items with respect to the non-USD-denominated businesses on the consolidated financial statements, even if their value has not changed in their original currency. For example, a stronger USD will reduce the reported results of operations of non-USD-denominated businesses and conversely a weaker USD will increase the reported results of operations of non-USD-denominated businesses. An assumed hypothetical 10% adverse change in average exchange rates used to translate foreign currencies to USD would have resulted in a decline in total net revenues of approximately $742 million and an immaterial impact on net income for the three months ended March 31, 2026.

At this time, we do not, but we may in the future, enter into derivatives or other financial instruments in an attempt to hedge our foreign currency risk. It is difficult to predict the impact hedging activities would have on our results of operations.

Credit Risk

Our cash and cash equivalents, deposits, and loans with banks and financial institutions are potentially subject to concentration of credit risk. We place cash and cash equivalents with financial institutions that management believes are of high credit quality. The degree of credit risk will vary based on many factors, including the duration of the transaction and the contractual terms of the agreement. As appropriate, management evaluates and approves credit standards and oversees the credit risk management function related to investments.

Controls and procedures

As filed, 1,942 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

As of March 31, 2026, our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were evaluated, under the supervision and with the participation of our CEO and CFO, to assess whether they are effective in providing reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure and to provide reasonable assurance that such information is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.

Based on this evaluation, our CEO and CFO have concluded that, as of March 31, 2026, our disclosure controls and procedures were effective at a reasonable assurance level.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended March 31, 2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

Our management, including our CEO and CFO, does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.

Risk factors

As filed, 777 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Investing in our securities involves a high degree of risk. You should consider and read carefully all of the risks and uncertainties disclosed in Part I, Item 1A, under the caption “Risk Factors,” of our 2025 Form 10-K, which risks could materially and adversely affect our business, results of operations, financial condition, and liquidity. No material change in the risk factors discussed in such Form 10-K has occurred. Such risk factors may not be the only ones that we face because our business operations could also be affected by additional factors that are not presently known to us or that we currently consider to be immaterial to our operations. Our business operations could also be affected by additional factors that apply to all companies operating globally.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2026-03-31. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Revenue3 months2026-01-01 to 2026-03-31$8.50bnus-gaap:RevenueFromContractWithCustomerExcludingAssessedTax
Cost of revenue3 months2026-01-01 to 2026-03-31$6.21bnus-gaap:CostOfGoodsAndServicesSold
Gross profit3 months2026-01-01 to 2026-03-31$2.30bnus-gaap:GrossProfit
Operating income3 months2026-01-01 to 2026-03-31−$242.0mus-gaap:OperatingIncomeLoss
Interest expense3 months2026-01-01 to 2026-03-31$13.0mus-gaap:InterestExpenseNonoperating
Income tax3 months2026-01-01 to 2026-03-31$11.0mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2026-01-01 to 2026-03-31−$266.0mus-gaap:NetIncomeLoss
Diluted EPS3 months2026-01-01 to 2026-03-31−$0.15us-gaap:EarningsPerShareDiluted
Basic EPS3 months2026-01-01 to 2026-03-31−$0.15us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2026-01-01 to 2026-03-311,825,000,000 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow3 months2026-01-01 to 2026-03-31$184.0mus-gaap:NetCashProvidedByUsedInOperatingActivities
Capital expenditure3 months2026-01-01 to 2026-03-31$296.0mus-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Share repurchases3 months2026-01-01 to 2026-03-31$391.0mus-gaap:PaymentsForRepurchaseOfCommonStock
Cash and equivalentsAt period end2026-03-31$6.30bnus-gaap:CashAndCashEquivalentsAtCarryingValue
Current assetsAt period end2026-03-31$9.36bnus-gaap:AssetsCurrent
Total assetsAt period end2026-03-31$17.40bnus-gaap:Assets
Current liabilitiesAt period end2026-03-31$9.62bnus-gaap:LiabilitiesCurrent
Total liabilitiesAt period end2026-03-31$13.47bnus-gaap:Liabilities
Long-term debtAt period end2026-03-31$617.0mus-gaap:LongTermDebt
Short-term borrowingsAt period end2026-03-31$1.67bnus-gaap:ShortTermBorrowings
Shareholders' equityAt period end2026-03-31$3.93bnus-gaap:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest

Source: SEC EDGAR, the filing index for accession 0001834584-26-000042. Last ingested by Listed: Nov 3, 2026, 19:39 ET. Listed shows no prices and gives no investment advice.