Sentences and paragraphs of FISV's Risk Factors and MD&A, 10-K 2026-02-19 against 10-K 2025-02-20.
Each links to the text at sec.gov.
AddedRisk Factors
In 2025, we announced a strategic plan, referred to as the One Fiserv action plan, that focuses on: operating with a client-first mindset to win new enterprise clients and grow average revenue per client; building the pre-eminent small business operating platform through Clover; creating differentiated, innovative platforms in finance and commerce, including embedded finance and stablecoin; delivering operational excellence enabled by artificial intelligence; and employing disciplined capital allocation for the long-term. To successfully execute the plan, we must implement operational, technological and cultural changes across our organization, which may be difficult to do. In addition, although we have planned for a certain level of expense in implementing the plan, there are factors beyond our control that could cause the total amount or the timing of the expenses we may incur to be different than anticipated. As a result, the actual benefits of the plan may be less significant than anticipated. Furthermore, we may not be able to achieve expected benefits of the plan on our anticipated timeline or at all.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedRisk Factors
We expect to continue to make significant investments in research, development, and marketing for new and existing products, services, and technologies, including embedded finance, stablecoin and artificial intelligence based products and services. We may not achieve significant revenue from our investment in innovative platforms and product offerings for several years, if at all, due to regulatory uncertainty, competitors’ success with similar offerings, lack of demand from our customer base for these offerings, our inability to successfully integrate these offerings into our established platforms, or other factors. New products and services may not be profitable or may not achieve operating margins as high as we have experienced historically.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedRisk Factors
The costs associated with developing, integrating and deploying these product offerings may be higher than anticipated, and these product offerings may require significant additional investment. Competitors may identify and develop applications for these technologies that reduce our ability achieve our desired financial returns. Our customers’ rate of adoption of novel product offerings may be slower than we anticipate and impact the feasibility of these product offerings going forward. Perceptions of mismanagement, driven by regulatory activity or negative public reaction to our practices or product experiences, could negatively impact product and feature adoption. Developing new technologies is complex. It can require long development and testing periods. We could experience significant delays in new releases or significant problems in creating new products or services. These factors could adversely affect our business, financial condition, and results of operations.
Read it in 10-K 2026-02-19 at sec.gov ↗
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AddedRisk Factors
Our embedded finance business involves providing financial services to a merchant’s customers. These financial services may be branded in the name of a merchant. In addition, these financial services may be incorporated into the merchant’s products or services or may be used to facilitate financial transactions that permit the merchant to sell more products or services. In some cases, we resell the services of third parties, including financial institutions, technology providers, or program managers. Those
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedRisk Factors
third-party services may be integrated with our own technology or services. We are exposed to financial and performance risks related to the third parties whose services we resell. In addition, we may be contractually entitled to a percentage of the revenue earned by the financial institution or other third party, and accordingly, we may assume risks, either contractually or as a matter of law, that would ordinarily be risks assumed by a financial institution and not by a technology provider. These risks include credit risk, consumer fraud risk, operational risk, and compliance risk. It is possible that state or federal regulators may determine that we are directly subject to regulations that have not previously applied directly to us.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedRisk Factors
•our clients may decrease spending for value-added services, or may choose another provider with lower processing fees; and
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedRisk Factors
We have claims and lawsuits against us and have received governmental inquiries that may result in adverse outcomes.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
We are focused on providing exceptional client service, world-class execution, value-added technology solutions, and cutting-edge innovation. Our long-term focus is to meet our financial commitments, deliver compelling, innovative solutions that address our clients’ most critical needs, and realize productivity and efficiency gains by embedding artificial intelligence (“AI”) in our products, services and business operations.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
In the third quarter of 2025, we launched the One Fiserv action plan designed to prioritize and enhance client focus across five strategic pillars. The One Fiserv action plan centers our investments in areas that build on Fiserv’s strengths, including: operating with a client-first mindset to win new enterprise clients and grow average revenue per client; building the pre-eminent small business operating platform through Clover®; creating differentiated, innovative platforms in finance and commerce, including embedded finance and stablecoin; delivering operational excellence enabled by AI; and employing disciplined capital allocation for the long-term.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
To advance this transformation, we are simplifying and standardizing processes, adopting new ways of working, and embedding AI to create a higher-quality, more productive business. This approach rethinks how business functions operate and aligns our product portfolio for the future. We are modernizing our technology infrastructure, enhancing resiliency, and reengineering our operating model through AI and advanced automation. We expect these efforts to strengthen efficiency, scalability, and innovation to deliver differentiated value and an exceptional experience for our clients.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
On December 17, 2025, we acquired StoneCastle Cash Management, LLC, INDX Processing, LLC and StoneCastle Trust Co. (collectively, “StoneCastle”), a provider of deposit funding solutions. StoneCastle is included within the Financial segment and provides its network of depository institutions easy access to stable, cost efficient deposit funding. On October 1, 2025, we acquired a portion of The Toronto-Dominion Bank’s merchant processing business in Canada (“TD Merchant Canada”). This business is included within the Merchant segment and expands the footprint of our Clover® platform. In connection with this transaction, we signed a multi-year strategic managed services program agreement with The Toronto-Dominion Bank to utilize our technology, including Clover, within its Merchant Solutions business.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
On September 25, 2025, we acquired the Smith Consulting Group, LLC business (“SCG”), an operational consulting service utilized by community banks and credit unions across the U.S. SCG is included within the Financial segment and supports our ability to provide consultative engagement to enhance community banks’ and credit unions’ strategic investments. On September 4, 2025, we acquired CardFree Inc. (“CardFree”), an all-in-one platform delivering integrated order, payment and loyalty solutions for merchants. CardFree is included within the Merchant segment and further expands the capabilities of our Clover platform across the hospitality, restaurant and lodging industries.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
On June 4, 2025, we acquired Money Money Serviços Financeiros S.A. (“Money Money”), a provider of risk analysis and credit decisioning solutions. Money Money is included within the Merchant segment and expands our payment and financial service capabilities, enabling access to working capital and other payment solutions for small and medium-sized businesses. On April 4, 2025, we acquired Pinch Payments NZ Limited (together with Zootive Pty Ltd, “Pinch Payments”), a payment facilitator. Pinch Payments is included within the Merchant segment and expands our flexible payment services for our partners and clients and our presence within the Asia-Pacific region.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
We acquired these businesses for an aggregate purchase price, including deferred payments, of $856 million, net of $84 million of acquired cash and including earn-out provisions estimated at a fair value of $35 million.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
As of October 1, 2025, we performed our annual goodwill impairment assessment and determined that the estimated fair values exceeded the respective carrying values for each of our reporting units. Subsequently, we determined that a triggering event occurred in the fourth quarter of 2025 due to a sustained decline in our stock price and, therefore, performed an additional goodwill impairment test as of December 31, 2025. The impairment assessment performed at December 31, 2025 determined that our goodwill of $37.7 billion was not impaired as the estimated fair values exceeded the respective carrying values for each of our reporting units. At December 31, 2025, fair values exceeded carrying values by less than 15% for eight of our reporting units with an aggregate goodwill balance of $18.5 billion as follows:
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
Given the significance of our goodwill and intangible asset balances, an adverse change in the fair value and recoverability of the assets could result in an impairment charge, which may be material to our consolidated financial statements.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
The net gain on sales and distribution of other assets in 2025 includes an $89 million gain related to the distribution of certain merchant contracts for the redemption of a minority partner’s membership interest.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
and for share repurchases. Completion of the contractual valuation and separation process during the third quarter of 2025 did not result in a significant adjustment to the initial cash payment received.
Read it in 10-K 2026-02-19 at sec.gov ↗
AddedMD&A
Net merchant cash advances, including our Clover Capital and settlement anticipation programs, during 2025 were $636 million. We offer advanced funding of settlement activity associated with operations in Latin America through our settlement
Read it in 10-K 2026-02-19 at sec.gov ↗