7 unchanged sentences
Our management, under the oversight of our board of directors, evaluated the effectiveness of our internal control over financial reporting as of December 31, 2023 based on the framework in Internal Control-Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: In accordance with guidance issued by the Securities and Exchange Commission, companies are permitted to exclude acquisitions from their assessment of internal control over financial reporting for the first fiscal year in which the acquisition occurred.
+Added: Our management’s evaluation of internal control over financial reporting excluded the internal control activities of Robinhood Credit, Inc., formerly known as X1, Inc., which we acquired on July 3, 2023, as discussed in Note 3 - Business Combinations, to our consolidated financial statements in this Annual Report.
+Added: We have included the financial results of this acquisition in the consolidated financial statements from the date of acquisition.
+Added: Total net revenues and total assets subject to Robinhood Credit, Inc.’s internal control over financial reporting represented less than one percent of both our consolidated total net revenues and total assets for the fiscal year ended and as of December 31, 2023.
Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2023.
12 unchanged sentences
OTHER INFORMATION
−Removed: Not applicable.
+Added: (b) During the three months ended December 31, 2023, no director or “officer” of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
+Added: In addition, certain of our officers may, from time to time, make elections to participate in our ESPP and to have shares withheld to cover withholding taxes or pay the exercise price of options, which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute “non-Rule 10b5-1 trading arrangements” (as defined in Item 408(c) of Regulation S-K).
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
40 unchanged sentences
10.1(a) Form of Indemnification Agreement between Robinhood Markets, Inc.
−Removed: and, separately, each of its directors and executive officers (other than VC Fund A ffiliated Directors )
+Added: and, separately, each of its directors and executive officers (other than VC Fund Affiliated Directors)
S-1/A 2021-07-19 10.1
80 unchanged sentences
10-Q 2022-05-06 10.3
−Removed: 10.19(a)+ Offer Letter between Robinhood Markets, Inc.
+Added: L etter Agreement, dated March 15, 2023, between Gretchen Howard and Robinhood Markets, Inc.
+Added: 2023-03-15 10.1
+Added: Offer Letter between Robinhood Markets, Inc.
and Aparna Chennapragada, dated February 18, 2021
3 unchanged sentences
10-Q 2022-11-03 10.1
−Removed: 10.20(a)+ Offer Letter between Robinhood Markets, Inc.
+Added: Offer Letter between Robinhood Markets, Inc.
and Christina Smedley, dated July 4, 2020
10-Q 2022-05-06 10.5.1
−Removed: 10.21(b)+ Separation Agreement between Robinhood Markets.
+Added: Separation Agreement between Robinhood Markets., Inc.
and Christina Smedley, dated August 21, 2021
5 unchanged sentences
8-K 2022-04-14 10.1
+Added: F orm of Restricted Stock Unit Cancellation Agreement , date d Feb ruary 3, 2023 between Robinh ood Mar kets, Inc.
+Added: and separately, (a) Vla dimir Tenev and (b) Baiju Bhatt
+Added: 8-K 2023-02-08 10.1
+Added: 10.24 Second Amended and Restated Credit Agreement dated as of March 24, 20 23, among Rob inhood Securities LLC,as borrower, the lenders party thereto, and JPM organ Chase B ank, N .A.
+Added: , as administrative agent
+Added: 8-K 2023-03-24 10.1
+Added: 10.25 Share Purchase Agreement, date d as of August 30, 2023, by Robinhood Markets, Inc, as purchaser , and the United States Marshals Service, for and on behalf of the United S tates
+Added: 8-K 2023-09-01 10.1
21.1 Subsidiaries of Robinhood Markets, Inc.
−Removed: 23.1 Consent of Ernst & Young LLP
+Added: 23.1 Consent of Independent Regist e red Public Accoun ting Firm
24.1 Power of Attorney (included in signature pages hereto)
3 unchanged sentences
32.2‡ CFO Certification pursuant to Section 906 of the Sarbanes-Oxley Act
+Added: 97.1 R obinhood Markets, Inc.
+Added: Incentive-based Compensation Recovery Policy, Effective October 2, 2023
101.INS iXBRL (Inline eXtensible Business Reporting Language) Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document X
12 unchanged sentences
under the Securities Act or the Exchange Act, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly signed this report to be signed on its behalf by the undersigned, thereunto duly authorized, in Menlo Park, California, on February 27, 2023.
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in Menlo Park, California, on February 27, 2024.
Robinhood Markets, Inc.
25 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.