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Earnings release · 8-K exhibit

Shopify · Earnings release

SHOP · Information Technology

Filed 2025-11-04 · CY2025 Q4 · Company’s FY2025 Q3 · 2,221 words

Read the original on sec.gov ↗

EX-99.12exhibit991pressreleaseq320.htmEX-99.1 Document

Shopify Beats Across the Board: Q3 Shows Growth, Efficiency, Brand Wins

Internet, Everywhere - November 4, 2025 - Shopify Inc. (NASDAQ, TSX: SHOP) announced today financial results for the quarter ended September 30, 2025. Shopify achieved 32% revenue growth and 18% free cash flow margin, marking nine consecutive quarters of double-digit free cash flow margins.

Harley Finkelstein, President of Shopify said, “We build. We ship. We grow. That’s the model - and it’s running at full speed. From entrepreneurs making their very first sale on Shopify every 26 seconds, to global icons like Estée Lauder, we’re powering growth across the full spectrum of commerce. That scale fuels relentless momentum: GMV up 32%, revenue up 32%, free cash flow margin at 18%. Retail’s busiest season is here, and, as always, Shopify merchants are built for it."

“Our third quarter results show what’s possible when merchant ambition and success meet Shopify’s disciplined execution,” said Jeff Hoffmeister, Chief Financial Officer of Shopify. “We’re not just growing—we’re delivering consistent growth and profitability, quarter after quarter. Q3 was a standout quarter with revenue growth and free cash flow margins both surpassing our robust Q2 performance.”

Selected Business Performance Information(1)

(In US $ millions, except percentages)

Three months ended

September 30, 2025

September 30, 2024

GMV

92,013

69,715

MRR

193

175

Revenue

2,844

2,162

Gross profit

1,391

1,118

Operating income

343

283

Free cash flow

507

421

YoY revenue growth rate

32

%

26

%

Free cash flow margin

18

%

19

%

(1) See endnotes below for definitions of GMV and MRR and additional information on free cash flow and free cash flow margin, which are non-GAAP financial measures and are reconciled to the comparable GAAP measures in the non-GAAP reconciliation at the end of this press release.

1

2025 Outlook

The outlook that follows supersedes all prior financial outlook statements made by Shopify, constitutes forward-looking information within the meaning of applicable securities laws, is based on a number of assumptions, and subject to a number of risks. Actual results could vary materially as a result of numerous factors, including certain risk factors, many of which are beyond Shopify’s control. Please see "Forward-looking Statements" at the end of this press release.

For the fourth quarter of 2025, we expect:

•Revenue to grow at a mid-to-high-twenties percentage rate on a year-over-year basis;

•Gross profit dollars to grow at a low-to-mid-twenties percentage rate on a year-over-year basis;

•G1Operating expense as a percentage of revenue to be 30% to 31%;

•G2Stock-based compensation to be $130 million; and

•Free cash flow margin to be slightly above Q3 2025.

Quarterly Conference Call

Shopify’s management team will hold a conference call to discuss our third-quarter results today, November 4, 2025, at 8:30 a.m. ET. The conference call will be webcast on the investor relations section of Shopify’s website at www.shopifyinvestors.com/news-and-events. An archived replay of the webcast will be available following the conclusion of the call.

Shopify’s Form 10-Q for the quarter ended September 30, 2025, including the unaudited Condensed Consolidated Financial Statements and accompanying Notes, and Management's Discussion and Analysis, will be available on Shopify’s website at www.shopify.com and will be filed on EDGAR at www.sec.gov and on SEDAR+ at www.sedarplus.ca.

About Shopify

Shopify is a leading global commerce company that provides essential internet infrastructure for commerce, offering trusted tools to start, scale, market, and run a retail business of any size. Shopify makes commerce better for everyone with a platform and services that are engineered for speed, customization, reliability, and security, while delivering a better shopping experience for consumers online, in store, and everywhere in between. Shopify powers millions of businesses in more than 175 countries and is trusted by brands such as Aldo, BarkBox, BevMo, Carrier, David’s Bridal, JB Hi-Fi, Mejuri, Meta, SKIMS, Supreme, and many more.

For more information visit www.shopify.com

CONTACT INVESTORS:

CONTACT MEDIA:

Carrie Gillard

Ben McConaghy

Director, Investor Relations

Director, Communications

IR@shopify.com

press@shopify.com

2

Shopify Inc. Condensed Consolidated Statement of Operations

(In US $ millions)

Three months ended

September 30, 2025

September 30, 2024

Revenues

Subscription solutions

699

610

Merchant solutions

2,145

1,552

2,844

2,162

Cost of revenues

Subscription solutions

128

108

Merchant solutions

1,325

936

1,453

1,044

Gross profit

1,391

1,118

Operating expenses

Sales and marketing

410

331

Research and development

375

332

General and administrative

115

114

Transaction and loan losses

148

58

Total operating expenses

1,048

835

Operating income

343

283

Net other (expense) income, including taxes(2)

(79)

545

Net income

264

828

less: equity investments, marked to market, net of taxes

(103)

484

Net income

excluding the impact of equity investments(3)

367

344

(2) Net other (expense) income, including taxes includes interest income, gains and losses on equity and other investments, loss on embedded derivative related to convertible note, foreign exchange gains and losses, and our provision for income taxes.

(3) Net income excluding the impact of equity investments is a non-GAAP financial measure which is reconciled at the end of this press release. The impact of any gains or losses on our equity investments in third parties and embedded derivative related to convertible note are not relevant to the fundamentals of our business. Valuations of third parties in public and private markets are outside of our control, and therefore, fluctuations in those valuations have little analytical or predictive value regarding our ability to drive operational results.

Note: More detailed Condensed Consolidated Statements of Operations and Comprehensive Income are available in the Quarterly Report on Form 10-Q filed concurrently with this press release with US and Canadian regulators and available at www.sec.gov and www.sedarplus.ca.

3

Shopify Inc. Condensed Consolidated Balance Sheets

(In US $ millions)

September 30, 2025

December 31, 2024

Assets

Current assets

Cash and cash equivalents

2,414

1,498

Marketable securities

3,935

3,981

Trade and other receivables, net

396

342

Loans and merchant cash advances, net

1,733

1,224

Other current assets

227

209

8,705

7,254

Long-term assets

Property and equipment, net

51

47

Operating lease right-of-use assets, net

94

93

Intangible assets, net

33

22

Deferred tax assets

29

37

Other long-term assets

23

21

Long-term investments

676

709

Equity and other investments ($3,389 and $3,930, carried at fair value)

4,363

4,647

Equity method investment

574

642

Goodwill

491

452

6,334

6,670

Total assets

15,039

13,924

Liabilities and shareholders’ equity

Current liabilities

Accounts payable and accrued liabilities

974

737

Deferred revenue

300

283

Operating lease liabilities

19

18

Convertible senior notes

920

918

2,213

1,956

Long-term liabilities

Deferred revenue

110

147

Operating lease liabilities

176

190

Deferred tax liabilities

29

73

315

410

Shareholders’ equity

Common stock

10,123

9,634

Additional paid-in capital

272

305

Accumulated other comprehensive loss

(1)

(10)

Accumulated surplus

2,117

1,629

Total shareholders’ equity

12,511

11,558

Total liabilities and shareholders’ equity

15,039

13,924

4

Shopify Inc. Condensed Consolidated Statements of Cash Flows

(In US $ millions)

Three months ended

September 30, 2025

September 30, 2024

Cash flows from operating activities

Net income for the period

264

828

Adjustments to reconcile net income to

net cash provided by operating activities:

Amortization and depreciation

8

8

Stock-based compensation

107

110

Impairment of right-of-use assets and leasehold improvements

3

—

Provision for transaction and loan losses

102

42

Deferred income tax (recovery) expense

(5)

3

Revenue related to non-cash consideration

(12)

(19)

Unrealized loss on embedded derivative

29

—

Net loss (gain) on equity and other investments

62

(512)

Net loss on equity method investment

21

28

Unrealized foreign exchange loss (gain)

4

(19)

Changes in operating assets and liabilities

(70)

(46)

Net cash provided by operating activities

513

423

Cash flows from investing activities

Purchases of property and equipment

(6)

(2)

Purchases of marketable securities

(1,460)

(2,086)

Maturities of marketable securities

1,956

1,837

Purchases and originations of loans

(996)

(844)

Repayments and sales of loans

849

628

Purchases of equity and other investments

(8)

(4)

Acquisition of business, net of cash acquired

—

(4)

Other

—

1

Net cash provided by (used in) investing activities

335

(474)

Cash flows from financing activities

Proceeds from the exercise of stock options

24

6

Net cash provided by financing activities

24

6

Effect of foreign exchange on cash, cash equivalents and restricted cash

—

11

Net increase (decrease) in cash, cash equivalents and restricted cash

872

(34)

Cash, cash equivalents and restricted cash – beginning of period

1,542

1,541

Cash, cash equivalents and restricted cash – end of period

2,414

1,507

5

Reconciliation of Non-GAAP Financial Measures

Free Cash Flow Reconciliation

(In US $ millions, except percentages)

The following table illustrates how free cash flow is calculated in this press release:

Three months ended

September 30, 2025

September 30, 2024

Net cash provided by operating activities

513

423

less: capital expenditures(4)

(6)

(2)

Free cash flow

507

421

Revenue

2,844

2,162

Free cash flow margin

18

%

19

%

Net Income Excluding the Impact of Equity Investments Reconciliation

(In US $ millions)

The following table illustrates how Net income excluding the impact of equity investments is calculated in this press release:

Three months ended

September 30, 2025

September 30, 2024

Net income

264

828

less: equity investments, marked to market, net of taxes

(103)

484

Net income

excluding the impact of equity investments(3)

367

344

(4) Capital expenditures is equivalent to the amount included in “Purchases of property and equipment” on our Condensed Consolidated Statements of Cash Flows for the reported period.

6

Financial Performance Constant Currency Analysis

(In US $ millions, except percentages)

The following table converts our GMV, revenues, gross profit, and operating income using the comparative period's monthly average exchange rates. We have provided the below disclosure as we believe it presents a clear comparison of our period-to-period operating results by removing the impact of fluctuations in foreign exchange rates and to assist investors in understanding our financial and operating performance. The table below and our Condensed Consolidated Statement of Operations disclosure are supplements to our condensed consolidated financial statements, which are prepared and presented in accordance with US GAAP (excluding GMV).

Three months ended September 30

GMV

Revenue

Subscription solutions revenue

Merchant solutions revenue

Gross profit

Operating income

2024 as reported

69,715

2,162

610

1,552

1,118

283

2025 as reported

92,013

2,844

699

2,145

1,391

343

Percentage change YoY

32

%

32

%

15

%

38

%

24

%

21

%

Constant currency impact

1,109

17

4

13

11

11

Percentage change YoY

constant currency

30

%

31

%

14

%

37

%

23

%

17

%

7

Forward-looking Statements

This press release contains forward-looking statements and forward-looking information (collectively, “forward-looking statements”), including statements related to Shopify’s financial outlook, such as expected revenue and expenses for the next fiscal quarter. These statements can be identified by words such as "will" and “expect” and are based on Shopify's current projections and expectations about future events and financial results. Known and unknown risks may cause actual results to differ materially from those described in the forward-looking statements. These risks include, but are not limited to, the Company’s ability to maintain expected growth and manage expenses, the impact of changes in economic conditions and consumer spending in key markets such as the United States, Europe, and globally, the impact of measures that affect international trade, including tariffs, our reliance on third party cloud providers to deliver services, a cyberattack or security breach, and serious errors or defects in software or hardware.

Other factors and risks that may cause actual results to differ materially from those set out in the forward-looking statements are set out in Shopify's Annual Report on Form 10-K under the heading “Risk Factors” and other filings made with US and Canadian securities regulators, available at www.sec.gov and www.sedarplus.ca. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to management on the date hereof and represent management’s beliefs regarding future events, projection and financial trends, which, by their nature, are inherently uncertain. The forward-looking statements are provided to give additional information about management’s expectations and beliefs and may not be appropriate for other purposes. Shopify undertakes no duty to publicly update or revise any forward-looking statements, except as may be required by law.

Endnotes:

Gross Merchandise Volume, or GMV, represents the total dollar value of orders facilitated through the Shopify platform including certain apps and channels for which a revenue-sharing arrangement is in place in the period, net of refunds, and inclusive of shipping and handling, duty, and value-added taxes.

Monthly Recurring Revenue, or MRR, is the aggregate value of all subscription plans, excluding variable platform fees, in effect on the last day of the period, assuming merchants maintain their subscription the following month and is used by management as a directional indicator of subscription solutions revenue going forward.

Free cash flow and free cash flow margin are non-GAAP financial measures which are reconciled in the non-GAAP reconciliation at the end of this press release. Shopify believes free cash flow and free cash flow margin provide useful information to help investors and others understand our operating results and the performance of our business in the same manner as management. Shopify does not reconcile forward-looking non-GAAP free cash flow margin as certain financial information, the probable significance of which cannot be determined, is not available and cannot be reasonably estimated. Free cash flow is a non-GAAP financial measure calculated as cash flow from operations less capital expenditures.

8

Mentions · how they’re counted

CategoryUnderlinedWord counterModel’s count
AI

AI, artificial intelligence, generative AI, machine learning, large language model, LLM

0——
Layoffs

layoffs, RIF, headcount reduction, workforce optimization, restructuring

0——
Recession

recession, downturn, contraction, slowdown

0——
Tariffs

tariff, trade war, trade barriers, trade restrictions, trade policy

1——
Buybacks

share repurchase, buyback program

0——

Underlines use the same word lists the scores use. AI, recession and tariffs follow Palanor’s word counter, so those counts match it exactly on the same text. Layoffs and buybacks use the terms the model was given. The model’s count is an estimate by meaning, not by string, so it can differ from the underlines.

Source: SEC EDGAR · public domain · Highlights by Palanor