AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 18/10/2026
Moat50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 2/4 · Existing ERP integrations, reconciliation functions and proprietary acceptance infrastructure support switching friction. Relative superiority and a self-reinforcing network effect are not demonstrated.
durability · 2/4 · Embedded workflows and estimated five-to-ten-year contract benefits support multiyear persistence. These estimates do not establish realized retention, and alternative payment rails could weaken parts of the franchise.
customer dependency · 2/4 · Approval hierarchies, ERP connections and reconciliation serve consequential operating processes. Dependency is inferred from functionality; exclusive commitments and observed switching behavior are absent.
erosion resilience · 2/4 · Corporate Payments growth and other businesses' transaction growth show continuing demand. Lower Corporate Payments yields, possible payment-rail substitution and a realized regulatory charge limit evidence of resilience.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Gift revenue per transaction and lodging revenue per room night increased, while Corporate Payments revenue per spend dollar fell with new enterprise-client mix. Observed yield outcomes are mixed and do not isolate discretionary price increases.
retention · 2/4 · Assessed indirectly from integrated workflows, reported recurring-volume characteristics and transaction growth. These support repeat demand but do not separate existing-customer retention from new customers or acquisitions; no retention rate is inferred.
margin resilience · 2/4 · Corporate Payments operating income benefited from synergies, but lodging margins declined in 2025. In second-quarter 2026, consolidated operating income fell despite higher revenue, with a significant FTC-related charge. These outcomes show mixed resilience without proving pricing causation.
contractual freedom · 2/4 · Certain merchant agreements provide explicit cost-plus or transaction-percentage formulas that mitigate fuel-price exposure. Customer fuel pricing also depends on competitive prices. This establishes limited contractual flexibility, while broader unilateral repricing rights remain undisclosed.
Predictability86
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 5.63
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 11.98
Financial strength21
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 4.30
- netDebtEbitGrade
- 23.84
- interestCoverageGrade
- 35.80
- currentRatioGrade
- 18.13
- Debt / FCF (x)
- 7.70
- Net debt / operating income (x)
- 3.81
- Interest coverage (x)
- 4.94
- Current ratio (x)
- 0.98
Capital allocation93
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 19.43
- 3-year average dilution (%)
- -2.46
- 3-year average SBC / revenue (%)
- 2.76
- cashConversionGrade
- 100.00
Management56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Actual repurchases reduced outstanding shares, and covenant compliance supports financing management. Against this, a $2.4 billion acquisition, substantial debt, $1.1 billion of first-half repurchases and an earlier goodwill impairment create a mixed allocation record. Cash generation and acquisition returns cannot be fully evaluated from these passages.
incentive alignment · 2/4 · Disclosed equity, ownership and clawback policies and an actual below-target award payout demonstrate meaningful performance linkage. Repurchases remain included in performance metrics, and adjusted targets complicate interpretation. Complete ownership and realized long-term award outcomes are missing.
execution · 3/4 · The multiyear GAAP earnings record, Corporate Payments operating growth and disclosed integration synergies demonstrate sustained execution. Assessment uses operating results rather than customer retention statistics. Acquisitions, disposition gains, integration costs and the recent legal charge limit attribution and prevent an exceptional grade.
governance · 2/4 · An otherwise independent board and full reported meeting attendance support oversight. The combined CEO-chair role, prior material control weakness and FTC-related contingent loss offset those strengths. Remediation measures are disclosed, but the selected passage alone does not establish lasting control effectiveness.
Evidence
Our mid-market/enterprise solution meets the needs of the most complex global enterprises with multiple organizational hierarchies, approval workflows, locations, bank accounts, robust on-demand reporting and seamless integration with Enterprise Resource Planning (ERP) systems.
Business: enterprise payment hierarchies, workflows and ERP integration · Filed 27/02/2026
We also provide rich data on the remittance to the vendor, regardless of payment modality, which facilitates invoice reconciliations and payment posting.
Business: remittance data and reconciliation · Filed 27/02/2026
We have integrated our virtual card offering into most leading enterprise resource planning (ERP) systems, providing a seamless experience for our customer's accounts payable personnel.
Business: existing virtual card ERP integrations · Filed 27/02/2026
We have built a proprietary merchant acceptance network that accepts our virtual card payments.
Business: proprietary merchant acceptance network · Filed 27/02/2026
Contract acquisition and fulfillment costs are amortized using the straight-line method over the expected period of benefit (ranging from five to ten years).
Accounting policies: expected benefit period for contract costs · Filed 27/02/2026
In addition to delivering meaningful value to our customers, our solutions also share several important and attractive business model characteristics including: •Majority of revenue is derived primarily from business customers, which tend to have relatively predictable consistent volumes; •Recurring revenue models driven by recurring volume, resulting in predictable revenue; •Unique selling systems with common sales approaches, management and reporting; •Specialized technology platforms and proprietary payment acceptance networks, which we believe create competitive advantages and barriers to entry; and •Attractive EBITDA margins and strong cash flow conversion with relatively limited incremental infrastructure investment requirements.
Business model: recurring volumes and asserted competitive barriers · Filed 10/04/2026
Corporate Payments revenue per spend dollar decreased over the prior year due to the impact of new cross-border enterprise clients.
2025 results: Corporate Payments revenue per spend dollar · Filed 27/02/2026
Because our cross-corder solution relies on carefully curated bank relationships, our exposure to these dynamics may be greater than that of certain competitors that are less dependent on traditional banking models.
Risk factors: cross-border dependence on bank relationships · Filed 27/02/2026
The success of stablecoin and blockchain-based payments could increase price competition and diminish volume on our existing solutions.
Risk factors: potential blockchain price and volume competition · Filed 27/02/2026
Vehicle Payments operating income decreased in the three months ended June 30, 2026 due to the impact of a contingent loss related to the FTC legal matter of $100 million and the impact of dispositions.
Second-quarter 2026 results: FTC-related contingent loss and dispositions · Filed 10/08/2026
Other Other revenues were $285.1 million in 2025, an increase of 11.7% compared to the prior year, driven by strong transaction volume and revenue per transaction growth in the gift card business.
2025 results: gift transaction volume and revenue per transaction · Filed 27/02/2026
The increase in Lodging Payments revenues was primarily due to an increase in revenue per room night across all solutions.
Second-quarter 2026 results: lodging revenue per room night · Filed 10/08/2026
The impact of changes in fuel price is somewhat mitigated by our agreements with certain merchants, where the price paid to the merchant is equal to the lesser of the merchant’s cost plus a markup or a percentage of the transaction purchase price.
Market risk: merchant pricing agreements · Filed 27/02/2026
The fuel price that we charge to our customer is dependent on several factors including, among others, the fuel price paid to the merchant, posted retail fuel prices and competitive fuel prices.
Market risk: competitive constraints on customer fuel prices · Filed 10/08/2026
Corporate Payments operating income was $639.8 million in 2025, an increase of 28.4% compared to the prior year.
2025 results: Corporate Payments operating income growth · Filed 27/02/2026
Corporate Payments operating income increased primarily due to the reasons discussed above and integration synergies, partially offset by sales investments to grow the business and one-time deal-related and integration expenses.
2025 results: integration synergies, investments and expenses · Filed 27/02/2026
Lodging Payments operating income and margin declined from the prior period due to the reasons discussed above.
2025 results: lodging operating income and margin decline · Filed 27/02/2026
and Subsidiaries Unaudited Consolidated Statements of Income (In Thousands, Except Per Share Amounts) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenues, net $ 1,338,809 $ 1,102,030 $ 2,599,796 $ 2,107,697 Expenses: Processing 275,165 238,517 547,227 460,361 Selling 150,607 115,777 298,814 223,334 General and administrative 223,674 176,994 427,473 333,953 Depreciation and amortization 118,297 91,350 233,123 183,538 Other operating, net 99,891 2 107,242 (3) Gain on disposition, net 1,099 — 122,522 — Operating income 472,274 479,390 1,108,439 906,514 Other expenses: Other expense (income), net 6,278 (10,572) 27,326 (6,477) Interest expense, net 114,719 96,872 224,819 190,794 Loss on extinguishment of debt 6,557 — 6,557 1,596 Total other expenses, net 127,554 86,300 258,702 185,913 Income before income taxes 344,720 393,090 849,737 720,601 Provision for income taxes 92,932 109,012 244,235 192,648 Net income 251,788 284,078 605,502 527,953 Less: Net income (loss) attributable to noncontrolling interest 3,481 (90) 7,129 552 Net income attributable to Corpay $ 248,307 $ 284,168 $ 598,373 $ 527,401 Earnings per share: Basic earnings per share attributable to Corpay* $ 3.75 $ 4.03 $ 8.91 $ 7.49 Diluted earnings per share attributable to Corpay* $ 3.70 $ 3.98 $ 8.79 $ 7.38 Weighted average shares outstanding: Basic shares 65,542 70,546 66,536 70,432 Diluted shares 66,325 71,429 67,379 71,494 *Basic and diluted earnings per share amounts are determined under the two-class method.
Unaudited income statements: first-half and second-quarter 2026 results · Filed 10/08/2026
Financial Statements Corpay, Inc. and Subsidiaries Consolidated Balance Sheets (In Thousands, Except Share and Par Value Amounts) June 30, 2026 December 31, 2025 (Unaudited) Assets Current assets: Cash and cash equivalents $ 3,163,539 $ 2,408,097 Restricted cash 7,004,803 6,583,843 Accounts and other receivables (less allowance for credit losses of $176,244 at June 30, 2026 and $170,957 at December 31, 2025) 2,656,036 2,145,679 Securitized accounts receivable—restricted for securitization investors 2,300,000 1,823,000 Prepaid expenses and other current assets 1,359,614 1,002,621 Total current assets 16,483,992 13,963,240 Property and equipment, net 472,324 472,310 Goodwill 7,149,978 7,564,822 Other intangibles, net 2,919,689 3,237,729 Investments 576,175 601,942 Other assets 622,009 568,092 Total assets $ 28,224,167 $ 26,408,135 Liabilities and equity Current liabilities: Accounts payable $ 2,275,799 $ 1,564,548 Accrued expenses 568,426 606,600 Customer deposits 8,915,786 8,118,566 Securitization facility 2,300,000 1,823,000 Current portion of notes payable and lines of credit 2,225,389 1,522,530 Other current liabilities 673,699 661,433 Total current liabilities 16,959,099 14,296,677 Notes payable and other obligations, less current portion 6,098,142 6,656,157 Deferred income taxes 599,773 614,345 Other noncurrent liabilities 665,201 612,279 Total noncurrent liabilities 7,363,116 7,882,781 Commitments and contingencies (Note 12) Redeemable noncontrolling interest 314,000 302,000 Stockholders’ equity: Common stock, $0.001 par value; 475,000,000 shares authorized; 132,878,962 shares issued and 65,655,113 shares outstanding at June 30, 2026; and 132,186,610 shares issued and 68,362,289 shares outstanding at December 31, 2025 133 132 Additional paid-in capital 4,116,011 3,970,077 Retained earnings 10,857,309 10,264,751 Accumulated other comprehensive loss (1,356,551) (1,392,154) Less treasury stock, 67,223,849 shares at June 30, 2026 and 63,824,321 shares at December 31, 2025 (10,075,018) (8,958,942) Total Corpay stockholders’ equity 3,541,884 3,883,864 Noncontrolling interest 46,068 42,813 Total equity 3,587,952 3,926,677 Total liabilities, redeemable noncontrolling interest and equity $ 28,224,167 $ 26,408,135 See accompanying notes to unaudited consolidated financial statements.
June 2026 balance sheet: debt, cash and outstanding shares · Filed 10/08/2026
During the six months ended June 30, 2026, the Company repurchased 3.4 million shares for an aggregate purchase price of $1.1 billion.
Stockholders' equity: actual first-half 2026 repurchases · Filed 10/08/2026
The Other operating loss in 2024 was driven by a $90 million non-cash goodwill impairment recorded in 2024.
2024 results: goodwill impairment · Filed 27/02/2026
The Company was in compliance with all financial and non-financial covenants under the Credit Agreement and Securitization Facility at June 30, 2026.
Financing: June 2026 covenant compliance · Filed 10/08/2026
CORPAY AT A GLANCE Forward-Leaning Compensation Practices Corpay has embraced best practices in our compensation programs, which strongly support our pay-for-performance philosophy and culture: •Named executive officer (“NEO”) compensation aligned with Company and, as applicable, division performance •Total target pay levels generally at or below peer median •Significant portion of NEO compensation generally delivered in the form of equity-based awards •Different performance metrics for different compensation components •Incentive payouts tied closely to achieving published guidance •Significant stock ownership requirements •No repricing or cashing out of underwater stock options or stock appreciation rights •No hedging or pledging of common shares •No excise tax gross-ups •Maintain a compensation clawback policy that exceeds the Dodd-Frank Act requirements by extending to executive misconduct •Below-market severance policies •Shareholder engagement includes nomination and governance committee Chair, compensation committee Chair, additional Board members and management •Utilize an independent compensation consultant Shareholder Engagement Results Our 2025 shareholder outreach was a continuation of our annual comprehensive shareholder engagement plan.
Compensation: disclosed ownership, clawback and trading policies · Filed 10/04/2026
Walker’s 2025 Long-Term Equity Incentive grant with a one-year performance period was earned based on achievement against a target goal of Corpay consolidated full-year GAAP revenue, as adjusted, of $4,487 million for 2025 (all dollar values in millions).(1) Below Threshold (0%) ($) Threshold (25%) ($) Below Target (50%) ($) Below Target (75%) ($) Target (100%) ($) Above Target (125%) ($) Maximum (150%) ($) Achievement ($) Payout (%) Performance- Based Shares Earned (#) <4,352.4 4,352.4 4,397.3 4,442.1 4,487.0 4,531.9 4,576.7 4,447.2 78 938 (1)Corpay consolidated full-year GAAP revenue was adjusted (a) to be consistent with the macro-economic environment assumed in the 2025 budget and (b) for the impact of acquisitions and/or divestitures.
Compensation: actual 2025 performance achievement and earned award · Filed 10/04/2026
The Company aligns its executive compensation arrangements with its overall capital allocation strategy that helps maximize shareholders’ interests, and share repurchases are accordingly not excluded from our performance metrics.
Compensation: repurchases included in performance metrics · Filed 10/04/2026
Reconciliation of Net Income to Pro Forma Adjusted Net Income Set forth below is a reconciliation of adjusted net income and adjusted net income per diluted share attributable to Corpay to the most directly comparable GAAP measure, net income and net income per diluted share (in millions, except per share amounts): 2025 2024 2023 2022 2021 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 Net income attributable to Corpay $1,070 $1,004 $982 $954 $839 $704 $895 $811 $740 $452 $362 $369 $285 $216 $147 $108 Net income per diluted share $15.03 $13.97 $13.20 $12.42 $9.99 $8.12 $9.94 $8.81 $7.91 $4.75 $3.85 $4.24 $3.36 $2.52 $1.76 $1.34 2026 Notice of Annual Meeting & Proxy Statement 79 Table of Contents 23.
Appendix: historical GAAP net income and diluted EPS · Filed 10/04/2026
Except for our CEO, all of our directors are independent under the NYSE rules.
Governance: director independence · Filed 10/04/2026
Each director attended 100% of Board and applicable committee meetings held during the year.
Governance: actual 2025 board and committee attendance · Filed 10/04/2026
Remediation of Previously Reported Material Weakness As previously disclosed in Part II-Item 9A "Controls and Procedures" in our Annual Report on Form 10-K for the year ended December 31, 2024, we identified a material weakness in our internal control over financial reporting related to information technology general controls (ITGCs) in the area of user access management over certain information technology systems used in the execution of controls that support the Company’s financial reporting processes.
Controls: previously reported user-access material weakness · Filed 27/02/2026
With respect to the material weakness above, management, under the oversight of the Audit Committee, implemented measures designed to ensure that control deficiencies contributing to the material weakness was remediated, and that these controls are designed, implemented and operating effectively.
Controls: management and Audit Committee remediation measures · Filed 27/02/2026
The appointment of a Lead Independent Director precludes the need to permanently separate the role of CEO and Chairman of the Board.
Governance: combined CEO and chair leadership structure · Filed 10/04/2026
The impact of acquisitions has, and may continue to have, a significant impact on our results of operations and may make it difficult to compare our results between periods.
Results comparability: significant acquisition effects · Filed 10/08/2026
Other Other revenues were $86.7 million in the three months ended June 30, 2026, an increase of 4.6% from the comparable prior period, driven primarily by strong transaction volume growth in the Gift, Outsourced Card Processing and Payroll card businesses.
Second-quarter 2026 results: transaction volume growth in Other businesses · Filed 10/08/2026
Valuation of acquired customer relationship intangible assets Description of the Matter As discussed in Notes 2 and 7 to the consolidated financial statements, the Company completed the acquisition of Alpha Group International plc ("Alpha") for total estimated purchase consideration of $2.4 billion.
Critical audit matter: Alpha acquisition consideration · Filed 27/02/2026
