MERCADOLIBRE INC

NOTE 1. NATURE OF BUSINESS

MercadoLibre, Inc. (“MercadoLibre,” and together with its consolidated entities, the “Company”) was incorporated in the state of Delaware, in the United States of America (“U.S.”), in October 1999. MercadoLibre is the leading online commerce and fintech ecosystem in Latin America. The Company’s ecosystem provides consumers and merchants with a complete portfolio of services to enable buying and selling online and processing payments online and offline, as well as a wide array of simple day-to-day financial services.

The Company enables commerce through its marketplace platform, which allows users to buy and sell in most of Latin America. Through Mercado Pago, the fintech platform, MercadoLibre offers a comprehensive set of financial technology services to users of its e-commerce platform, and to users outside of its e-commerce platform. These services include loans and credit cards, yield on funds deposited into accounts, payments, savings, investments, insurtech, crypto buy, hold & sell and processing services for online, in-store and QR payments. Through Mercado Envios, MercadoLibre facilitates the shipping of goods from the Company and sellers to buyers. Mercado Ads facilitates advertising services for sellers and brands to promote their products and services within and outside the Company’s ecosystem.

As of September 30, 2026, MercadoLibre, through its wholly-owned subsidiaries, operated online e-commerce platforms directed towards Argentina, Brazil, Chile, Colombia, Costa Rica, Dominican Republic, Ecuador, Peru, Mexico, Panama, Honduras, Nicaragua, El Salvador, Uruguay, Bolivia, Guatemala, Paraguay and Venezuela. Additionally, MercadoLibre’s fintech platform, Mercado Pago, is present in Argentina, Brazil, Mexico, Colombia, Chile, Peru, Uruguay and Ecuador.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the U.S. (“U.S. GAAP”) and include the accounts of the Company, its wholly-owned subsidiaries and consolidated Variable Interest Entities (“VIEs”). These unaudited interim condensed consolidated financial statements are stated in U.S. dollars, except for where otherwise indicated. Intercompany transactions and balances have been eliminated for consolidation purposes.

These unaudited interim condensed consolidated financial statements reflect the Company’s consolidated financial position as of September 30, 2026 and December 31, 2025. These unaudited interim condensed consolidated financial statements include the Company’s consolidated statements of income, comprehensive income and equity for the nine and three-month periods ended September 30, 2026 and 2025 and statements of cash flows for the nine-month periods ended September 30, 2026 and 2025. These unaudited interim condensed consolidated financial statements include all normal recurring adjustments that Management believes are necessary to fairly state the Company’s financial position, operating results and cash flows.

Because all of the disclosures required by U.S. GAAP for annual consolidated financial statements are not included herein, these unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto for the year ended December 31, 2025, contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (“SEC”) (the “Company’s 2025 10-K”). The Company has evaluated all subsequent events through the date these unaudited interim condensed consolidated financial statements were issued. The interim condensed consolidated statements of income, comprehensive income, equity and cash flows for the periods presented herein are not necessarily indicative of results expected for any future period. For a more detailed discussion of the Company’s significant accounting policies, see Note 2 to the financial statements in the Company’s 2025 10-K. During the nine-month period ended September 30, 2026, there were no material updates made to the Company’s significant accounting policies.

Use of estimates

The preparation of these unaudited interim condensed consolidated financial statements in conformity with U.S. GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are used for, but not limited to, accounting and disclosures for allowance for doubtful accounts and chargeback provisions, inventories valuation reserves, recoverability of goodwill, intangible assets with indefinite useful lives and deferred tax assets, impairment of cash and cash equivalents, short-term and long-term investments, impairment of long-lived assets, separation of lease and non lease components for aircraft leases, asset retirement obligation, compensation costs relating to the Company’s long term retention program, fair value of certain loans payable and other financial liabilities, fair value of loans receivable, fair value of derivative instruments, income taxes, contingencies and determination of the incremental borrowing rate at commencement date of lease operating agreements. Actual results could differ from those estimates.

Supplier finance programs

The Company and certain financial institutions participate in a supplier finance program that enables certain of the Company’s suppliers, at their own election, to request the payment of their invoices to the financial institutions earlier than the terms stated in the Company’s payment policies. As of September 30, 2026 and December 31, 2025, the obligations outstanding that the Company has confirmed as valid to the financial institutions amounted to $902 million and $616 million, respectively.

For further information related to Supplier Finance Programs please refer to Note 4 to the consolidated financial statements in the Company’s 2025 10-K.

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Revenue recognition

Revenue recognition criteria for the services provided and goods sold by the Company are described in Note 2 to the consolidated financial statements in the Company’s 2025 10-K.

The gain arising from sales of credit card receivables, net of the costs recognized on sale of such credit card receivables, is $1,290 million and $467 million, and $783 million and $258 million, for the nine and three-month periods ended September 30, 2026 and 2025, respectively. See Note 4 – Loans receivable, net of these interim condensed consolidated financial statements for further details on the sales of loans receivables.

Revenues recognized under ASC 606, Revenue from contracts with customers, amounted to $20,626 million and $7,506 million for the nine and three-month periods ended September 30, 2026, respectively and $14,199 million and $5,205 million for the nine and three-month periods ended September 30, 2025, respectively. Revenues not recognized under ASC 606 amounted to $9,138 million and $3,244 million for the nine and three-month periods ended September 30, 2026, respectively and $5,935 million and $2,204 million for the nine and three-month periods ended September 30, 2025, respectively.

Contract balances

Timing of revenue recognition may differ from the timing of invoicing to customers. Receivables represent amounts invoiced and revenue recognized prior to invoicing when the Company has satisfied the performance obligation and has the unconditional right to payment. Accounts receivable and credit card receivables and other means of payments are presented net of allowance for doubtful accounts and chargebacks of $92 million and $63 million as of September 30, 2026 and December 31, 2025, respectively. See Note 4 – Loans receivable, net of these unaudited interim condensed consolidated financial statements for information related to the allowance for doubtful accounts with respect to the Company’s loans receivable.

Contract liabilities from contracts with customers consist of fees received related to unsatisfied performance obligations at the end of the period in accordance with ASC 606. Due to the generally short-term duration of contracts, the majority of the performance obligations are satisfied in the following months. Contract liabilities from contracts with customers as of December 31, 2025 was $133 million, of which substantially all was recognized as revenue during the nine-month period ended September 30, 2026.

As of September 30, 2026, total contract liabilities from contracts with customers recognized within current other liabilities was $175 million, mainly due to fees related to classified advertising services billed, subscriptions and loyalty programs, shipping services and inventory sales that are expected to be recognized as revenue in the coming months.

As of September 30, 2026 and December 31, 2025, the assets under management of the Company related to mutual funds amount to $5,918 million and $4,536 million, respectively.

Foreign currency translation

All of the Company’s foreign operations have determined the local currency to be their functional currency, except for Argentina, which has used the U.S. dollar as its functional currency since July 1, 2018. Accordingly, the foreign subsidiaries with local currency as functional currency translate assets and liabilities from their local currencies into U.S. dollars by using period-end exchange rates while income and expense accounts are translated at the average monthly rates in effect during the period, unless exchange rates fluctuate significantly during the period, in which case the exchange rates at the date of the transaction are used. The resulting translation adjustment is recorded as a component of other comprehensive income (loss). Gains and losses resulting from transactions denominated in non-functional currencies are recognized in earnings. Net foreign currency transaction results are included in the interim condensed consolidated statements of income under the caption “Foreign currency losses, net.”

The following tables summarize the changes in foreign currency translation during the nine and three-month periods ended September 30, 2026 and 2025:

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Argentine currency status and macroeconomic outlook

As of July 1, 2018, the Company transitioned its Argentine operations to highly inflationary status in accordance with U.S. GAAP, and changed the functional currency for Argentine subsidiaries from Argentine Pesos to U.S. dollars, which is the functional currency of their immediate parent company. Argentina’s inflation rate for the nine and three-month periods ended September 30, 2026 and 2025 was 23.6% and 5.8% and 22.0% and 6.0%, respectively. Additionally, Argentina’s average inter-annual inflation rate for the nine and three-month periods ended September 30, 2026 was 33.1% and 33.6%, respectively.

The Company uses Argentina’s official exchange rate to account for transactions in the Argentine segment, which as of September 30, 2026 and December 31, 2025 was 1,517.00 and 1,455.00 Argentine Pesos, respectively, against the U.S. dollar. During the nine-month periods ended September 30, 2026 and 2025, Argentina’s official exchange rate against the U.S. dollar increased by 4.3% and 33.7%, respectively. The average exchange rate for the three-month periods ended September 30, 2026 and 2025 was 1,499.89 and 1,333.04, respectively, resulting in an increase of 12.5%. The average exchange rate for the nine-month periods ended September 30, 2026 and 2025 was 1,442.64 and 1,180.36, respectively, resulting in an increase of 22.2%.

Argentine exchange regulations

In the second half of 2019, the Argentine government instituted exchange controls restricting the ability of companies and individuals to exchange Argentine Pesos for foreign currencies and their ability to remit foreign currency out of Argentina. An entity’s authorization request to the Central Bank of Argentina (“CBA”) to access the official exchange market to make foreign currency payments may be denied depending on the circumstances. As a result of these exchange controls, markets in Argentina developed trading mechanisms, in which an entity or individual buys U.S. dollar denominated securities in Argentina (i.e. shares, sovereign debt) using Argentine Pesos, and subsequently sells the securities for U.S. dollars, in Argentina, to access U.S. dollars locally, or outside Argentina, by transferring the securities abroad, prior to being sold (the latter commonly known as “Blue Chip Swap Rate”).

On April 11, 2025, the Argentine government announced a series of measures aimed at easing regulations related to access to the foreign exchange market. Among other modifications, these measures included the establishment of floating bands (which started between $1,000 and $1,400 Argentine Pesos, a range that was updated at a rate of 1% per month until December 2025) within which the dollar exchange rate in the foreign exchange market may fluctuate, the elimination of foreign exchange restrictions applicable to individuals, the ability of companies to transfer dividends abroad to non-resident shareholders related to fiscal years beginning on or after January 1, 2025 and provide greater flexibility to make payments abroad for imports of goods and services. Effective January 1, 2026, the floating bands are updated monthly in accordance with the most recently published monthly inflation rate.

On September 26, 2025, the CBA imposed a restriction that prohibits purchasing securities on the Argentina Stock Market that are to be settled in foreign currency for a period of 90 days following the purchase of foreign currency in the official exchange market. As of September 30, 2026 and December 31, 2025, the spread between the official exchange rate and the Blue Chip Swap Rate was 6.7% and 4.6%, respectively.

Brazilian currency volatility

Subsequent to September 30, 2026 and after the presidential election in Brazil, the Brazilian Real has shown increased volatility against the U.S. dollar. The Company continues to monitor developments in foreign currency markets, as well as their potential effects on Company’s results.

Income taxes

The Company's accounting policy for income taxes is described in Note 2 to the consolidated financial statements in the Company’s 2025 10-K.

The Company’s consolidated estimated effective tax rate for the nine and three-month periods ended September 30, 2026, as compared to the same periods in 2025, decreased from 30.1% to 25.5% and from 33.8% to 25.5%, respectively, mainly as a result of higher non-taxable gains attributable to tax benefits, along with greater tax deductions arising from permanent differences in the Brazilian segment. Additionally, the estimated effective tax rate for the three-month period ended September 30, 2026 decreased due to lower taxable foreign exchange gains in 2026 accounted for in Argentina for local tax purposes that are not recorded for accounting purposes since, under U.S. GAAP, the Argentine operations’ functional currency is the U.S. dollar due to the highly inflationary status of the country.

A valuation allowance is recorded when, based on the available evidence, it is more likely than not that all or a portion of the Company’s deferred tax assets will not be realized. In accordance with ASC 740, Management periodically assesses the need to either establish or reverse a valuation allowance for deferred tax assets considering positive and negative objective evidence related to the realization of the deferred tax assets. In its assessment, Management considers, among other factors, the nature, frequency and magnitude of current and cumulative losses on an individual subsidiary basis, projections of future taxable income, the duration of statutory carryforward periods, as well as feasible tax planning strategies, which would be employed by the Company to prevent tax loss carry-forwards from expiring unutilized.

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Knowledge-based economy promotional regime in Argentina

The Company recorded an income tax benefit related to the Knowledge-based economy promotional regime in Argentina (the “Regime”) of $40 million and $11 million, and $50 million and $13 million, during the nine and three-month periods ended September 30, 2026 and 2025, respectively. The aggregate per share effect of the income tax benefit amounted to $0.79 and $0.22, and $0.99 and $0.27 for the nine and three-month periods ended September 30, 2026 and 2025, respectively. The Regime is effective until December 31, 2029.

Fair value option applied to certain financial instruments

Under ASC 825, U.S. GAAP provides an option to elect fair value with impact on the statement of income as an alternative measurement for certain financial instruments and other items on the balance sheet.

The Company has elected to measure certain financial assets at fair value with impact on the statement of income for several reasons including to avoid the mismatch generated by the recognition of certain linked instruments / transactions, separately, in the interim condensed consolidated statements of income and interim condensed consolidated statements of comprehensive income and to better reflect the financial model applied for selected instruments. The Company’s election of the fair value option applies to: i) foreign government debt securities and ii) U.S. government debt securities.

Additionally, the Company has elected to measure the liability related to the Meli Dólar program, which corresponds to the holding by third-parties of the Company’s stablecoin, at fair value.

Earnings per share

Basic earnings per share for the Company’s common stock is computed by dividing net income for the period by the weighted average number of common shares outstanding during the period. Basic and Diluted earnings per share figures have been calculated using non-rounded amounts.

For the nine and three-month periods ended September 30, 2026, the weighted average of outstanding common shares for the diluted earnings per share includes the effect of 119 and 112 incremental shares of the Company's common stock, respectively, issuable upon vesting of restricted stock units granted to non-employee directors. For the nine and three-month periods ended September 30, 2025, the corresponding effect included in the weighted average of outstanding common shares for the diluted earnings per share was 6 and 19 incremental shares, respectively.

Recently Adopted Accounting Standards

On July 30, 2025, the FASB issued the ASU 2025-05 “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets.” The amendments in this update provide entities with a practical expedient when estimating expected credit losses on current accounts receivable and/or current contract assets arising from transactions under Topic 606, including those assets acquired in a transaction accounted for under Topic 805, Business Combinations. In developing reasonable and supportable forecasts as part of estimating expected credit losses, all entities may elect a practical expedient that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. The amendments are effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption was permitted in both interim and annual reporting periods in which financial statements had not yet been issued or made available for issuance. The practical expedient is applied prospectively. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements.

Recently issued accounting pronouncements not yet adopted

On November 4, 2024, the FASB issued the ASU 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” The amendments in this update improve financial reporting by requiring disclosure of additional information about certain costs and expenses in the notes to financial statements at interim and annual reporting, such as the amounts of purchases of inventory, employee compensation, depreciation and intangible asset amortization included in each relevant expense caption; a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027 (as clarified by ASU 2025-01). Early adoption is permitted. The amendments should be applied either prospectively to financial statements issued for reporting periods after the effective date of this update or retrospectively to any or all prior periods presented in the financial statements. The Company is assessing the effects that the adoption of this accounting pronouncement may have on its consolidated financial statements.

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On September 18, 2025, the FASB issued the ASU 2025-06 “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.” The amendments in this update remove all references to software development methods (prescriptive and sequential software development stages (referred to as “project stages”)) throughout Subtopic 350-40. Therefore, an entity is required to start capitalizing software costs when management has authorized and committed to funding the software project, and it is probable that the project will be completed and the software will be used to perform the function intended. The amendment specifies that the property, plant and equipment disclosure requirements under ASC 360-10 apply to all capitalized software costs accounted for under ASC 350-40, regardless of how the costs are presented in the financial statements. The amendments are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The amendments can be applied on a prospective transition approach, a modified transition approach (based on the status of the project and whether software costs were capitalized before the date of adoption), or a retrospective transition approach. The Company is assessing the effects that the adoption of this accounting pronouncement may have on its consolidated financial statements.

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NOTE 3. CASH, CASH EQUIVALENTS, RESTRICTED CASH AND CASH EQUIVALENTS AND INVESTMENTS

The composition of cash, cash equivalents and restricted cash and cash equivalents is as follows:

(1)As of September 30, 2026 includes $226 million held by special purpose entities. Please refer to Note 11 – Securitization transactions.

(2)Cash and cash equivalents from securitization transactions are restricted to the payment of amounts due to third-party investors.

(3) Cash, cash equivalents, restricted cash and cash equivalents as reported in the interim condensed consolidated statements of cash flows.

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The composition of short-term and long-term investments is as follows:

(1) As of September 30, 2026 and December 31, 2025, includes $203 million and $786 million, respectively, of foreign government debt securities that are considered restricted due to the Central Bank of Brazil’s mandatory guarantee. Also, as of September 30, 2026 and December 31, 2025, includes $23 million and $9 million, respectively, foreign government debt securities that are considered restricted due to the Central Bank of Uruguay’s mandatory guarantee.

(2)Corresponds to debt securities denominated in Brazilian Reais issued by the Instituto de Crédito Oficial of Spain and guaranteed by the Spanish government, considered restricted, which guarantee a line of credit.

(3) As of September 30, 2026 and December 31, 2025, includes $78 million and$74 million, respectively, of collateral as part of credit card scheme arrangement rules in Brazil, and which is considered restricted.

(4) Includes investments held by a consolidated VIE, in which the Company has determined that it has both the power to direct the activities that most significantly impact the VIE’s performance and the obligation to absorb losses or the right to receive benefits. As of September 30, 2026 and December 31, 2025, includes $65 million and $473 million of foreign government debt securities, respectively.

(5) As of September 30, 2026 and December 31, 2025, includes $12 million and $8 million, respectively, of foreign government debt securities considered restricted due to the Brazilian stock market's mandatory guarantee to operate with futures contracts. As of September 30, 2026 and December 31, 2025, includes $11 million and$9 million, respectively, of foreign government debt securities considered restricted, which guarantee lines of credit.

(6) Investments from securitization transactions are restricted to the payment of amounts due to third-party investors. Corresponds to foreign government debt securities.

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NOTE 4. LOANS RECEIVABLE, NET

The Company classifies loans receivable as “Merchant,” “Consumer,” “Credit cards” and “Asset-backed.” As of September 30, 2026 and December 31, 2025, the components of current and non-current Loans receivable, net were as follows:

The allowance for doubtful accounts with respect to the Company’s loans receivable amounts to $4,895 million and $3,179 million as of September 30, 2026 and December 31, 2025, respectively, which includes $51 million and $36 million related to unused agreed loan commitment on credit cards portfolio presented in Other liabilities of the interim condensed consolidated balance sheets as of September 30, 2026 and December 31, 2025, respectively.

As of September 30, 2026 and December 31, 2025, the Company is exposed to off-balance sheet unused agreed loan commitments on its credit card portfolio which expose the Company to credit risks of $14,892 million and $9,001 million, respectively. Related to these off-balance sheet commitments, the Company recognized in Provision for doubtful accounts a loss of $13 million and a gain of $1 million for the nine and three-month periods ended September 30, 2026, respectively, and a gain of $5 million and a loss of $7 million for the nine and three-month periods ended September 30, 2025, respectively.

From time to time, the Company sells loans receivable related to its lending solution. Certain of these arrangements, as described below, are structured as revolving facilities, under which cumulative loan sales over the term of the agreement may exceed the contractual amount, provided that the outstanding balance does not exceed the contractual limit.

In this regard, during 2024, the Company signed a contract with a third party to sell an amount up to $100 million of its loans receivable, as part of its funding strategy. These loans were originated by its Mexican subsidiary and provided to its local users. This transaction is accounted for as a true sale and the Company has a continuing involvement related to a servicing fee charged to the purchaser for collection services and regarding a beneficial interest retained by the Company over the transferred assets. Such involvements did not preclude the fact that this operation qualified as a true sale because the purchaser had full control over the transferred assets. During the nine-month period ended September 30, 2025, the Company sold $52 million of loans receivable and recorded a gain of $1 million related to the aforementioned contract. During the three-month period ended September 30, 2025, no sales were made under this contract. During 2025, the Company completed the sale of the total aforementioned amount. During the second quarter of 2026, the Company signed a new revolving contract with a third party to sell an additional amount of up to $170 million (based on the exchange rate as of the contract execution date) of its loans receivable. During the nine and three-month periods ended September 30, 2026, the Company sold $132 million and $79 million of loans receivable, respectively, and recorded a gain of $5 million and $3 million, respectively.

Additionally, during the fourth quarter of 2025, the Company signed a revolving contract to sell loans receivable in Argentina with a local financial institution for an amount up to $100 million, as part of its funding strategy. This transaction is accounted for as a true sale and the Company does not retain any continuing involvement. During the nine and three-month periods ended September 30, 2026, the Company sold $183 million and $62 million of loans receivable, respectively, and recorded gains of $20 million and $6 million, respectively.

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The Company entered into a separate revolving agreement with another financial institution in Argentina to sell up to $100 million of loans receivable, as part of its funding strategy, starting the sale of loans in July 2026. This transaction is accounted for as a true sale and the Company does not retain any continuing involvement. During the nine and three-month periods ended September 30, 2026, the Company sold $38 million of loans receivable and recorded gains of $3 million. As of September 30, 2026, the Company held $18 million of loans receivable held for sale under this agreement.

The following tables summarize the allowance for doubtful accounts activity during the nine-month periods ended September 30, 2026 and 2025:

(1) The Company writes off loans when customer balance becomes 360 days past due.

The increase in write-offs for the period ended September 30, 2026, compared to the same period in 2025, is mainly generated by higher originations of loans receivable in 2025 compared to the same period in 2024, generating a higher write-offs effect in the period ended September 30, 2026.

The Company closely monitors credit quality for all loans receivable on a recurring basis to assess and manage its exposure to credit risk. To assess merchants and consumers seeking a loan under the lending solution, the Company uses, among other indicators, risk models internally developed, as a credit quality indicator to help predict the merchant’s and consumer’s ability to repay the principal balance and interest related to the credit. The risk model uses multiple variables as predictors of the merchant’s and consumer’s ability to repay the credit, including external and internal indicators. Internal indicators consider user behavior related to credit/payment history, and with lower weight in the risk models, the Company uses number of transactions in the Company’s ecosystem and merchant’s annual sales volume, among other indicators. In addition, the Company considers external bureau information to enhance the model and the decision making process.

The amortized cost of the loans receivable classified by the Company’s credit quality internal indicator was as follows:

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As of September 30, 2026 and December 31, 2025, renegotiations represented 2.2% and 1.6% of the loans receivable portfolio, respectively.

NOTE 5. GOODWILL AND INTANGIBLE ASSETS

Goodwill and intangible assets

The composition of goodwill and intangible assets is as follows:

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Goodwill

The changes in the carrying amount of goodwill for the nine-month period ended September 30, 2026 and the year ended December 31, 2025 are as follows:

Intangible assets with finite useful life

Intangible assets with finite useful life are comprised of naming rights, customer lists, non-compete and non-solicitation agreements, hubs network, acquired software licenses and other acquired intangible assets including developed technologies and trademarks. Aggregate amortization expense for intangible assets for the nine-month periods ended September 30, 2026 and 2025 amounted to $6 million for each period, while aggregate amortization expense for intangible assets totaled $1 million and $2 million for the three-month periods ended September 30, 2026 and 2025, respectively.

The following table summarizes the remaining amortization of intangible assets (in millions) with finite useful life as of September 30, 2026:

NOTE 6. SEGMENTS

The Company manages the business country-by-country to understand and focus on the specific needs and opportunities in those markets. The Company’s chief executive officer is responsible for allocating resources and assessing performance and is therefore its chief operating decision maker (“CODM”). The Company’s segments include Brazil, Mexico, Argentina and other countries (which includes Bermuda, Chile, China, Colombia, Costa Rica, Ecuador, Peru, Uruguay and the U.S.).

The CODM evaluates the performance of the Company’s operating segments based on their direct contribution. The CODM uses the direct contribution by segment to help with decision-making since it considers all business lines within a country as a whole, taking into account the synergies between the different lines in each of the countries’ integrated digital ecosystems.

Direct contribution consists of net revenues and financial income from external customers less segment costs, which include expenses, such as shipping operation costs (including warehousing costs), carrier and other operating costs, provision for doubtful accounts, cost of goods sold, collection fees, funding cost, salaries and wages, marketing expenses, hosting expenses and artificial intelligence expenses. All corporate related costs have been excluded from the segment’s direct contribution.

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The following tables summarize the financial performance of the Company’s reporting segments:

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The following table summarizes net revenues and financial income per reporting segment, which have been disaggregated by similar products and services for the nine and three-month periods ended September 30, 2026 and 2025:

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(1) Includes final value fees and flat fees paid by sellers derived from intermediation services and related shipping and storage fees, classified fees derived from classified, advertising services, ad sales and membership subscription fees.

(2)Includes revenues from inventory sales and related shipping fees.

(3)Includes revenues from commissions the Company charges for transactions off-platform derived from use of the Company’s payment solution and asset management product, revenues as a result of offering installments for the payment to its Mercado Pago users, either when the Company finances the transactions directly or when the Company sells the corresponding financial assets, interest earned on cash and investments as part of Mercado Pago activities, including those required due to fintech regulations, net of interest gains pass through our Brazilian users in connection with our asset management product, Mercado Pago debit card commissions and insurtech fees.

(4)Includes interest earned on loans and advances granted to users, and interest and commissions earned on Mercado Pago credit card transactions.

(5)Includes sales of mobile point of sales devices.

(6)Revenues from external customers in the U.S. amounted to $59 million and $22 million for the nine and three-month periods ended September 30, 2026, respectively, and $33 million and $13 million for the nine and three-month periods ended September 30, 2025, respectively.

The following table summarizes the allocation of property and equipment, net based on geography:

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The following table summarizes the allocation of the operating lease right-of-use assets based on geography:

The following table summarizes the allocation of goodwill and intangible assets based on geography:

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NOTE 7. FAIR VALUE MEASUREMENT OF ASSETS AND LIABILITIES

Assets and liabilities measured and recorded at fair value on a recurring basis

The following table summarizes the Company’s assets and liabilities measured at fair value on a recurring basis as of September 30, 2026 and December 31, 2025:

(1) Measured at fair value with impact on the statement of income for the application of the fair value option. (See Note 2 – Summary of significant accounting policies – Fair value option applied to certain financial instruments).

(2) As of September 30, 2026 and December 31, 2025, includes $138 million and $206 million, respectively, of money market funds from securitization transactions. (See Note 3 – Cash, cash equivalents, restricted cash and cash equivalents and investments).

(3)As of December 31, 2025, includes $8 million of investments from securitization transactions. (See Note 3 – Cash, cash equivalents, restricted cash and cash equivalents and investments).

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The Company’s assets and liabilities measured and recorded at fair value on a recurring basis were valued using i) Level 1 inputs: unadjusted quoted prices in active markets (Level 1 instrument valuations are obtained from observable inputs that reflect quoted prices (unadjusted) for identical assets in active markets); ii) Level 2 inputs: obtained from readily-available pricing sources for comparable instruments as well as instruments with inactive markets at the measurement date; and iii) Level 3 inputs: valuations based on unobservable inputs reflecting Company’s assumptions. The unobservable inputs of the fair value of contingent considerations classified as Level 3 refer to the amounts to be paid according to the agreement of an acquisition, the likelihood of achievement of the targets included in that arrangement (expected to be 100%), and the Company’s historical experience with similar arrangements. Reasonable variation on those unobservable inputs would not significantly change the fair value of those instruments. As of September 30, 2026 and December 31, 2025, the Company had not changed the methodology nor the assumptions used to estimate the fair value of the financial instruments.

There were no transfers to and from Levels 1, 2 and 3 during the nine-month period ended September 30, 2026, nor during the year ended December 31, 2025.

The Company’s election of the fair value option applies to: i) foreign government debt securities, ii) U.S. government debt securities and iii) Meli Dólar liability. The Company recognized fair value changes of foreign and U.S. government debt securities, which include the related interest income of those instruments, in net service revenues and financial income if it is related to Mercado Pago’s operations or in interest income and other financial gains, net if not. Such fair value changes and interest income amount to gains of $111 million and $37 million, and $381 million and $120 million in net service revenues and financial income for the nine and three-month periods ended September 30, 2026 and 2025, respectively, and $25 million and $3 million, and $64 million and $22 million in interest income and other financial gains, net for the nine and three-month periods ended September 30, 2026 and 2025, respectively. The Meli Dólar liability has not presented changes in its fair value for the nine-month periods ended September 30, 2026 and 2025.

As of September 30, 2026 and December 31, 2025, the amortized cost of the Company’s investment in corporate debt securities classified as available for sale amounted to $507 million and $392 million, respectively, and the estimated fair value amounted to $500 million and $399 million, respectively. The cost of these securities is determined under a specific identification basis. As of September 30, 2026 and December 31, 2025, the gross unrealized gains accumulated amounted to $1 million and $7 million, respectively, and as of September 30, 2026 the gross unrealized loss accumulated amounted to $8 million. For the nine and three-month periods ended September 30, 2026 and 2025, the proceeds from sales of corporate debt securities amounted to $60 million and $23 million, and $43 million and $6 million, respectively.

The following table summarizes the net carrying amount of the corporate debt securities classified as available for sale, classified by its contractual maturities:

The following table summarizes the net carrying amount of the debt securities not classified as available for sale (U.S. and foreign government debt securities), classified by its contractual maturities or Management’s expectation to convert the investments into cash:

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Financial assets and liabilities not measured and recorded at fair value

The following table summarizes the estimated fair value of the financial assets and liabilities of the Company not measured at fair value as of September 30, 2026 and December 31, 2025:

(1)Includes loans receivable held for sale. See Note 4 – Loans receivable, net.

As of September 30, 2026 and December 31, 2025, the carrying value of the Company’s investment in foreign debt securities held to maturity amounted to $169 million and $146 million, respectively, and its contractual maturity is less than a year.

As of September 30, 2026 and December 31, 2025, the carrying value of the Company’s financial assets with determinable fair value (except for loans receivable) not measured at fair value approximated their fair value mainly because of their short-term maturity. If these financial assets were measured at fair value in the financial statements, cash and cash equivalents and restricted cash and cash equivalents would be classified as Level 1 (where cost and fair value are aligned), foreign debt securities held to maturity would be classified as Level 3 and the remaining financial assets would be classified as Level 2. The estimated fair value of the loans receivable would be classified as Level 3 based on the Company’s assumptions.

As of September 30, 2026 and December 31, 2025, the carrying value of the Company’s financial liabilities (except for the 3.125% Notes due 2031 (the “2031 Notes”), the 4.900% Notes due 2033 (the "2033 Notes") and the 5.850% Notes due 2036 (the "2036 Notes")) not measured at fair value approximated their fair value mainly because of their short-term maturity or because the effective interest rates are not materially different from market interest rates. If these financial liabilities were measured at fair value in the financial statements, these would be classified as Level 2. As of September 30, 2026 and December 31, 2025, the estimated fair value of the 2031 Notes would have been $478 million and $501 million, respectively, which is based on Level 2 inputs. As of September 30, 2026 and December 31, 2025, the estimated fair value of the 2033 Notes would have been $702 million and $726 million, respectively, which is based on Level 2 inputs. As of September 30, 2026, the estimated fair value of the 2036 Notes would have been $946 million, which is based on Level 2 inputs.

NOTE 8. COMMITMENTS AND CONTINGENCIES

Litigation and Other Legal Matters

The Company is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings. The Company accrues liabilities when it considers that future costs will probably be incurred and such costs can be reasonably estimated. Proceeding-related liabilities are based on developments to date and historical information related to actions filed against the Company. As of September 30, 2026, the Company had accounted for estimated liabilities involving proceeding-related contingencies and other estimated contingencies of$179 million(net of judicial deposits) within non current other liabilities to cover legal actions against the Company for which Management has assessed the likelihood of a final adverse outcome as probable. Expected legal costs related to litigations are accrued when the legal service is actually provided.

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In addition, as of September 30, 2026, the Company and its subsidiaries are subject to certain legal actions considered by the Company’s Management and its legal counsels to be reasonably possible of resulting in a loss for an estimated aggregate amount up to $768 million. No loss amounts have been accrued for such reasonably possible legal actions.

For further information related to contingent liabilities please refer to Note 14 to the consolidated financial statements in the Company’s 2025 10-K.

Tax Claims

Withholding Tax in the Brazil-Argentina Double Taxation Convention

The tax claims related to the withholding income tax (“IRRF”) over payments remitted by certain Brazilian subsidiaries to MercadoLibre S.R.L. for the provision of intercompany management and IT services are described in Note 14 to the consolidated financial statements in the Company’s 202510-K.

In February 2026, the first-instance judge denied the writ of mandamus filed by the subsidiary Mercado Crédito Sociedade de Crédito, Financiamento e Investimento S.A. and therefore an appeal was filed, which is currently pending before the Federal Regional Court of the Third Region. The Company continued to make judicial deposits of the amounts under dispute in this case until the new case explained below was initiated.

Regarding the writ of mandamus filed by the Brazilian subsidiaries Mercadolivre.com Atividades de Internet Ltda. (which was absorbed by merger into Mercado Livre Brasil Ltda.), Mercado Livre Brasil Ltda. (known as eBazar.com.br Ltda. until July 1, 2026 when it changed its corporate name) and Mercado Pago Instituição de Pagamento Ltda., relating to the intercompany IT support services agreements under the Brazil-Argentina Double Taxation Convention to prevent double taxation as amended in 2017, on July 16, 2026, the Federal Regional Court of the Third Region denied the Company’s Appeal. On July 30, 2026 the Company filed a motion for clarification, which was denied on October 22, 2026. The court’s decision regarding the motion for clarification is currently pending publication and afterwards will be appealed. Considering the new cases regarding the IT support and management services agreements explained in the following paragraph, the Company has not made any further payments in this case. According to the current stage of the case, the Company maintains the provision considering a 15% rate.

In the writ of mandamus filed in October 2024 by Mercado Livre Brasil Ltda., Mercado Pago Instituição de Pagamento Ltda. and Mercado Pago Corretora de Seguros Ltda. regarding the intercompany management services agreements, in which a favorable first-instance decision was rendered on December 9, 2025, the first-instance court rejected, in July 2026, the Company’s motion for clarification. In August 2026, both the Company and the federal government filed appeals, which are pending before the Federal Regional Court of the Third Region. The Company maintains the provision considering a 15% rate.

In May 2026, the Company’s Brazilian subsidiaries Mercado Crédito Sociedade de Crédito, Financiamento e Investimento S.A., Mercado Livre Brasil Ltda., Mercado Pago Corretora de Seguros Ltda. and Mercado Pago Instituição de Pagamento Ltda. entered into new intercompany service agreements with the Argentine subsidiary MercadoLibre S.R.L. for the provision of IT and management services, which specifically state that the services do not involve transfer of technology. Under the Convention to prevent double taxation between Brazil and Argentina as amended in 2017, withholding income tax rates are 15% for the use of trademarks and transfers of technology, and 10% for other royalties and rights. As the Company's operations do not involve technology transfer or specific copyrights, the 10% rate applies without requiring formal registration or direct payment to authors. Following the execution of these agreements, on May 31, 2026, the Brazilian subsidiaries initiated writs of mandamus seeking to challenge the imposition of Brazilian IRRF on the cross-border payments or, alternatively, at least to limit the maximum applicable tax rate to 10% pursuant to the double taxation treaty in effect between Brazil and Argentina. According to the current stage of the cases and based on the opinion of external legal counsel, Management's opinion is that the risk of losing the cases is probable considering the 10% rate and reasonably possible but not probable at the 15% rate, and therefore the Company recognizes the provision considering a 10% rate for these new cases.

In the case filed by Mercado Crédito Sociedade de Crédito, Financiamento e Investimento S.A., the preliminary injunction requested to halt the tax collection without collateral was denied. Consequently, the subsidiary makes judicial deposits to secure the claim. On July 21, 2026 the Federal Regional Court of the Third Region denied the request for interim relief on appeal, and on July 30, 2026 the first-instance court denied the writ of mandamus. The Company appealed in August 2026, and the appeal is pending. In the other case, involving Mercado Livre Brasil Ltda., Mercado Pago Corretora de Seguros Ltda. and Mercado Pago Instituição de Pagamento Ltda., the preliminary injunction was denied on July 29, 2026 and, in September 2026, the court partially granted the Company’s motion to clarify that the intercompany contract was not sufficient to prove the services have no transfer of technology. The case is pending first-instance judgment. Following the denial of the injunction, these subsidiaries have started making judicial deposits of the amounts under dispute at a 10% rate.

Management’s opinion, based on the opinion of external legal counsel, is that the risk of losing the cases is probable based on the technical merits of the Company’s tax position and the existence of adverse decisions issued by the Superior Court of Justice (“STJ”). For that reason, the Company has recorded a provision for the disputed amounts, which was$664 million as of September 30, 2026, and which was recorded in non-current other liabilities in the consolidated balance sheets, presented net of the corresponding judicial deposits for $625 million (which includes $157 million of interest income). The differential rate for the new cases, which is considered reasonably possible but not probable, amounts to $6 million as of September 30, 2026. Accordingly, the Company has not recorded any expense or liability for the latter disputed amounts.

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Interstate rate of ICMS-DIFAL on interstate sales

Interstate rate of ICMS-DIFAL on interstate sales without Complementary Law

The writ of mandamus related to the interstate rate of ICMS-DIFAL (Imposto sobre Circulação de Mercadorias, Serviços de Transporte Interestadual, Intermunicipal e Comunicação on interstate sales at a differential rate) without the existence of a complementary law is described in Note 14 to the consolidated financial statements in the Company’s 2025 10-K.

In June, 2025, the STJ ruled against the Company on the Special Appeal relating to one of the cases related to the Distrito Federal (where the risk of losing had been considered probable). In June, 2026, the Distrito Federal withdrew the funds previously deposited by the Company (which amounted to less than$1 million). The other case whose risk of losing is assessed as probable pending as of December 31, 2025 had no updates during the nine-month period ended September 30, 2026. The Company maintains a $2 million provision as of September 30, 2026 for the disputed amounts related to the ongoing case where the risk of losing is considered by Management to be probable, based on the opinion of external legal counsel, which are presented net of the corresponding judicial deposits of $2 million.

Interstate rate of ICMS-DIFAL over fixed assets

The writ of mandamus related to the interstate rate of ICMS-DIFAL over fixed assets is described in Note 14 to the consolidated financial statements in the Company’s 2025 10-K. In June 2026, the STJ ruled against taxpayers in the landmark case under Theme 1369. The STJ determined that Supplementary Law No. 87/1996 (Lei Kandir) provides a sufficient legal basis for the collection of the ICMS-DIFAL on interstate transactions involving goods acquired for consumption or fixed assets. In August 2026, based on the aforementioned decision, which was published in July 2026, and on the opinion of external legal counsel, Management reassessed the risk of losing the cases as probable for the whole period under dispute, including the period between January 1, 2022 and April 4, 2022, previously assessed as reasonably possible. The Company has recorded liabilities for the disputed amounts, which arise to $4 million as of September 30, 2026, andwhich are presented net of the corresponding judicial deposits of $3 million.

Exclusion of ICMS tax benefits from federal taxes base

The tax claims related to the exclusion of ICMS tax benefits from the tax base of the Corporate Income Tax (“IRPJ”) and of the Social Contribution on Net Profits (“CSLL”) and the federal contributions PIS and COFINS are described in Note 14 to the consolidated financial statements in the Company’s 2025 10-K.

Regarding the writ of mandamus filed to set aside the federal contributions IRPJ and CSLL under Law 14,789 (from January 2024 onwards), on March 16, 2026, the STJ selected three Special Appeals for adjudication under the binding precedent’s rule, establishing Repetitive Theme No. 1416 which will determine whether ICMS presumed credits should be excluded from the IRPJ and CSLL tax bases, both before and after the enactment of Federal Law no. 14,789/2023. STJ’s final ruling may affect the outcome of the Company’s writ of mandamus.

On June 11, 2026, the lower court rendered a favorable decision recognizing the Company’s right to exclude ICMS tax benefits from its calculation basis. The decision also enjoined the tax authorities from engaging in collection activities or imposing penalties regarding this matter, and declared the Company’s right to offset or seek reimbursement for amounts previously paid. Subsequently, on June 16, 2026, the federal government filed an appeal against the ruling. On June 19, 2026, the Company filed a motion for clarification to address specific omissions in the judgment which remains pending judgment. Specifically, the motion seeks to clarify (i) the Company's request to be exempted from reporting such deemed tax credits in ancillary tax obligations (DIRBI), and (ii) the specific applicability and impact of Law No. 14,789/2023 on the ruling.

Management’s opinion, based on the opinion of external legal counsel, is that the risk of losing the case remains not more likely than not based on the technical merits of the Company’s tax position. Accordingly, the Company has not recorded any expense or liability for the disputed amounts. As of September 30, 2026, the total disputed amount was $187 million.

Regarding the two writs of mandamus filed by the Company related to the exclusion of ICMS presumed credits from the PIS and COFINS tax bases (the writ filed in 2023, which was stayed pending the final ruling on Theme 843, and the writ related to Law 14,789 from January 2024 onwards), on October 7, 2026, the Brazilian Supreme Court (“STF”) concluded the judgment of Theme 843, ruling that the inclusion of ICMS presumed credits in the PIS and COFINS tax bases is incompatible with the federal constitution. The STF did not address the modulation of the effects of the decision, which may be raised in motions for clarification, and the final decision has not yet been published. Management’s opinion, based on the opinion of external legal counsel, is that the risk of losing these cases is reasonably possible but not probable. Accordingly, the Company has not recorded any expense or liability for the disputed amounts. As of September 30, 2026, the total disputed amount was $16 million for the case related to the period before Law 14,789 (until December 2023) and $51 million for the case under Law 14,789 (from January 2024 onwards).

Services Tax exclusion in the tax base of the Federal Contributions (PIS/COFINS)

The tax claim related to the exclusion of the Municipal Service Tax (“ISS”) in the tax base of the Federal Contributions (PIS/COFINS) is described in Note 14 to the consolidated financial statements in the Company’s 2025 10-K.

On October 21, 2026, the STF concluded the judgment of Theme 118, ruling that the ISS must be excluded from the PIS and COFINS tax bases, in a decision with binding effect. The final decision has not yet been published, and motions for clarification may still be filed.

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As of September 30, 2026, the Company had recognized a provision of $96 million related to this matter. In light of the STF’s ruling, the Company is reassessing the likelihood of the contingency as of the issuance date of these interim condensed consolidated financial statements. No judicial deposits had been made related to this case.

Exclusion of bonuses paid by suppliers from the tax base of the Federal Contributions (PIS/COFINS)

On August 18, 2026, the Brazilian subsidiary Mercado Livre Brasil Ltda. filed a writ of mandamus against the federal government to exclude bonuses paid by its suppliers (such as funds for commercial strategies, reimbursement for obsolescence of goods or price support) from the PIS and COFINS tax bases. The claim was filed considering that, at the time, the STJ had set a trial date for a related leading case (Theme 1412), which was removed from the court’s agenda in August 2026 and on October 21, 2026 was again set to trial, expected to happen on November 11, 2026. Management’s opinion, based on the opinion of external legal counsel, is that the risk of losing this case is reasonably possible but not probable. Accordingly, the Company has not recorded any expense or liability for the disputed amount. As of September 30, 2026, the total disputed amount was $94 million.

Buyer protection program

The buyer protection program (“BPP”) is designed to protect buyers from losses due primarily to fraud or counterparty non-performance. The BPP covers (i) all transactions completed through the Company's Marketplace executed via the Company’s online payment solution Mercado Pago, under which consumers may be reimbursed for the total value of a purchased item and the value of any shipping service paid if it does not arrive, arrives incomplete or damaged, does not match the seller’s description or if the buyer regrets the purchase; and (ii) transactions completed through the Company’s online payment solution Mercado Pago on third-party websites outside of the Marketplace where the purchased item is not received by the buyer, in each case subject to certain excluded categories and eligibility conditions. The Company is entitled to recover from the third-party carrier companies performing the shipping service certain amounts paid under the BPP. Furthermore, in some specific circumstances, the Company enters into insurance contracts with third-party insurance companies in order to cover contingencies that may arise from the BPP.

The maximum potential exposure under this program is estimated to be the volume of payments processed through the Company's Marketplace and through Mercado Pago on third-party websites outside of the Marketplace, for which claims may be made under the terms and conditions of the Company’s BPP. Based on historical losses to date, the Company does not believe that the maximum potential exposure is representative of the actual potential exposure. The Company records a liability with respect to losses under this program when they are probable and the amount can be reasonably estimated.

As of September 30, 2026 and December 31, 2025, Management’s estimate of the maximum potential exposure related to the Company’s buyer protection program is $9,182 million and $7,953 million, respectively, for which the Company recorded a provision of $22 million and $19 million, respectively.

Commitments

The Company has signedtwo andfive-year agreements with certain providers, pursuant to which the Company committed to purchase cloud platform and other technology services (including artificial intelligence capabilities) for a total minimum aggregate purchase commitment of $3,522 million. As of September 30, 2026, the remaining purchase commitment is $1,695 million.

The Company has signed aten-year agreement with Gol Linhas Aereas S.A. under which the Company committed to contract a minimum amount of air logistics services for a total cost of $378 million (portion allocated to the services component of the agreement). As of September 30, 2026, the remaining purchase commitment is $263 million.

As of September 30, 2026, the Company has lease agreements for new warehouses in Brazil, Mexico, Argentina and Chile, for a total amount of $2,116 million, that have not yet commenced. Lease terms under the agreements are between 2 to 16 years.

The Company has unconditional purchase obligations related to capital expenditures for a total amount of $34 million. As of September 30, 2026, the remaining purchase commitment is $1 million.

The Company has signed lease agreements for the rental of vehicles to be used for its shipping activity in Brazil, which have been subsequently subleased to certain third-party carriers. The Company remains secondarily liable for the entire term of the lease agreements. The estimated maximum potential amount of future payments (undiscounted) that the Company could be required to make under the contracts, which have an average remaining lease term of 38 months, arises to $441 million as of September 30, 2026, which may possibly be recovered from the carriers. No provision has been recorded in relation to these agreements.

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NOTE 9. LONG TERM RETENTION PROGRAM

The following table summarizes the long term retention program accrued compensation expense for the nine and three-month periods ended September 30, 2026 and 2025, which are payable in cash according to the decisions made by the Board of Directors (the “Board”):

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NOTE 10. LOANS PAYABLE AND OTHER FINANCIAL LIABILITIES

The following tables summarize the Company’s Loans payable and other financial liabilities as of September 30, 2026 and December 31, 2025:

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(1) The carrying amount includes the effect of the derivative instruments that qualified for fair value hedge accounting. See Note 13 – Derivative instruments for further detail.

(2)As of September 30, 2026, includes $17 million secured by a compensating balance agreement signed by MercadoLibre S.R.L.

See Note 11 – Securitization transactions and Note 12 – Leases to these unaudited interim condensed consolidated financial statements for details regarding the Company’s collateralized debt securitization transactions and finance lease obligations, respectively.

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Senior Notes

Senior Notes Due 2026

On January 14, 2021, the Company issued $400 million aggregate principal amount of 2.375% Sustainability Notes due 2026 (the “2026 Sustainability Notes”). The 2026 Sustainability Notes matured on January 14, 2026; the total outstanding principal and interest, totaling $367 million, was fully repaid that month.

Senior Notes Due 2031 and 2033

On January 14, 2021, the Company issued $700 million aggregate principal amount of the 2031 Notes. On December 9, 2025, the Company issued $750 million aggregate principal amount of the 2033 Notes (together with the 2031 Notes, the "Notes").

Certain of the Company’s subsidiaries (the “Subsidiary Guarantors”) fully and unconditionally guarantee the payment of principal, premium, if any, interest, and all other amounts in respect of the 2031 Notes, the 2033 Notes and the 2036 Notes (as defined below) (the “Subsidiary Guarantees”). The initial Subsidiary Guarantors were MercadoLibre S.R.L., Ibazar.com Atividades de Internet Ltda., Mercado Livre Brasil Ltda., Mercado Envios Servicos de Logistica Ltda., Mercado Pago Instituição de Pagamento Ltda (formerly known as “MercadoPago.com Representações Ltda.”), MercadoLibre Chile Ltda., MercadoLibre, S.A. de C.V., Institución de Fondos de Pago Electrónico (formerly known as “MercadoLibre, S. de R.L. de C.V.”), DeRemate.com de México, S. de R.L. de C.V. and MercadoLibre Colombia Ltda. On October 27, 2021, MercadoLibre, S.A. de C.V., Institución de Fondos de Pago Electrónico became an excluded subsidiary pursuant to the terms of the Notes and it was released from its Subsidiary Guaranty. On October 27, 2021, MP Agregador, S. de R.L. de C.V. became a Subsidiary Guarantor under the Notes. On July 1, 2022 and October 1, 2022, Ibazar.com Atividades de Internet Ltda. and Mercado Envios Servicos de Logistica Ltda. were merged into Mercado Livre Brasil Ltda., respectively. On May 2, 2025, as a result of the spin-off of DeRemate.com de México, S. de R.L. de C.V. completed in January 2025 (the “DeRemate Spinoff”), MPFS, S. de R.L. de C.V. became a Subsidiary Guarantor under the Notes. On April 28, 2026, Mercado Pago Instituição de Pagamento Ltda. was released from its Subsidiary Guaranty pursuant to the terms of the indenture governing the Notes. On September 30, 2026, MPFS, S. de R.L. de C.V. was released from its Subsidiary Guaranty pursuant to the terms of the indenture governing the Notes.

During the three-month period ended September 30, 2025, the Company didnot repurchase Notes. During the nine-month period ended September 30, 2025, the Company repurchased $13 million in principal amount of the outstanding 2031 Notes. The total amount paid amounted to $12 million. For the nine-month period ended September 30, 2025, the Company recognized $1 million as a gain in Interest income and other financial gains in the interim condensed consolidated statements of income.

During the nine and three-month periods ended September 30, 2026, the Company did not repurchase any Notes.

For additional information regarding the Notes please refer to Note 16 to the audited consolidated financial statements for the year ended December 31, 2025, contained in the Company’s 2025 10-K.

Senior Notes Due 2036

On September 14, 2026, the Company issued $1,000 million aggregate principal amount of the 2036 Notes. The payment of principal, premium, if any, interest, and all other amounts in respect of the 2036 Notes is fully and unconditionally guaranteed, jointly and severally, on an unsecured basis, by the Subsidiary Guarantors. The Company will pay interest on the 2036 Notes semi-annually on March 14 and September 14 of each year, commencing on March 14, 2027. The 2036 Notes will mature on September 14, 2036. Also, the Company capitalized $6 million of debt issuance costs and had $21 million of debt discount, which are amortized during the term of the 2036 Notes.

The 2036 Notes rank equally in right of payment with all of the Company’s other existing and future senior unsecured debt obligations. Each Subsidiary Guarantee will rank equally in right of payment with all of the Subsidiary Guarantor’s other existing and future senior unsecured debt obligations, except for statutory priorities under applicable local law.

During the nine and three-month periods ended September 30, 2026, the Company did not repurchase any 2036 Notes.

Revolving Credit Agreement

On September 27, 2024, the Company entered into a $400 million amended and restated revolving credit agreement (the “Amended and Restated Revolving Credit Agreement”) with the lenders party thereto, Citibank, N.A., as administrative agent, and the Company’s subsidiaries MercadoLibre S.R.L., Mercado Livre Brasil Ltda., Mercado Pago Instituição de Pagamento Ltda., DeRemate.com de Mexico S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda., and MercadoLibre Colombia Ltda. as initial guarantors. The Company’s obligations under the Amended and Restated Credit Agreement are guaranteed by certain subsidiaries of the Company. On July 23, 2025, as a result of the DeRemate Spinoff, MPFS, S. de R.L. de C.V. became a guarantor under the Amended and Restated Credit Agreement in accordance with its terms. On April 28, 2026, Mercado Pago Instituição de Pagamento Ltda. was released from its guarantee pursuant to the terms of the Amended and Restated Credit Agreement. On September 30, 2026, MPFS, S. de R.L. de C.V. was released from its guarantee pursuant to the terms of the Amended and Restated Credit Agreement.

On September 12, 2025, the Company entered into Amendment No. 1 (the “First Amendment”) to the Amended and Restated Revolving Credit Agreement with the administrative agent and the guarantors. The First Amendment permits the Company to request, at one or more times, that existing and/or new lenders provide, at their election, up to $400 million of additional commitments, for an aggregate principal amount of credit commitments of up to $800 million.

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On April 28, 2026, the Company entered into Amendment No. 2 (the “Second Amendment”) to the Amended and Restated Revolving Credit Agreement (as amended by the First Amendment and the Second Amendment, the “Amended Credit Agreement”) with the administrative agent and the guarantors. The Second Amendment requires that the aggregate revenues of guarantors that guarantee loans drawn from the facility represent at least 60% of the revenues of the Company, down from 75%.

The interest rates under the Amended Credit Agreement are based on Term SOFR (“Secured Overnight Funding Rate”) plus an interest margin of 1.00% per annum, which may be decreased to 0.90% per annum or increased to 1.15% per annum depending on the Company’s debt rating, as further provided under the Amended Credit Agreement. Any loans drawn from the Amended Credit Agreement must be repaid on or prior to September 27, 2028, which will be automatically extended to September 27, 2029 upon satisfaction, on or prior to August 28, 2027, of the Maturity Extension Conditions (as defined in the Amended Credit Agreement), as further provided in the Amended Credit Agreement. The Company is also obligated to pay a commitment fee on the unused amounts of the facility at a rate per annum equal to 25% of the then Applicable Margin, depending on the Company’s debt rating, as further provided under the Amended Credit Agreement.

As of September 30, 2026, no amounts have been borrowed under the facility.

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International Finance Corporation Loan Agreement

On November 4, 2026, Mercado Livre Brasil Ltda. (“MELI Brasil”) and Mercado Pago Instituição de Pagamento Ltda. (“Mercado Pago” and, together with MELI Brasil, the “Borrowers”), each a subsidiary of the Company, each entered into a loan agreement with International Finance Corporation (“IFC”) (together, the “IFC Loan Agreements”). The IFC Loan Agreements provide for senior unsecured term loans in an aggregate principal amount of $735 million, allocated equally between the Borrowers. The loans consist of: (i) loans funded by IFC in an aggregate amount of $250 million ("A") and (ii) loans in an aggregate amount of $485 million, funded by participating financial institutions, for which IFC acts as lender of record ("B"). The A loans mature 5 years, and the B loans 3 years, after their respective first disbursements, and each is repayable in a single installment at maturity. The proceeds will be used to finance the early settlement of credit card receivables of micro, small and medium-sized businesses in Brazil’s Amazon Region, originated in transactions processed by Mercado Pago.

The loans bear interest at six-month Term SOFR plus 1.05% per annum, payable semi-annually. On the date that is three years after the first A loan disbursement, the spread on the A loans will be adjusted once, upward or downward by 0.15% per annum per notch based on any downgrade or upgrade of the Company’s credit rating from its June 2026 level. The Borrowers may prepay the loans, in whole or in part, on not less than 30 days’ notice, with partial prepayments in a minimum amount of $50 million. Voluntary prepayments are subject to a prepayment premium interpolated on the remaining time to final maturity, ranging from 0.50% (five years or more) down to 0% (one year or less), plus unwinding costs if made other than on an interest payment date. The Borrowers will also pay customary commitment, front-end and other fees.

The Company has fully and unconditionally guaranteed each Borrower’s obligations under the IFC Loan Agreements, on an unsecured basis, under a parent company guarantee agreement with IFC (the “Guarantee”).

The IFC Loan Agreements and the Guarantee contain representations, warranties, covenants and events of default customary for financings of this type. These include limitations on liens, mergers and sale-and-leaseback transactions generally consistent with those in the indenture governing the 2036 Notes. They also include reporting and environmental, social and governance covenants. The events of default include cross-acceleration and judgment default provisions with a $200 million threshold. In addition, the Borrowers must prepay the loans upon a change of control accompanied by a rating downgrade. If an event of default occurs, IFC may accelerate the loans. The IFC Loan Agreements and the Guarantee are governed by New York law.

As of the date of this report, no amounts have been disbursed under the IFC Loan Agreements. The Borrowers expect the first disbursement to occur in November 2026.

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NOTE 11. SECURITIZATION TRANSACTIONS

The process of securitization consists of the issuance of securities collateralized by a pool of assets through a special purpose entity (“SPEs”), often under a VIE.

The Company securitizes financial assets associated with its credit card receivables and loans receivable portfolio. The Company’s securitization transactions typically involve the legal transfer of financial assets to bankruptcy remote SPEs. The Company generally retains economic interests in the collateralized securitization transactions, which are retained in the form of subordinated interests. For accounting purposes, the Company is generally precluded from recording the transfers of assets in securitization transactions as sales and is required to consolidate the SPE.

The Company securitizes certain credit card receivables related to users’ purchases through Brazilian SPEs. Under the SPE contracts, the Company has determined that it has the obligation to absorb losses or the right to receive benefits of the SPEs that could be significant because it retains subordinated interest in the SPEs. As the Company controls the vehicles, the assets, liabilities and related results are consolidated in its financial statements.

Additionally, the Company securitizes certain loans receivable through Brazilian, Argentine, Mexican and Chilean SPEs, formed to securitize loans receivable provided by the Company to its users or purchased from financial institutions that grant loans to the Company’s users through Mercado Pago. According to the SPE contracts, the Company has determined that it has both the power to direct the activities of the entity that most significantly impact the entity’s performance and the obligation to absorb losses or the right to receive benefits of the entity that could be significant because it retains the equity certificates of participation and would therefore also be consolidated.

When the Company controls the vehicle, it accounts for the securitization transactions as if they were secured financing and therefore the assets, liabilities and related results are consolidated in its financial statements. The secured debt is issued by the SPEs and includes collateralized securities used to fund the Company’s fintech business. The third-party investors in the securitization transactions have legal recourse only to the assets securing the debt and do not have recourse to the Company. Additionally, the cash flows generated by the SPEs are restricted to the payment of amounts due to third-party investors, but the Company retains the right to residual cash flows.

The following table summarizes the Company’s collateralized debt under securitization transactions, as of September 30, 2026:

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(1) Minimum and maximum maturity depending on the applicable interest rate within the range.

During the first quarter of 2026, the Company achieved interest rate reductions across one SPE in Brazil: Mercado Crédito Fundo de Investimento Em Direitos Creditórios Não Padronizado reduced its interest rate spread from 3.00% to 2.50% (and extended its maturity from April 2028 to March 2029) and one SPE in Mexico: Fideicomiso Irrevocable de Administración y Fuente de Pago 6189 reduced its interest rate spread from 2.80% to 2.55%.

During the third quarter of 2026, the Company amended the terms of two SPEs in Mexico and one in Brazil. Fideicomiso Irrevocable de Administración y Fuente de Pago 6189 changed the reference interest rate from the equilibrium interbank interest rate (“TIIE”) to the equilibrium interbank funding interest rate (“TIIE de Fondeo”), reduced its interest rate spread from 2.55% to 1.80% and extended its maturity from April 2027 to August 2029. Additionally, Fideicomiso Irrevocable de Administración y Fuente de Pago F/6203 extended its maturity from November 2029 to February 2031. Finally, the Brazilian SPE Mercado Crédito II Brasil Fundo De Investimento Em Direitos Creditórios Nao Padronizados changed its maturity to August 2030.

The assets and liabilities of the SPEs through which the Company securitizes financial assets as of September 30, 2026 and December 31, 2025 are as follows:

(1) Restricted cash and cash equivalents from the SPEs include balances maintained in digital wallets that are eliminated for consolidation purposes.

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NOTE 12. LEASES

The Company leases certain fulfillment, cross-docking and service centers, office space, aircraft, aircraft hangars, machines, and vehicles in the various countries in which it operates. The lease agreements do not contain any residual value guarantees or material restrictive covenants.

Supplemental balance sheet information related to leases was as follows:

The following table summarizes the weighted average remaining lease term and the weighted average incremental borrowing rate for operating leases and the weighted average discount rate for finance leases as of September 30, 2026 and December 31, 2025:

(1) Includes discount rates of leases in local currency and U.S. dollar.

The components of lease expense were as follows:

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The following table summarizes the fixed, future minimum rental payments, excluding variable costs, which are discounted by the Company’s incremental borrowing rates and internal rates of return to calculate the lease liabilities for the operating and finance leases, respectively:

NOTE 13. DERIVATIVE INSTRUMENTS

Cash flow hedges

The Company uses foreign currency exchange contracts to hedge the foreign currency effects related to the forecasted purchase of MPOS devices in U.S. dollars, hosting, licenses, fraud prevention, LTRP expenses, air logistics services and lease payments, which are payable in U.S. dollars (or in local currency linked to the U.S. dollar exchange rate) owed by Brazilian and Mexican subsidiaries, whose functional currencies are the Brazilian Real and the Mexican Peso, respectively. The Company designated the foreign currency exchange contracts as cash flow hedges, the derivatives’ gain or loss is initially reported as a component of accumulated other comprehensive loss and subsequently reclassified into the consolidated statements of income in the “Cost of net revenues and financial expenses,” “Product and technology development,” “Sales and marketing", “General and administrative expenses" and “Foreign currency losses, net” line items, in the same period the forecasted transaction affects earnings. As of September 30, 2026, the Company estimated that the whole amount of net derivative gains or losses related to its cash flow hedges included in accumulated other comprehensive loss will be reclassified into the consolidated statements of income within the next 12 months.

The Company has also entered into a currency swap contract to hedge the foreign currency exchange effects related to a foreign currency financial debt issued by one of its Brazilian subsidiaries. The Company designated the currency swap contract as cash flow hedge, the derivative’s gain or loss is initially reported as a component of accumulated other comprehensive loss and subsequently reclassified into the consolidated statements of income in the “Cost of net revenues and financial expenses” and “Foreign currency losses, net” line items in the same period the forecasted transaction affects earnings. The derivative’s gain or loss is initially reported as a component of accumulated other comprehensive loss and subsequently reclassified into earnings within the next 12 months.

Fair value hedges

The Company has entered into swap contracts to hedge the interest rate and the foreign currency exposure of its fixed-rate, foreign currency financial debt held by its Brazilian subsidiaries. The Company designated the swap contracts as fair value hedges. The derivatives’ gain or loss is reported in the consolidated statements of income in the same line items as the change in the value of the financial debt due to the hedged risks. Since the terms of the interest rate swaps match the terms of the hedged debts, changes in the fair value of the interest rate swaps are offset by changes in the fair value of the hedged debts attributable to changes in interest rates. Accordingly, the net impact in current earnings is that the interest expense associated with the hedged debts is recorded at the floating rates.

The Company also uses future contracts to hedge the interest rate exposure of its consumer, merchant and asset-backed loan portfolio originated in Brazil. In these cases, where the assets included in the portfolio share the same risk exposure, the Company designated the future contracts as fair value hedges under the portfolio layer method. The derivatives’ gain or loss is reported in the consolidated statements of income in the same line item as the change in the value of the financial assets due to the hedged risk. Accordingly, the Company unlocks its portfolio’s fixed-rate to mitigate the effect of interest rate fluctuations.

Derivative instruments not designated as hedging instruments

The Company entered into certain foreign currency exchange contracts to hedge the foreign currency fluctuations related to certain transactions and balances denominated in U.S. dollars of certain of its Brazilian and Mexican subsidiaries, whose functional currencies are the Brazilian Real and the Mexican Peso, respectively. These transactions were not designated as hedges for accounting purposes.

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The Company entered into certain foreign currency exchange contracts to hedge the foreign currency fluctuations related to commercial notes denominated in U.S. dollars issued by a certain Argentine subsidiary. As explained in Note 2 – Summary of significant accounting policies, the Company changed the functional currency for Argentine subsidiaries from Argentine Pesos to U.S. dollars under U.S. GAAP, as a consequence of hyperinflation status, so these transactions were not designated as hedges for accounting purposes, as no foreign exchange risk exists under U.S. GAAP related to U.S. dollar denominated commercial notes in Argentina.

Finally, as of September 30, 2026, the Company entered into swap contracts to hedge the interest rate fluctuation of a certain portion of its financial debt in one of its Brazilian subsidiaries. These transactions were not designated as hedges for accounting purposes.

The following table presents the notional amounts of the Company’s outstanding derivative instruments:

Derivative instrument contracts

The fair values of the Company’s outstanding derivative instruments as of September 30, 2026 and December 31, 2025 were as follows:

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The effects of derivative contracts on the interim condensed consolidated statement of comprehensive income for the nine-month periods ended September 30, 2026 and 2025 were as follows:

The effect of the Company’s fair value hedge relationships over its fixed-rate financial debt on the interim condensed consolidated statements of income for the nine and three-month periods ended September 30, 2026 and 2025 were as follows:

The carrying amount of the hedged items for fair value hedges over its fixed-rate financial debt included in the “Loans payable and other financial liabilities” line items of the interim condensed consolidated balance sheets as of September 30, 2026 and December 31, 2025 was $666 million and $486 million, respectively.

The effects of the Company’s fair value hedge relationships over its fixed-rate financial debt on the interim condensed consolidated balance sheets related to cumulative basis adjustments for fair value hedges as of September 30, 2026 and December 31, 2025 are $3 million and less than $1 million, respectively, reducing the carrying value of the hedged debt as of September 30, 2026 and December 31, 2025.

The effect of the Company’s fair value hedge relationships over its fixed-rate loans receivable, net on the interim condensed consolidated statements of income for the nine and three-month periods ended September 30, 2026 was a net loss of $1 million and less than $1 million, respectively, and affected Net revenues and financial income. For the nine and three-month periods ended September 30, 2025 the effect of this hedge relationship was less than $1 million, for both periods.

The carrying amount of the hedged items for fair value hedges over its fixed-rate loans receivable, net included in the “Loans receivables, net of allowances” line items of the interim condensed consolidated balance sheets as of September 30, 2026 and December 31, 2025 was $656 million and $185 million, respectively.

The effects of the Company’s fair value hedge relationships over its fixed-rate loans receivable on the interim condensed consolidated balance sheets related to cumulative basis adjustments for fair value hedges as of September 30, 2026 and December 31, 2025 are less than $1 million and $2 million, respectively, increasing the carrying value of the hedged loans receivable as of September 30, 2026 and December 31, 2025.

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The effects of derivative contracts not designated as hedging instruments on the interim condensed consolidated statements of income for the nine and three-month periods ended September 30, 2026 and 2025 were as follows:

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