MERCADOLIBRE INC SEC Filings

Lawson Martin R reported acquisition or exercise transactions in this Form 4 filing.

MercadoLibre Inc. director Lawson Martin R reported a stock-based compensation award rather than a market trade. He received 94 shares of common stock at no cost, subject to forfeiture and transfer restrictions until the next annual meeting of shareholders following the grant date.

After this award, he holds 4,230 shares directly, which include 559 restricted shares and 3,671 unrestricted common shares, and 1,769 shares indirectly through Fullerton Development Co. According to the vesting terms, 465 restricted shares will vest in two substantially equal installments on the next two anniversaries of the July 1, 2022 grant date, provided he continues to meet the award conditions.

MercadoLibre, Inc. held its Annual Meeting of Stockholders on June 9, 2026. Common stock entitled to vote as of April 14, 2026 totaled 50,697,182 shares, and 42,917,786 shares were represented, establishing a quorum.

Stockholders elected all Class I director nominees. Susan Segal received 36,780,151 votes for and 2,269,483 withheld; Stelleo Passos Tolda received 13,399,536 for and 25,650,098 withheld; Alejandro Nicolás Aguzin received 38,488,792 for and 560,842 withheld. There were 3,868,152 broker non-votes on this proposal.

Stockholders approved, on an advisory basis, 2025 executive compensation with 34,371,581 votes for, 4,445,767 against and 232,286 abstentions, plus 3,868,152 broker non-votes. They also ratified the appointment of Pistrelli, Henry Martin y Asociados S.A. as independent registered public accounting firm for 2026 with 42,608,235 votes for, 283,482 against and 26,069 abstentions.

MercadoLibre director Alejandro Nicolas Aguzin reported buying 600 shares of Common Stock in open-market transactions. On 2026-05-22, he purchased 505 shares at an average price of about $1,656.10 per share and 95 shares at about $1,655.01 per share.

After these purchases, he beneficially owned 5,355 shares, including 64 shares of Restricted Stock that remain subject to forfeiture and transfer restrictions until the next annual shareholders meeting.

MercadoLibre, Inc. ownership disclosure: Capital Research Global Investors reported beneficial ownership of 2,717,172 shares, representing 5.4% of the 50,697,182 shares believed outstanding as of 03/31/2026.

The filer states it has 2,714,113 shares with sole voting power and 2,717,172 shares with sole dispositive power. The filing is a Schedule 13G ownership disclosure signed on 05/11/2026.

MercadoLibre, Inc. reported strong top-line growth for the three months ended March 31, 2026, with net revenues and financial income rising to $8,845 million from $5,935 million a year earlier, driven by both commerce and fintech operations across Brazil, Mexico, Argentina and other countries.

Despite higher revenue, profitability softened: net income fell to $417 million from $494 million, and income from operations declined to $611 million from $763 million as operating expenses, especially sales and marketing and provision for doubtful accounts, increased significantly.

The credit portfolio continued to expand, with loans receivable, net, reaching $10,735 million versus $9,365 million at year-end 2025, alongside a higher allowance for doubtful accounts. Cash, cash equivalents and restricted cash and cash equivalents totaled $15,141 million, and total assets reached $46,934 million against total liabilities of $39,653 million.

MercadoLibre reported very strong top-line growth in Q1 2026 while intentionally allowing margins to compress to fund expansion. Net revenues and financial income reached $8.845 billion, up 49% year over year, driven by both commerce and fintech.

Income from operations was $611 million with a 6.9% margin, down 600 basis points as the company invested heavily in free shipping, credit cards, first‑party inventory, cross‑border trade, fulfillment and AI. Net income was $417 million, down 16% with a 4.7% margin.

Business activity remained robust: Total Payment Volume was $87.2 billion, up 50%, and Gross Merchandise Volume was $19.0 billion, up 42%. Fintech monthly active users reached 83 million, up 29%, while the credit portfolio grew 87% to $14.6 billion, with stable 15‑90 day NPLs at 8.0%.

MercadoLibre Inc. ownership update: Baillie Gifford & Co reports beneficial ownership of 3,233,259 shares of common stock, representing 6.38% of the class as of 03/31/2026. The filing shows sole voting power for 2,425,549 shares and sole dispositive power for 3,233,259 shares. Baillie Gifford states these shares are held by the adviser and/or its investment-adviser subsidiaries on behalf of advisory clients.

MercadoLibre, Inc. has issued its 2026 proxy statement for the June 9, 2026 virtual annual meeting, asking stockholders to elect three Class I directors, approve 2025 executive pay on an advisory basis, and ratify Pistrelli, Henry Martin y Asociados S.A. as auditor for 2026.

The filing highlights a planned leadership transition effective January 1, 2026, with Ariel Szarfsztejn becoming CEO and founder Marcos Galperin moving to Executive Chairman, following a multi‑year succession process. It notes 28 consecutive quarters of revenue growth above 30% year‑over‑year and record Net Promoter Scores in key markets, underscoring a long‑term growth focus.

The board remains majority independent, with all audit, compensation, and nominating committee members independent, and emphasizes performance‑linked compensation where most named executives’ target pay is long‑term and variable. The proxy also details risk oversight structures, cybersecurity programs, sustainability impact across Latin America, and expanded director compensation, including a $90,000 cash retainer and $150,000 annual equity award for independent directors.

MercadoLibre, Inc. adopted new executive compensation frameworks for 2026, setting performance goals for its 2026 Bonus Program and approving a 2026 Long Term Retention Program for senior leaders.

For the 2026 Bonus Program, bonuses for the CEO, Executive Chairman and other named executives are tied to Net revenues and financial income in constant dollars, Income from operations in constant dollars, Total payment volume - adjusted, and the Company’s Competitive Net Promoter Score. Each executive has a target bonus equal to four months of base salary, or 33.33% of annual base pay, which the Board can adjust by up to plus or minus 50% based on individual performance.

The 2026 Long Term Retention Program grants targeted annual cash awards for six years starting between January 1, 2027 and April 30, 2027, subject to continued employment, with a grant date deemed January 1, 2026. Target nominal awards include $14,000,000 for the Chief Executive Officer, $10,000,000 each for the Fintech President and Technology & Operations President, $4,000,000 for the Executive Vice President & Chief Financial Officer, and $3,500,000 for the Executive Chairman.