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Stockholders' Equity
12 Months Ended
Dec. 31, 2024
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Stockholders' Equity
Classes of Capital Stock
Mastercard’s amended and restated certificate of incorporation authorizes the following classes of capital stock:
ClassPar Value Per ShareAuthorized Shares
(in millions)
Dividend and Voting Rights
A$0.00013,000 One vote per share
Dividend rights
B$0.00011,200 Non-voting
Dividend rights
Preferred$0.0001300 No shares issued or outstanding at December 31, 2024 and 2023. Dividend and voting rights are to be determined by the Board of Directors of the Company upon issuance.
Dividends
The Company declared a quarterly cash dividend on its Class A and Class B Common Stock during each of the four quarters of 2024, 2023 and 2022. The total per share dividends declared during the years ended December 31 are summarized below: 
202420232022
(in millions, except per share data)
Dividends declared per share $2.74 $2.37 $2.04 
Total dividends declared$2,526 $2,231 $1,968 
Ownership and Governance Structure
Equity ownership and voting power of the Company’s shares were allocated as follows as of December 31:
20242023
Equity OwnershipGeneral Voting PowerEquity OwnershipGeneral Voting Power
Public Investors (Class A stockholders)89.9 %90.6 %88.8 %89.5 %
Mastercard Foundation (Class A stockholders)9.3 %9.4 %10.4 %10.5 %
Principal or Affiliate Customers (Class B stockholders)0.7 %— %0.8 %— %
Note: Table may not sum due to rounding.
Class B Common Stock Conversions
Shares of Class B common stock are convertible on a one-for-one basis into shares of Class A common stock.  Entities eligible to hold Mastercard’s Class B common stock are defined in the Company’s amended and restated certificate of incorporation (generally the Company’s principal or affiliate customers), and they are restricted from retaining ownership of shares of Class A common stock.  Class B stockholders are required to subsequently sell or otherwise transfer any shares of Class A common stock received pursuant to such a conversion. 
Mastercard Foundation
In connection and simultaneously with its 2006 initial public offering (the “IPO”), the Company issued and donated 135 million newly authorized shares of Class A common stock to Mastercard Foundation. Mastercard Foundation is a private charitable foundation incorporated in Canada that is controlled by directors who are independent of the Company and its principal customers. Historically, Mastercard Foundation had been restricted from selling or otherwise transferring its shares of Class A common stock prior to May 1, 2027, except to the extent necessary to satisfy its charitable disbursement requirements. In July 2023, pursuant to an application in consultation with the Company, Mastercard Foundation received court approval to advance that date to January 1, 2024. As a result, Mastercard Foundation is now permitted to sell all or part of its remaining shares, subject to certain conditions. In March 2024, Mastercard Foundation began selling shares pursuant to an orderly and structured plan to diversify its Mastercard shares over a seven-year period, while committing to remain a long-term Mastercard stockholder and retaining a significant holding of Mastercard shares in its portfolio.
Common Stock Activity
The following table presents the changes in the Company’s outstanding Class A and Class B common stock:
 Outstanding Shares
 Class AClass B
(in millions)
Balance at December 31, 2021972.1 7.8 
Purchases of treasury stock(25.7)— 
Share-based payments1.8 — 
Conversion of Class B to Class A common stock0.2 (0.2)
Balance at December 31, 2022948.4 7.6 
Purchases of treasury stock(23.8)— 
Share-based payments2.3 — 
Conversion of Class B to Class A common stock0.4 (0.4)
Balance at December 31, 2023927.3 7.2 
Purchases of treasury stock(23.0)— 
Share-based payments1.9 — 
Conversion of Class B to Class A common stock0.4 (0.4)
Balance at December 31, 2024906.6 6.8 
The Company’s Board of Directors have approved share repurchase programs of its Class A Common Stock authorizing the Company to repurchase shares. The following table summarizes the Company’s share repurchase authorizations of its Class A common stock for the years ended December 31:
202420232022
(In millions, except per share data)
Board authorization$12,000 $11,000 $9,000 
Dollar-value of shares repurchased
$10,954 $9,032 $8,753 
Shares repurchased23.0 23.8 25.7 
Average price paid per share$475.35 $379.49 $340.60 
As of December 31, 2024, the remaining authorization under the share repurchase programs approved by the Company’s Board of Directors was $15.2 billion.
The Company repurchased an additional $959 million dollar-value of shares in 2025, through February 7, 2025. As of February 7, 2025, the remaining authorization under the share repurchase programs approved by the Company’s Board of Directors was $14.2 billion.