Fiserv Securities Class Action: Guidance Cut and Wisconsin Cases

The Fiserv securities class action lawsuit accuses the Milwaukee-based payments company and several of its top executives of misleading investors about the growth of its Clover point-of-sale platform, alleging that Fiserv concealed that Clover’s rising revenue and payment volume came from forcibly migrating roughly 200,000 merchants off its legacy Payeezy gateway rather than from organic demand, and that many of those merchants quickly left for competitors. The original complaint, City of Hollywood Police Officers’ Retirement System v. Fiserv, Inc., No. 1:25-cv-06094, was filed on July 24, 2025, in the U.S. District Court for the Southern District of New York before Judge Jennifer H. Rearden.¹ A second wave of suits followed in Wisconsin after Fiserv’s October 2025 earnings and guidance collapsed.

What Investors Say Fiserv Hid

The core allegation is straightforward. Beginning in late 2023 and running through the first half of 2024, Fiserv retired its Payeezy payment gateway and pushed merchants onto Clover. According to the complaint, the migration was driven by internal cost problems and technical issues with Payeezy, but Fiserv presented the resulting jump in Clover’s revenue and gross payment volume to investors as evidence of organic growth in a competitive product.²

Plaintiffs allege that a significant share of the migrated merchants quickly abandoned Clover for competitors such as Square and Toast, citing high pricing, downtime, and compatibility issues. The complaint calls Clover an “expensive and feature-heavy” platform that merchants “rebelled against.”³ Because that churn was foreseeable, plaintiffs argue, Fiserv’s statements during the class period about Clover’s competitive position, attrition rates, and business prospects were materially false and misleading.⁴

The claims are brought under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5, the standard framework for federal securities-fraud class actions.²

The Stock Drops That Triggered the Lawsuits

The New York complaint identifies three 2025 disclosures on which the truth allegedly reached the market, each followed by a sharp drop in Fiserv’s share price:

April 24, 2025: Fiserv reported first-quarter Clover gross payment volume growth of just 8%, down from 14 to 17 percent in 2024, and attributed the deceleration to lower transaction volumes from converted Payeezy merchants. The stock fell 18.5%, closing at $176.90.
May 15, 2025: The company disclosed that GPV deceleration would persist throughout 2025 and acknowledged “very significant churn” from migrated merchants. Shares dropped 16.2%, closing at $159.13.
July 23, 2025: Fiserv lowered the top end of its full-year organic growth guidance and reported that merchant-segment organic revenue had slowed to 9% year-over-year, from 11% the prior quarter. The stock fell 13.9%, closing at $143.00.

From its class-period peak, Fiserv’s stock lost more than 40% of its value across these disclosures.¹

The October 2025 Guidance Collapse and the Wisconsin Cases

The situation worsened three months after the New York suit was filed. On October 29, 2025, Fiserv reported third-quarter adjusted earnings of $2.04 per share against a $2.64 consensus, and revenue of $4.92 billion against a $5.36 billion forecast. Management cut full-year adjusted earnings guidance to $8.50–$8.60 per share, from $10.15–$10.30, and slashed the organic revenue growth forecast to 3.5–4% from roughly 10%.⁵

The stock fell more than 40% in a single day, its largest single-day decline on record, erasing roughly $45 billion in market value.⁶ The company also acknowledged that a July 2025 “re-underwriting” review of its new initiatives had been presented to investors as showing those projects were “fundamentally sound” despite delays, but that in fact the assumptions underlying its July guidance “would have been objectively difficult to achieve even with the right investment and strong execution.”⁷

Those disclosures prompted a separate class action, Cypanga Sicav SIF v. Fiserv, Inc., No. 2:25-cv-01716, filed on November 4, 2025, in the U.S. District Court for the Eastern District of Wisconsin.⁸⁹¹⁰

Who Is Covered and Who Is Named

The proposed class in the New York action includes anyone who purchased or held Fiserv stock between July 24, 2024 and July 22, 2025.⁴ The Wisconsin class period picks up where New York leaves off, running from July 23, 2025 through October 29, 2025.⁹

Alongside Fiserv itself, the complaint names four individual defendants: Frank J. Bisignano, former chairman and CEO; Michael P. Lyons, his successor as CEO; Robert W. Hau, former chief financial officer; and Kenneth F. Best.¹⁰ The lead plaintiff appointed in the original action is the City of Hollywood Police Officers’ Retirement System, a Florida municipal pension fund represented by Labaton Keller Sucharow LLP.²

Where the Cases Stand

Competing motions for lead plaintiff were filed in the New York action on September 22, 2025 by investor groups including Yoko Momoyama (Rosen Law Firm), Danish Qureshi, the Hollywood and Miami Beach pension funds (Labaton Keller Sucharow), and ETHENEA Independent Investors S.A. (Motley Rice LLC).¹¹ Lead plaintiffs were appointed on November 17, 2025, and the case was recaptioned In re Fiserv, Inc. Securities Litigation.¹⁰

As of mid-2026, defendants have not answered any of the complaints, and no consolidated or amended complaint has been filed. The New York lead plaintiffs have moved to intervene in the Wisconsin cases and to transfer them to the Southern District of New York; that motion remains pending.¹⁰

Related Investigations and Derivative Suits

The securities suits are not the only pressure on Fiserv. In November 2025, the company began responding to information requests from the SEC’s Enforcement Division and the U.S. Attorney’s Office for the Southern District of New York concerning its 2025 earnings guidance. Fiserv says it is cooperating.¹⁰

Between December 2025 and February 2026, three shareholders — Richard Martin, Nathan Silva, and Gary Peterson — filed derivative complaints in the Eastern District of Wisconsin alleging that Bisignano, Lyons, and other current and former officers and directors breached their fiduciary duties, violated the Exchange Act, and traded Fiserv stock at artificially inflated prices. Fiserv is named as a nominal defendant, and the company’s board has also received demands to pursue litigation against certain current and former officers.¹⁰

Senators Elizabeth Warren and Ron Wyden opened a separate probe in November 2025 into Bisignano’s tenure at Fiserv. Bisignano left the company after being confirmed in May 2025 as Commissioner of the Social Security Administration, divesting his Fiserv holdings for an estimated $530 million to $550 million months before the stock collapsed. The senators noted that the timing let him avoid roughly $300 million in losses.¹²

Fiserv’s Response and Loss Reserve

Fiserv has publicly disputed the allegations, saying it “disagrees with the claims and will vigorously defend itself in the lawsuit.”³ In its 2025 annual report, the company disclosed a litigation accrual of $25 million as of December 31, 2025, down from $43 million a year earlier, with an estimated possible range of additional exposure between $0 and approximately $160 million. Management said it does not expect these liabilities to have a “material adverse effect” on its consolidated financial statements.¹⁰

1
Levi & Korsinsky LLP. Fiserv, Inc. Securities Class Action Lawsuit Update
2
Labaton Keller Sucharow LLP. Labaton Keller Sucharow LLP Files Securities Class Action Against Fiserv, Inc.
3
Payments Dive. Fiserv Sued Over Clover Migration
4
Stanford Law School Securities Class Action Clearinghouse. Fiserv, Inc. Securities Litigation
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Investing.com. Fiserv Stock Collapses as Weak Q3 Results Trigger Major Strategic Overhaul
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TIKR. Why Fiserv Stock Tanked 65% in 2025
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PR Newswire. Berger Montague Advises Fiserv Investors of Securities Fraud Class Action
8
CourtListener. Cypanga Sicav SIF v. Fiserv Inc.
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Berger Montague. Fiserv Securities Class Action
10
SEC. Fiserv 2025 Annual Report – Litigation Disclosures
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CourtListener. In re Fiserv, Inc. Securities Litigation Docket
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Government Executive. SSA Chief Bisignano Faces Probe Over Fiserv Stock and Federal Contract Concerns