10-K – 2025-08-06 – fox-20250630.htm

ITEM 1C.    CYBERSECURITY
The Company maintains a cybersecurity program that is designed to identify, detect, assess and manage cybersecurity risks. The Company’s senior management and its Board are actively involved in the oversight of the Company’s risk management program, of which cybersecurity is an important part. The Company’s cybersecurity program, which aligns to the National Institute of Standards and Technology Cybersecurity Framework (the “NIST Framework”) includes, among other things:
•     regular internal and external penetration testing of our technology environments at the application, infrastructure and network level, covering the systems, products and practices collecting or storing confidential business and personal information— including user data—in accordance with the Company’s secu rity policies. This testing is conducted multiple times a year by third-party firms;
•     third-party provider security assessments to evaluate associated risks and appropriate internal and third-party provider security controls;
•    processes to manage security risks and vulnerabilities;
•    mandatory company-wide cybersecurity compliance and information handling training;
•     a documented cybersecurity incident response plan that establishes procedures, roles, responsibilities and communication protocols for internal staff and external resources in the event of a cybersecurity incident;
•    cybersecurity tools that assist with the automation and orchestration of security alert response based on the relative risk; and
•     threat intelligence sharing relationships with industry partners, peers, and government agencies, as needed and appropriate.
FOX’s cybersecurity program is based on recognized best practices and standards applicable to our industry. The Company engages a third-party firm to assess the overall maturity of its program against the NIST Framework on a bi-annual basis. This evaluation includes an assessment of how the program evaluates and
30

mitigates risk, as well as how it compares against industry benchmarks. The results of this evaluation are provided to the Audit Committee of the Board.
The Company’s Chief Information Security Officer (“CISO”) leads the Company’s dedicated information security department, which monitors FOX’s prevention, detection, mitigation and remediation efforts related to cyber threats. The CISO regularly consults with the Company’s Co-Chief Privacy Officers, and the Company’s Chief Technology Officer (“CTO”) provides additional oversight of the cybersecurity program, and previously served as the Company’s CISO. The CISO has over 15 years of experience in cybersecurity, information security and technology, including a background in broadcast media and networking and systems engineering, and has held numerous industry certifications.
The CISO is in regular communication with senior management regarding cybersecurity matters and provides frequent routine (generally weekly) updates to the Company’s Executive Chair and Chief Executive Officer, Chief Operating Officer (“COO”), Chief Financial Officer (“CFO”), CTO and Chief Legal and Policy Officer. As part of the Company’s incident response plan process, cybersecurity risk events of a certain criteria are communicated in a timely manner to the Company’s incident response governing body, which is comprised of members of senior management, including the COO, CTO, and CFO. The Company tests the effectiveness of the incidence response plan and assesses its response capabilities by conducting executive tabletop exercises involving detailed topical cybersecurity scenarios with these executives, as well as technical tabletop exercises including technical and operational personnel. The Company also has processes in place that are designed to ensure that decisions regarding public disclosure and reporting of cybersecurity incidents can be made in a timely manner.
The Company’s Board has an active role, as a whole and at the committee level, in overseeing the management of the Company’s risks. The Audit Committee of the Board is responsible for (i) overseeing the Company’s policies and practices with respect to risk assessment and risk management, including with respect to cybersecurity and the use of AI, (ii) overseeing the Company’s financial and other major risk exposures and the steps taken to monitor and control them, and (iii) providing guidance to the Board on such matters.
The Audit Committee regularly reviews and discusses FOX’s cybersecurity risks and receives updates from the CISO on how the Company identifies, assesses and mitigates these risks. The CISO provides the Audit Committee with quarterly reports regarding cybersecurity issues and risks, including information regarding progress on efforts to strengthen and enhance the Company’s cybersecurity program. The Audit Committee also periodically devotes additional meeting time, as needed, to in-depth discussions on a particularly relevant cybersecurity topic, including industry trends and relative risks. In addition to the quarterly reports, cybersecurity incidents meeting certain criteria are reported to the Audit Committee outside of regularly scheduled quarterly updates as necessary.
From time to time, the Company experiences cybersecurity threats and attacks. Although no cybersecurity incident has materially affected the Company’s businesses to date, FOX expects to continue to be subject to cybersecurity threats and attacks and there can be no assurance that the Company will not experience a material incident. For more information, see Item 1A., “Risk Factors—Risks Relating to Cybersecurity, Piracy, Privacy and Data Protection.”

ITEM 2.    PROPERTIES
FOX owns the FOX Studio Lot in Los Angeles, California. The historic lot is located on over 50 acres of land and has over 1.85 million square feet of space for both administration and production/post-production services available to service a wide array of industry clients, including 15 sound stages, theaters and screening rooms, editing rooms and other television and film production facilities. The FOX Studio Lot provides two primary revenue streams — the lease of a portion of the office space to Disney and other third parties and the operation of studio facilities for third-party productions, which until March of 2026 will predominantly be Disney productions.
In addition to the FOX Studio Lot in Los Angeles, California, FOX also owns and leases various real properties, primarily in the U.S., that are utilized in the conduct of its businesses. Each of these properties is considered to be in good condition, adequate for its purpose and suitably utilized according to the individual
31

nature and requirements of the relevant operations. FOX’s policy is to improve and replace property as considered appropriate to meet the needs of the individual operations.

ITEM 3.    LEGAL PROCEEDINGS
See Note 14—Commitments and Contingencies to the accompanying Consolidated Financial Statements of FOX under the heading “Contingencies” for a discussion of the Company’s legal proceedings.

ITEM 4.    MINE SAFETY DISCLOSURES
Not applicable.
32

PART II

ITEM 5.    MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Fox Corporation’s Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), and Class B Common Stock, par value $0.01 per share (the “Class B Common Stock” and, together with the Class A Common Stock, the “Common Stock”), are listed and traded on The Nasdaq Global Select Market under the symbols “FOXA” and “FOX,” respectively. As of June 30, 2025, there were approximately 12,900 holders of record of shares of Class A Common Stock and approximately 2,700 holders of record of shares of Class B Common Stock.
We expect to continue to pay semi-annual dividends, although each dividend is subject to approval by the Company’s Board of Directors (See Note 11—Stockholders’ Equity to the accompanying Consolidated Financial Statements under the heading “Dividends”).
Below is a summary of the Company’s repurchases of its Class A Common Stock during fiscal 2025:
  Total number
of shares purchased (a)
Average price
paid per share (b)
Approximate dollar value of shares that may yet be purchased under the program (b)(c)

      (in millions)
First quarter fiscal 2025 6,376,797  $ 39.22   
Second quarter fiscal 2025 5,480,348  45.62   
Third quarter fiscal 2025 4,682,037  53.38   
April 1, 2025 - April 30, 2025 997,155  50.14 
May 1, 2025 - May 31, 2025 2,351,080  55.29 
June 1, 2025 - June 30, 2025 1,281,951  54.60 
Total fiscal 2025 21,169,368  47.24  $ 400 

(a)
The Company has not made any purchases of Common Stock other than in connection with the publicly announced stock repurchase program described below.
(b)
These amounts exclude any fees, commissions, excise taxes or other costs associated with the share repurchases.
(c)
The Company’s Board of Directors has authorized a stock repurchase program, under which the Company can repurchase $7 billion of Common Stock. The program has no time limit and may be modified, suspended or discontinued at any time. Subsequent to June 30, 2025, the Company announced that the Board has authorized incremental stock repurchases of an additional $5 billion of Class A and Class B Common Stock. With this increase, the Company’s total stock repurchase authorization is now $12 billion .

In total, the Company repurchased approximately 21 million shares of Class A Common Stock for approximately $1 billion during fiscal 2025.

ITEM 6.    [RESERVED]

33

ITEM 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Readers should carefully review this document and the other documents filed by Fox Corporation (“FOX” or the “Company”) with the Securities and Exchange Commission (the “SEC”). This section should be read together with the consolidated financial statements and related notes appearing elsewhere in this Annual Report on Form 10-K. The consolidated financial statements are referred to as the “Financial Statements” herein.

INTRODUCTION
Basis of Presentation
The Company’s financial statements are presented on a consolidated basis.
Management’s discussion and analysis of financial condition and results of operations is intended to help provide an understanding of the Company’s financial condition, changes in financial condition and results of operations. This discussion is organized as follows:
• Overview of the Company’s Business —This section provides a general description of the Company’s businesses, as well as developments that occurred either during the fiscal year ended June 30, (“fiscal”) 2025 or early fiscal 2026 that the Company believes are important in understanding its results of operations and financial condition or to disclose known trends.
• Results of Operations —This section provides an analysis of the Company’s results of operations for fiscal 2025 and 2024. This analysis is presented on both a consolidated and a segment basis. In addition, a brief description is provided of significant transactions and events that impact the comparability of the results being analyzed.
• Liquidity and Capital Resources —This section provides an analysis of the Company’s cash flows for fiscal 2025 and 2024, as well as a discussion of the Company’s outstanding debt and commitments, both firm and contingent, that existed as of June 30, 2025. Included in the discussion of outstanding debt is a discussion of the amount of financial capacity available to fund the Company’s future commitments and obligations, as well as a discussion of other financing arrangements.
• Critical Accounting Policies and Estimates —This section discusses accounting policies considered important to the Company’s financial condition and results of operations, and which require significant judgment and estimates on the part of management in application and the Company’s use of estimates and assumptions consistent with U.S. generally accepted accounting principles (“GAAP”). In addition, Note 2—Summary of Significant Accounting Policies to the accompanying Financial Statements summarizes the Company’s significant accounting policies, including the critical accounting policy discussion found in this section.
• Caution Concerning Forward-Looking Statements —This section provides a description of the use of forward-looking information appearing in this Annual Report on Form 10-K, including in Management’s Discussion and Analysis of Financial Condition and Results of Operations. Such information is based on management’s current expectations about future events which are subject to change and to inherent risks and uncertainties. Refer to Item 1A. “Risk Factors” in this Annual Report for a discussion of the risk factors applicable to the Company.
Refer to Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2024 as filed with the SEC on August 8, 2024 for management’s discussion and analysis of our financial condition and results of operations for fiscal 2023, including comparison to fiscal 2024.

OVERVIEW OF THE COMPANY’S BUSINESS
The Company is a news, sports and entertainment company, which manages and reports its businesses in four operating segments: Cable Network Programming, Television, Credible and the FOX Studio Lot with the
34

following two reportable segments:
• Cable Network Programming , which produces and licenses news and sports content distributed through traditional cable television systems, direct broadcast satellite operators and telecommunication companies (“traditional MVPDs”), virtual multi-channel video programming distributors (“virtual MVPDs”) and other digital platforms, primarily in the U.S.
• Television , which produces, acquires, markets and distributes programming through the FOX broadcast network, advertising-supported video-on-demand (“AVOD”) service Tubi, 29 full power broadcast television stations, including 11 duopolies, and other digital platforms, primarily in the U.S. Eighteen of the broadcast television stations are affiliated with the FOX Network and 11 are affiliated with MyNetworkTV. The segment also includes various production companies that produce content for the Company and third parties.
The Credible and the FOX Studio Lot operating segments do not meet the criteria under GAAP to be separately reported as a reportable segment or aggregated with other operating segments, and as such are presented as part of Corporate and Other, which is not a reportable segment. Corporate and Other principally consists of Credible, the FOX Studio Lot and corporate overhead costs. Credible is a U.S. consumer finance marketplace. The FOX Studio Lot, located in Los Angeles, California, provides television and film production services along with office space, studio operation services and includes all operations of the facility.
We use the term "MVPDs" to refer collectively to traditional MVPDs and virtual MVPDs.
The Company’s Cable Network Programming and Television segments derive the majority of their revenues from affiliate fees for the transmission of content and advertising sales. For fiscal 2025, the Company generated revenues of $16 billion, of which approximately 47% was generated from affiliate fees, approximately 42% was generated from advertising, and approximately 11% was generated from other operating activities.
Affiliate fees primarily include (i) monthly subscriber-based license and retransmission consent fees paid by programming distributors that carry the Company’s cable networks and owned and operated television stations and (ii) fees received from non-owned and operated television stations that are affiliated with the FOX Network. U.S. law governing retransmission consent provides a mechanism for the television stations owned by the Company to seek and obtain payment from MVPDs that carry the Company’s broadcast signals.
For more information, see Item 1. “Business” and Item 1A. “Risk Factors.”
35

RESULTS OF OPERATIONS
Results of Operations—Fiscal 2025 versus Fiscal 2024
The following table sets forth the Company’s operating results for fiscal 2025, as compared to fiscal 2024:

  For the years ended June 30,

  2025 2024 $ Change % Change
(in millions, except %)     Better/(Worse)
Revenues
Affiliate fee $ 7,656  $ 7,324  $ 332  5  %
Advertising 6,865  5,444  1,421  26  %
Other 1,779  1,212  567  47  %
Total revenues 16,300  13,980  2,320  17  %
Operating expenses (10,518) (9,089) (1,429) (16) %
Selling, general and administrative (2,168) (2,024) (144) (7) %
Depreciation and amortization (385) (389) 4  1  %
Restructuring, impairment and other corporate matters (350) (67) (283) **
Equity losses of affiliates (29) (44) 15  34  %
Interest expense, net (227) (216) (11) (5) %
Non-operating other, net
438  (47) 485  **
Income before income tax expense 3,061  2,104  957  45  %
Income tax expense (768) (550) (218) (40) %
Net income 2,293  1,554  739  48  %
Less: Net income attributable to noncontrolling interests (30) (53) 23  43  %
Net income attributable to Fox Corporation stockholders $ 2,263  $ 1,501  $ 762  51  %

** not meaningful

Overview —The Company’s revenues increased $2.3 billion or 17% for fiscal 2025, as compared to fiscal 2024, due to higher affiliate fee, advertising and other revenues. The increase of $332 million or 5% in affiliate fee revenue was primarily due to the impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network of approximately $790 million, partially offset by the approximately $460 million impact of a lower average number of subscribers across all networks. The increase of $1.4 billion or 26% in advertising revenue was primarily due to the approximately $870 million impact related to sports programming led by revenues from the broadcast of Super Bowl LIX in February 2025 and higher National Football League (“NFL”) pricing. The remaining increase of approximately $550 million was primarily due to the impact of political advertising revenue due to the 2024 presidential and congressional elections predominantly at the Company’s owned and operated television stations, continued digital growth led by the Tubi AVOD service and higher news pricing and audiences. The increase of $567 million or 47% in other revenues was primarily due to higher sports sublicensing revenue.
Operating expenses increased $1.4 billion or 16% for fiscal 2025, as compared to fiscal 2024, primarily due to the approximately $1 billion impact of higher sports programming rights amortization and production costs driven by higher NFL costs, including the broadcast of Super Bowl LIX in February 2025, and higher college football costs, including licensing costs for rights that are sublicensed, partially offset by the absence of WWE. The remaining increase of approximately $380 million was primarily due to higher digital content costs, entertainment programming rights amortization and higher newsgathering costs principally due to the 2024 presidential election.
36

Selling, general and administrative expenses increased $144 million or 7% for fiscal 2025, as compared to fiscal 2024, primarily due to higher employee costs.
Restructuring, impairment and other corporate matters —See Note 4—Restructuring, Impairment and Other Corporate Matters to the accompanying Financial Statements.
Interest expense, net —Interest expense, net increased $11 million or 5% for fiscal 2025, as compared to fiscal 2024, primarily due to lower interest income as a result of lower interest rates, partially offset by a lower average amount of debt outstanding.
Non-operating other, net —See Note 20—Additional Financial Information to the accompanying Financial Statements under the heading “Non-Operating Other, net.”
Income tax expense —The Company’s tax provision and related effective tax rate of 25% for fiscal 2025 was higher than the statutory rate of 21% primarily due to state taxes and other permanent items.
The Company’s tax provision and related effective tax rate of 26% for fiscal 2024 was higher than the statutory rate of 21% primarily due to state taxes.
Net income —Net income increased $739 million or 48% for fiscal 2025, as compared to fiscal 2024, primarily due to higher Segment EBITDA (as defined below) and a change in fair value of the Company’s investments in equity securities, partially offset by higher provision for income tax, the absence of a gain on a contribution of assets and the legal settlement and other costs associated with the discontinuation of Venu Sports (See Note 3—Acquisitions, Disposals and Other Transactions to the accompanying Financial Statements).

Segment Analysis
The Company’s operating segments have been determined in accordance with the Company’s internal management structure, which is organized based on operating activities. The Company evaluates performance based upon several factors, of which the primary financial measure is Segment EBITDA (defined below). Due to the integrated nature of these operating segments, estimates and judgments are made in allocating certain assets, revenues and expenses. Intersegment transactions principally relate to the sublicensing of sports content and rental of studio and administrative space, which are recorded consistently with the recognition of transactions with third parties and are eliminated in consolidation.
Segment EBITDA is defined as Revenues less Operating expenses and Selling, general and administrative expenses. Segment EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, Restructuring, impairment and other corporate matters, Equity earnings (losses) of affiliates, Interest expense, net, Non-operating other, net and Income tax expense. Management believes that Segment EBITDA is an appropriate measure for evaluating the operating performance of the Company’s operating segments because it is the primary measure used by the Company’s chief operating decision maker, the Chief Executive Officer, to monitor actual versus budget and prior fiscal year financial results, forecast future periods and perform competitive analyses to evaluate performance and allocate resources.
37

Fiscal 2025 versus Fiscal 2024
The following tables set forth the Company’s Revenues and Segment EBITDA for fiscal 2025, as compared to fiscal 2024:

  For the years ended June 30,

  2025 2024 $ Change % Change
(in millions, except %)     Better/(Worse)
Revenues        
Cable Network Programming $ 6,930  $ 5,955  $ 975  16  %
Television 9,325  7,875  1,450  18  %
Corporate and Other 244  209  35  17  %
Eliminations (199) (59) (140) **
Total revenues $ 16,300  $ 13,980  $ 2,320  17  %

  For the years ended June 30,

  2025 2024 $ Change % Change
(in millions, except %) Better/(Worse)
Segment EBITDA    
Cable Network Programming $ 3,030  $ 2,693  $ 337  13  %
Television 945  506  439  87  %
Corporate and Other (351) (316) (35) (11) %
Adjusted EBITDA (a)
$ 3,624  $ 2,883  $ 741  26  %

** not meaningful
(a)
For a discussion of Adjusted EBITDA and a reconciliation of Net income to Adjusted EBITDA, see “Non-GAAP Financial Measures” below.

Cable Network Programming (43% of the Company’s revenues in fiscal 2025 and 2024)

  For the years ended June 30,

  2025 2024 $ Change % Change
(in millions, except %) Better/(Worse)
Revenues
Affiliate fee $ 4,316  $ 4,188  $ 128  3  %
Advertising 1,531  1,262  269  21  %
Other 1,083  505  578  **
Total revenues 6,930  5,955  975  16  %
Operating expenses (3,275) (2,668) (607) (23) %
Selling, general and administrative (635) (610) (25) (4) %
Amortization of cable distribution investments 10  16  (6) (38) %
Segment EBITDA $ 3,030  $ 2,693  $ 337  13  %

** not meaningful

Revenues at the Cable Network Programming segment increased $975 million or 16% for fiscal 2025, as compared to fiscal 2024, due to higher affiliate fee, advertising and other revenues. Affiliate fee revenue increased $128 million or 3% as higher average rates per subscriber were partially offset by a decrease in the average number of subscribers. The increase of $269 million or 21% in advertising revenue was primarily due to
38

higher news pricing and audiences and higher news digital advertising revenue. The increase of $578 million in other revenues was primarily due to higher sports sublicensing revenue.
Cable Network Programming Segment EBITDA increased $337 million or 13% for fiscal 2025, as compared to fiscal 2024, due to the revenue increases noted above, partially offset by higher expenses. Operating expenses increased $607 million or 23% primarily due to higher sports programming rights amortization and production costs driven by higher college football costs, including licensing costs for rights that are sublicensed, partially offset by the absence of the Fédération Internationale de Football Association Women’s World Cup and the Union of European Football Associations European Championship in the current year. Also contributing to this increase was higher newsgathering costs primarily due to the 2024 presidential election. Selling, general and administrative expenses increased $25 million or 4% principally due to higher employee costs.
Television (57% and 56% of the Company’s revenues in fiscal 2025 and 2024, respectively)

  For the years ended June 30,

  2025 2024 $ Change % Change
(in millions, except %) Better/(Worse)
Revenues
Advertising $ 5,334  $ 4,182  $ 1,152  28  %
Affiliate fee 3,340  3,136  204  7  %
Other 651  557  94  17  %
Total revenues 9,325  7,875  1,450  18  %
Operating expenses (7,308) (6,372) (936) (15) %
Selling, general and administrative (1,072) (997) (75) (8) %
Segment EBITDA $ 945  $ 506  $ 439  87  %

Revenues at the Television segment increased $1.5 billion or 18% for fiscal 2025, as compared to fiscal 2024, due to higher advertising, affiliate and other revenues. The increase of $1.2 billion or 28% in advertising revenue was primarily due to the impact related to sports programming led by revenues from the broadcast of Super Bowl LIX in February 2025 and higher pricing. Also contributing to this increase was the impact of higher political advertising revenue due to the 2024 presidential and congressional elections predominantly at the Company’s owned and operated television stations and continued digital growth led by the Tubi AVOD service. The increase of $204 million or 7% in affiliate fee revenue was primarily due to higher average rates per subscriber partially offset by a lower average number of subscribers at the Company’s owned and operated television stations and higher fees received from television stations that are affiliated with the FOX Network. The increase of $94 million or 17% in other revenues was primarily due to higher content revenue.
Television Segment EBITDA increased $439 million or 87% for fiscal 2025, as compared to fiscal 2024, primarily due to the revenue increases noted above, partially offset by higher expenses. Operating expenses increased $936 million or 15% primarily due to higher sports programming rights amortization and production costs driven by higher NFL costs, including the broadcast of Super Bowl LIX in February 2025, partially offset by the absence of WWE. Also contributing to this increase was higher digital content costs and entertainment programming rights amortization. Selling, general and administrative expenses increased $75 million or 8% primarily due to higher employee costs.
39

Corporate and Other

  For the years ended June 30,

  2025 2024 $ Change % Change
(in millions, except %) Better/(Worse)
Revenues $ 244  $ 209  $ 35  17  %
Operating expenses (82) (56) (26) (46) %
Selling, general and administrative (513) (469) (44) (9) %
Segment EBITDA $ (351) $ (316) $ (35) (11) %

Revenues within Corporate and Other for fiscal 2025 and 2024 include revenues generated by Credible and the operation of the FOX Studio Lot. Operating expenses for fiscal 2025 and 2024 include advertising and promotional expenses at Credible. Selling, general and administrative expenses for fiscal 2025 and 2024 primarily relate to employee costs, professional fees and the costs of operating the FOX Studio Lot.

Non-GAAP Financial Measures
Adjusted EBITDA is defined as Revenues less Operating expenses and Selling, general and administrative expenses. Adjusted EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, Restructuring, impairment and other corporate matters, Equity earnings (losses) of affiliates, Interest expense, net, Non-operating other, net and Income tax expense.
Management believes that information about Adjusted EBITDA assists all users of the Company’s Financial Statements by allowing them to evaluate changes in the operating results of the Company’s portfolio of businesses separate from non-operational factors that affect Net income, thus providing insight into both operations and the other factors that affect reported results. Adjusted EBITDA provides management, investors and equity analysts a measure to analyze the operating performance of the Company’s business and its enterprise value against historical data and competitors’ data, although historical results, including Adjusted EBITDA, may not be indicative of future results (as operating performance is highly contingent on many factors, including customer tastes and preferences).
Adjusted EBITDA is considered a non-GAAP financial measure and should be considered in addition to, not as a substitute for, net income, cash flow and other measures of financial performance reported in accordance with GAAP. In addition, this measure does not reflect cash available to fund requirements and excludes items, such as depreciation and amortization and impairment charges, which are significant components in assessing the Company’s financial performance. Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.
40

Fiscal 2025 versus Fiscal 2024
The following table reconciles Net income to Adjusted EBITDA for fiscal 2025, as compared to fiscal 2024:

  For the years ended June 30,

  2025 2024
  (in millions)
Net income $ 2,293  $ 1,554 
Add
Amortization of cable distribution investments 10  16 
Depreciation and amortization 385  389 
Restructuring, impairment and other corporate matters 350  67 
Equity losses of affiliates 29  44 
Interest expense, net 227  216 
Non-operating other, net
(438) 47 
Income tax expense 768  550 
Adjusted EBITDA $ 3,624  $ 2,883 

The following table sets forth the computation of Adjusted EBITDA for fiscal 2025, as compared to fiscal 2024:

  For the years ended June 30,

  2025 2024
  (in millions)
Revenues $ 16,300  $ 13,980 
Operating expenses (10,518) (9,089)
Selling, general and administrative (2,168) (2,024)
Amortization of cable distribution investments 10  16 
Adjusted EBITDA $ 3,624  $ 2,883 

LIQUIDITY AND CAPITAL RESOURCES
Current Financial Condition
The Company has approximately $5.4 billion of cash and cash equivalents as of June 30, 2025 and an unused five-year $1.0 billion unsecured revolving credit facility (See Note 9—Borrowings to the accompanying Financial Statements). The Company also has access to the worldwide capital markets, subject to market conditions. As of June 30, 2025, the Company was in compliance with all of the covenants under its revolving credit facility, and it does not anticipate any noncompliance with such covenants.
The principal uses of cash that affect the Company’s liquidity position include the following: the acquisition of rights and related payments for entertainment and sports programming; operational expenditures including production costs; marketing and promotional expenses; expenses related to broadcasting the Company’s programming; employee and facility costs; capital expenditures; acquisitions, including redeemable noncontrolling interests; income taxes, interest and dividend payments; debt repayments; legal settlements; and stock repurchases.
In addition to the transactions disclosed within Note 3—Acquisitions, Disposals, and Other Transactions to the accompanying Financial Statements, the Company has evaluated, and expects to continue to evaluate, possible acquisitions and dispositions of certain businesses and assets. Such transactions may be material and may involve cash, the Company’s securities or the assumption of additional indebtedness.
41

Sources and Uses of Cash—Fiscal 2025 vs. Fiscal 2024
Net cash provided by operating activities for fiscal 2025 and 2024 was as follows (in millions):

For the years ended June 30,
2025 2024
Net cash provided by operating activities $ 3,324  $ 1,840 

The increase in net cash provided by operating activities during fiscal 2025, as compared to fiscal 2024, was primarily due to higher Segment EBITDA, principally due to higher political advertising receipts from the 2024 presidential and congressional elections along with receipts from Super Bowl LIX in February 2025, partially offset by higher content payments.
Net cash used in investing activities for fiscal 2025 and 2024 was as follows (in millions):

For the years ended June 30,
2025 2024
Net cash used in investing activities $ (537) $ (452)

The increase in net cash used in investing activities during fiscal 2025, as compared to fiscal 2024, was primarily due to the fiscal 2025 acquisitions (See Note 3—Acquisitions, Disposals, and Other Transactions to the accompanying Financial Statements), partially offset by a decrease in the Company’s investments and capital expenditures.
Net cash used in financing activities for fiscal 2025 and 2024 was as follows (in millions):

For the years ended June 30,
2025 2024
Net cash used in financing activities $ (1,755) $ (1,341)

The increase in net cash used in financing activities during fiscal 2025, as compared to fiscal 2024, was primarily due to the net impact of the October 2023 issuance of $1.25 billion of senior notes and the repayment of $1.25 billion and $600 million of senior notes that matured in January 2024 and April 2025, respectively (See Note 9—Borrowings to the accompanying Financial Statements).
Stock Repurchase Program
See Note 11—Stockholders’ Equity to the accompanying Financial Statements under the heading “Stock Repurchase Program.”
Dividends
Dividends paid in fiscal 2025 totaled $0.54 per share of FOX’s Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”), and Class B Common Stock, par value $0.01 per share (the “Class B Common Stock” and, together with the Class A Common Stock, the “Common Stock”) . Subsequent to June 30, 2025 , the Company declared a semi-annual dividend of $0.28 per share on both the Class A Common Stock and the Class B Common Stock. The dividend declared is payable on September 24, 2025 with a record date for determining dividend entitlements of September 3, 2025.
Based on the number of shares outstanding as of June 30, 2025 , and the new annual dividend rate stated above, the total aggregate cash dividends expected to be paid to stockholders in fiscal 2026 is approximately $250 million.
42

Debt Instruments
The following table summarizes cash (used in) repayment of borrowings and cash from borrowings for fiscal 2025 and 2024:

For the years ended June 30,

2025 2024
(in millions)
Borrowings
Notes due 2025 and 2024 (a)
$ (600) $ (1,250)
Notes due 2033 (b)
—  1,232 
Total borrowings $ (600) $ (18)

(a)
In April 2025 and January 2024, $600 million of 3.050% senior notes and $1.25 billion of 4.030% senior notes matured and were repaid in full, respectively (See Note 9—Borrowings to the accompanying Financial Statements).

(b)
See Note 9—Borrowings to the accompanying Financial Statements under the heading "Public Debt - Senior Notes Issued."

Ratings of the Senior Notes
The following table summarizes the Company’s credit ratings as of June 30, 2025:

Rating Agency Senior Debt Outlook
Moody’s Baa2 Stable
Standard & Poor’s BBB Stable

Revolving Credit Agreement
In June 2023, the Company entered into an unsecured $1.0 billion revolving credit facility with a maturity date of June 2028 (See Note 9—Borrowings to the accompanying Financial Statements).
Commitments and Contingencies
The Company has commitments under certain firm contractual arrangements (“firm commitments”) to make future payments. These firm commitments secure the future rights to various assets and services to be used in the normal course of operations. For additional details on commitments and contingencies see Note 14—Commitments and Contingencies to the accompanying Financial Statements under the headings “Licensed Programming,” “Other commitments and contractual obligations” and “Contingencies.”
Pension and other postretirement benefits and uncertain tax benefits
The table in Note 14—Commitments and Contingencies to the accompanying Financial Statements excludes the Company’s pension and other postretirement benefits (“OPEB”) obligations and the gross unrecognized tax benefits for uncertain tax positions as the Company is unable to reasonably predict the ultimate amount and timing. The Company made contributions of $40 million and $86 million to its pension plans in fiscal 2025 and 2024, respectively. The majority of these contributions were voluntarily made to improve the funded status of the plans. Future plan contributions are dependent upon actual plan asset returns, interest rates and statutory requirements. Assuming that actual plan asset returns are consistent with the Company’s expected plan returns in fiscal 2026 and beyond and that interest rates remain constant, the Company would not be required to make any material contributions to its pension plans for the immediate future. Required pension plan contributions for the next fiscal year are not expected to be material but the Company may make voluntary contributions in future periods. Payments due to participants under the Company’s pension plans are primarily paid out of underlying trusts. Payments due under the Company’s OPEB plans are not required to be funded in advance, but are paid as medical costs are incurred by covered retiree populations, and are principally dependent upon the future cost of retiree medical benefits under the Company’s OPEB plans. The Company does not expect its net OPEB payments to be material in fiscal 2026 (See Note 15—Pension and
43

Other Postretirement Benefits to the accompanying Financial Statements for further discussion of the Company’s pension and OPEB plans).

CRITICAL ACCOUNTING POLICIES AND ESTIMATES
An accounting policy is considered to be critical if it is important to the Company’s financial condition and results of operations and if it requires significant judgment and estimates on the part of management in its application. The development and selection of these critical accounting policies and estimates have been determined by management of the Company and the related disclosures have been reviewed with the Audit Committee of the Company’s Board of Directors. For the Company’s summary of significant accounting policies, see Note 2—Summary of Significant Accounting Policies to the accompanying Financial Statements.
Use of Estimates
See Note 2—Summary of Significant Accounting Policies to the accompanying Financial Statements under the heading “Use of Estimates.”
Revenue Recognition
Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company considers the terms of each arrangement to determine the appropriate accounting treatment. Significant judgments used in revenue recognition include the identification of performance obligations and the allocation of consideration, including those contracts containing bundled advertising sales or licenses.
The Company generates advertising revenue from sales of commercial time within the Company’s network programming, and from sales of advertising on the Company’s owned and operated television stations and various digital properties. Advertising revenue from customers is recognized as the commercials are aired. Certain of the Company’s advertising contracts have guarantees of a certain number of targeted audience views, referred to as impressions, where the performance obligation is the guarantee and revenue is recognized as the guarantee is satisfied. For contracts without guarantees, the individual advertising spots are the performance obligation and consideration is allocated based on relative standalone selling price. Advertising contracts, which are generally short-term, are billed monthly for the spots aired during the month, with payments due shortly thereafter.
The Company generates affiliate fee revenue from agreements with MVPDs for cable network programming and for the broadcast of the Company’s owned and operated television stations. In addition, the Company generates affiliate fee revenue from agreements with independently owned television stations that are affiliated with the FOX Network and receives retransmission consent fees from MVPDs for their signals. Affiliate fee revenue is recognized as the Company satisfies the performance obligation by continuously making the network programming available to the customer over the term of the agreement. For contracts with affiliate fees based on the number of the affiliate’s subscribers, revenues are recognized based on the contractual rate multiplied by the estimated number of subscribers each period. For contracts with fixed affiliate fees, revenues are recognized based on the relative standalone selling price of the network programming provided over the contract term, which generally reflects the invoiced amount. Affiliate contracts are generally multi-year contracts billed monthly with payments due shortly thereafter.
Inventories
Licensed and Owned Programming
The Company incurs costs to license programming rights and to produce owned programming. Licensed programming includes costs incurred by the Company for access to content owned by third parties. The Company has single and multi-year contracts for sports and non-sports programming. Licensed programming is recorded at the earlier of payment or when the license period has begun, the cost of the program is known or reasonably determinable and the program is accepted and available for airing. Advances paid for the right to broadcast sports events within one year and programming with an initial license period of one year or less are classified as current inventories included within Inventories, net in the Consolidated Balance Sheets, and license fees for programming with an initial license period of greater than one year are classified as non-current
44

inventories included within Other non-current assets in the Consolidated Balance Sheets. Licensed programming is predominantly amortized as the associated programs are made available over the shorter of the license period or the period in which an economic benefit is expected to be derived. The costs of multi-year sports contracts are primarily amortized based on the ratio of each contract’s current period attributable revenue to the estimated total remaining attributable revenue. Estimates can change and, accordingly, are reviewed periodically and amortization is adjusted as necessary. Such changes in the future could be material.
Owned programming, included within Other non-current assets in the Consolidated Balance Sheets, includes content internally developed and produced as well as co-produced content. Capitalized costs for owned programming, including direct costs, production overhead and development costs, are predominantly amortized using the individual-film-forecast-computation method, which is based on the ratio of current period revenue to estimated total future remaining revenue, and related costs are expensed as incurred. Future remaining revenue includes imputed license fees for content used by FOX as well as revenue expected to be earned based on distribution strategy and historical performance of similar content. Changes to estimated future revenues may result in impairments or changes in amortization patterns. When production partners distribute owned programming on the Company’s behalf, the net participation in profits is recorded as content license revenue. Projects in-process are written off at the earlier of abandonment or three years after initial capitalization.
Inventories are evaluated for recoverability when an event or circumstance occurs that indicates that fair value may be less than unamortized costs. The Company will determine if there is an impairment by evaluating the fair value of the inventories, which are primarily supported by internal forecasts as compared to unamortized costs. Where an evaluation indicates unamortized costs, including advances on multi-year sports rights contracts, are not recoverable, amortization of rights is accelerated in an amount equal to the amount by which the unamortized costs exceed fair value. Owned programming is predominantly monetized and tested for impairment on an individual basis. Licensed programming is predominantly monetized as a group and tested for impairment on a channel, network, or daypart basis. The recoverability of certain sports rights is assessed on an aggregate basis. The Company recognized impairments of approximately $40 million, $40 million, and $10 million in fiscal 2025, 2024 and 2023, respectively, related to owned programming at the Television segment, which were recorded in Operating expenses in the accompanying Consolidated Statements of Operations.
Goodwill and Other Intangible Assets
The Company’s intangible assets include goodwill, Federal Communications Commission (“FCC”) licenses, MVPD affiliate agreements and relationships, software and trademarks and other copyrighted products.
The Company accounts for its business combinations under the acquisition method of accounting. The total cost of acquisitions is allocated to the underlying net assets acquired, based on their respective estimated fair values at the date of acquisition. Goodwill is recorded as the difference between the consideration transferred to acquire entities and the estimated fair values assigned to their tangible and identifiable intangible net assets and is assigned to one or more reporting units for purposes of testing for impairment. Determining the fair value of assets acquired and liabilities assumed requires management’s judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, long-term growth rates, asset lives, market multiples and relevant comparable transactions, among other items. Identifying reporting units and assigning goodwill to them requires judgment involving the aggregation of business units with similar economic characteristics and the identification of existing business units that benefit from the acquired goodwill. The judgments made in determining the estimated fair value assigned to each class of intangible assets acquired, their reporting unit, as well as their useful lives can significantly impact net income. The Company allocates goodwill to disposed businesses using the relative fair value method.
Carrying values of goodwill and intangible assets with indefinite lives are reviewed at least annually for possible impairment. The Company’s impairment review is based on a discounted cash flow analysis and market-based valuation approach that requires significant management judgment. The Company uses its judgment in assessing whether assets may have become impaired between annual valuations. Indicators such as unexpected adverse economic factors, unanticipated technological changes or competitive activities, loss of key personnel and acts by governments and courts, may signal that an asset has become impaired and require the Company to perform an interim impairment test.
45

The direct valuation method used for FCC licenses requires, among other inputs, the use of published industry data that is based on subjective judgments about future advertising revenues in the markets where the Company owns television stations. This method also involves the use of management’s judgment in estimating appropriate terminal growth rates, operating margins and discount rates reflecting the risk of a market participant in the broadcast industry. The resulting fair values for FCC licenses are sensitive to these long-term assumptions and any adverse changes to such assumptions could result in an impairment to existing carrying values in future periods and such impairment could be material.
During fiscal 2025, the Company recorded a non-cash impairment charge for intangible assets of approximately $70 million primarily related to FCC licenses in Restructuring, impairment and other corporate matters in the accompanying Consolidated Statements of Operations within the Television segment. Based on the Company’s annual assessment, the carrying value of FCC licenses in certain markets exceeded their fair value primarily as a result of updated market data, including lower expected future advertising revenue. Additionally, the fair value of FCC licenses in certain markets exceeded their respective carrying value by less than 10% as of June 30, 2025. An increase to the discount rate of 0.5 percentage points, or a decrease to the terminal growth rate of 0.5 percentage points, assuming no changes to other long-term assumptions, would cause the aggregate fair value of FCC licenses to fall below the aggregate carrying value by approximately $80 million and $50 million, respectively. Further adverse changes in market conditions may result in additional non-cash impairment charges.
During fiscal 2025, the Company determined that the goodwill included in the accompanying Consolidated Balance Sheets as of June 30, 2025 was not impaired based on the Company’s annual assessment and there are no reporting units at risk of impairment. While the Company believes its judgments represent reasonably possible outcomes based on available facts and circumstances, adverse changes to the assumptions, including prevailing market conditions, discount rates, competitive factors, comparable public company trading values and expected future cash flows, could negatively impact the fair value of our reporting units and potentially result in a non-cash goodwill impairment charge in future periods. The Company will continue to monitor its goodwill and indefinite-lived intangible assets for any possible future non-cash impairment charges.
See Note 2—Summary of Significant Accounting Policies to the accompanying Financial Statements under the heading “Annual Impairment Review” for further discussion.
Income Taxes
The Company is subject to income tax primarily in various domestic jurisdictions. The Company computes its annual tax rate based on the statutory tax rates and tax planning opportunities available to it in the various jurisdictions in which it earns income. Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining the Company’s tax expense and in evaluating its tax positions, including evaluating uncertainties.
The Company records valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized. In making this assessment, management analyzes future taxable income, reversing temporary differences and ongoing tax planning strategies. Should a change in circumstances lead to a change in judgment about the realizability of deferred tax assets in future years, the Company would adjust related valuation allowances in the period that the change in circumstances occurs, along with a corresponding increase or charge to income.
Employee Costs
The Company participates in and/or sponsors various pension, savings and postretirement benefit plans. Pension plans and postretirement benefit plans are closed to new participants with the exception of a small group covered by collective bargaining agreements. The measurement and recognition of costs of the Company’s pension and OPEB plans require the use of significant management judgments, including discount rates, expected return on plan assets and other actuarial assumptions.
For financial reporting purposes, net periodic pension expense is calculated based upon a number of actuarial assumptions, including a discount rate, an expected rate of return on plan assets and mortality. The Company considers current market conditions, including changes in investment returns and interest rates, in
46

making these assumptions. The expected long-term rate of return is determined using the current target asset allocation of 22% equity securities, 71% fixed income securities and 7% in other investments, and applying expected future returns for the various asset classes and correlations amongst the asset classes. A portion of the fixed income investments is allocated to cash to pay near-term benefits.
The discount rate reflects the market rate for high-quality fixed income investments on the Company’s annual measurement date of June 30 and is subject to change each fiscal year. The discount rate assumptions used to account for pension and other postretirement benefit plans reflect the rates at which the benefit obligations could be effectively settled. The rate was determined by matching the Company’s expected benefit payments for the plans to a hypothetical yield curve developed using a portfolio of hundreds of high-quality corporate bonds.
The key assumptions used in developing the Company’s fiscal 2025, 2024 and 2023 net periodic pension expense for its plans consist of the following:

  2025 2024 2023
  (in millions, except %)
Discount rate for service cost 5.5  % 5.3  % 4.8  %
Discount rate for interest cost 5.3  % 5.4  % 4.5  %
Assets
Expected rate of return 5.6  % 5.3  % 5.0  %
Actual return $ 54  $ 45  $ 53 
Expected return 50  45  40 
Actuarial gain $ 4  $ —  $ 13 

Discount rates are volatile from year to year because they are determined based upon the prevailing rates as of the measurement date. The Company will utilize discount rates of 5.6% and 5.0% in calculating the fiscal 2026 service cost and interest cost, respectively, for its plans. The Company will use an expected long-term rate of return of 5.9% for fiscal 2026 based principally on the future return expectation of the plans’ asset mix. Changes in assumptions and differences between assumptions and actual experience has resulted in accumulated pre-tax net losses on the Company’s pension and postretirement benefit plans, which as of June 30, 2025 were $170 million as compared to $139 million as of June 30, 2024. These deferred losses are being systematically recognized in future net periodic pension expense. Unrecognized losses in excess of 10% of the greater of the market-related value of plan assets or the plans’ projected benefit obligation (“PBO”) are recognized over the average future service of the plan participants or average future life of the plan participants.
The Company made contributions of $40 million, $86 million and $53 million to its pension plans in fiscal 2025, 2024 and 2023, respectively. The majority of these contributions were voluntarily made to improve the funding status of the plans. Future plan contributions are dependent upon actual plan asset returns, statutory requirements and interest rate movements. Assuming that actual plan returns are consistent with the Company’s expected plan returns in fiscal 2026 and beyond and that interest rates remain constant, the Company would not be required to make any material statutory contributions to its pension plans for the immediate future. The Company will continue to make voluntary contributions as necessary to improve funded status.
Changes in net periodic pension expense may occur in the future due to changes in the Company’s expected rate of return on plan assets and discount rate resulting from economic events. The following table
47

highlights the sensitivity of the Company’s pension obligations and expense to changes in these assumptions, assuming all other assumptions remain constant:

Changes in Assumption Impact on Annual
Pension Expense
Impact on PBO
0.25 percentage point decrease in discount rate Increase $3 million
Increase $28 million

0.25 percentage point increase in discount rate Decrease $3 million
Decrease $26 million

0.25 percentage point decrease in expected rate of return on assets Increase $2 million
—
0.25 percentage point increase in expected rate of return on assets Decrease $2 million
—

Fiscal 2026 net periodic pension expense for the Company’s pension plans is expected to be approximately $35 million, consistent with the amount recognized in fiscal 2025.
Legal Matters
The Company establishes an accrued liability for legal claims and indemnification claims when the Company determines that a loss is both probable and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted from time to time, as appropriate, in light of additional information. The amount of any loss ultimately incurred in relation to matters for which an accrual has been established may be higher or lower than the amounts accrued for such matters. Any fees, expenses, fines, penalties, judgments or settlements which might be incurred by the Company in connection with the various proceedings could affect the Company’s results of operations and financial condition. See Note 14—Commitments and Contingencies to the accompanying Financial Statements under the heading “Contingencies” for a discussion of the Company’s legal proceedings.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This document contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical or current fact are “forward-looking statements” for purposes of federal and state securities laws, including any statements regarding (i) future earnings, revenues or other measures of the Company’s financial performance; (ii) the Company’s plans, strategies and objectives for future operations; (iii) proposed new programming or other offerings; (iv) future economic conditions or performance; and (v) assumptions underlying any of the foregoing. Forward-looking statements may include, among others, the words “may,” “will,” “should,” “likely,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “outlook” or any other similar words.
Although the Company’s management believes that the expectations reflected in any of the Company’s forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any forward-looking statements. The Company’s future financial condition and results of operations, as well as any forward-looking statements, are subject to change and to inherent risks and uncertainties, such as those disclosed or incorporated by reference in our filings with the SEC. Important factors that could cause the Company’s actual results, performance and achievements to differ materially from those estimates or projections contained in the Company’s forward-looking statements include, but are not limited to, government regulation, economic, strategic, political and social conditions and the following factors:
• evolving technologies and distribution platforms and offerings and changes in consumer behavior as consumers seek more control over when, where and how they consume content, and related impacts on advertisers and MVPDs;
• declines in advertising expenditures due to various factors such as the economic prospects of advertisers or the economy, evolving technologies and distribution platforms and related changes in consumer behavior and shifts in advertisers’ expenditures, the evolving digital advertising market , major sports events and election cycles, and audience measurement methodologies’ ability to accurately reflect actual multiplatform viewership levels;
• further declines in the number of subscribers to MVPD services;
48

• the failure to enter into or renew on favorable terms, or at all, affiliation or carriage agreements or arrangements through which the Company makes its content available for viewing through online video platforms;
• the highly competitive nature of the industry in which the Company’s businesses operate;
• the popularity of the Company’s content, including special sports events; and the continued popularity of the sports franchises, leagues and teams for which the Company has acquired programming rights;
• the Company’s ability to renew programming rights, particularly sports programming rights, on sufficiently favorable terms, or at all;
• damage to the Company’s brands or reputation;
• the inability to realize the anticipated benefits of the Company’s acquisitions, investments and other strategic initiatives, and the effects of any combination or significant acquisition, disposition or other similar transaction involving the Company;
• the loss of key personnel;
• labor disputes, including labor disputes involving professional sports leagues whose games or events the Company has the right to broadcast;
• lower than expected valuations associated with the Company’s reporting units, indefinite-lived intangible assets, investments or long-lived assets;
• a degradation, failure or misuse of the Company’s network and information systems and other technology relied on by the Company that causes a disruption of services or improper disclosure of personal data or other confidential information;
• content piracy and signal theft and the Company’s ability to protect its intellectual property rights;
• the failure to comply with laws, regulations, rules, industry standards or contractual obligations relating to privacy and personal data protection;
• changes in tax, federal communications or other laws, regulations, practices or the interpretation or enforcement thereof;
• the impact of any investigations or fines from governmental authorities, including FCC rules and policies and FCC decisions regarding revocation, renewal or grant of station licenses, waivers and other matters;
• the failure or destruction of satellites or transmitter facilities the Company depends on to distribute its programming;
• unfavorable litigation outcomes or investigation results that require the Company to pay significant amounts or lead to onerous operating procedures;
• changes in GAAP or other applicable accounting standards and policies;
• the Company’s ability to secure additional capital on acceptable terms; and
• the other risks and uncertainties detailed in Part I, Item 1A. “Risk Factors” in this Annual Report.
Forward-looking statements in this Annual Report speak only as of the date hereof, and forward-looking statements in documents that are incorporated by reference hereto speak only as of the date of those documents. The Company does not undertake any obligation to update or release any revisions to any forward-looking statement made herein or to report any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or to conform such statements to actual results or changes in our expectations, except as required by law .

ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company has exposure to two types of market risk: changes in interest rates and stock prices. The Company neither holds nor issues financial instruments for trading purposes.
49

The following sections provide quantitative and qualitative information on the Company’s exposure to interest rate risk and stock price risk. The Company makes use of sensitivity analyses that are inherently limited in estimating actual losses in fair value that can occur from changes in market conditions.
Interest Rates
The Company’s current financing arrangements and facilities include $6.7 billion of outstanding fixed-rate debt, before adjustments for unamortized discount and debt issuance costs (See Note 9—Borrowings to the accompanying Financial Statements).
Fixed and variable-rate debts are impacted differently by changes in interest rates. A change in the interest rate or yield of fixed-rate debt will only impact the fair market value of such debt, while a change in the interest rate of variable-rate debt will impact interest expense, as well as the amount of cash required to service such debt. As of June 30, 2025, all the Company’s financial instruments with exposure to interest rate risk were denominated in U.S. dollars and no variable-rate debt was outstanding. Information on financial instruments with exposure to interest rate risk is presented below:

  As of June 30,

  2025 2024
  (in millions)
Fair Value    
Borrowings: liability $ 6,625  $ 7,017 
Sensitivity Analysis
Potential change in fair values resulting from a 10% adverse change in quoted interest rates $ 258  $ 297 

Stock Prices
The Company has common stock investments in publicly traded companies that are subject to market price volatility. Information on the Company’s investments with exposure to stock price risk is presented below:

  As of June 30,

  2025 2024
  (in millions)
Fair Value    
Total fair value of common stock investments $ 1,249  $ 797 
Sensitivity Analysis  
Potential change in fair values resulting from a 10% adverse change in quoted market prices $ (125) $ (80)

Concentrations of Credit Risk
See Note 2—Summary of Significant Accounting Policies to the accompanying Financial Statements under the heading “Concentrations of Credit Risk.”
50

ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FOX CORPORATION
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Page
Management’s Report on Internal Control Over Financial Reporting
52

Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42 )
53

Consolidated Statements of Operations for the fiscal years ended June 30, 2025, 2024 and 2023
57

Consolidated Statements of Comprehensive Income for the fiscal years ended June 30, 2025, 2024 and 2023
58

Consolidated Balance Sheets as of June 30, 2025 and 2024
59

Consolidated Statements of Cash Flows for the fiscal years ended June 30, 2025, 2024 and 2023
60

Consolidated Statements of Equity for the fiscal years ended June 30, 2025, 2024 and 2023
61

Notes to the Consolidated Financial Statements
62

51

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management of Fox Corporation is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended. The Company’s internal control over financial reporting includes those policies and procedures that:
• pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of Fox Corporation;
• provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America;
• provide reasonable assurance that receipts and expenditures of Fox Corporation are being made only in accordance with authorization of management and directors of Fox Corporation; and
• provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the consolidated financial statements.
Fox Corporation’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. Because of its inherent limitations, internal control over financial reporting, no matter how well designed, may not prevent or detect misstatements. Also, the assessment of the effectiveness of internal control over financial reporting was made as of a specific date. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Management, including the Company’s principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of Fox Corporation’s internal control over financial reporting as of June 30, 2025, based on the framework set forth in “Internal Control — Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013. Based on this evaluation, management determined that, as of June 30, 2025, Fox Corporation maintained effective internal control over financial reporting.
Ernst & Young LLP, the independent registered public accounting firm who audited and reported on the Consolidated Financial Statements of Fox Corporation included in the Annual Report on Form 10-K for the fiscal year ended June 30, 2025, has audited the Company’s internal control over financial reporting. Their report appears on the following page.
52

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholders and the Board of Directors of Fox Corporation:
Opinion on Internal Control Over Financial Reporting
We have audited Fox Corporation’s internal control over financial reporting as of June 30, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Fox Corporation (the Company) maintained, in all material respects, effective internal control over financial reporting as of June 30, 2025, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of June 30, 2025 and 2024, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended June 30, 2025, and the related notes and our report dated August 6, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
New York, New York
August 6, 2025
53

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholders and the Board of Directors of Fox Corporation:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Fox Corporation (the Company) as of June 30, 2025 and 2024, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended June 30, 2025, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at June 30, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2025, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of June 30, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated August 6, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
54

Program rights amortization – National sports programming

Description of the Matter As disclosed in Note 2 to the consolidated financial statements, the Company has single and multi-year contracts for national sports programming. The costs of multi-year sports contracts at the Company are primarily amortized based on the ratio of each contract’s current period's attributable revenue to the estimated total remaining attributable revenue.

Auditing the amortization of the Company’s national sports programming involved subjective estimation and complex auditor judgment because amortization of this programming is based on estimates of future revenues from the programming. Differing estimates of future revenues could materially affect the timing of sports programming amortization.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls that address the risks of material misstatement relating to the amortization of the Company’s national sports programming, including controls over management’s review of the amortization analysis and the significant assumptions used to develop the estimated future revenues. We also tested management’s controls to validate that the data used in the analysis was complete and accurate.

Among other audit procedures performed, we evaluated the significant assumptions used by the Company to estimate future revenues and tested the completeness and accuracy of the underlying data used in the analysis. For example, we evaluated management’s forecasts of estimated future revenues by performing a look-back analysis of management’s historical estimates compared to actual results. We also performed a sensitivity analysis of the estimated future revenues to evaluate the change in the amortization of the Company’s national sports programming resulting from changes in the assumptions.

  Defamation and disparagement claims

Description of the Matter As disclosed in Note 14 to the consolidated financial statements, the Company and its news businesses and their employees are subject to lawsuits alleging defamation or disparagement. The Company records a liability for those legal proceedings when management determines it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company also discloses when it is reasonably possible that a material loss may be incurred. The Company continues to believe the pending lawsuits alleging defamation or disparagement are without merit and intends to defend against them vigorously, including through any appeals. The Company is unable to predict the final outcome of these matters and has determined that a loss is neither probable nor reasonably estimable.

Accounting for contingencies related to defamation and disparagement claims requires management to make significant judgments to determine the likelihood of a loss and if necessary, the estimate of the amount or range of loss related to such matters. Auditing management’s accounting for and disclosure of these matters involves complex auditor judgment in assessing the Company’s evaluation of the probability of a loss, and the estimated amount or range of loss.

55

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls that address the risks of material misstatement relating to management’s evaluation of defamation and disparagement claims, including controls over determining whether a loss is probable and whether the amount of loss can be reasonably estimated, as well as financial statement disclosures.

Among other audit procedures, we tested management’s evaluation of the probability of outcome and range of loss, if estimable, through inspection of responses to inquiry letters sent to both internal and external legal counsel, discussions with internal legal counsel to confirm our understanding of the allegations and related merits, and by obtaining written representations from executives of the Company. In addition, we evaluated the adequacy of financial disclosures.

/s/ Ernst & Young LLP
We have served as the Company's auditor since 2018.
New York, New York
August 6, 2025
56

FOX CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)

For the years ended June 30,

2025 2024 2023
Revenues $ 16,300   $ 13,980   $ 14,913  
Operating expenses ( 10,518 ) ( 9,089 ) ( 9,689 )
Selling, general and administrative ( 2,168 ) ( 2,024 ) ( 2,049 )
Depreciation and amortization ( 385 ) ( 389 ) ( 411 )
Restructuring, impairment and other corporate matters ( 350 ) ( 67 ) ( 1,182 )
Equity (losses) earnings of affiliates ( 29 ) ( 44 ) 4  
Interest expense, net ( 227 ) ( 216 ) ( 218 )
Non-operating other, net
438   ( 47 ) 368  
Income before income tax expense 3,061   2,104   1,736  
Income tax expense ( 768 ) ( 550 ) ( 483 )
Net income 2,293   1,554   1,253  
Less: Net income attributable to noncontrolling interests ( 30 ) ( 53 ) ( 14 )
Net income attributable to Fox Corporation stockholders $ 2,263   $ 1,501   $ 1,239  

EARNINGS PER SHARE DATA

Net income attributable to Fox Corporation stockholders per share:
Basic $ 4.97   $ 3.14   $ 2.34  
Diluted $ 4.91   $ 3.13   $ 2.33  

The accompanying notes are an integral part of these Consolidated Financial Statements.
57

FOX CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(IN MILLIONS)

For the years ended June 30,

2025 2024 2023
Net income $ 2,293   $ 1,554   $ 1,253  
Other comprehensive (loss) income, net of tax:
Benefit plan adjustments and other ( 17 ) 42   77  
Other comprehensive (loss) income, net of tax ( 17 ) 42   77  
Comprehensive income 2,276   1,596   1,330  
Less: Net income attributable to noncontrolling interests (a)
( 30 ) ( 53 ) ( 14 )
Comprehensive income attributable to Fox Corporation stockholders $ 2,246   $ 1,543   $ 1,316  

(a)
Net income attributable to noncontrolling interests includes $( 1 ) million, $( 1 ) million and $( 16 ) million for the fiscal years ended June 30, 2025, 2024 and 2023, respectively, relating to redeemable noncontrolling interests.

The accompanying notes are an integral part of these Consolidated Financial Statements.
58

FOX CORPORATION
CONSOLIDATED BALANCE SHEETS
(IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS)

As of June 30,

2025 2024
ASSETS
Current assets
Cash and cash equivalents $ 5,351   $ 4,319  
Receivables, net 2,472   2,364  
Inventories, net 432   626  
Other 174   192  
Total current assets 8,429   7,501  
Non-current assets
Property, plant and equipment, net 1,705   1,696  
Intangible assets, net 2,969   3,038  
Goodwill 3,639   3,544  
Deferred tax assets 2,721   2,878  
Other non-current assets 3,732   3,315  
Total assets $ 23,195   $ 21,972  
LIABILITIES AND EQUITY
Current liabilities
Borrowings $ —   $ 599  
Accounts payable, accrued expenses and other current liabilities 2,897   2,353  
Total current liabilities 2,897   2,952  
Non-current liabilities
Borrowings 6,602   6,598  
Other liabilities 1,341   1,366  
Redeemable noncontrolling interests 288   242  
Commitments and contingencies
Equity
Class A Common Stock (a)
2   2  
Class B Common Stock (b)
2   2  
Additional paid-in capital 7,603   7,678  
Retained earnings 4,479   3,139  
Accumulated other comprehensive loss ( 124 ) ( 107 )
Total Fox Corporation stockholders’ equity 11,962   10,714  
Noncontrolling interests 105   100  
Total equity 12,067   10,814  
Total liabilities and equity $ 23,195   $ 21,972  

(a)
Class A Common Stock , $ 0.01 par value per share, 2,000,000,000 shares authorized, 210,754,900 shares and 225,727,598 shares issued and outstanding at par as of June 30, 2025 and 2024, respectively.

(b)
Class B Common Stock , $ 0.01 par value per share, 1,000,000,000 shares authorized, 235,581,025 shares issued and outstanding at par as of June 30, 2025 and 2024.

The accompanying notes are an integral part of these Consolidated Financial Statements.
59

FOX CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN MILLIONS)

For the years ended June 30,

2025 2024 2023
OPERATING ACTIVITIES      
Net income $ 2,293   $ 1,554   $ 1,253  
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 385   389   411  
Amortization of cable distribution investments 10   16   16  
Restructuring, impairment and other corporate matters 267   67   367  
Equity-based compensation 135   90   74  
Equity losses (earnings) of affiliates 29   44   ( 4 )
Cash distributions received from affiliates 13   —   —  
Non-operating other, net
( 438 ) 47   ( 368 )
Deferred income taxes 164   203   321  
Change in operating assets and liabilities, net of acquisitions and dispositions
Receivables and other assets ( 95 ) ( 172 ) ( 104 )
Inventories net of programming payable 521   ( 303 ) 145  
Accounts payable and accrued expenses 89   ( 1 ) ( 68 )
Other changes, net ( 49 ) ( 94 ) ( 243 )
Net cash provided by operating activities 3,324   1,840   1,800  
INVESTING ACTIVITIES
Property, plant and equipment ( 331 ) ( 345 ) ( 357 )
Acquisitions, net of cash acquired ( 97 ) —   —  
Purchase of investments ( 79 ) ( 103 ) ( 54 )
Other investing activities, net ( 30 ) ( 4 ) ( 27 )
Net cash used in investing activities ( 537 ) ( 452 ) ( 438 )
FINANCING ACTIVITIES
Repurchase of shares ( 1,000 ) ( 1,000 ) ( 2,000 )
Repayment of borrowings ( 600 ) ( 1,250 ) —  
Borrowings —   1,232   —  
Dividends paid and distributions ( 277 ) ( 281 ) ( 299 )
Sale of subsidiary noncontrolling interest —   —   35  
Other financing activities, net 122   ( 42 ) ( 26 )
Net cash used in financing activities ( 1,755 ) ( 1,341 ) ( 2,290 )
Net increase (decrease) in cash and cash equivalents 1,032   47   ( 928 )
Cash and cash equivalents, beginning of year 4,319   4,272   5,200  
Cash and cash equivalents, end of year $ 5,351   $ 4,319   $ 4,272  

The accompanying notes are an integral part of these Consolidated Financial Statements.
60

FOX CORPORATION
CONSOLIDATED STATEMENTS OF EQUITY
(IN MILLIONS)

  Class A Class B Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive
Loss
Total Fox
Corporation
Stockholders’
Equity
Noncontrolling
Interests (a)
Total Equity
  Common Stock Common Stock
  Shares Amount Shares Amount
Balance, June 30, 2022
308   $ 3   243   $ 3   $ 9,098   $ 2,461   $ ( 226 ) $ 11,339   $ 36   $ 11,375  
Net income —  —  —  —  —  1,239   —  1,239   30   1,269  
Other comprehensive income —  —  —  —  —  —  77   77   —  77  
Dividends —  —  —  —  —  ( 265 ) —  ( 265 ) —  ( 265 )
Shares repurchased ( 46 ) —  ( 8 ) —  ( 891 ) ( 1,123 ) —  ( 2,014 ) —  ( 2,014 )
Other 1   —  —  ( 1 ) 46   ( 43 ) —  2   1   3  
Balance, June 30, 2023
263   $ 3   235   $ 2   $ 8,253   $ 2,269   $ ( 149 ) $ 10,378   $ 67   $ 10,445  
Net income —  —  —  —  —  1,501   —  1,501   54   1,555  
Other comprehensive income —  —  —  —  —  —  42   42   —  42  
Dividends —  —  —  —  —  ( 250 ) —  ( 250 ) —  ( 250 )
Shares repurchased ( 40 ) —  —  —  ( 663 ) ( 347 ) —  ( 1,010 ) —  ( 1,010 )
Other 3   ( 1 ) —  —  88   ( 34 ) —  53   ( 21 ) 32  
Balance, June 30, 2024
226   $ 2   235   $ 2   $ 7,678   $ 3,139   $ ( 107 ) $ 10,714   $ 100   $ 10,814  
Net income —  —  —  —  —  2,263   —  2,263   31   2,294  
Other comprehensive loss —  —  —  —  —  —  ( 17 ) ( 17 ) —  ( 17 )
Dividends —  —  —  —  —  ( 246 ) —  ( 246 ) —  ( 246 )
Shares repurchased ( 21 ) —  —  —  ( 356 ) ( 654 ) —  ( 1,010 ) —  ( 1,010 )
Other 6   —  —  —  281   ( 23 ) —  258   ( 26 ) 232  
Balance, June 30, 2025
211   $ 2   235   $ 2   $ 7,603   $ 4,479   $ ( 124 ) $ 11,962   $ 105   $ 12,067  

(a)
Excludes Redeemable noncontrolling interests (See Note 6—Fair Value under the heading “Redeemable Noncontrolling Interests”).

The accompanying notes are an integral part of these Consolidated Financial Statements.
61

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
Fox Corporation (“FOX” or the “Company”) is a news, sports and entertainment company, which manages and reports its businesses in the following reportable segments: Cable Network Programming and Television.
Basis of Presentation
The Company’s financial statements as of and for the years ended June 30, 2025, 2024 and 2023 are presented on a consolidated basis.
The Consolidated Financial Statements are referred to as the “Financial Statements” herein. The Consolidated Statements of Operations are referred to as the “Statements of Operations” herein. The Consolidated Statements of Comprehensive Income are referred to as the “Statements of Comprehensive Income” herein. The Consolidated Balance Sheets are referred to as the “Balance Sheets” herein. The Consolidated Statements of Cash Flows are referred to as the “Statements of Cash Flows” herein. The Consolidated Statements of Equity are referred to as the “Statements of Equity” herein.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The Financial Statements include the accounts of all majority-owned and controlled subsidiaries. In addition, the Company evaluates its relationships with other entities to identify whether they are variable interest entities and whether the Company is the primary beneficiary. Consolidation is required if both of these criteria are met. All significant intercompany accounts and transactions within the Company’s consolidated businesses have been eliminated in consolidation.
Any change in the Company’s ownership interest in a consolidated subsidiary, where a controlling financial interest is retained, is accounted for as an equity transaction. When the Company ceases to have a controlling financial interest in a consolidated subsidiary, the Company recognizes a gain or loss in net income upon deconsolidation.
The Company’s fiscal year ends on June 30 (“fiscal”) of each year.
Reclassifications and Adjustments
Certain fiscal 2024 and 2023 amounts have been reclassified to conform to the fiscal 2025 presentation.
Use of Estimates
The preparation of the Company’s Financial Statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts that are reported in the Financial Statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash on hand and marketable securities with original maturities of three months or less.
Receivables
Receivables are presented net of an allowance for credit losses, which is an estimate of amounts that may not be collectible. The allowance for credit losses is estimated based on historical experience, receivable aging, current expected collections, current economic trends and specific identification of certain receivables that are at risk of not being paid.
62

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Receivables, net consist of:

  As of June 30,

  2025 2024
  (in millions)
Total receivables $ 2,522   $ 2,408  
Allowance for credit losses ( 50 ) ( 44 )
Total receivables, net $ 2,472   $ 2,364  

Inventories
Licensed and Owned Programming
The Company incurs costs to license programming rights and to produce owned programming. Licensed programming includes costs incurred by the Company for access to content owned by third parties. The Company has single and multi-year contracts for sports and non-sports programming. Licensed programming is recorded at the earlier of payment or when the license period has begun, the cost of the program is known or reasonably determinable and the program is accepted and available for airing. Advances paid for the right to broadcast sports events within one year and programming with an initial license period of one year or less are classified as current inventories included within Inventories, net in the Balance Sheets, and license fees for programming with an initial license period of greater than one year are classified as non-current inventories included within Other non-current assets in the Balance Sheets. Licensed programming is predominantly amortized as the associated programs are made available over the shorter of the license period or the period in which an economic benefit is expected to be derived. The costs of multi-year sports contracts are primarily amortized based on the ratio of each contract’s current period attributable revenue to the estimated total remaining attributable revenue. Estimates can change and, accordingly, are reviewed periodically and amortization is adjusted as necessary. Such changes in the future could be material.
Owned programming, included within Other non-current assets in the Balance Sheets, includes content internally developed and produced as well as co-produced content. Capitalized costs for owned programming, including direct costs, production overhead and development costs, are predominantly amortized using the individual-film-forecast-computation method, which is based on the ratio of current period revenue to estimated total future remaining revenue, and related costs are expensed as incurred. Future remaining revenue includes imputed license fees for content used by FOX as well as revenue expected to be earned based on distribution strategy and historical performance of similar content. Changes to estimated future revenues may result in impairments or changes in amortization patterns. When production partners distribute owned programming on the Company’s behalf, the net participation in profits is recorded as content license revenue. Projects in-process are written off at the earlier of abandonment or three years after initial capitalization. The Company may receive government incentives in connection with the production of owned programming. The Company records government incentives as a reduction of capitalized costs for owned programming when the monetization of the incentive is probable, and as a receivable included within Other non-current assets in the Balance Sheets. Government incentives were not material in fiscal 2025, 2024 and 2023.
Inventories are evaluated for recoverability when an event or circumstance occurs that indicates that fair value may be less than unamortized costs. The Company will determine if there is an impairment by evaluating the fair value of the inventories, which are primarily supported by internal forecasts as compared to unamortized costs. Where an evaluation indicates unamortized costs, including advances on multi-year sports rights contracts, are not recoverable, amortization of rights is accelerated in an amount equal to the amount by which the unamortized costs exceed fair value. Owned programming is predominantly monetized and tested for impairment on an individual basis. Licensed programming is predominantly monetized as a group and tested for impairment on a channel, network, or daypart basis. The recoverability of certain sports rights is assessed on an aggregate basis.
Investments
Investments in and advances to entities or joint ventures in which the Company has significant influence over the investee’s operating and financial policies, but less than a controlling financial interest, are accounted
63

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

for using the equity method. Significant influence generally exists when the Company owns an interest between 20% and 50%. Additionally, investments in partnerships or limited liability companies are accounted for using the equity method when specific ownership accounts are maintained, unless the Company has virtually no influence over the investee’s operating and financial policies.
Equity method investments are initially recorded at fair value and will increase as a result of additional contributions and will decrease as a result of cash distributions received from the equity method investee, amortization of identifiable intangible assets of the investee resulting from the transaction and impairments. Additionally, the Company’s share of the equity method investee’s net income or loss will increase and decrease the investment, respectively.
Equity investments, including investments in equity securities, in which the Company has no significant influence (generally less than a 20% ownership interest) with readily determinable fair values are accounted for at fair value based on quoted market prices. Equity investments without readily determinable fair values are accounted for using the measurement alternative which is at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. All gains and losses on investments in equity investments are recognized in the Statements of Operations.
Equity method investments are reviewed for impairment by comparing their fair value to their respective carrying amounts when events or circumstances suggest that the carrying amount of the investment may be impaired. The Company determines the fair value of its private company investments by considering available information, including recent investee equity transactions, discounted cash flow analyses, estimates based on comparable public company operating multiples and, in certain situations, balance sheet liquidation values. If the fair value of the investment has dropped below the carrying amount, management considers several factors when determining whether an other-than-temporary decline in market value has occurred, including the length of time and extent to which the market value has been below cost, the financial condition and near-term prospects of the issuer of the security, the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for an anticipated recovery in market value and other factors influencing the fair market value, such as general market conditions.
The Company regularly reviews equity investments not accounted for using the equity method or at fair value for impairment based on a qualitative assessment which includes, but is not limited to (i) significant deterioration in the earnings performance, credit rating, asset quality or business prospects of the investee, (ii) significant adverse changes in the regulatory, economic or technological environment of the investee and (iii) significant adverse changes in the general market condition of either the geographical area or the industry in which the investee operates. If an equity investment is impaired, an impairment loss is recognized in the Statements of Operations equal to the difference between the fair value of the investment and its carrying amount.
Property, Plant and Equipment
Property, plant and equipment are stated at cost. Depreciation is provided using the straight-line method over an estimated useful life of three to 40 years for buildings and leaseholds and three to 10 years for machinery and equipment. Leasehold improvements are amortized using the straight-line method over the shorter of their useful lives or the life of the lease. Costs associated with the repair and maintenance of property are expensed as incurred. Changes in circumstances, such as technological advances, or changes to the Company’s business model or capital strategy, could result in the actual useful lives differing from the Company’s estimates. In those cases where the Company determines that the estimated useful life of property, plant and equipment should be shortened, the Company depreciates the asset over its revised remaining useful life, thereby increasing depreciation expense.
Goodwill and Other Intangible Assets
The Company’s intangible assets include goodwill, Federal Communications Commission (“FCC”) licenses, traditional and virtual multi-channel video programming distributor (“MVPD”) affiliate agreements and relationships, software and trademarks and other copyrighted products. Intangible assets other than goodwill acquired in business combinations are recorded at their estimated fair value at the date of acquisition. Goodwill
64

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

is recorded as the difference between the consideration transferred to acquire entities and the estimated fair values assigned to their tangible and identifiable intangible net assets. Amounts recorded as goodwill are assigned to more than one reporting unit as of the acquisition date when more than one reporting unit is expected to benefit from the synergies of the combination. The Company’s goodwill and indefinite-lived intangible assets, which primarily consist of FCC licenses, are tested annually for impairment, or earlier if events occur or circumstances change that would more likely than not reduce the fair value below its carrying amount. The impairment assessment of indefinite-lived intangibles compares the fair value of the assets to their carrying value. Intangible assets with finite lives are generally amortized over their estimated useful lives. The weighted average original amortization period of amortizable intangible assets is approximately 10 years.
Annual Impairment Review
Goodwill
Goodwill is tested for impairment at the reporting unit level, which is an operating segment, or one level below. If the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount after a qualitative assessment, the Company performs a quantitative impairment test to compare the fair value of each reporting unit to its carrying amount, including goodwill. In performing the quantitative assessment, the Company determines the fair value of a reporting unit primarily by using discounted cash flow analysis and market-based valuation approach methodologies. Determining fair value requires the exercise of significant judgments, including judgments about appropriate discount rates, long-term growth rates, asset lives, market multiples and relevant comparable transactions, as applicable, and the amount and timing of expected future cash flows. The cash flows employed in the analyses are based on the Company’s estimated outlook and various growth rates have been assumed for years beyond the long-term business plan period. Discount rate assumptions are based on an assessment of the risk inherent in the future cash flows of the respective reporting units. In assessing the reasonableness of its determined fair values, the Company evaluates its results against other value indicators, such as comparable public company trading values. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not impaired. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit.
FCC licenses
The Company performs impairment reviews by comparing the estimated fair value of the Company’s FCC licenses with their carrying amount on a market-by-market basis. Fair value is determined using a discounted cash flow valuation method, assuming a hypothetical start-up scenario for a broadcast station in each of the markets the Company operates in. This method also involves the use of management’s judgment in estimating appropriate terminal growth rates, operating margins and discount rates reflecting the risk of a market participant in the broadcast industry, as well as industry data on future advertising revenues in the markets where the Company owns television stations. The resulting fair values for FCC licenses are sensitive to these long-term assumptions and any adverse changes to the assumptions used could result in an impairment to existing carrying values in future periods and such impairment could be material.
During fiscal 2025, the Company recorded a non-cash impairment charge for intangible assets of approximately $ 70 million primarily related to FCC licenses in Restructuring, impairment and other corporate matters in the Statements of Operations within the Television segment. Based on the Company’s annual assessment, the carrying value of FCC licenses in certain markets exceeded their fair value primarily as a result of updated market data, including lower expected future advertising revenue. Additionally, the fair value of FCC licenses in certain markets exceeded their respective carrying value by less than 10 % as of June 30, 2025. An increase to the discount rate of 0.5 percentage points, or a decrease to the terminal growth rate of 0.5 percentage points, assuming no changes to other long-term assumptions, would cause the aggregate fair value of FCC licenses to fall below the aggregate carrying value by approximately $ 80 million and $ 50 million, respectively. Further adverse changes in market conditions may result in additional non-cash impairment charges.
During fiscal 2025, the Company determined that the goodwill included in the Balance Sheets as of June 30, 2025 was not impaired based on the Company’s annual assessment and there are no reporting units at risk of impairment. While the Company believes its judgments represent reasonably possible outcomes
65

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

based on available facts and circumstances, adverse changes to the assumptions, including prevailing market conditions, discount rates, competitive factors, comparable public company trading values and expected future cash flows, could negatively impact the fair value of our reporting units and potentially result in a non-cash goodwill impairment charge in future periods. The Company will continue to monitor its goodwill and indefinite-lived intangible assets for any possible future non-cash impairment charges.
Leases
The Company has lease agreements primarily for office facilities and other equipment. At contract inception, the Company determines if a contract is or contains a lease and, if so, whether it is an operating or finance lease. The Company does not separate lease components from nonlease components for real estate leases.
For operating leases that have a lease term of greater than one year, the Company initially recognizes operating lease liabilities and right-of-use (“ROU”) assets at the lease commencement date, which is the date that the lessor makes an underlying asset available for use by the Company. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the present value of the Company’s obligation to make lease payments, primarily escalating fixed payments, over the lease term. The discount rate used to determine the present value of the lease payments is generally the Company’s incremental borrowing rate because the rate implicit in the lease is generally not readily determinable. The incremental borrowing rate for the lease term is determined by adjusting the Company’s unsecured borrowing rate for a similar term to approximate a collateralized borrowing rate. The Company’s lease terms for each of its leases represents the noncancelable period for which the Company has the right to use an underlying asset, together with all of the following: (i) periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; (ii) periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option; and (iii) periods covered by an option to extend (or not to terminate) the lease in which exercise of the option is controlled by the lessor. The Company recognizes lease expense for operating leases on a straight-line basis over the lease term.
The Company’s operating ROU assets are included in Other non-current assets and the Company’s current and non-current operating lease liabilities are included in Accounts payable, accrued expenses and other current liabilities and Other liabilities, respectively, in the Company’s Balance Sheets (See Note 20—Additional Financial Information).
Long-Lived Asset Impairments
The Company periodically reviews the carrying amounts of its long-lived assets, including property, plant and equipment, ROU assets and finite-lived intangible assets, to determine whether current events or circumstances indicate that such carrying amounts may not be recoverable. If the carrying amount of the asset or asset group is greater than the expected undiscounted cash flows to be generated by such asset or asset group, an impairment adjustment is recognized and is measured as the amount by which the carrying value of such asset or asset group exceeds its fair value. The Company generally measures fair value by considering sale prices for similar assets or by discounting estimated future cash flows using an appropriate discount rate. Considerable management judgment is necessary to estimate the fair value of assets; accordingly, actual results could vary significantly from such estimates. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value less their costs to sell.
Revenue Recognition
Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company considers the terms of each arrangement to determine the appropriate accounting treatment.
The Company generates advertising revenue from sales of commercial time within the Company’s network programming, and from sales of advertising on the Company’s owned and operated television stations and various digital properties. Advertising revenue from customers is recognized as the commercials are aired. Certain of the Company’s advertising contracts have guarantees of a certain number of targeted audience
66

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

views, referred to as impressions, where the performance obligation is the guarantee and revenue is recognized as the guarantee is satisfied. For contracts without guarantees, the individual advertising spots are the performance obligation and consideration is allocated based on its relative standalone selling price. Advertising contracts, which are generally short-term, are billed monthly for the spots aired during the month, with payments due shortly thereafter.
The Company generates affiliate fee revenue from agreements with MVPDs for cable network programming and for the broadcast of the Company’s owned and operated television stations. In addition, the Company generates affiliate fee revenue from agreements with independently owned television stations that are affiliated with the FOX Network and receives retransmission consent fees from MVPDs for their signals. Affiliate fee revenue is recognized as the Company satisfies the performance obligation by continuously making the programming available to the customer over the term of the agreement. For contracts with affiliate fees based on the number of the affiliate’s subscribers, revenues are recognized based on the contractual rate multiplied by the estimated number of subscribers each period. For contracts with fixed affiliate fees, revenues are recognized based on the relative standalone selling price of the network programming provided over the contract term, which generally reflects the invoiced amount. Affiliate contracts are generally multi-year contracts billed monthly with payments due shortly thereafter.
The Company classifies the amortization of cable distribution investments (capitalized fees paid to MVPDs to facilitate carriage of a cable network) against affiliate fee revenue. The Company amortizes the cable distribution investments on a straight-line basis over the contract period.
Other revenue primarily includes revenue generated from the Company’s content licensing agreements and revenue from production services and rentals. Revenue from content licensing agreements is recognized when the content is made available under the content licensing agreements. Production services and rental revenues are recognized as the goods or services are delivered.
Advertising Expenses
The Company expenses advertising costs as incurred. The Company incurred advertising expenses of $ 694 million, $ 646 million and $ 680 million for fiscal 2025, 2024 and 2023, respectively.
Income Taxes
The Company uses an asset and liability approach for financial accounting and reporting for income taxes. Under this approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Valuation allowances are established where management determines that it is more likely than not that some portion or all of a deferred tax asset will not be realized.
Earnings Per Share
Basic earnings per share for FOX’s Class A Common Stock, par value $ 0.01 per share (the “Class A Common Stock”), and Class B Common Stock, par value $ 0.01 per share (the “Class B Common Stock” and, together with the Class A Common Stock, the “Common Stock”) is calculated by dividing Net income attributable to Fox Corporation stockholders by the weighted average number of outstanding shares of Class A Common Stock, including vested restricted stock units (“RSUs”), and Class B Common Stock. Diluted earnings per share for the Class A Common Stock and Class B Common Stock is calculated similarly, except that the calculation for the Class A Common Stock includes the dilutive effect of the assumed issuance of the shares issuable under the Company’s equity-based compensation plan.
Equity-Based Compensation
The Company applies a fair value-based measurement method in accounting for generally all share-based payment transactions with employees. The Company recognizes compensation cost for awards granted that have only service requirements and a graded vesting schedule on a straight-line basis over the requisite service period for the entire award. The Company accounts for forfeitures when they occur.
67

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Financial Instruments
The carrying value of the Company’s financial instruments exclusive of borrowings, such as cash and cash equivalents, receivables, payables and investments accounted for using the measurement alternative, approximates fair value. The fair value of financial instruments is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market.
Redeemable Noncontrolling Interests
Redeemable noncontrolling interests are presented outside of permanent equity on the Company’s Balance Sheets as their redemption is outside the control of the Company. The redeemable noncontrolling interests recorded are put rights held in Credible Labs Inc. (“Credible”), an entertainment production company and a digital media company. The Company accretes the changes in the redemption value of the redeemable noncontrolling interests over the period from issuance to the earliest redemption date. If a redeemable noncontrolling interest is redeemable at fair value, adjustments to the carrying amount are recorded in retained earnings. If a redeemable noncontrolling interest is redeemable at an amount in excess of fair value, the portion of the adjustment that reflects a redemption in excess of fair value is presented within net income attributable to noncontrolling interests in the Statements of Operations.
Concentrations of Credit Risk
Cash and cash equivalents are maintained with several financial institutions. The Company has deposits held with banks that exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions of reputable credit and, therefore, bear minimal credit risk.
Generally, the Company does not require collateral to secure receivables. As of June 30, 2025 and 2024, the Company had no individual customers that accounted for 10% or more of the Company’s receivables.
Recently Adopted and Recently Issued Accounting Guidance and Other
Adopted
Segment Reporting
In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance that enhances segment reporting by requiring the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within the reported measure of segment profit or loss. The Company adopted the guidance for all periods presented in this Annual Report on Form 10-K (See Note 17—Segment Information).
Issued
Income Taxes
In December 2023, the FASB issued updated guidance that enhances income tax disclosures, primarily requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid by jurisdiction. The amendment is effective for the Company beginning with the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2026 on a prospective basis, with the option to use retrospective application. The Company is currently evaluating the impact the new guidance will have on our financial statement disclosures.
Disaggregation of Income Statement Expenses
In November 2024, the FASB issued updated guidance that requires disclosure of specified information about certain costs and expenses. The amendment is effective for the Company beginning with the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2028 and for interim periods beginning with the Company's Quarterly Report on Form 10-Q for the quarter ending September 30, 2028 on a prospective basis, with the option to use retrospective application. The Company is currently evaluating the impact the new guidance will have on our financial statement disclosures.
68

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Other
One Big Beautiful Bill Act
On July 4, 2025, the U.S. government enacted The One Big Beautiful Bill Act of 2025 which includes, among other provisions, changes to the U.S. corporate income tax system including the allowance of immediate expensing of qualified property and research and development expenses and permanent extensions of certain provisions within the Tax Cuts and Jobs Act. These provisions generally will be applicable for the Company beginning in fiscal 2026. The Company is currently evaluating the future impact of these tax law changes on our financial statements.

NOTE 3. ACQUISITIONS, DISPOSALS AND OTHER TRANSACTIONS
The Company’s acquisitions support the Company’s strategy to strengthen its core brands, grow its digital businesses and selectively enhance production capabilities for its digital and linear platforms. The Company records any noncontrolling interests in an acquiree at their acquisition date fair value. When there is a business combination, the initial accounting, including the allocation of the consideration transferred, is based on provisional amounts. The amounts allocated to intangible assets and goodwill, the estimates of useful lives and the related amortization expense are subject to changes pending the completion of the final valuations of certain assets and liabilities. A change in the allocation of consideration transferred and any estimates of useful lives could result in a change in the value allocated to the intangible assets that could impact future amortization expense.
During fiscal 2025, the Company acquired controlling ownership interests in two digital media companies. The incremental revenues and Segment EBITDA (as defined in Note 17—Segment Information) related to the fiscal 2025 acquisitions, included in the Company's results of operations, were not material individually or in the aggregate. The accounting for the business combinations is based on provisional amounts and the allocation of the consideration transferred is not final and is subject to changes pending the completion of the final valuation of certain assets and liabilities. During fiscal 2024 and 2023, the Company made no acquisitions.
Other Transactions
In February 2024, FOX announced that it would enter into a joint venture with ESPN, a subsidiary of The Walt Disney Company (“Disney”), and Warner Bros. Discovery Inc. (“WBD”) to form a digital distribution platform focused on sports called Venu Sports. On January 10, 2025, FOX, Disney and WBD announced the decision to discontinue Venu Sports (See Note 14—Commitments and Contingencies under the heading "Venu Sports”). In connection with that decision, FOX recorded restructuring charges and wrote off the previously capitalized costs in Restructuring, impairment and other corporate matters in the Statements of Operations for the fiscal year ended June 30, 2025 (See Note 4—Restructuring, impairment and other corporate matters).
On January 12, 2024, the United Football League (the “UFL”) was launched as a professional spring football league that combines the legacy operations of the United States Football League (the “USFL”), a majority-owned consolidated subsidiary of FOX, and XFL, a third-party company. In connection with the launch of the UFL, the Company deconsolidated the operations of the USFL and contributed the USFL net assets to the UFL. As consideration for the net assets contributed, the Company received an approximately 42 % ownership interest in the UFL, a variable interest entity, which was recorded as an equity method investment, initially at fair value. This equity method investment is included in Other non-current assets in the Balance Sheets. As a result of this transaction, the Company recorded a gain of approximately $ 170 million in Non-operating other, net in the Statements of Operations for the fiscal year ended June 30, 2024 (See Note 20—Additional Financial Information under the heading “Non-Operating Other, net”).
69

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4. RESTRUCTURING, IMPAIRMENT AND OTHER CORPORATE MATTERS
The following table sets forth the components of Restructuring, impairment and other corporate matters included in the Statements of Operations:

For the years ended June 30,

2025 2024 2023
(in millions)
Restructuring charges (a)
$ ( 35 ) $ ( 13 ) $ ( 111 )
Impairment charges (b)
( 68 ) —   —  
Other corporate matters
Legal settlement costs (c)
( 126 ) ( 24 ) ( 894 )
U.K. Newspaper Matters Indemnity (c)
( 30 ) ( 20 ) ( 117 )
Other (d)
( 91 ) ( 10 ) ( 60 )
Total restructuring, impairment and other corporate matters $ ( 350 ) $ ( 67 ) $ ( 1,182 )

(a)
Primarily related to Venu Sports at Corporate and Other (See Note 3—Acquisitions, Disposals and Other Transactions) for fiscal 2025 and severance costs at the Cable Network Programming and Television reportable segments and Corporate and Other for fiscal 2024 and 2023.

(b)
Related to a non-cash impairment charge for intangible assets for fiscal 2025 (See Note 2—Summary of Significant Accounting Policies under the heading "Goodwill and Other Intangible Assets”).

(c)
See Note 14—Commitments and Contingencies.
(d)
Primarily related to Venu Sports for fiscal 2025 (See Note 3—Acquisitions, Disposals and Other Transactions).

Restructuring
Changes in the restructuring program liabilities were as follows:

One time
termination
benefits
Contract
termination
costs
Total
(in millions)
Balance, June 30, 2022
$ ( 8 ) $ ( 19 ) $ ( 27 )
Additions ( 111 ) —   ( 111 )
Payments 52   2   54  
Balance, June 30, 2023
$ ( 67 ) $ ( 17 ) $ ( 84 )
Additions and other ( 19 ) 6   ( 13 )
Payments 69   11   80  
Balance, June 30, 2024
$ ( 17 ) $ —   $ ( 17 )
Additions (a)
( 35 ) —   ( 35 )
Payments (a)
37   —   37  
Balance, June 30, 2025
$ ( 15 ) $ —   $ ( 15 )

(a)
Excludes amounts collected from Disney and WBD related to the decision to discontinue Venu Sports (See Note 3—Acquisitions, Disposals and Other Transactions).

70

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Amounts recognized in the Balance Sheets consist of:

As of June 30,

2025 2024 2023
(in millions)
Accounts payable, accrued expenses and other current liabilities
$ 15   $ 17   $ 74  
Other liabilities
—   —   10  
Total restructuring liabilities $ 15   $ 17   $ 84  

NOTE 5. INVENTORIES, NET
The Company’s inventories were comprised of the following:

As of June 30,

2025 2024
(in millions)
Licensed programming, including prepaid sports rights $ 633   $ 841  
Owned programming 541   497  
Total inventories, net 1,174   1,338  
Less: current portion of inventories, net ( 432 ) ( 626 )
Total non-current inventories, net $ 742   $ 712  

Owned programming
Released $ 308   $ 238  
In-process or other 233   259  
Total $ 541   $ 497  

The following table presents the aggregate amortization expense related to Inventories, net included in Operating expenses in the Statements of Operations:

For the years ended June 30,

2025 2024 2023
(in millions)
Total amortization expense $ 6,638   $ 5,473   $ 6,036  

Based on the balance of Inventories, net as of June 30, 2025, the estimated amortization expense for each of the succeeding three fiscal years is as follows:

For the years ending June 30,

2026 2027 2028
(in millions)
Estimated amortization expense $ 555   $ 140   $ 88  

Inventories are evaluated for recoverability when an event or circumstance occurs that indicates that fair value may be less than unamortized costs. The Company will determine if there is an impairment by evaluating the fair value of the inventories, which are primarily supported by internal forecasts as compared to unamortized costs. The Company recognized impairments of approximately $ 40 million, $ 40  million and $ 10  million in fiscal 2025, 2024 and 2023, respectively, related to owned programming at the Television segment, which were recorded in Operating expenses in the Statements of Operations.
71

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 6. FAIR VALUE
Fair value measurements are disclosed using a three-tiered fair value hierarchy which distinguishes market participant assumptions into the following categories: (i) inputs that are quoted prices in active markets (“Level 1”); (ii) inputs other than quoted prices included within Level 1 that are observable, including quoted prices for similar assets or liabilities (“Level 2”); and (iii) inputs that require the entity to use its own assumptions about market participant assumptions (“Level 3”).
The following tables present information about financial assets and redeemable noncontrolling interests carried at fair value on a recurring basis:

Fair value measurements
As of June 30, 2025

Total Level 1   Level 2 Level 3
(in millions)
Investments in equity securities $ 1,249   $ 1,249   (a)
$ —   $ —  
Redeemable noncontrolling interests ( 288 ) —   —   ( 288 ) (b)

Total $ 961   $ 1,249   $ —   $ ( 288 )

Fair value measurements
As of June 30, 2024

Total Level 1 Level 2 Level 3
(in millions)
Investments in equity securities $ 797   $ 797   (a)
$ —   $ —  
Redeemable noncontrolling interests ( 242 ) —   —   ( 242 ) (b)

Total $ 555   $ 797   $ —   $ ( 242 )

(a)
The investments categorized as Level 1 primarily represents an investment in equity securities of Flutter Entertainment plc (“Flutter”) with a readily determinable fair value.
(b)
The Company utilizes both the market and income approach valuation techniques for its Level 3 fair value measures. Inputs to such measures could include observable market data obtained from independent sources such as broker quotes and recent market transactions for similar assets. It is the Company’s policy to maximize the use of observable inputs in the measurement of its Level 3 fair value measurements. To the extent observable inputs are not available, the Company utilizes unobservable inputs based upon the assumptions market participants would use in valuing the redeemable noncontrolling interests. Examples of utilized unobservable inputs are future cash flows and long-term growth rates.

In connection with the combination of The Stars Group Inc. and Flutter in May 2020, FOX Sports received the right to acquire an 18.6 % equity interest in FanDuel Group (“FanDuel”), a majority-owned subsidiary of Flutter, at a price set forth in the relevant agreement (structured as a 10 -year option), which has been the subject of arbitration proceedings. In January 2023, the U.S. District Court for the Southern District of New York confirmed and entered the arbitrator’s ruling affirming FOX Sports’ 10 -year call option expiring in December 2030 to acquire 18.6 % of FanDuel for $ 3.7 billion, with a 5 % annual escalator. As of June 30, 2025, the option exercise price is approximately $ 4.5 billion. FOX has no obligation to commit capital towards this opportunity unless and until it exercises the option. In addition, Flutter cannot pursue an initial public offering for FanDuel without FOX’s consent or approval from the arbitrator who presided over a FOX-Flutter arbitration in 2021 and 2022.
72

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Redeemable Noncontrolling Interests
The changes in redeemable noncontrolling interests classified as Level 3 measurements were as follows:

  For the years ended June 30,

  2025 2024 2023
  (in millions)
Beginning of year $ ( 242 ) $ ( 213 ) $ ( 188 )
Acquisitions (a)
( 27 ) —   —  
Net loss 1   1   16  
Accretion and redemption value adjustments ( 20 ) ( 30 ) ( 41 )
End of year $ ( 288 ) $ ( 242 ) $ ( 213 )

(a)
 The amount in fiscal 2025 was primarily due to the acquisition of a digital media company.

Redeemable noncontrolling interests held in the entertainment production company and digital media company were determined in accordance with the related contractual redemption terms. Redeemable noncontrolling interests held at fair value were determined using discounted cash flow analysis and market-based valuation approach methodologies. Significant unobservable inputs used in the fair value measurements of the Company’s redeemable noncontrolling interests are EBITDA (as defined in Note 17—Segment Information) projections, discount rates, long-term growth rates and multiples. Significant changes in these long-term assumptions may result in a significantly different value.
The put right held by the entertainment production company’s minority shareholder will become exercisable in fiscal 2027. The put right held by the digital media company’s minority shareholders will become exercisable in fiscal 2030.
The put right held by the Credible minority interest shareholder was exercised in December 2024. The Company and the Credible minority interest shareholder will determine the value of the redeemable noncontrolling interest as part of a predetermined fair market value process, which is expected to be completed in the first half of fiscal 2026. As of June 30, 2025, the redeemable noncontrolling interest held in Credible has been recorded at the preliminary settlement value.
Financial Instruments
The carrying value of the Company’s financial instruments exclusive of borrowings, such as cash and cash equivalents, receivables, payables and investments, accounted for using the measurement alternative method, approximates fair value.
The following table sets forth the fair value and carrying value of the Company’s Borrowings:

  As of June 30,

  2025 2024
  (in millions)
Borrowings    
Fair value $ 6,625   $ 7,017  
Carrying value $ 6,602   $ 7,197  

Fair value is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market (a Level 1 measurement).
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
The Company’s assets measured at fair value on a nonrecurring basis include investments accounted for using the equity method and the measurement alternative method, long-lived assets, indefinite-lived intangible
73

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

assets and goodwill. The Company reviews the carrying amounts of such assets whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable or at least annually for indefinite-lived intangible assets and goodwill. Any resulting asset impairment would require that the asset be recorded at its fair value. The resulting fair value measurements of the assets are considered to be Level 3 measurements. In addition, investments accounted for using the measurement alternative method are recorded at fair value as a result of observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

NOTE 7. PROPERTY, PLANT AND EQUIPMENT, NET
The Company’s property, plant and equipment is comprised of the following:

  As of June 30,

  2025 2024
  (in millions)
Land $ 206   $ 206  
Buildings and leaseholds 1,463   1,369  
Machinery and equipment 2,132   1,997  
  3,801   3,572  
Less: accumulated depreciation and amortization ( 2,367 ) ( 2,170 )
  1,434   1,402  
Construction in progress 271   294  
Total property, plant and equipment, net $ 1,705   $ 1,696  

Depreciation and amortization expense related to Property, plant and equipment was $ 350 million, $ 344 million and $ 337 million for fiscal 2025, 2024 and 2023, respectively.

NOTE 8. GOODWILL AND INTANGIBLE ASSETS, NET
The changes in the carrying values of the Company’s intangible assets and related accumulated amortization were as follows:
  Intangible assets not subject to amortization Amortizable
intangible
assets, net (a)
  Total
intangible
assets, net

  FCC
licenses
  Other   Total  
  (in millions)
Balance, June 30, 2023
$ 2,250   $ 642   $ 2,892   $ 192   $ 3,084  
Amortization and other —   —   —   ( 46 ) ( 46 )
Balance, June 30, 2024
$ 2,250   $ 642   $ 2,892   $ 146   $ 3,038  
Acquisitions (b)
—   —   —   33   33  
Amortization and other (c)
( 66 ) ( 2 ) ( 68 ) ( 34 ) ( 102 )
Balance, June 30, 2025
$ 2,184   $ 640   $ 2,824   $ 145   $ 2,969  

(a)
Net of accumulated amortization of $ 441 million and $ 405 million as of June 30, 2025 and 2024, respectively.

(b)
See Note 3—Acquisitions, Disposals and Other Transactions.
(c)
Includes an impairment charge (See Note 2—Summary of Significant Accounting Policies under the heading “Goodwill and Other Intangible Assets”).

Amortization expense related to finite-lived intangible assets was $ 35 million, $ 45 million and $ 74  million for fiscal 2025, 2024 and 2023, respectively.
74

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Based on the balance of finite-lived intangible assets as of June 30, 2025, the estimated amortization expense for each of the succeeding five fiscal years is as follows:

  For the years ending June 30,

  2026 2027 2028 2029 2030
  (in millions)
Estimated amortization expense (a)
$ 37   $ 35   $ 29   $ 22   $ 14  

(a)
These amounts may vary as acquisitions and dispositions occur in the future.

The changes in the carrying value of goodwill, by reportable segment and Corporate and Other, were as follows:

  Cable Network Programming Television Corporate
and Other
Total Goodwill
  (in millions)
Balance, June 30, 2023
$ 1,059   $ 2,246   $ 254   $ 3,559  
Other
( 15 ) —   —   ( 15 )
Balance, June 30, 2024
$ 1,044   $ 2,246   $ 254   $ 3,544  
Acquisitions (a)
1   89   —   90  
Other
—   5   —   5  
Balance, June 30, 2025
$ 1,045   $ 2,340   $ 254   $ 3,639  

(a)
See Note 3—Acquisitions, Disposals and Other Transactions.

The carrying amount of Television segment goodwill was net of accumulated impairments of $ 371 million as of June 30, 2025 and 2024.

NOTE 9. BORROWINGS
Public Debt - Senior Notes Issued
The Company has issued senior notes (the “Notes”) under an Indenture, dated as of January 25, 2019, by and between the Company and The Bank of New York Mellon, as Trustee (the “2019 Indenture”). The Notes are direct unsecured obligations of the Company and rank pari passu with all other senior indebtedness of the Company, including the indebtedness under the Revolving Credit Agreement described below. Redemption may occur, at the option of the holders, at 101 % of the principal amount plus an accrued interest amount in certain circumstances where a change of control is deemed to have occurred. The Notes are subject to certain covenants, which, among other things, limit the Company’s ability and the ability of the Company’s subsidiaries, to create liens and engage in merger, sale or consolidation transactions. The 2019 Indenture does not contain any financial maintenance covenants.
75

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

In October 2023, the Company issued $ 1.25  billion of senior notes and used the net proceeds for general corporate purposes. The following table summarizes the Company’s senior notes, net of repayments:

  Outstanding as of June 30,

  2025 2024
  (in millions)
Public debt
3.050 % senior notes due 2025
$ —   $ 600  
4.709 % senior notes due 2029
2,000   2,000  
3.500 % senior notes due 2030
600   600  
6.500 % senior notes due 2033
1,250   1,250  
5.476 % senior notes due 2039
1,250   1,250  
5.576 % senior notes due 2049
1,550   1,550  
Total public debt 6,650   7,250  
Less: unamortized discount and debt issuance costs ( 48 ) ( 53 )
Total borrowings $ 6,602   $ 7,197  

Current Borrowings
Included in Borrowings within Current liabilities as of June 30, 2024 was $ 600 million of 3.050 % senior notes which matured and were repaid in full in April 2025.
Revolving Credit Agreement
On June 14, 2023, the Company entered into a five-year credit agreement (the “Revolving Credit Agreement”) among the Company, as Borrower, the initial lenders named therein, the initial issuing banks named therein, Citibank, N.A., as Administrative Agent, Deutsche Bank Securities Inc. and Goldman Sachs Bank USA, as Co-Syndication Agents and JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding Inc., as Co-Documentation Agents. The Company entered into the Revolving Credit Agreement in anticipation of the transition away from the London Interbank Offered Rate (“LIBOR”) as a result of reference rate reform and to replace the Company’s previous unsecured revolving credit facility.
The Revolving Credit Agreement provides for a $ 1.0 billion unsecured revolving credit facility with a sub-limit of $ 150 million available for the issuance of letters of credit and a maturity date of June 2028. Under the Revolving Credit Agreement, the Company may request an increase in the amount of the credit facility commitments up to a maximum facility amount of $ 1.75 billion and the Company may request that the maturity date be extended for up to two additional one-year periods. The material terms of the Revolving Credit Agreement include the requirement that the Company maintain specific leverage ratios and limitations on indebtedness. The interest rates and fees under the Revolving Credit Agreement are based on the Company’s long-term senior unsecured non-credit enhanced debt ratings. Given the current credit ratings, the interest rate on borrowings under the Revolving Credit Agreement would be the forward-looking term rate based on the Secured Overnight Financing Rate plus 1.125 % and the facility fee is 0.125 %. As of June 30, 2025, there were no borrowings outstanding under the Revolving Credit Agreement.
76

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 10. LEASES
Lessee Arrangements
The following amounts were recorded in the Company’s Balance Sheets relating to its operating leases and other supplemental information:

  As of June 30,

  2025 2024
  (in millions)
ROU assets $ 814   $ 904  
Lease liabilities
Current lease liabilities $ 41   $ 76  
Non-current lease liabilities 822   879  
Total lease liabilities $ 863   $ 955  
Other supplemental information
Weighted average remaining lease term 15 years 16 years
Weighted average discount rate 5   % 5   %

The following table presents information about the Company’s lease costs and supplemental cash flows information for leases:

  For the years ended June 30,

  2025 2024 2023
  (in millions)
Lease costs    
Total lease costs (a)
$ 146   $ 147   $ 145  
Supplemental cash flows information
Operating cash flows from operating leases $ 125   $ 126   $ 119  
ROU assets obtained in exchange for operating lease liabilities (b)
$ 19   $ 36   $ 568  

(a)
Total lease costs are net of sublease income of approximately $ 15 million in each period.

(b)
The Company recorded an additional $ 540 million in operating lease assets and liabilities as of June 30, 2023, in connection with the extension of the operating lease for its corporate headquarters at 1211 Avenue of the Americas in New York through fiscal 2042.

77

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the lease payments relating to the Company’s operating leases:

  As of June 30, 2025

  (in millions)
Fiscal Year  
2026 $ 76  
2027 72  
2028 103  
2029 96  
2030 84  
Thereafter 918  
Total lease payments 1,349  
Less: imputed interest ( 486 )
Present value of operating lease liabilities $ 863  

Lessor Arrangements
The Company’s lessor arrangements primarily relate to its owned production and office facilities at the FOX Studio Lot, which is located in Los Angeles, California . The Company le ases production and office space on the FOX Studio Lot, which will predominantly be utilized by Disney until March of 2026 for approximately $ 35 million annually in lease payments.
The Company recorded total lease income for fiscal 2025, 2024 and 2023 of approximately $ 45 million, $ 55 million and $ 55 million, respectively, which is included in Revenues in the Statements of Operations. The Company recognizes lease payments for operating leases as revenue on a straight-line basis over the lease term and variable lease payments as revenue in the period incurred.

NOTE 11. STOCKHOLDERS’ EQUITY
Common Stock and Preferred Stock
The Company has two classes of common stock that are authorized and outstanding: Class A Common Stock and Class B Common Stock. As a general matter, holders of Class B Common Stock are entitled to one vote per share on all matters on which stockholders have the right to vote, including director elections. Holders of Class A Common Stock are entitled to vote only in the limited circumstances set forth in the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”).
As of June 30, 2025, there were approximately 12,900 holders of record of shares of Class A Common Stock and approximately 2,700 holders of record of shares of Class B Common Stock.
In the event of a liqui dation or dissolution or winding up of the Company, after distribution in full of the preferential and/or other amounts to be distributed to the holders of shares of any outstanding series of preferred stock or series common stock, holders of Class A Common Stock and Class B Common Stock, to the extent fixed by the Board of Directors (the “Board”) with respect thereto, are entitled to receive all of the remaining assets of the Company available for distribution to its stockholders, ratably in proportion to the number of shares held by Class A Common Stock holders and Class B Common Stock holders, respectively. In the event of any merger or consolidation with or into another entity, the holders of Class A Common Stock and the holders of Class B Common Stock generally are entitled to receive substantially identical per share consideration.
Under the Certificate of Incorporation, the Board is authorized to issue shares of preferred stock or common stock at any time, without stockholder approval, and to determine all the terms of those shares,
78

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

including the following:
(i) the voting rights, if any, except that the issuance of preferred stock or series common stock which entitles holders thereof to more than one vote per share requires the affirmative vote of the holders of a majority of the combined voting power of the then outstanding shares of the Company’s capital stock entitled to vote generally in the election of directors;
(ii) the dividend rate and preferences, if any, which that preferred stock or common stock will have compared to any other class; and
(iii) the redemption and liquidation rights and preferences, if any, which that preferred stock or common stock will have compared to any other class.
Any decision by the Board to issue preferred stock or common stock must, however, be taken in accordance with the Board’s fiduciary duty to act in the best interests of the Company’s stockholders. The Company is authorized to issue 35,000,000 shares of preferred stock, par value $ 0.01 per share and 35,000,000 shares of series common stock, par value $ 0.01 per share. The Board has the authority, without any further vote or action by the stockholders, to issue preferred stock and series common stock in one or more series and to fix the number of shares, designations, relative rights (including voting rights), preferences, qualifications and limitations of such series to the full extent permitted by Delaware law.
Stock Repurchase Program
The Company’s Board has authorized a stock repurchase program under which the Company can repurchase $ 7 billion of Class A Common Stock and Class B Common Stock . The program has no time limit and may be modified, suspended or discontinued at any time. As of June 30, 2025, the Company’s remaining stock repurchase authorization was approximately $ 400 million.
Fiscal 2023 and 2024
In connection with the stock repurchase program, the Company entered into an accelerated share repurchase (“ASR”) agreement in February 2023 under which the Company paid a third-party financial institution $ 1 billion and received an initial delivery of approximately 22.5 million shares of Class A Common Stock, representing 80 % of the shares expected to be repurchased under the ASR agreement, at a price of $ 35.54 per share, which was the Nasdaq Global Select Market (“Nasdaq”) closing share price of the Class A Common Stock on February 8, 2023. Upon settlement of the ASR agreement in August 2023, the Company received a final delivery of approximately 7.8 million shares of Class A Common Stock. The final number of shares purchased under the ASR agreement was determined using a price of $ 33.03 per share (the volume-weighted average market price of the Class A Common Stock on the Nasdaq during the term of the ASR agreement less a discount). The Company accounted for the ASR agreement as two separate transactions. The initial delivery of Class A Common Stock was accounted for as a treasury stock transaction recorded on the acquisition date. The final settlement of Class A Common Stock was accounted for as a forward contract indexed to the Class A Common Stock and qualified as an equity transaction.
In addition to the shares purchased under the ASR agreement, the Company repurchased shares of Class A Common Stock and Class B Common Stock in the open market during fiscal 2025, 2024 and 2023. Repurchased sh ares are retired and reduce the number of shares issued and outstanding. The Company allocates the amount of the repurchase price over par value between additional paid-in capital and retained earnings.
79

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The foll owing table summarizes the Company’s repurchases of its Class A Common Stock and Class B Common Stock:

  For the years ended June 30,

  2025 2024 2023
  (in millions)
Total cost of repurchases (a)
$ 1,000   $ 1,000   $ 2,000  
Total number of shares repurchased 21   40   54  

(a)
These amounts exclude any fees, commissions, excise taxes or other costs associated with the share repurchases.

Stockholders Agreement
The Company announced on November 6, 2019 that it had entered into a stockholders agreement with the Murdoch Family Trust pursuant to which the Company and the Murdoch Family Trust have agreed not to take actions that would result in the Murdoch Family Trust and Murdoch family members together owning more than 44 % of the outstanding voting power of the shares of Class B Common Stock or would increase the Murdoch Family Trust’s voting power by more than 1.75 % in any rolling twelve-month period. The Murdoch Family Trust would forfeit votes to the extent necessary to ensure that the Murdoch Family Trust and the Murdoch family collectively do not exceed 44 % of the outstanding voting power of the Class B shares, except where a Murdoch family member votes their own shares differently from the Murdoch Family Trust on any matter.
Dividends
The following table summarizes the dividends declared and paid per share on both the Company’s Class A Common Stock and Class B Common Stock:

  For the years ended June 30,

  2025 2024 2023
Cash dividend per share $ 0.54   $ 0.52   $ 0.50  

Comprehensive Income
Comprehensive income is reported in the Statements of Comprehensive Income and consists of Net income and Other comprehensive (loss) income, including benefit plan adjustments, which affect stockholders’ equity, and under GAAP, are excluded from Net income.
The following tables summarize the activity within Other comprehensive (loss) income:

  For the year ended June 30, 2025

  Before tax Tax benefit
(provision)
Net of tax
  (in millions)
Benefit plan and cumulative translation adjustments
Unrealized losses $ ( 32 ) $ 8   $ ( 24 )
Reclassifications realized in net income (a)
1   —   1  
Cumulative translation adjustment
6   —   6  
Other comprehensive loss $ ( 25 ) $ 8   $ ( 17 )

80

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

  For the year ended June 30, 2024

  Before tax Tax benefit
(provision)
Net of tax
  (in millions)
Benefit plan adjustments and other
Unrealized gains $ 47   $ ( 11 ) $ 36  
Reclassifications realized in net income (a)
8   ( 2 ) 6  
Other comprehensive income $ 55   $ ( 13 ) $ 42  

  For the year ended June 30, 2023

  Before tax Tax benefit
(provision)
Net of tax
  (in millions)
Benefit plan, cumulative translation adjustments and other
Unrealized gains $ 79   $ ( 19 ) $ 60  
Reclassifications realized in net income (a)
19   ( 5 ) 14  
Cumulative translation adjustment 3   —   3  
Other comprehensive income $ 101   $ ( 24 ) $ 77  

(a)
Reclassifications of amounts related to benefit plan adjustments are included in Non-operating other, net in the Statements of Operations (See Note 15—Pension and Other Postretirement Benefits for additional information).

Accumulated other comprehensive loss
The following table summarizes the components of Accumulated other comprehensive loss, net of tax:

  As of June 30,

  2025 2024 2023
  (in millions)
Benefit plan adjustments and other $ ( 126 ) $ ( 103 ) $ ( 145 )
Cumulative translation adjustment 2   ( 4 ) ( 4 )
Accumulated other comprehensive loss, net of tax $ ( 124 ) $ ( 107 ) $ ( 149 )

NOTE 12. EQUITY-BASED COMPENSATION
The Company has equity-based compensation plans, including the Fox Corporation 2019 Shareholder Alignment Plan (the “SAP”), under which stock options (including performance-based stock options (“PSOs”), stock appreciation rights, restricted and unrestricted stock, RSUs, performance stock units “PSUs”) an d other types of FOX or subsidiary equity awards may be granted.
2019 Shareholder Alignment Plan
The Company’s officers, directors and employees are eligible to participate in the SAP. The maximum number of shares of Class A Common Stock that may be issued under the SAP is 65 million shares. As of June 30, 2025, the remaining number of shares of Class A Common Stock available for issuance under the SAP was approximately 30 million.
Awards granted under the SAP (other than stock options or stock appreciation rights) entitle the holder to receive Dividend Equivalents (as defined in the SAP) for each regular cash dividend on the common stock underlying the award paid by the Company during the award period. Dividend equivalents granted with respect
81

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

to equity awards will be accrued during the applicable award period and such dividend equivalents will vest and be paid only if and when the underlying award vests.
The fair value of equity-based compensation under the SAP was calculated according to the type of award issued.
Restricted Stock Units
RSUs are awards that represent the potential to receive shares of Class A Common Stock at the end of the applicable vesting period, subject to the terms and conditions of the SAP, the applicable award documents and such other terms and conditions as the Compensation Committee of the Board (the “Compensation Committee”) may es tablish. RSUs awarded under the SAP are fair valued based upon the fair market value of Class A Common Stock on the grant date. Any person who holds RSUs has no ownership interest in the shares of Class A Common Stock to which such RSUs relate until and unless shares of Class A Common Stock are delivered to the holder.
RSUs generally vest in equal annual installments over a three-year period subject to the participants’ continued employment with the Company.
Performance Stock Units
PSUs are fair valued on the date of grant and expensed over the service period using a straight-line method as the awards cliff vest at the end of a three-year performance period. The Company also estimates the number of shares expected to vest which is based on management’s determination of the probable outcome of the performance conditions, which requires considerable judgment. The Company records a cumulative adjustment in periods in which the Com pany’s estimate of the number of shares expected to vest changes. Additionally, the Company ultimately adjusts the expense recognized to reflect the actual vested shares following the resolution of the performance conditions. The number of shares that will be issued upon vesting of PSUs can range from 0 % to 200 % of the target award, based on the Company’s three-year total shareholder return (“TSR”) as measured against the three-year TSR of the companies that comprise the Standard and Poor’s 500 Index and other performance measures. The fair value of the TSR condition is determined using a Monte Carlo simulation model.
PSUs have a three-yea r performance measurement period and are subject to the achievement of three pre-established objective performance measures determined by the Compensation Committee. The awards issued will be settled in shares of Class A Common Stock upon vesting and are subject to the participants’ continued employment with the Company. Any person who holds PSUs has no ownership interest in the shares of Class A Common Stock to which such PSUs relate until and unless shares of Class A Common Stock are delivered to the holder. All shares of Class A Common Stock underlying awards that are cancelled or forfeited become available for future grants. Certain of these awards have a graded vesting provision and the expense recognition is accelerated.
82

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the activity related to RSUs and target PSUs granted to the Company’s employees to be settled in stock (RSUs and PSUs in thousands):

Fiscal 2025
Fiscal 2024
Fiscal 2023

Number
of
shares
Weighted
average
grant-
date fair
value
Number
of
shares
Weighted
average
grant-
date fair
value
Number
of
shares
Weighted
average
grant-
date fair
value

RSUs and PSUs
Unvested units at beginning of the year 4,801   $ 35.20   4,284   $ 33.72   5,052   $ 32.53  
Granted 1,945   37.58   3,209   35.13   2,314   34.31  
Vested ( 1,685 ) 34.68   ( 2,153 ) 31.97   ( 2,092 ) 31.75  
Cancelled ( 121 ) 39.57   ( 539 ) 35.28   ( 990 ) 33.30  
Unvested units at the end of the year (a)
4,940   $ 36.75   4,801   $ 35.20   4,284   $ 33.72  

(a)
The intrinsic value of unvested RSUs and target PSUs as of June 30, 2025 was approximately $ 180 million.

Stock Options
Stock options are awards that entitle the holder to purchase a specified number of shares of Class A Common Stock at a specified price for a specified period of time and become exercisable over time, subject to the terms and conditions of the SAP, the applicable award documents and such other terms and conditions as the Compensation Committee of the Board may establish. There were no stock options granted during fiscal 2025, 2024 or 2023.
Performance-Based Stock Options
PSOs are awards that entitle the holder to purchase a specified number of shares of Class A Common Stock at a specified price for a specified period of time, contingent on the performance of the Class A Common Stock over a three-year period , subject to the terms and conditions of the SAP, the applicable award documents and such other terms and conditions as the Compensation Committee of the Board may establish. The PSOs granted under the SAP will vest in full only if the Company’s Class A Common Stock exceeds the exercise price of the PSO by a certain threshold over a certain period of time during the performance period (the “market condition”). The PSOs were fair valued using a Monte Carlo simulation model that uses the following assumptions: (i) expected volatility was generally based on historical volatility of the Company and the Company’s peer group over the expected term of the PSOs; (ii) expected term of PSOs granted was generally determined by analyzing historical data of the Company’s peer group and represented the period of time that PSOs granted were expected to be outstanding; (iii) risk-free interest rate was based on the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award; and (iv) expected dividend yield. Compensation cost related to the PSO will be recognized even if the market condition is not met.
The PSOs granted during fiscal 2025, 2024 and 2023 will vest in full at the end of the applicable three-year performance period as the market condition has been met, and have a term of seven years thereafter.
83

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes information about the Company’s stock options and PSOs granted under the SAP during fiscal 2025, 2024 and 2023 (options in thousands):

Fiscal 2025
Fiscal 2024
Fiscal 2023

Number of options Weighted average exercise price Number of options Weighted average exercise price Number of options Weighted average exercise price
Outstanding at the beginning of the year 18,326   $ 33.75   17,048   $ 33.12   14,250   $ 32.90  
Granted 3,386   38.98   3,927   34.77   4,314   33.40  
Exercised (a)
( 5,243 ) 32.67   ( 1,216 ) 27.85   ( 234 ) 28.76  
Cancelled ( 192 ) 37.77   ( 1,433 ) 34.30   ( 1,282 ) 32.77  
Outstanding at the end of the year (b)
16,277   $ 35.14   18,326   $ 33.75   17,048   $ 33.12  
Exercisable at the end of the year (c)
5,907   $ 34.08   8,158   $ 32.95   5,282   $ 36.35  
Weighted average grant-date fair value of options granted $ 11.67   $ 10.30   $ 10.32  
Weighted average remaining contractual term of options outstanding at the end of the year 6.35 years 5.97 years 6.51 years
Weighted average remaining contractual term of options exercisable at the end of the year 3.51 years 3.51 years 2.96 years

(a)
During fiscal 2025, 2024 and 2023, the Company received approximately $ 171 million, $ 34 million and $ 7 million, respectively, in cash payments from the exercise of options.

(b)
The intrinsic value of options outstanding as of June 30, 2025, 2024 and 2023 was $ 340.2 million, $ 31.7 million and $ 37.1 million, respectively.

(c)
The intrinsic value of options exercisable as of June 30, 2025, 2024 and 2023 was $ 129.7 million, $ 28.7 million and $ 6.8 million, respectively.

The fair value of each PSO grant is estimated on the date of grant with the following weighted average assumptions used for grants during fiscal 2025, 2024 and 2023 :

  For the years ended June 30,

  2025 2024 2023
Expected volatility 30.17   % 31.63   % 35.00   %
Risk-free interest rate 3.86   % 3.96   % 2.83   %
Expected dividend yield 1.39   % 1.44   % 1.40   %
Expected term 7.15 years 6.50 years 5.30 years

84

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the Company’s equity-based compensation:

For the years ended June 30,

2025 2024 2023
(in millions)
Equity-based compensation
$ 135   $ 90   $ 74  
Intrinsic value of all settled equity-based awards $ 134   $ 78   $ 77  
Tax benefit on settled equity-based awards $ 24   $ 12   $ 14  

As of June 30, 2025, the Company’s total estimated compensation cost, not yet recognized, related to non-vested equity awards held by the Company’s employees was approximately $ 105 million and is expected to be recognized over a weighted average period between two and three years .

NOTE 13. RELATED PARTY TRANSACTIONS
In the ordinary course of business, the Company enters into transactions with related parties to buy and/or sell programming and purchase and/or sell advertising.
For fiscal 2025, 2024 and 2023, the related party revenue and expense were not material (See Note 14—Commitments and Contingencies and Note 4—Restructuring, impairment and other corporate matters for information related to U.K. Newspaper Matters Indemnity obligation to News Corporation).
As of June 30, 2025 and 2024, the amounts due to related parties were $ 67 million and $ 74 million, respectively, which were primarily included in Accounts payable, accrued expenses and other current liabilities in the Balance Sheets.

NOTE 14. COMMITMENTS AND CONTINGENCIES
The Company has commitments under certain firm contractual arrangements (“firm commitments”) to make future payments. These firm commitments secure the future rights to various assets and services to be used in the normal course of operations. The following table summarizes the Company’s material firm commitments as of June 30, 2025:

  As of June 30, 2025

  Payments due by period
  Total 1 year 2 - 3 years 4 - 5 years After 5 years
  (in millions)
Borrowings $ 6,650   $ —   $ —   $ 2,600   $ 4,050  
Licensed programming 26,941   5,666   10,129   9,840   1,306  
Other commitments and contractual obligations 1,595   464   704   262   165  
Total commitments $ 35,186   $ 6,130   $ 10,833   $ 12,702   $ 5,521  

Borrowings
See Note 9—Borrowings.
Licensed programming
Under the Company’s contracts with the National Football League (“NFL”), the remaining future minimum payments for program rights to broadcast certain football games are payable over the remaining term of the contract through the 2033 NFL season. The NFL has a one-time termination right after the 2029 NFL season.
85

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The Company’s contract with Major League Baseball (“MLB”) gives the Company rights to broadcast certain regular season and post-season games, as well as exclusive rights to broadcast MLB’s World Series and All-Star Game through the 2028 MLB season.
The Company’s contracts with the National Association of Stock Car Auto Racing (“NASCAR”) give the Company rights to broadcast certain races and ancillary content through calendar year 2031.
Under the Company’s contracts with certain collegiate conferences, remaining future minimum payments for program rights to broadcast certain sports events are payable over the remaining terms of the contracts.
Other commitments and contractual obligations
Primarily includes obligations relating to talent costs and television rating services agreements.
Leases
See Note 10—Leases.
Pension and other postretirement benefits
The total accrued net benefit liability for pension and other postretirement benefit plans recognized as of June 30, 2025 was $ 295  million (See Note 15—Pension and Other Postretirement Benefits). This amount is affected by, among other items, statutory funding levels, changes in plan demographics and assumptions and investment returns on plan assets. Because of the current overall funded status of the Company’s material plans, the accrued liability does not represent expected near-term liquidity needs and, accordingly, this amount is not included in the contractual obligations table.
Contingencies
The Company establishes an accrued liability for legal claims and indemnification claims when the Company determines that a loss is both probable and the amount of the loss can be reasonably estimated. Once established, accruals are adjusted from time to time, as appropriate, in light of additional information. The amount of any loss ultimately incurred in relation to matters for which an accrual has been established may be higher or lower than the amounts accrued for such matters. Any fees, expenses, fines, penalties, judgments or settlements which might be incurred by the Company in connection with the various proceedings could affect the Company’s results of operations and financial condition. For the contingencies disclosed below for which there is at least a reasonable possibility that a loss may be incurred, other than the accrual provided, the Company was unable to estimate the amount of loss or range of loss.
FOX News
The Company’s FOX News business and certain of its current and former employees have been subject to allegations of sexual harassment and discrimination on the basis of sex and race. The Company has resolved many of these claims and is contesting other claims in litigation. The Company has also received regulatory and investigative inquiries relating to these matters. To date, none of the amounts paid in settlements or reserved for pending or future claims is material, individually or in the aggregate, to the Company. The amount of additional liability, if any, that may result from these or related matters cannot be estimated at this time. However, the Company does not currently anticipate that the ultimate resolution of any such pending matters will have a material adverse effect on its business, financial condition, results of operations or cash flows.
U.K. Newspaper Matters Indemnity
In connection with the separation of Twenty-First Century Fox, Inc. (“21CF”) and News Corporation in June 2013 (the “21CF News Corporation Separation”), 21CF agreed to indemnify News Corporation, on an after-tax basis, for payments made after the 21CF News Corporation Separation arising out of civil claims and investigations relating to phone hacking, illegal data access and inappropriate payments to public officials that occurred at subsidiaries of News Corporation before the 21CF News Corporation Separation, as well as legal and professional fees and expenses paid in connection with the related criminal matters, other than fees, expenses and costs relating to employees who are not (i) directors, officers or certain designated employees or
86

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(ii) with respect to civil matters, co-defendants with News Corporation (the “U.K. Newspaper Matters Indemnity”). In accordance with the separation agreement entered into connection with the separation of 21CF and the Company in 2019 and 21CF becoming a wholly-owned subsidiary of Disney (the “Transaction”), the Company assumed certain costs and liabilities related to the U.K. Newspaper Matters Indemnity. The liability recorded in the Balance Sheets related to the indemnity was approximately $ 65  million as of June 30, 2024 and approximately $ 30 million as of June 30, 2025.
Defamation and Disparagement Claims
From time to time, the Company and its news businesses, including FOX News Media and the FOX Television Stations, and their employees are subject to lawsuits alleging defamation or disparagement. These include lawsuits filed by Smartmatic USA Corp. and certain of its affiliates (collectively, “Smartmatic”) in February 2021 seeking $ 2.7 billion in damages and Dominion Voting Systems, Inc. and certain of its affiliates (collectively, “Dominion”) in March 2021 seeking $ 1.6 billion in damages. On March 31, 2023, the court in the Dominion case issued its rulings on summary judgment motions that were unfavorable to the Company. Following these rulings, on April 18, 2023, the Company and its subsidiary, Fox News Network, LLC, entered into a Release and Settlement Agreement with Dominion pursuant to which the parties agreed to resolve the lawsuits among them. The Company paid an aggregate of approximately $ 800 million to settle this and a related lawsuit in April 2023.
The Company continues to believe the Smartmatic and other pending lawsuits alleging defamation or disparagement are without merit and intends to defend against them vigorously, including through any appeals. The parties filed motions for summary judgment in the Smartmatic case on April 30, 2025, and opposition and reply briefs were filed on June 18, 2025 and July 28, 2025, respectively. At this time, a trial in the Smartmatic lawsuit is not expected to commence until late 2025 or early 2026 at the earliest. The Company is unable to predict the final outcome of these matters and has determined that a loss in the Smartmatic case is neither probable nor reasonably estimable. There can be no assurance that the ultimate resolution of these pending matters will not have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
On April 11, 2023 and April 20, 2023, stockholders of the Company filed derivative lawsuits in the Delaware Court of Chancery (the “Chancery Court”) against certain directors of the Company, which the Chancery Court subsequently consolidated into one matter captioned In re Fox Corporation Deriv. Litig., C.A. No. 2023-0418 (Del.Ch.). Two additional derivative lawsuits were subsequently filed by the Company’s stockholders in the Chancery Court on September 12, 2023 against certain directors and officers of the Company and are part of the consolidated lawsuit. Each of the lawsuits names the Company as a nominal defendant. On April 26, 2024, the lead plaintiffs filed an amended complaint that alleges that certain directors and officers, as applicable, breached their fiduciary duties by allowing the Company’s news channel to air allegations regarding election fraud in connection with the 2020 U.S. Presidential election, which resulted in significant defamation litigation. The amended complaint seeks orders awarding damages in favor of the Company; directing the Company to reform and improve its policies and procedures; and awarding the plaintiffs attorneys' fees and costs. On December 27, 2024, the Chancery Court denied the defendants’ motion to dismiss the amended complaint. On February 18, 2025, the Chancellor of the Chancery Court, on the Chancellor’s own motion, reassigned the consolidated lawsuit to a different Vice Chancellor. On April 28, 2025, the Chancery Court granted the defendants’ motion for leave to move for summary judgment on an issue relating to director independence. The Company intends to continue to vigorously defend against these claims.
Actions and Claims Arising from Alleged Misuse of Personal Information
The Company and its subsidiaries, including Tubi, Inc. (“Tubi”), are from time to time parties to actions and arbitration claims arising from their alleged misuse of personal information. In June 2023, a putative class action lawsuit titled Campos v. Tubi was filed with the U.S. District Court for the Northern District of Illinois, Eastern Division (the “District Court”), alleging that Tubi shared viewer information with third parties in violation of the privacy protection provisions of the federal Video Privacy Protection Act (“VPPA”). After a determination that Campos lacked standing to sue Tubi, plaintiff’s counsel filed a new putative class action titled Gregory v. Tubi with the 17th Judicial Circuit Court in Winnebago County, Illinois (the “Illinois State Court”). On July 26, 2024, the parties entered into a Settlement and Release Agreement to resolve all claims, which includes the dismissal of the Campos lawsuit and settlement of the Gregory lawsuit. On January 24, 2025, the Illinois State
87

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Court entered a final order approving the Settlement and Release Agreement. While ten individuals appealed the Illinois State Court’s final order, the Illinois Court of Appeals dismissed their appeal on June 6, 2025. As a result, the Illinois State Court’s final order is now entered and final. The settlement did not have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
On May 20, 2025, Tubi settled arbitration claims brought on behalf of approximately 23,000 individuals in 2024 that involved the alleged misuse of personal information. The settlement did not have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows.
Venu Sports
In February 2024, FOX announced that it would enter into a joint venture with ESPN, a subsidiary of Disney, and WBD to form a digital distribution platform focused on sports called Venu Sports. On February 20, 2024, FuboTV Inc. and FuboTV Media Inc (collectively, “Fubo”) filed a lawsuit against Disney, ESPN, Inc., ESPN Enterprises, Inc., HULU, LLC, FOX and WBD in the U.S. District Court for the Southern District of New York alleging claims under federal and New York antitrust laws.
On January 6, 2025, Disney and Fubo announced that they have entered into an agreement to combine the Hulu + Live TV business with Fubo, forming a combined virtual MVPD company (the “Disney/Fubo Transaction”). In conjunction with the Disney/Fubo Transaction, Fubo and the defendants settled the Venu Sports lawsuit and the defendants made an aggregate $ 220 million settlement payment to Fubo, of which approximately $ 80 million was the Company’s portion, which was recorded in Restructuring, impairment and other corporate matters in the Statements of Operations during the three months ended December 31, 2024. On January 10, 2025, the defendants announced their decision to discontinue the Venu Sports joint venture and not launch its streaming service effective immediately, and as a result the Company wrote off the previously capitalized costs. Under certain circumstances, including if the Disney/Fubo Transaction does not close due to the failure to obtain certain regulatory approvals, a termination fee of $ 130 million will be payable to Fubo. Concurrently with the Disney/Fubo transaction, Disney has committed to provide Fubo a senior unsecured term loan of up to $ 145 million in January 2026. If any such payment is required for the termination fee or senior unsecured term loan, it will be paid by FOX, Disney and WBD.
Other
The Company’s operations are subject to tax primarily in various domestic jurisdictions and as a matter of course, the Company is regularly audited by federal and state tax authorities. The Company believes it has appropriately accrued for the expected outcome of all pending tax matters and does not currently anticipate that the ultimate resolution of pending tax matters will have a material adverse effect on its consolidated financial condition, future results of operations or liquidity. In connection with the Transaction, each member of the 21CF consolidated group, which includes 21CF, the Company (prior to the Transaction) and 21CF’s other subsidiaries, is jointly and severally liable for the U.S. federal income and, in certain jurisdictions, state tax liabilities of each other member of the consolidated group. Consequently, the Company could be liable in the event any such liability is incurred, and not discharged, by any other member of the 21CF consolidated group. The tax matters agreement entered into in connection with the Transaction requires 21CF and/or Disney to indemnify the Company for any such liability. Disputes or assessments could arise during future audits by the IRS in amounts that the Company cannot quantify.

NOTE 15. PENSION AND OTHER POSTRETIREMENT BENEFITS
The Company participates in and/or sponsors various pension, savings and postretirement benefit plans. Pension plans and postretirement benefit plans are closed to new participants with the exception of a small group covered by collective bargaining agreements. The Company has a legally enforceable obligation to contribute to some plans and is not required to contribute to others. The plans include both defined benefit pension plans and employee non-contributory and employee contributory accumulation plans covering all eligible employees. The Company makes contributions in accordance with applicable laws or contract terms.
Pension and postretirement plans that are sponsored by the Company are accounted for as defined benefit pension plans. Accordingly, the funded and unfunded position of each plan is recorded in the Balance Sheets. Actuarial gains and losses that have not yet been recognized through income are recorded in
88

FOX CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Accumulated other comprehensive loss net of taxes, and they are systematically amortized as a component of net periodic benefit cost. The Company’s benefit obligation for the plans is calculated using assumptions which the Company reviews on a regular basis. The funded status of the plans can change from year to year, but the assets of the funded plans have been sufficient to pay all benefits that came due in each of fiscal 2025, 2024 and 2023.
The Company uses a June 30 measurement date for all pension and postretirement benefit plans. The following table sets forth the change in the projected benefit obligation, change in the fair value of plan assets and funded status for the Company’s pension and postretirement benefit plans:

Pension benefits Postretirement benefits
As of June 30,