What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-08-05 compared with 2026-05-07 · 163 added, 136 removed, 710 unchanged (30% of the section changed)

41 unchanged sentences

Class A common stock, $ 0.001 par value;

1,000,000 shares authorized, 146,235 and 146,906 shares issued and outstanding as of March 31, 2026 and September 30, 2025, respectively

1,000,000 shares authorized, 147,729 and 146,906 shares issued and outstanding as of June 30, 2026 and September 30, 2025, respectively

Class B common stock, $ 0.001 par value;

1,000,000 shares authorized, 375,380 issued and outstanding as of March 31, 2026 and September 30, 2025, respectively

1,000,000 shares authorized, 375,380 issued and outstanding as of June 30, 2026 and September 30, 2025, respectively

Additional paid-in capital 2,141 2,166

11 unchanged sentences

Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

2026 2025 2026 2025

12 unchanged sentences

Other income (expense) 11 ( 137 ) 52 ( 48 )

Income before income taxes 254 65 500 395

Income (loss) before income taxes 267 ( 11 ) 767 384

Income tax expense ( 67 ) ( 5 ) ( 211 ) ( 123 )

Net income 181 36 356 277

Net income (loss) 200 ( 16 ) 556 261

(Income) loss attributable to noncontrolling interest

Net income attributable to Warner Music Group Corp.

Net income (loss) attributable to Warner Music Group Corp.

$ 204 $ ( 16 ) $ 563 $ 256

21 unchanged sentences

Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

2026 2025 2026 2025

Net income $ 181 $ 36 $ 356 $ 277

Other comprehensive (loss) income, net of tax:

Net income (loss) $ 200 $ ( 16 ) $ 556 $ 261

Other comprehensive income (loss), net of tax:

Foreign currency adjustment 5 118 ( 31 ) 73

Other comprehensive (loss) income, net of tax ( 45 ) 84 ( 36 ) ( 45 )

Other comprehensive income (loss), net of tax 5 118 ( 31 ) 73

Total comprehensive income 205 102 525 334

6 unchanged sentences

(In millions)

Six Months Ended

Nine Months Ended

Cash flows from operating activities

3 unchanged sentences

Unrealized losses and remeasurement of foreign-denominated loans and foreign currency forward exchange contracts ( 41 ) 84

( 41 ) ( 40 )

Deferred income taxes 70 7

Loss on extinguishment of debt 7 —

Net gain on investments

Net loss (gain) on investments ( 2 ) ( 27 )

Net loss on divestitures 5 —

3 unchanged sentences

Remeasurement of share-settled liability 5 —

Remeasurement of redeemable noncontrolling interest 1 —

Changes in operating assets and liabilities:

2 unchanged sentences

Royalty advances ( 129 ) ( 295 )

Other noncurrent assets

Accounts payable and accrued liabilities ( 126 ) ( 191 )

5 unchanged sentences

Other balance sheet changes, net ( 37 ) ( 28 )

( 34 ) ( 23 )

Net cash provided by operating activities 708 447

1 unchanged sentence

Acquisition of music publishing rights and music catalogs ( 505 ) ( 152 )

( 457 ) ( 120 )

Capital expenditures ( 75 ) ( 111 )

8 unchanged sentences

Deferred financing costs paid ( 14 ) —

Repayment of Term Loan Mortgage ( 1 ) ( 1 )

Distribution to noncontrolling interest holders ( 9 ) ( 8 )

2 unchanged sentences

Payment of deferred consideration ( 47 ) ( 23 )

( 42 ) ( 23 )

Taxes paid related to net share settlement of restricted stock units and common stock ( 27 ) ( 19 )

( 26 ) ( 19 )

Common stock repurchased and retired ( 48 ) ( 3 )

10 unchanged sentences

(In millions, except share amounts which are reflected in thousands, and per share data)

Six Months Ended March 31, 2026

Nine Months Ended June 30, 2026

Common Stock Class B

17 unchanged sentences

— — — — 10 — — 10 — 10 —

Acquisition consideration common shares issued 298 — — — 9 — — 9 — 9 —

Restricted common shares issued 1,165 — — — — — — — — — —

Remeasurement of redeemable noncontrolling interest — — — — ( 2 ) — — ( 2 ) — ( 2 ) 3

Contributions from redeemable non-controlling interest holders — — — — — — — — — — 135

Balance at March 31, 2026 146,235 $ — 375,380 $ 1 $ 2,134 $ ( 1,172 ) $ ( 225 ) $ 738 $ 101 $ 839 $ 133

Three Months Ended March 31, 2026

Balance at June 30, 2026 147,729 $ — 375,380 $ 1 $ 2,141 $ ( 1,068 ) $ ( 220 ) $ 854 $ 99 $ 953 $ 133

Three Months Ended June 30, 2026

Common Stock Class B

6 unchanged sentences

Shares Value Shares Value

Balance at December 31, 2025 146,146 $ — 375,380 $ 1 $ 2,154 $ ( 1,255 ) $ ( 180 ) $ 720 $ 104 $ 824 $ 5

Balance at March 31, 2026 146,235 $ — 375,380 $ 1 $ 2,134 $ ( 1,172 ) $ ( 225 ) $ 738 $ 101 $ 839 $ 133

Net income — — — — — 204 — 204 — 204 ( 4 )

Other comprehensive loss, net of tax — — — — — — ( 45 ) ( 45 ) — ( 45 ) —

Other comprehensive income, net of tax — — — — — — 5 5 — 5 —

Dividends ($ 0.19 per share)

3 unchanged sentences

Vesting of restricted stock units, net of shares withheld for employee taxes 31 — — — ( 1 ) — — ( 1 ) — ( 1 ) —

Common shares repurchased and retired ( 751 ) — — — ( 22 ) — — ( 22 ) — ( 22 ) —

Redemption of noncontrolling interests

— — — — ( 1 ) — — ( 1 ) — ( 1 ) —

Acquisition consideration common shares issued 298 — — — 9 — — 9 — 9 —

Restricted common shares issued 1,165 — — — — — — — — — —

Remeasurement of redeemable noncontrolling interest — — — — ( 2 ) — — ( 2 ) — ( 2 ) 3

Contributions from redeemable non-controlling interest holders — — — — — — — — — — 1

Balance at March 31, 2026 146,235 $ — 375,380 $ 1 $ 2,134 $ ( 1,172 ) $ ( 225 ) $ 738 $ 101 $ 839 $ 133

Six Months Ended March 31, 2025

Balance at June 30, 2026 147,729 $ — 375,380 $ 1 $ 2,141 $ ( 1,068 ) $ ( 220 ) $ 854 $ 99 $ 953 $ 133

Nine Months Ended June 30, 2025

Common Stock Class B

9 unchanged sentences

Net income — — — — — 256 — 256 5 261 —

Other comprehensive loss, net of tax — — — — — — ( 45 ) ( 45 ) — ( 45 ) —

Other comprehensive income, net of tax — — — — — — 73 73 — 73 —

Dividends ($ 0.54 per share)

11 unchanged sentences

Other — — — — ( 2 ) — — ( 2 ) ( 5 ) ( 7 ) —

Balance at March 31, 2025 145,032 $ — 375,380 $ 1 $ 2,088 $ ( 1,230 ) $ ( 292 ) $ 567 $ 223 $ 790 $ —

Three Months Ended March 31, 2025

Balance at June 30, 2025 145,887 $ — 375,380 $ 1 $ 2,102 $ ( 1,340 ) $ ( 174 ) $ 589 $ 223 $ 812 $ —

Three Months Ended June 30, 2025

Common Stock Class B

6 unchanged sentences

Shares Value Shares Value

Balance at December 31, 2024 144,301 $ — 375,380 $ 1 $ 2,091 $ ( 1,171 ) $ ( 376 ) $ 545 $ 152 $ 697 $ —

Net income — — — — — 36 — 36 — 36 —

Balance at March 31, 2025 145,032 $ — 375,380 $ 1 $ 2,088 $ ( 1,230 ) $ ( 292 ) $ 567 $ 223 $ 790 $ —

Net loss — — — — — ( 16 ) — ( 16 ) — ( 16 ) —

Other comprehensive income, net of tax — — — — — — 118 118 — 118 —

7 unchanged sentences

6 — — — — — — — — — —

Other — — — — — — — — ( 3 ) ( 3 ) —

Balance at March 31, 2025 145,032 $ — 375,380 $ 1 $ 2,088 $ ( 1,230 ) $ ( 292 ) $ 567 $ 223 $ 790 $ —

Shares issued under the Plan 869 — — — — — — — — — —

Common shares repurchased and retired ( 20 ) — — — ( 1 ) — — ( 1 ) — ( 1 ) —

Balance at June 30, 2025 145,887 $ — 375,380 $ 1 $ 2,102 $ ( 1,340 ) $ ( 174 ) $ 589 $ 223 $ 812 $ —

See accompanying notes

24 unchanged sentences

In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

Operating results for the three and six months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the fiscal year ending September 30, 2026.

Operating results for the three and nine months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the fiscal year ending September 30, 2026.

The consolidated balance sheet at September 30, 2025 has been derived from the audited consolidated financial statements at that date but does not include all the information and notes required by U.S.

4 unchanged sentences

All intercompany balances and transactions have been eliminated.

As of March 31, 2026 and September 30, 2025, there were approximately $ 59 million and $ 65 million of assets, respectively, related to variable interest entities (“VIEs”) included in our condensed consolidated balance sheets.

As of both March 31, 2026 and September 30, 2025, there was approximately $ 2 million of liabilities related to VIEs included in our condensed consolidated balance sheets.

As of June 30, 2026 and September 30, 2025, there were approximately $ 61 million and $ 65 million of assets, respectively, related to variable interest entities (“VIEs”) included in our condensed consolidated balance sheets.

As of both June 30, 2026 and September 30, 2025, there was approximately $ 2 million of liabilities related to VIEs included in our condensed consolidated balance sheets.

The Company has performed a review of all subsequent events through the date the financial statements were issued and has determined that no additional disclosures are necessary.

32 unchanged sentences

Diluted earnings per share is computed by dividing net income available to each class of stock, less earnings available to participating securities, divided by the weighted average number of outstanding common shares, plus potentially dilutive common shares, which is calculated using the treasury-stock method.

The potentially dilutive common shares had a dilutive effect on the Company’s EPS calculation for the three and six months ended March 31, 2026 and 2025.

The following table sets forth the calculation of basic and diluted net income per common share under the two-class method for the three and six months ended March 31, 2026 and 2025 (in millions, except share amounts, which are reflected in thousands, and per share data):

Three Months Ended March 31,

The potentially dilutive common shares had a dilutive effect on the Company’s EPS calculation for the three and nine months ended June 30, 2026 and 2025.

The following table sets forth the calculation of basic and diluted net income per common share under the two-class method for the three and nine months ended June 30, 2026 and 2025 (in millions, except share amounts, which are reflected in thousands, and per share data):

Three Months Ended June 30,

Class A Class B Class A Class B

5 unchanged sentences

Net loss (income) attributable to shares to be issued on redemption of noncontrolling interests

( 1 ) ( 1 ) — —

Net income (loss) attributable to common stockholders - Diluted

9 unchanged sentences

$ 0.38 $ 0.39 $ ( 0.03 ) $ ( 0.03 )

Six Months Ended March 31,

Nine Months Ended June 30,

Class A Class B Class A Class B

25 unchanged sentences

Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

2026 2025 2026 2025

29 unchanged sentences

Sales Returns and Uncollectible Accounts

Based on management’s analysis of sales returns, refund liabilities of $ 16 million and $ 17 million were established at March 31, 2026 and September 30, 2025, respectively.

Based on management’s analysis of estimated credit losses, reserves of $ 28 million and $ 27 million were established at March 31, 2026 and September 30, 2025, respectively.

Based on management’s analysis of sales returns, refund liabilities of $ 16 million and $ 17 million were established at June 30, 2026 and September 30, 2025, respectively.

Based on management’s analysis of estimated credit losses, reserves of $ 27 million were established at both June 30, 2026 and September 30, 2025.

Deferred Revenue

Deferred revenue increased by $ 540 million during the six months ended March 31, 2026 related to cash received from customers for fixed fees and minimum guarantees in advance of performance, including amounts recognized in the period.

Revenues of $ 186 million were recognized during the six months ended March 31, 2026 related to the balance of deferred revenue at September 30, 2025.

Deferred revenue increased by $ 663 million during the nine months ended June 30, 2026 related to cash received from customers for fixed fees and minimum guarantees in advance of performance, including amounts recognized in the period.

Revenues of $ 230 million were recognized during the nine months ended June 30, 2026 related to the balance of deferred revenue at September 30, 2025.

There were no other significant changes to deferred revenue during the reporting period.

Performance Obligations

For the three months ended March 31, 2026 and March 31, 2025, the Company recognized revenue of $ 20 million and $ 17 million, respectively, from performance obligations satisfied in previous periods.

For the six months ended March 31, 2026 and March 31, 2025, the Company recognized revenue of $ 38 million and $ 57 million, respectively, from performance obligations satisfied in previous periods.

Revenues expected to be recognized in the future related to performance obligations that are unsatisfied at March 31, 2026 are as follows:

For the three months ended June 30, 2026 and June 30, 2025, the Company recognized revenue of $ 9 million and $ 10 million, respectively, from performance obligations satisfied in previous periods.

For the nine months ended June 30, 2026 and June 30, 2025, the Company recognized revenue of $ 47 million and $ 67 million, respectively, from performance obligations satisfied in previous periods.

Revenues expected to be recognized in the future related to performance obligations that are unsatisfied at June 30, 2026 are as follows:

Rest of FY26 FY27 FY28 Thereafter Total

5 unchanged sentences

GAAP, are excluded from net income.

For the Company, the components of other comprehensive income primarily consist of foreign currency translation gains and losses, minimum pension liabilities, and deferred gains and losses on financial instruments designated as hedges under ASC 815, Derivatives and Hedging .

For the Company, the components of other comprehensive income primarily consist of foreign currency translation gains and losses and minimum pension liabilities.

The following summary sets forth the changes in the components of accumulated other comprehensive loss.

2 unchanged sentences

Balances at September 30, 2024 $ ( 244 ) $ ( 3 ) $ ( 247 )

Other comprehensive loss ( 45 ) — ( 45 )

Balances at March 31, 2025 $ ( 289 ) $ ( 3 ) $ ( 292 )

Other comprehensive income 73 — 73

Balances at June 30, 2025 $ ( 171 ) $ ( 3 ) $ ( 174 )

Balances at September 30, 2025 $ ( 188 ) $ ( 1 ) $ ( 189 )

Other comprehensive loss ( 31 ) — ( 31 )

Balances at March 31, 2026 $ ( 224 ) $ ( 1 ) $ ( 225 )

Balances at June 30, 2026 $ ( 219 ) $ ( 1 ) $ ( 220 )

______________________________________

7 unchanged sentences

Other adjustments (a) ( 11 ) — ( 11 )

Balances at March 31, 2026 $ 1,590 $ 464 $ 2,054

Balances at June 30, 2026 $ 1,662 $ 464 $ 2,126

______________________________________

(a) Other adjustments during the six months ended March 31, 2026 represent foreign currency movements.

(a) Other adjustments during the nine months ended June 30, 2026 represent foreign currency movements.

The increase in goodwill during the nine months ended June 30, 2026 is primarily driven by strategic business acquisitions within our Recorded Music segment.

The Company performs its annual goodwill impairment test in accordance with ASC 350, Intangibles—Goodwill and Other, during the fourth quarter of each fiscal year as of July 1.

3 unchanged sentences

Intangible assets consist of the following:

Weighted-Average Useful Life March 31,

Weighted-Average Useful Life June 30,

2026 September 30,

12 unchanged sentences

Total net intangible assets $ 3,251 $ 2,879

The increase in net intangible assets during the six months ended March 31, 2026 is primarily related to the acquisitions of recorded music catalogs and music publishing copyrights for approximately $ 401 million through the Beethoven joint venture.

The increase in net intangible assets during the nine months ended June 30, 2026 is primarily related to the acquisitions of recorded music catalogs and music publishing copyrights for approximately $ 403 million through the Beethoven joint venture.

See Note 7 and Note 11 for additional information regarding the structure and activities of the joint venture.

Debt Capitalization

As of March 31, 2026, our long-term debt consists of the following:

As of June 30, 2026, our long-term debt consists of the following:

2026 September 30,

15 unchanged sentences

Tempo Asset-Based Notes due 2050 (d)

Unamortized discount

Unamortized discount and unamortized DFCs ( 15 ) ( 9 )

Total other long-term debt, including the current portion, net

1 unchanged sentence

______________________________________

(a) Reflects $ 350 million of commitments under the Revolving Credit Facility with no letters of credit outstanding at March 31, 2026 and September 30, 2025.

There were no loans outstanding under the Revolving Credit Facility as of March 31, 2026 and September 30, 2025.

(a) Reflects $ 350 million of commitments under the Revolving Credit Facility with no letters of credit outstanding at June 30, 2026 and September 30, 2025.

There were no loans outstanding under the Revolving Credit Facility as of June 30, 2026 and September 30, 2025.

(b) On March 11, 2026, Acquisition Corp.

borrowed all of the Term Loan A Facility to repay all of the outstanding loans under the Term Loan B Facility.

(c) Reflects $ 500 million of commitments under the Beethoven Credit Agreement with the ability, subject to the consent of the Lenders (as defined below), to increase the size of the facility to $ 700 million.

There were $ 370 million in loans outstanding under the Beethoven Credit Agreement at March 31, 2026.

There were $ 370 million in loans outstanding under the Beethoven Credit Agreement at June 30, 2026.

Loans outstanding under the Beethoven Credit Agreement are secured only by certain music rights owned by Beethoven JV 1, LLC, a Delaware limited liability company (“Beethoven”), and are nonrecourse to the Company and its subsidiaries, other than Beethoven.

5 unchanged sentences

is party to and the borrower under a $ 1,295 million term loan A facility and a $ 350 million revolving facility, pursuant to an amended and restated credit agreement dated March 11, 2026 (the “Credit Agreement”), with JPMorgan Chase Bank NA, as administrative agent, and the other financial institutions and lenders from time to time party thereto.

Additionally, as of March 31, 2026, Acquisition Corp.

Additionally, as of June 30, 2026, Acquisition Corp.

had issued and outstanding the 2.750 % Senior Secured Notes due 2028, the 3.750 % Senior Secured Notes due 2029, the 3.875 % Senior Secured Notes due 2030, the 2.250 % Senior Secured Notes due 2031 and the 3.000 % Senior Secured Notes due 2031 (together, the “Acquisition Corp.

9 unchanged sentences

credit facilities, including the Revolving Credit Facility (as defined below) and the Tranche A Term Loans (as defined below).

The Company was in compliance with its covenants under its outstanding notes, the Revolving Credit Facility and the Tranche A Term Loans as of March 31, 2026 .

The Company was in compliance with its covenants under its outstanding notes, the Revolving Credit Facility and the Tranche A Term Loans as of June 30, 2026 .

Other Long-Term Debt

The Company holds approximately $ 311 million of asset-based securities due November 2050 (“Asset-Based Notes”) issued by a subsidiary of Tempo Music secured only by certain music rights owned by Tempo Music and is nonrecourse to the Company and its subsidiaries, other than Tempo Music.

The Company holds approximately $ 311 million of asset-based securities due November 2050 (“Asset-Based Notes”) issued by a subsidiary of Tempo Music, which are secured only by certain music rights owned by Tempo Music and are nonrecourse to the Company and its subsidiaries, other than Tempo Music.

These notes, which consist of multiple fixed rate tranches, will accrue at a fixed weighted average rate of 4.62 % until November 30, 2027, with higher interest rates thereafter.

Principal and interest are payable in equal semi-annual installments.

As of March 31, 2026, Tempo Music is in compliance with the covenants under the Asset-Based Notes.

As of June 30, 2026, Tempo Music is in compliance with the covenants under the Asset-Based Notes.

Additionally, WMG BC Holdco LLC (“WMGCo”), a wholly-owned indirect subsidiary of the Company, and BCSS W JV Investments (B), L.P.

2 unchanged sentences

The advances under the Beethoven Credit Agreement shall bear interest at the rates described below under “—Interest Rates.” The Beethoven Credit Agreement contains customary affirmative and negative covenants for this type of facility, and the ability, subject to the consent of the Lenders, to increase the size of the facility to $ 750 million.

There were $ 370 million of loans outstanding under the Beethoven Credit Agreement at March 31, 2026.

As of March 31, 2026, the Initial Borrower is in compliance with the covenants under the Beethoven Credit Agreement.

There were $ 370 million of loans outstanding under the Beethoven Credit Agreement at June 30, 2026.

As of June 30, 2026, the Initial Borrower is in compliance with the covenants under the Beethoven Credit Agreement.

On May 5, 2026, the Lenders, pursuant to an amendment to the Beethoven Credit Agreement (the “Credit Agreement Amendment”), agreed to increase the aggregate commitments under the Beethoven Credit Agreement from $ 500 million to $ 750 million.

10 unchanged sentences

may obtain increases in the commitments under the Revolving Credit Facility and incur incremental term loans.

As of March 31, 2026, Acquisition Corp.

As of June 30, 2026, Acquisition Corp.

had borrowed all of the Tranche A Term Loans to repay Acquisition Corp.’s term loan B facility.

No amounts were drawn under the Revolving Credit Facility as of March 31, 2026.

In connection with the Credit Agreement, the Company recorded a loss on extinguishment of debt of approximately $ 7 million for the three months ended March 31, 2026, which represents the unamortized balances of original issuance discounts and deferred financing costs.

No amounts were drawn under the Revolving Credit Facility as of June 30, 2026.

In connection with the Credit Agreement, the Company recorded a loss on extinguishment of debt of approximately $ 7 million for the nine months ended June 30, 2026, which represents the unamortized balances of original issuance discounts and deferred financing costs.

The use of proceeds from the $ 1,295 million Tranche A Term Loans has been presented in the accompanying consolidated statement of cash flows.

2 unchanged sentences

The loans under the Credit Agreement bear interest at Acquisition Corp.’s election at a rate equal to (i) a forward-looking term rate based on the secured overnight financing rate as administered by the Federal Reserve Bank of New York for the applicable interest period (“SOFR”), subject to a zero floor, plus the applicable margin, or (ii) an alternative base rate (“ABR”), which is the highest of (x) the corporate base rate established by the administrative agent from time to time, (y) 0.50 % in excess of the overnight federal funds rate and (z) one-month Term SOFR (as defined in the Credit Agreement) plus 1.0 % per annum, in each case, subject to a 1.00 % floor plus the applicable margin.

The applicable margin for the Tranche A Term Loans range from 1.250 % to 1.625 % per annum for SOFR loans and from 0.250 % to 0.625 % per annum for ABR loans, in each case based upon Acquisition Corp.’s issuer credit ratings.

The applicable margin for the Tranche A Term Loans ranges from 1.250 % to 1.625 % per annum for SOFR loans and from 0.250 % to 0.625 % per annum for ABR loans, in each case based upon Acquisition Corp.’s issuer credit ratings.

The applicable margin for borrowings under the Revolving Credit Facility ranges from 1.125 % to 1.750 % per annum for SOFR loans and 0.125 % to 0.750 % per annum for ABR loans, in each case based upon Acquisition Corp.’s issuer credit ratings.

Based on the Applicable Debt Rating of BBB- at March 31, 2026, the applicable margin for SOFR loans and risk-free rate loans would be 1.250 % instead of 1.750 % and the applicable margin for ABR loans would be 0.250 % instead of 0.750 % in the case of Initial Revolving Loans, and the applicable margin for SOFR loans and risk-free rate loans would be 1.375 % instead of 1.625 % and the applicable margin for ABR loans would be 0.375 % instead of 0.625 % in the case of the Tranche A Term Loan.

Based on the Applicable Debt Rating of BBB- at June 30, 2026, the applicable margin for SOFR loans and risk-free rate loans would be 1.250 %;

the applicable margin for ABR loans would be 0.250 % in the case of Initial Revolving Loans (as defined in the Credit Agreement);

the applicable margin for SOFR loans and risk-free rate loans would be 1.375 %;

and the applicable margin for ABR loans would be 0.375 % in the case of the Tranche A Term Loan.

If there is a payment default at any time, then the interest rate applicable to overdue principal will be the rate otherwise applicable to such loan plus 2.0 % per annum.

9 unchanged sentences

and (iii) Term SOFR for a one-month tenor in effect on such day plus 1.00 % per annum, plus the applicable margin of 1.00 % and (b) in the case of a Term SOFR advance, the Term SOFR for the interest accrual period plus the applicable margin of 2.00 %.

The Company has entered into, and in the future may enter into, interest rate swaps to manage interest rate risk.

As of March 31, 2026, there are no interest rate swaps outstanding.

The Company has entered into, and in the future may enter into, interest rate swaps and caps to manage interest rate risk.

Under the Beethoven Credit Agreement, the Company maintains an interest rate cap agreement to manage its interest rate risk, capping a portion of the exposure at 4.445 % for a two-year period.

As of June 30, 2026, there are no interest rate swaps outstanding.

Maturity of Tranche A Term Loans

3 unchanged sentences

Maturities of Senior Secured Notes

As of March 31, 2026, there are no scheduled maturities of notes until 2028, when $ 372 million is scheduled to mature.

As of June 30, 2026, there are no scheduled maturities of notes until 2028, when $ 371 million is scheduled to mature.

Thereafter, $ 2.694 billion is scheduled to mature.

6 unchanged sentences

Interest Expense, net

Total interest expense, net was $ 41 million and $ 39 million for the three months ended March 31, 2026 and 2025, respectively, and $ 86 million and $ 76 million for the six months ended March 31, 2026 and 2025, respectively.

Interest expense, net includes interest expense related to our outstanding indebtedness of $ 44 million for both the three months ended March 31, 2026 and 2025, and $ 90 million and $ 87 million for the six months ended March 31, 2026 and 2025, respectively.

The weighted-average interest rate of the Company’s total debt was 4.0 % at March 31, 2026, 4.1 % at September 30, 2025, and 4.1 % at March 31, 2025.

Total interest expense, net was $ 49 million and $ 43 million for the three months ended June 30, 2026 and 2025, respectively, and $ 135 million and $ 119 million for the nine months ended June 30, 2026 and 2025, respectively.

Interest expense, net includes interest expense related to our outstanding indebtedness of $ 46 million and $ 45 million for the three months ended June 30, 2026 and 2025, respectively, and $ 136 million and $ 132 million for the nine months ended June 30, 2026 and 2025, respectively.

The weighted-average interest rate of the Company’s total debt was 4.0 % at June 30, 2026, 4.1 % at September 30, 2025, and 4.1 % at June 30, 2025.

Restructuring and Impairments

5 unchanged sentences

The Company anticipates that the Plan will result in cash expenditures of approximately $ 200 million, of which $ 170 million is expected to be paid by the end of fiscal year 2026.

For the three months ended March 31, 2026, total severance and other termination costs recorded in connection with the 2025 Strategic Restructuring Plan were $ 5 million, all of which was recognized in our Recorded Music segment.

For the six months ended March 31, 2026, total severance and other termination costs recorded in connection with the 2025 Strategic Restructuring Plan were $ 30 million, of which $ 18 million of expense was recognized in our Recorded Music segment and $ 12 million was recognized in Corporate.

As of March 31, 2026, total cumulative restructuring and impairment charges recognized in connection with the 2025 Strategic Restructuring Plan were $ 148 million with $ 98 million of costs recognized in our Recorded Music segment, $ 5 million of costs recognized in our Music Publishing segment, and $ 45 million recognized in Corporate.

For the three months ended June 30, 2026, total severance and other termination costs recorded in connection with the 2025 Restructuring Plan were $ 4 million, of which $ 3 million of expense was recognized in our Recorded Music segment and $ 1 million was recognized in Corporate.

For the nine months ended June 30, 2026, total severance and other termination costs recorded in connection with the 2025 Restructuring Plan were $ 34 million, of which $ 21 million of expense was recognized in our Recorded Music segment and $ 13 million was recognized in Corporate.

As of June 30, 2026, total cumulative restructuring and impairment charges recognized in connection with the 2025 Restructuring Plan were $ 152 million with $ 100 million of costs recognized in our Recorded Music segment, $ 5 million of costs recognized in our Music Publishing segment, and $ 47 million recognized in Corporate.

These costs are composed of $ 124 million of severance costs and $ 28 million of non-cash impairment charges primarily related to impairments of operating lease right-of-use assets that are no longer in use and royalty advances based on operational changes in the intended use of these assets.

The following table sets forth the activity for the six months ended March 31, 2026 in the restructuring accrual associated with the 2025 Restructuring Plan included within accrued liabilities in the accompanying consolidated balance sheets:

There were no charges recognized under the 2025 Restructuring Plan for the three and nine months ended June 30, 2025.

The following table sets forth the activity for the nine months ended June 30, 2026 in the restructuring accrual associated with the 2025 Restructuring Plan included within accrued liabilities in the accompanying consolidated balance sheets:

Severance Costs

3 unchanged sentences

Cash payments ( 80 )

Balance at March 31, 2026 $ 54

Foreign currency movements ( 1 )

Balance at June 30, 2026 $ 38

2024 Strategic Restructuring Plan

1 unchanged sentence

The 2024 Strategic Restructuring Plan is complete and the remaining associated cash payments are expected to be made by the end of fiscal year 2026.

As of March 31, 2026, total cumulative restructuring and impairment charges recognized in connection with the 2024 Strategic Restructuring Plan were $ 215 million with $ 206 million of costs recognized in our Recorded Music segment and $ 9 million recognized in Corporate.

As of June 30, 2026, total cumulative restructuring and impairment charges recognized in connection with the 2024 Strategic Restructuring Plan were $ 215 million with $ 206 million of costs recognized in our Recorded Music segment and $ 9 million recognized in Corporate.

These costs are composed of $ 133 million of severance and other contract termination costs, of which $ 7 million was non-cash, and $ 82 million of non-cash impairment charges.

There was a $ 1 million benefit recognized for the three and six months ended March 31, 2026 related to the 2024 Strategic Restructuring Plan.

The below table sets forth the activity for the six months ended March 31, 2026 in the restructuring accrual associated with the 2024 Strategic Restructuring Plan included within accrued liabilities in the accompanying condensed consolidated balance sheets.

There was a $ 1 million benefit recognized for the nine months ended June 30, 2026 related to the 2024 Strategic Restructuring Plan.

The below table sets forth the activity for the nine months ended June 30, 2026 in the restructuring accrual associated with the 2024 Strategic Restructuring Plan included within accrued liabilities in the accompanying condensed consolidated balance sheets.

Severance Costs Contract Termination Costs Total

3 unchanged sentences

Cash payments ( 16 ) ( 6 ) ( 22 )

Balance at March 31, 2026 $ 6 $ 3 $ 9

Balance at June 30, 2026 $ 6 $ 1 $ 7

Other Impairments

For the three and six months ended March 31, 2026, the Company recognized an impairment charge of $ 2 million and $ 11 million, respectively, within the Recorded Music segment for long-lived assets associated with EMP Merchandising (“EMP”), which was the result of remeasuring the carrying value to fair value as it has been classified as held for sale since September 30, 2025.

For the three and nine months ended June 30, 2026, the Company recognized an impairment charge of $ 3 million and $ 14 million, respectively, within the Recorded Music segment for long-lived assets associated with EMP Merchandising (“EMP”), which was the result of remeasuring the carrying value to fair value as it has been classified as held for sale since September 30, 2025.

Please refer to Note 15 for further discussion.

For the three and nine months ended June 30, 2025, prior to its classification as held for sale, the Company recognized an impairment charge of $ 70 million within the Recorded Music segment for long-lived assets associated with EMP.

Commitments and Contingencies

7 unchanged sentences

Stock-based compensation consists primarily of common stock, restricted stock units (“RSUs”), deferred share units, stock options, and market-based performance share units (“PSUs”) granted to eligible employees and executives under the Omnibus Incentive Plan.

The Company recognized $ 12 million and $ 14 million of non-cash stock-based compensation expense for the three months ended March 31, 2026 and 2025, respectively, all of which was recorded to additional paid-in capital.

The Company recognized $ 31 million and $ 27 million of non-cash stock-based compensation expense for the six months ended March 31, 2026 and 2025, respectively, all of which was recorded to additional paid-in capital.

During the three and six months ended March 31, 2026, the Company satisfied the vesting of PSUs and RSUs by issuing 839,801 and 999,381 shares, respectively, of Class A Common Stock under the Omnibus Incentive Plan, which is net of shares used to settle employee income tax obligations.

For the three and nine months ended June 30, 2026, the Company recognized a total of $ 2 million and $ 33 million of non-cash stock-based compensation expense, respectively, all of which was recorded to additional paid-in capital.

For the three months ended June 30, 2025, the Company recognized a total of $ 16 million of non-cash stock-based compensation expense, of which $ 15 million was recorded to additional paid-in capital and $ 1 million was recorded as a share-based compensation liability.

For the nine months ended June 30, 2025, the Company recognized a total of $ 43 million of non-cash stock-based compensation expense, of which $ 42 million was recorded to additional paid-in capital and $ 1 million was recorded as a share-based compensation liability.

During the three and nine months ended June 30, 2026, the Company satisfied the vesting of PSUs and RSUs by issuing 31,575 and 1,030,956 shares, respectively, of Class A Common Stock under the Omnibus Incentive Plan, which is net of shares used to settle employee income tax obligations.

During the three and nine months ended June 30, 2026, the Company completed a strategic business acquisition whereby the Company issued 1,462,666 restricted common shares.

Of this total, 298,116 shares were recognized as acquisition consideration which resulted in an increase in additional paid-in capital of $ 9 million.

The remaining 1,164,550 shares will be recognized as post-combination compensation expense as the applicable vesting conditions are met.

Share Repurchase Program

On November 14, 2024, the Company’s board of directors authorized a new $ 100 million share repurchase program (the “Share Repurchase Program”), which is intended to offset dilution from the Omnibus Incentive Plan.

On November 14, 2024, the Company’s board of directors authorized a $ 100 million share repurchase program (the “Share Repurchase Program”), which is intended to offset dilution from the Omnibus Incentive Plan.

Under this authorization, the Company may, from time to time, purchase shares of its Class A Common Stock through open market transactions, privately negotiated transactions, forward, derivative, or accelerated repurchase transactions, tender offers or otherwise, in accordance with all applicable securities laws and regulations, including Rule 10b-18 of the Exchange Act.

4 unchanged sentences

The authorization for the Share Repurchase Program may be suspended, terminated, increased or decreased by the Company’s board of directors at any time.

The following table summarizes our total share repurchases and retirement under the Share Repurchase Program during the three and six months ended March 31, 2026 and 2025:

The following table summarizes our total share repurchases and retirement under the Share Repurchase Program during the three and nine months ended June 30, 2026 and 2025:

Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

Share Repurchase Type

5 unchanged sentences

Redeemable Noncontrolling Interest

As of March 31, 2026, the redeemable noncontrolling interests (“RNCI”) consist of interests in Beethoven, a consolidated subsidiary.

As of June 30, 2026, the redeemable noncontrolling interests (“RNCI”) consist of interests in Beethoven, a consolidated subsidiary.

The Company consolidates Beethoven based on its controlling financial interest of the joint venture through the Company's majority representation on the board.

The noncontrolling interest holder in Beethoven, which is BainCo as described in Note 7, has a 50 % ownership share and is entitled to receive 50 % of the required quarterly distributions made by the joint venture from available cash.

BainCo, the noncontrolling interest holder in Beethoven, has a 50 % ownership share and is entitled to receive 50 % of the required quarterly distributions made by the joint venture from available cash.

For distributions resulting from a liquidity event, including the sale of the joint venture, an initial public offering, or other liquidity event as defined in the Master Operations and Economics Agreement, the noncontrolling interest holder is entitled to proceeds from such event until its contributed capital is returned with an annualized return of 8 %, subject to certain adjustments, after which the Company will receive distributions for an equal amount, with any additional amounts distributed equally.

Beginning on the sixth anniversary of formation, the noncontrolling interest holder has an exit right, that upon providing notice, the Company has the option to acquire the noncontrolling interest holder’s interest for a price negotiated with the noncontrolling interest holder or otherwise determined by an independent fair market valuation, subject to certain adjustments, if elected.

If not acquired by the Company, the noncontrolling interest holder can initiate and complete a sale of Beethoven or an initial public offering that include the interests held by the Company.

If not acquired by the Company, the noncontrolling interest holder can initiate and complete a sale of Beethoven or an initial public offering that includes the interests held by the Company.

Beginning on the eighth anniversary, the Company will also have a similar exit right, that provides similar rights to negotiate the sale of the Company’s interests to the noncontrolling interest holder.

1 unchanged sentence

The Company adjusts the redeemable noncontrolling interest to the greater of the current estimated redemption value or carrying value at the end of each reporting period, with changes recognized as adjustments to retained earnings.

The Company recognized $ 133 million as the redeemable noncontrolling interest balance as of March 31, 2026.

During the three and nine months ended June 30, 2026, redeemable noncontrolling interests included capital contributions of $ 1 million and $ 135 million, and net loss attributions of $ 4 million and $ 5 million, respectively.

Following loss allocations, the interest was remeasured to its estimated redemption value as of June 30, 2026, resulting in a $ 3 million net increase to redeemable noncontrolling interest.

This remeasurement resulted in expense recognized of $ 1 million in Other income (expense), net and an adjustment of $ 2 million to additional paid-in capital.

As of June 30, 2026, the carrying value was $ 133 million.

In the second quarter of fiscal year 2026, the Company sold recorded music catalog rights to Beethoven for consideration of $ 233 million, receiving $ 182 million of cash in return, net of the Company’s portion of contributions to the joint venture for the acquisition.

Given the Company consolidates Beethoven, no gain was recognized, and the cash received is recognized as contributions from redeemable noncontrolling interest holder and issuance of debt under the Beethoven Credit Facility.

For the three and six months ended March 31, 2026, the Company recorded an income tax expense of $ 73 million and $ 144 million, respectively.

The income tax expense for the three and six months ended March 31, 2026 is higher than the expected tax expense at the statutory rate of 21% primarily due to foreign income taxed at rates higher than in the United States, including withholding taxes, U.S.

state and local taxes, taxable gain on contribution to Beethoven JV, and non-deductible executive compensation under IRC Section 162(m).

These charges were partially offset by tax benefit associated with partial release of valuation allowance on EMP.

For the three and six months ended March 31, 2025, the Company recorded an income tax expense of $ 29 million and $ 118 million, respectively.

The income tax expense for the three and six months ended March 31, 2025 is higher than the expected tax expense at the statutory rate of 21% primarily due to foreign income taxed at rates higher than the United States, including withholding taxes, and U.S.

state and local taxes, unrecognized tax benefit related to uncertain tax positions, and non-deductible executive compensation under IRC Section 162(m).

These charges were partially offset by tax benefits associated with R&D credits, and the net impact of GILTI and FDII.

The Company has determined that it is reasonably possible that the gross unrecognized tax benefits as of March 31, 2026 could decrease by up to approximately $ 1 million related to various ongoing audits and settlement discussions in various jurisdictions during the next twelve months.

For the three and nine months ended June 30, 2026, the Company recorded an income tax expense of $ 67 million and $ 211 million, respectively.

The income tax expense for the three months ended June 30, 2026 is higher than the expected tax expense at the statutory rate of 21% primarily due to foreign income taxed at rates higher than in the United States, including withholding taxes, and U.S.

state and local taxes.

These charges were partially offset by a tax benefit associated with change in prior year estimates.

The income tax expense for the nine months ended June 30, 2026 is higher than the expected tax expense at the statutory rate of 21% primarily due to foreign income taxed at rates higher than the United States, including withholding taxes, U.S.

state and local taxes, taxable gain on contribution to Beethoven JV, and non-deductible compensation under Internal Revenue Code (“IRC”) Section 162(m).

These charges were partially offset with tax benefits associated with partial release of valuation allowance on EMP and change in prior year estimates.

For the three and nine months ended June 30, 2025, the Company recorded an income tax expense of $ 5 million and $ 123 million, respectively.

The income tax expense for the three and nine months ended June 30, 2025 is higher than the expected tax expense at the statutory rate of 21% primarily due to foreign income taxed at rates higher than in the United States, including withholding taxes, non-deductible executive compensation under IRC Section 162(m), and the net impact of GILTI and foreign derived intangible income (“FDII”).

These charges were partially offset by a tax benefit recognized on an impairment charge associated with certain of the Company’s non-core e-tailer operations.

The income tax expense for the nine months ended June 30, 2025 is higher than the expected tax expense at the statutory rate of 21% primarily due to foreign income taxed at rates higher than in the United States, including withholding taxes, U.S.

state and local taxes, non-deductible executive compensation under IRC Section

162(m), unrecognized tax benefit related to uncertain tax positions, and the net impact of GILTI and FDII.

These charges were partially offset by tax benefits associated with Research and Development (“R&D”) credits and noncontrolling interest.

The Company has determined that it is reasonably possible that the gross unrecognized tax benefits as of June 30, 2026 could decrease by up to approximately $ 1 million related to various ongoing audits and settlement discussions in various jurisdictions during the next twelve months.

The Organization for Economic Co-operation and Development (“OECD”) introduced Base Erosion and Profit Shifting (“BEPS”) Pillar 2 rules that impose a global minimum tax rate of 15%.

7 unchanged sentences

The Company uses derivative financial instruments, primarily foreign currency forward exchange contracts, for the purposes of managing foreign currency exchange rate risk on expected future cash flows.

As of March 31, 2026, the Company had outstanding foreign currency forward exchange contracts for the sale of $ 591 million and the purchase of $ 327 million of foreign currencies at fixed rates.

As of June 30, 2026, the Company had outstanding foreign currency forward exchange contracts for the sale of $ 524 million and the purchase of $ 292 million of foreign currencies at fixed rates.

As of September 30, 2025, the Company had outstanding foreign currency forward exchange contracts for the sale of $ 460 million and the purchase of $ 170 million of foreign currencies at fixed rates.

The Company recorded realized pre-tax losses of $ 2 million and unrealized pre-tax gains of $ 2 million related to its foreign currency forward exchange contracts in the condensed consolidated statement of operations as other expense for the six months ended March 31, 2026.

The Company recorded realized pre-tax gains of $ 7 million and unrealized pre-tax gains of $ 3 million related to its foreign currency forward exchange contracts in the condensed consolidated statement of operations as other expense for the six months ended March 31, 2025.

The following is a summary of amounts recorded in the consolidated balance sheets pertaining to the Company’s derivative instruments at March 31, 2026 and September 30, 2025:

The Company recorded realized pre-tax losses of $ 4 million and unrealized pre-tax gains of $ 4 million related to its foreign currency forward exchange contracts in the condensed consolidated statement of operations as other expense for the nine months ended June 30, 2026.

The Company recorded realized pre-tax gains of $ 7 million and unrealized pre-tax losses of $ 5 million related to its foreign currency forward exchange contracts in the condensed consolidated statement of operations as other expense for the nine months ended June 30, 2025.

The following is a summary of amounts recorded in the consolidated balance sheets pertaining to the Company’s derivative instruments at June 30, 2026 and September 30, 2025:

2026 September 30,

2 unchanged sentences

Foreign currency forward exchange contracts (a) $ 5 $ —

Other Noncurrent Assets:

Interest rate cap (b) $ 1 $ —

Other Current Liabilities:

1 unchanged sentence

______________________________________

(a) For March 31, 2026 includes $ 13 million and $ 12 million of foreign exchange derivative contracts in asset and liability positions, respectively, which net to $ 3 million of current assets and $ 2 million of current liabilities, respectively.

(a) For June 30, 2026 includes $ 14 million and $ 10 million of foreign exchange derivative contracts in asset and liability positions, respectively, which net to $ 5 million of current assets and $ 1 million of current liabilities, respectively.

For September 30, 2025 includes $ 3 million and $ 6 million of foreign exchange derivative contracts in asset and liability positions, respectively, which net to $ 0 million of current assets and $ 3 million of current liabilities, respectively.

(b) For June 30, 2026 includes $ 1 million of an interest rate cap in a noncurrent asset position for an interest rate cap that caps the interest rate on a portion of the Beethoven Debt at 4.445 % for two years.

Segment Information

9 unchanged sentences

Three Months Ended (in millions)

March 31, 2026

June 30, 2026

Revenues $ 1,488 $ 377 $ ( 1 ) $ 1,864

12 unchanged sentences

Depreciation expense (a) 10 2 21 33

March 31, 2025

June 30, 2025

Revenues $ 1,354 $ 336 $ ( 1 ) $ 1,689

12 unchanged sentences

eliminations Total

Six Months Ended (in millions)

March 31, 2026

Nine Months Ended (in millions)

June 30, 2026

Revenues $ 4,348 $ 1,092 $ ( 4 ) $ 5,436

12 unchanged sentences

Depreciation expense (a) 32 3 60 95

March 31, 2025

June 30, 2025

Revenues $ 3,874 $ 969 $ ( 4 ) $ 4,839

13 unchanged sentences

Supplemental Cash Flow Disclosures

The Company made interest payments of approximately $ 54 million and $ 53 million during the three months ended March 31, 2026 and 2025, respectively, and approximately $ 92 million and $ 71 million during the six months ended March 31, 2026 and 2025, respectively.

The Company paid approximately $ 58 million of income and withholding taxes, net of refunds, for each of the three months ended March 31, 2026 and 2025, and approximately $ 126 million and $ 101 million of income and withholding taxes, net of refunds, for the six months ended March 31, 2026 and 2025, respectively.

Non-cash investing activities were approximately $ 73 million and are primarily related to the acquisition of music publishing rights and music catalogs and the receipt of noncash consideration during the six months ended March 31, 2026 and $ 34 million related to business combinations and the acquisition of music catalogs during the six months ended March 31, 2025.

The Company made interest payments of approximately $ 36 million and $ 43 million during the three months ended June 30, 2026 and 2025, respectively, and approximately $ 128 million and $ 114 million during the nine months ended June 30, 2026 and 2025, respectively.

The Company paid approximately $ 53 million and $ 50 million of income and withholding taxes, net of refunds, for the three months ended June 30, 2026 and 2025, respectively, and approximately $ 179 million and $ 151 million of income and withholding taxes, net of refunds, for the nine months ended June 30, 2026 and 2025, respectively.

Non-cash investing activities were approximately $ 87 million and primarily consist of deferred consideration for acquisitions of music publishing rights, music catalogs, and business combinations, equity issued for a strategic business combination (see Note 10), and the receipt of non-cash consideration during the nine months ended June 30, 2026 and $ 32 million primarily consisting of deferred consideration for acquisitions of music publishing rights, music catalogs, and business combinations during the nine months ended June 30, 2025.

Assets and Liabilities Held for Sale

In the fourth quarter of fiscal year 2025, the Company signed a non-binding letter of intent to sell its EMP business within our Recorded Music segment and was classified as held for sale.

In the fourth quarter of fiscal year 2025, the Company signed a non-binding letter of intent to sell its EMP business within our Recorded Music segment, which was classified as held for sale.

The sale is expected to be completed by the end of the current fiscal year.

Upon classification as held for sale, the business was measured at the lower of its carrying amount or its estimated fair value less costs to sell.

For the three and six months ended March 31, 2026, the Company recognized an impairment charge of $ 2 million and $ 11 million, respectively, within the Recorded Music segment for long-lived assets associated with EMP, which was the result of remeasuring the carrying value to fair value as it has been classified as held for sale since September 30, 2025.

For the three and nine months ended June 30, 2026, the Company recognized an impairment charge of $ 3 million and $ 14 million, respectively, within the Recorded Music segment for long-lived assets associated with EMP, which was the result of remeasuring the carrying value to fair value as it has been classified as held for sale since September 30, 2025.

The recoverable fair value was determined based on current market indicators.

The major classes of assets and liabilities of the business held for sale as of March 31, 2026 are as follows:

March 31, 2026 September 30, 2025

The major classes of assets and liabilities of the business held for sale as of June 30, 2026 are as follows:

June 30, 2026 September 30, 2025

(in millions) (in millions)

8 unchanged sentences

Net Gain (Loss) on Divestitures

The Company recognized a pre-tax loss of $ 5 million during the six months ended March 31, 2026 in connection with the divestiture of certain assets which have been reflected as a net loss (gain) on divestiture in the accompanying condensed consolidated statement of operations.

The Company recognized a pre-tax loss of $ 5 million during the nine months ended June 30, 2026 in connection with the divestiture of certain assets which have been reflected as a net loss (gain) on divestiture in the accompanying condensed consolidated statement of operations.

Net Gain on Sale of Investments

The Company recognized a pre-tax realized net gain of $ 29 million during the six months ended March 31, 2025 in connection with the sale of an investment that has been presented within the Other income (expense) line of the accompanying condensed consolidated statement of operations.

The Company recognized a pre-tax realized net gain of $ 29 million during the nine months ended June 30, 2025 in connection with the sale of an investment that has been presented within the Other income (expense) line of the accompanying condensed consolidated statement of operations.

The Company has been paying quarterly cash dividends to holders of its Class A Common Stock and Class B Common Stock.

1 unchanged sentence

Therefore, there can be no assurance that the Company will pay any dividends to holders of the Company’s common stock, or as to the amount of any such dividends.

On February 5, 2026, the Company’s board of directors declared a cash dividend of $ 0.19 per share on the Company’s Class A Common Stock and Class B Common Stock, as well as related payments under certain stock-based compensation plans, which was paid to stockholders on March 3, 2026.

The Company paid an aggregate of approximately $ 100 million and $ 200 million, or $ 0.19 and $ 0.38 per share, in cash dividends to stockholders and participating security holders for the three and six months ended March 31, 2026, respectively.

On May 7, 2026, the Company’s board of directors declared a cash dividend of $ 0.19 per share on the Company’s Class A Common Stock and Class B Common Stock, as well as related payments under certain stock-based compensation plans, payable on June 2, 2026, to stockholders of record as of the close of business on May 26, 2026.

The Company paid an aggregate of approximately $ 100 million and $ 300 million, or $ 0.19 and $ 0.57 per share, in cash dividends to stockholders and participating security holders for the three and nine months ended June 30, 2026, respectively.

On August 5, 2026, the Company’s board of directors declared a cash dividend of $ 0.20 per share on the Company’s Class A Common Stock and Class B Common Stock, as well as related payments under certain stock-based compensation plans, payable on September 1, 2026, to stockholders of record as of the close of business on August 20, 2026.

Fair Value Measurements

The following tables show the fair value of the Company’s financial instruments that are required to be measured at fair value as of March 31, 2026 and September 30, 2025.

Fair Value Measurements as of March 31, 2026

The following tables show the fair value of the Company’s financial instruments that are required to be measured at fair value as of June 30, 2026 and September 30, 2025.

Fair Value Measurements as of June 30, 2026

(Level 1) (Level 2) (Level 3) Total

5 unchanged sentences

Other noncurrent assets:

Interest rate cap (c) — 1 — 1

Equity investments with readily determinable fair value (b) $ 7 $ — $ — $ 7

12 unchanged sentences

The Company has measured its investments to fair value in accordance with ASC 321, Investments—Equity Securities, based on quoted prices in active markets.

The majority of the Company’s non-financial instruments, which include goodwill, intangible assets, inventories and property, plant and equipment, are not required to be re-measured to fair value on a recurring basis.

8 unchanged sentences

The Company has elected to use the measurement alternative to fair value that will allow these investments to be recorded at cost, less impairment, and adjusted for subsequent observable price changes.

The Company did not record any impairment charges on these investments during the three and six months ended March 31, 2026 and recorded approximately $ 2 million and $ 3 million of impairment charges on these investments during the three and six months ended March 31, 2025, respectively.

In addition, there were no observable price changes events that were completed during the three and six months ended March 31, 2026 and 2025.

The Company did not record any impairment charges on these investments during the three and nine months ended June 30, 2026 and recorded approximately $ 1 million and $ 4 million of impairment charges on these investments during the three and nine months ended June 30, 2025, respectively.

In addition, there were no observable price change events that were completed during the three and nine months ended June 30, 2026 and 2025.

Fair Value of Debt

Based on the level of interest rates prevailing at March 31, 2026, the fair value of the Company’s debt was $ 4.574 billion.

Based on the level of interest rates prevailing at June 30, 2026, the fair value of the Company’s debt was $ 4.609 billion.

Based on the level of interest rates prevailing at September 30, 2025, the fair value of the Company’s debt was $ 4.270 billion.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements