西麦斯 2025年年度报告和过渡报告

(Mark One) ☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g)OF THE SECURITIES EXCHANGE ACT OF 1934OR☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedDecember 31,2024OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934OR☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934Date of event requiring this shell company reportFor the transition period from toCommission file number1-14946 Cemex, S.A.B. de C.V. (Exact name of Registrant as specified in its charter) TABLE OF CONTENTS PART I Item 1—Identity of Directors, Senior Management and AdvisorsItem 2—Offer Statistics and Expected TimetableItem 3—Key InformationItem 4—Information on the CompanyItem 4A—Unresolved Staff Comments Item 5—Operating and Financial Review and ProspectsItem 6—Directors, Senior Management, and EmployeesItem 7—Major Shareholders and Related Party TransactionsItem 8—Financial InformationItem 9—The Offer and ListingItem 10—Additional InformationItem 11—Quantitative and Qualitative Disclosures About Market RiskItem 12—Description of Securities Other Than Equity Securities PART II Item 13—Defaults, Dividend Arrearages and DelinquenciesItem 14—Material Modifications to the Rights of Security Holders and Use of ProceedsItem 15—Controls and ProceduresItem 16—ReservedItem 16A—Audit Committee Financial ExpertItem 16B—Code of EthicsItem 16C—Principal Accountant Fees and ServicesItem 16D—Exemptions from the Listing Standards for Audit CommitteesItem 16E—Purchases of Equity Securities by the Issuer and Affiliated PurchasersItem 16F—Change in Registrant’s Certifying AccountantItem 16G—Corporate GovernanceItem 16H—Mine Safety DisclosureItem 16I—Disclosure Regarding Foreign Jurisdictions that Prevent InspectionsItem 16J—Insider Trading PoliciesItem 16K—Cybersecurity Part III Item 17—Financial StatementsItem 18—Financial Statements INTRODUCTION Cemex, S.A.B. de C.V. is incorporated as a publicly traded variable stock corporation (sociedad anónima bursátil de capital variable)organized under the laws of the United Mexican States (“Mexico”). Except as the context otherwise may require, references in this annualreport to “Cemex,” the “Company,” “we,” “us” or “our” refer to Cemex, S.A.B. de C.V. and its consolidated entities. See note 1 to our 2024audited consolidated financial statements included elsewhere in this annual report. Presentation of Financial Information The audited consolidated financial statements of Cemex, S.A.B. de C.V. included elsewhere in this annual report have been prepared inaccordance with IFRS Accounting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). The regulations of the U.S. Securities and Exchange Commission (the “SEC”) do not require foreign private issuers that prepare theirfinancial statements based on IFRS (as issued by the IASB) to reconcile such financial statements to United States Generally AcceptedAccounting Principles (“U.S. GAAP”). Unless otherwise indicated, references in this annual report to “$” and “Dollars” are to United States Dollars, references to “€” are to Euros,references to “£,” “Pounds Sterling” and “Pounds” are to British Pounds, and references to “Ps,” “Mexican Pesos” and “Pesos” are toMexican Pesos. References to “billion” mean one thousand million. References in this annual report to “CPOs” are to Cemex, S.A.B. deC.V.’s Ordinary Participation Certificates (Certificados de Participación Ordinarios), each CPO represents two Series A shares (as definedbelow) and one Series B share (as defined below) of Cemex, S.A.B. de C.V. References to “ADSs” are to American Depositary Shares ofCemex, S.A.B. de C.V., each ADS represents 10 CPOs. Unless otherwise indicated, all information in this annual report excludes (i)our operations in Guatemala and the Philippines, which wedisposed of in September 2024 and December 2024, respectively, and (ii)our operations in the Dominican Republic, which we enteredinto a definitive agreement to dispose of in August 2024. For the years ended December31, 2023 and 2022 and for the period fromJanuary1 to September10, 2024, our operations in Guatemala are reported in the statements of income, net of income tax, in the singleline item “Discontinued operations.” For the years ended December31, 2023 and 2022 and for the period from January1 to December2,2024, our operations in the Philippines are reported in the statements of income, net of income tax, in the single line item “Discontinuedoperations.” As of December31, 2024, the assets and liabilities related to our operations in the Dominican Republic are presented in theline items “Assets held for sale” and “Liabilities related to assets held for sale,” respectively. For the years ended December31, 2022,2023 and 2024, our operations in the Dominican Republic are reported in the statements of income, net of income tax, in the single lin