新闻集团-B 2024年度报告

(Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 1211 Avenue of the Americas,New York,New York(Address of principal executive offices) 46-2950970(I.R.S. EmployerIdentification No.) 10036(Zip Code)Registrant’s telephone number, including area code (212)416-3400Securities registered pursuant to Section12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 duringthe preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. ☒Accelerated filer☐Smaller reporting companyEmerging growth company Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received byany of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ As of December27, 2024, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the registrant’sClassA Common Stock, par value $0.01 per share, held by non-affiliates was approximately $10,514,761,071, based upon the closing price of $27.79 per share asquoted on The Nasdaq Stock Market on that date, and the aggregate market value of the registrant’s ClassB Common Stock, par value $0.01 per share, held by non-affiliates was approximately $3,442,215,677, based upon the closing price of $30.78 per share as quoted on The Nasdaq Stock Market on that date. As of August1, 2025,376,442,848shares of ClassA Common Stock and188,528,838shares of ClassB Common Stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the News Corporation definitive Proxy Statementfor its 2025 Annual Meeting of Stockholders, which shall be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities ExchangeAct of 1934, as amended, within 120 days of News Corporation’s fiscal year end. TABLE OF CONTENTS PART IITEM1.Business1ITEM1A.Risk Factors14ITEM1B.Unresolved Staff Comments27ITEM1C.Cybersecurity27ITEM2.Properties29ITEM3.Legal Proceedings29ITEM4.Mine Safety Disclosures30PARTIIITEM5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities31ITEM6.[Reserved]32ITEM7.Management’s Discussion and Analysis of Financial Condition and Results of Operations33ITEM7A.Quantitative and Qualitative Disclosures About Market Risk52ITEM8.Financial Statements and Supplementary Data55ITEM9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure114ITEM9A.Controls and Procedures114ITEM9B.Other Information114ITEM9C.Disclosure Regarding Foreign Jurisdictions That Prevent Inspections114PARTIIIITEM10.Directors, Executive Officers and Corporate Governance115ITEM11.Executive Compensation115ITEM12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters115ITEM13.Certain Relationships and Related Transactions, and Director Independence116ITEM14.Principal Accountant Fees and Services116PARTIVITEM15.Exhibits and Financial Statement Schedules117ITEM16.Form 10-K Summary119SIGNATURES120 PART I ITEM1. BUSINE