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Clarivate Plc 2025年度报告

2026-02-24美股财报棋***
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Clarivate Plc 2025年度报告

FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _________ to _______ Commission File No.001-38911 CLARIVATE PLC (Exact name of registrant as specified in its charter) Not applicable(Zip Code) Registrant’s telephone number, including area code:+44 207 4334000 Securities registered pursuant to Section12(b) of the Act: Securities registered pursuant to Section12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the 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 past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit and post such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Acceleratedfiler☐Non-accelerated filer☐Smallerreportingcompany☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect 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-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of ordinary shares held by non-affiliates of the registrant, based on the closing price of the ordinary sharesas reported on the New York Stock Exchange as of June 30, 2025, the last business day of the registrant’s most recently completedsecond fiscal quarter, was approximately $1.3billion. Solely for purposes of this calculation, all executive officers, directors, andholders of five percent or more of the issued and outstanding ordinary shares of the registrant are deemed “affiliates.” The number of ordinary shares of the Company outstanding as of January31, 2026, was 640,698,582. DOCUMENTS INCORPORATED BY REFERENCE The information required by Part III of this Form 10-K, to the extent not set forth herein, is incorporated herein by reference to theregistrant’s definitive proxy statement on Schedule 14A for the 2026 Annual General Meeting of Shareholders, to be filed with theSecurities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the close of the registrant’s fiscal year. TABLE OF CONTENTS PageCautionary Note Regarding Forward-Looking Statements4PART IItem 1. Business.6Item 1A. Risk Factors.11Item 1B. Unresolved Staff Comments.21Item 1C. Cybersecurity.21Item 2. Properties.22Item 3. Legal Proceedings.22Item 4. Mine Safety Disclosures.22PART IIItem 5. Market for the Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities.23Item 6. [Reserved]24Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.25Item 7A. Quantitative and Qualitative Disclosures About Market Risk.34Item 8. Financial Statements and Supplementary Data.35Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.69Item 9A. C