华纳兄弟探索 2025年度报告

10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 Warner Bros. Discovery, Inc.(Exact name of Registrant as specified in its charter) Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule405 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 theAct.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 12months (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 90days.YesNo Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuantto Rule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the Registrant wasrequired to submit such files).YesNo Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Non-accelerated filer 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 effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting 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 the registrantincluded 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 Rule12b-2 of the Exchange Act).Yes☐No The aggregate market value of voting and non-voting common stock held by non-affiliates of the Registrant computed by reference to thelast sales price of such stock, as of the last business day of the Registrant’s most recently completed second fiscal quarter, which was June 30,2025, was approximately $28 billion. Total number of shares outstanding of each class of the Registrant’s common stock as of February12, 2026 was: SeriesA Common Stock, par value $0.01per share 2,479,929,515 DOCUMENTS INCORPORATED BY REFERENCE Certain information required in Item10 through Item14 of PartIII of this Annual Report on Form10-K is incorporated herein byreference to the Registrant’s definitive Proxy Statement for its 2026 Annual Meeting of Stockholders, which shall be filed with the Securitiesand Exchange Commission pursuant to Regulation14A of the Securities Exchange Act of 1934, as amended. PART I ITEM1. Business.ITEM1A. Risk Factors.ITEM1B. Unresolved Staff Comments.ITEM1C. Cybersecurity.ITEM2. Properties.ITEM3. Legal Proceedings.ITEM4. Mine Safety Disclosures. PARTII ITEM5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities.37ITEM6. [Reserved.]38ITEM7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.39ITEM7A. Quantitative and Qualitative Disclosures about Market Risk.59ITEM8. Financial Statements and Supplementary Data.61ITEM9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.126ITEM9A. Controls and Procedures.126ITEM9B. Other Information.126ITEM9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.126 PART III ITEM10. Directors, Executive Officers and Corporate Governance.127ITEM11. Executive Compensation.127ITEM12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.127ITEM13. Certain Relationships and Related Transactions, and Director Independence.127ITEM14. Principal Accountant Fees and Services.128 PART IV ITEM15. Exhibits and Financial Statement Schedules.129ITEM 16. Form 10-K Summary.141SIGNATURES142 PARTI CAUTIONARY NOTE CONCERNING FORWARD-LOOKING STATEMENTS Certain statements in this Annual Report on Form 10-K constitute forward-looking statements within the meaning of the PrivateSecu